SCUDDER GLOBAL FUND INC
485BPOS, 1997-02-25
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              Filed electronically with the Securities and Exchange
                         Commission on February 25, 1997

                                                            File No. 33-5724
                                                            File No. 811-4670

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

            Pre-Effective Amendment No.
                                         --------
            Post-Effective Amendment No.     28
                                          --------

                                       and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

                  Amendment No.    31
                                --------

                            Scudder Global Fund, Inc.
               --------------------------------------------------
               (Exact name of Registrant as Specified in Charter)

                     345 Park Avenue, New York, NY       10154
               --------------------------------------- ----------
               (Address of Principal Executive Offices) (Zip Code)


       Registrant's Telephone Number, including Area Code: (617) 295-2567
                                                           --------------
                               Thomas F. McDonough
                         Scudder, Stevens & Clark, Inc.
                    Two International Place, Boston, MA 02110
               ---------------------------------------------------
                     (Name and Address of Agent for Service)

It is proposed that this filing will become effective

                    immediately upon filing pursuant to paragraph (b)
         -----

           X        on March 1, 1997 pursuant to paragraph (b)
         -----

                    60 days after filing pursuant to paragraph (a)(1)
         -----

                    on ___________ pursuant to paragraph (a)(1)
         -----

                    75 days after filing pursuant to paragraph (a)(2)
         -----

                    on                  pursuant to paragraph (a)(2) of Rule 485
                       ----------------
         -----

If appropriate, check the following:

                  this post-effective amendment designates a new effective date 
         -----    for a previously filed post-effective amendment

The Registrant has filed a declaration registering an indefinite amount of
securities pursuant to Rule 24f-2 under the Investment Company Act of 1940, as
amended. The Registrant filed the notice required by Rule 24f-2 for its most
recent fiscal year on December 2, 1996.


<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                               SCUDDER GLOBAL FUND
                              CROSS-REFERENCE SHEET

<TABLE>
<CAPTION>
                           Items Required by Form N-1A
                           ---------------------------

PART A
- ------
      <S>            <C>                              <C>    
      Item No.       Item Caption                     Prospectus Caption
      --------       ------------                     ------------------

        1.           Cover Page                       COVER PAGE

        2.           Synopsis                         EXPENSE INFORMATION

        3.           Condensed Financial              FINANCIAL HIGHLIGHTS
                     Information

        4.           General Description of           INVESTMENT OBJECTIVE AND POLICIES
                     Registrant                       RISKS OF GLOBAL INVESTING
                                                      WHY INVEST IN THE FUND?
                                                      ADDITIONAL INFORMATION ABOUT POLICIES AND 
                                                         INVESTMENTS
                                                      FUND ORGANIZATION

        5.           Management of the Fund           A MESSAGE FROM SCUDDER'S CHAIRMAN
                                                      INTERNATIONAL INVESTMENT EXPERIENCE 
                                                      FUND ORGANIZATION--Investment adviser and Transfer 
                                                         agent
                                                      SHAREHOLDER BENEFITS--A team approach to investing

        5A.          Management's Discussion of       NOT APPLICABLE
                     Fund Performance

        6.           Capital Stock and Other          SHAREHOLDER BENEFITS--Dividend reinvestment plan
                     Securities                       DISTRIBUTION AND PERFORMANCE INFORMATION--
                                                         Dividends and capital gains distributions
                                                      FUND ORGANIZATION
                                                      HOW TO CONTACT SCUDDER

        7.           Purchase of Securities Being     PURCHASES
                     Offered                          TRANSACTION INFORMATION
                                                      INVESTMENT PRODUCTS AND SERVICES
                                                      SCUDDER TAX-ADVANTAGED RETIREMENT PLANS
                                                      FUND ORGANIZATION--Underwriter

        8.           Redemption or Repurchase         EXCHANGES AND REDEMPTIONS
                                                      TRANSACTION INFORMATION--Redeeming shares

        9.           Pending Legal Proceedings        NOT APPLICABLE


                            Cross Reference - Page 1
<PAGE>


                               SCUDDER GLOBAL FUND
                                   (continued)

PART B
- ------
                                                       Caption in Statement of
    Item No.        Item Caption                       Additional Information
    --------        ------------                       ----------------------

       10.          Cover Page                         COVER PAGE

       11.          Table of Contents                  TABLE OF CONTENTS

       12.          General Information and History    ORGANIZATION OF THE FUNDS


       13.          Investment Objectives and          THE FUNDS' INVESTMENT OBJECTIVES AND 
                    Policies                              POLICIES

       14.          Management of the Fund             DIRECTORS AND OFFICERS
                                                       REMUNERATION

       15.          Control Persons and Principal      DIRECTORS AND OFFICERS
                    Holders of Securities

       16.          Investment Advisory and Other      INVESTMENT ADVISER
                    Services                           ADDITIONAL INFORMATION--Experts and Other 
                                                          Information

       17.          Brokerage Allocation               PORTFOLIO TRANSACTIONS--Brokerage Commissions 
                                                          and Portfolio Turnover

       18.          Capital Stock and Other            ORGANIZATION OF THE FUNDS
                    Securities

       19.          Purchase, Redemption and           PURCHASES AND EXCHANGES
                    Pricing of Securities Being        REDEMPTIONS
                    Offered                            FEATURES AND SERVICES OFFERED BY THE FUNDS--
                                                            Dividend and Capital Gain Distribution Options
                                                       SPECIAL PLAN ACCOUNTS
                                                       DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
                                                       NET ASSET VALUE

       20.          Tax Status                         TAXES

       21.          Underwriters                       DISTRIBUTOR

       22.          Calculation of Performance Data    PERFORMANCE INFORMATION

       23.          Financial Statements               FINANCIAL STATEMENTS


                            Cross Reference - Page 2
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                         SCUDDER INTERNATIONAL BOND FUND

                              CROSS-REFERENCE SHEET

                           Items Required By Form N-1A
                           ---------------------------

PART A
- ------

     Item No.        Item Caption                     Prospectus Caption
     --------        ------------                     ------------------

        1.           Cover Page                       COVER PAGE

        2.           Synopsis                         EXPENSE INFORMATION

        3.           Condensed Financial              FINANCIAL HIGHLIGHTS
                     Information

        4.           General Description of           INVESTMENT OBJECTIVES AND POLICIES
                     Registrant                       INTERNATIONAL BOND INVESTING
                                                      WHY INVEST IN THE FUND?
                                                      SPECIAL RISK CONSIDERATIONS
                                                      INVESTMENTS
                                                      ADDITIONAL INFORMATION ABOUT POLICIES AND 
                                                         INVESTMENTS
                                                      FUND ORGANIZATION

        5.           Management of the Fund           A MESSAGE FROM SCUDDER'S CHAIRMAN
                                                      INTERNATIONAL INVESTMENT EXPERIENCE 
                                                      FUND ORGANIZATION--Investment adviser and Transfer 
                                                         agent
                                                      SHAREHOLDER BENEFITS--A team approach to investing

        5A.          Management's Discussion of       NOT APPLICABLE
                     Fund Performance

        6.           Capital Stock and Other          SHAREHOLDER BENEFITS--Dividend reinvestment plan
                     Securities                       DISTRIBUTION AND PERFORMANCE INFORMATION--
                                                         Dividends and capital gains distributions
                                                      FUND ORGANIZATION
                                                      HOW TO CONTACT SCUDDER

        7.           Purchase of Securities Being     PURCHASES
                     Offered                          TRANSACTION INFORMATION
                                                      INVESTMENT PRODUCTS AND SERVICES
                                                      SCUDDER TAX-ADVANTAGED RETIREMENT PLANS
                                                      FUND ORGANIZATION--Underwriter

        8.           Redemption or Repurchase         EXCHANGES AND REDEMPTIONS
                                                      TRANSACTION INFORMATION--Redeeming shares

        9.           Pending Legal Proceedings        NOT APPLICABLE


                            Cross Reference - Page 3
<PAGE>


                         SCUDDER INTERNATIONAL BOND FUND
                                   (continued)

PART B
- ------
                                                       Caption in Statement of
    Item No.        Item Caption                       Additional Information
    --------        ------------                       ----------------------

       10.          Cover Page                         COVER PAGE

       11.          Table of Contents                  TABLE OF CONTENTS

       12.          General Information and History    ORGANIZATION OF THE FUNDS

       13.          Investment Objectives and          THE FUNDS' INVESTMENT OBJECTIVES AND 
                    Policies                              POLICIES

       14.          Management of the Fund             DIRECTORS AND OFFICERS
                                                       REMUNERATION

       15.          Control Persons and Principal      DIRECTORS AND OFFICERS
                    Holders of Securities

       16.          Investment Advisory and Other      INVESTMENT ADVISER
                    Services                           ADDITIONAL INFORMATION--Experts and Other 
                                                          Information

       17.          Brokerage Allocation               PORTFOLIO TRANSACTIONS--Brokerage Commissions 
                                                            and Portfolio Turnover

       18.          Capital Stock and Other            ORGANIZATION OF THE FUNDS
                    Securities

       19.          Purchase, Redemption and           PURCHASES
                    Pricing of Securities Being        EXCHANGES AND REDEMPTIONS
                    Offered                            FEATURES AND SERVICES OFFERED BY THE FUNDS--
                                                          Dividend and Capital Gain Distribution Options
                                                       SPECIAL PLAN ACCOUNTS
                                                       DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
                                                       NET ASSET VALUE

       20.          Tax Status                         TAXES

       21.          Underwriters                       DISTRIBUTOR

       22.          Calculation of Performance Data    PERFORMANCE INFORMATION

       23.          Financial Statements               FINANCIAL STATEMENTS


                            Cross Reference - Page 4
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                            SCUDDER GLOBAL BOND FUND
                              CROSS-REFERENCE SHEET

                           Items Required By Form N-1A
                           ---------------------------

PART A
- ------

     Item No.        Item Caption                     Prospectus Caption
     --------        ------------                     ------------------

        1.           Cover Page                       COVER PAGE

        2.           Synopsis                         EXPENSE INFORMATION

        3.           Condensed Financial              FINANCIAL HIGHLIGHTS
                     Information                      DISTRIBUTION AND PERFORMANCE INFORMATION

        4.           General Description of           INVESTMENT OBJECTIVES AND POLICIES
                     Registrant                       WHY INVEST IN THE FUND?
                                                      SPECIAL RISK CONSIDERATIONS
                                                      INVESTMENTS
                                                      ADDITIONAL INFORMATION ABOUT POLICIES AND 
                                                         INVESTMENTS
                                                      FUND ORGANIZATION

        5.           Management of the Fund           FINANCIAL HIGHLIGHTS
                                                      A MESSAGE FROM SCUDDER'S CHAIRMAN
                                                      INTERNATIONAL INVESTMENT EXPERIENCE
                                                      FUND ORGANIZATION--Investment adviser, Transfer agent
                                                      SHAREHOLDER BENEFITS--A team approach to investing
                                                      DIRECTORS AND OFFICERS

        5A.          Management's Discussion of       NOT APPLICABLE
                     Fund Performance

        6.           Capital Stock and Other          DISTRIBUTION AND PERFORMANCE INFORMATION--
                     Securities                          Dividends and capital gains distributions
                                                      FUND ORGANIZATION
                                                      SHAREHOLDER BENEFITS--SAIL(TM)--Scudder Automated 
                                                         Information Line, Dividend reinvestment plan, T.D.D. 
                                                         service for the hearing impaired
                                                      HOW TO CONTACT SCUDDER

        7.           Purchase of Securities Being     PURCHASES
                     Offered                          FUND ORGANIZATION--Underwriter
                                                      TRANSACTION INFORMATION--Purchasing  shares, Share 
                                                         price, Processing time, Minimum balance, Third party
                                                         transactions
                                                      SHAREHOLDER BENEFITS--Dividend reinvestment plan
                                                      SCUDDER TAX-ADVANTAGED RETIREMENT PLANS
                                                      INVESTMENT PRODUCTS AND SERVICES

        8.           Redemption or Repurchase         EXCHANGES AND REDEMPTIONS
                                                      TRANSACTION INFORMATION--Redeeming shares, Tax 
                                                         identification number, Minimum balances

        9.           Pending Legal Proceedings        NOT APPLICABLE


                            Cross Reference - Page 5
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                            SCUDDER GLOBAL BOND FUND
                                   (continued)

PART B
- ------

                                                       Caption in Statement of
    Item No.        Item Caption                       Additional Information
    --------        ------------                       ----------------------

       10.          Cover Page                         COVER PAGE

       11.          Table of Contents                  TABLE OF CONTENTS

       12.          General Information and History    ORGANIZATION OF THE FUNDS

       13.          Investment Objectives and          THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES
                    Policies                           PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                                                          Portfolio Turnover

       14.          Management of the Fund             INVESTMENT ADVISER
                                                       DIRECTORS AND OFFICERS
                                                       REMUNERATION

       15.          Control Persons and Principal      DIRECTORS AND OFFICERS
                    Holders of Securities

       16.          Investment Advisory and Other      INVESTMENT ADVISER
                    Services                           DISTRIBUTOR
                                                       ADDITIONAL INFORMATION--Experts, Other Information

       17.          Brokerage Allocation and Other     PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                    Practices                             Portfolio Turnover

       18.          Capital Stock and Other            ORGANIZATION OF THE FUNDS
                    Securities                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS

       19.          Purchase, Redemption and           PURCHASES
                    Pricing of Securities Being        EXCHANGES AND REDEMPTIONS
                    Offered                            FEATURES AND SERVICES OFFERED BY THE FUNDS--
                                                          Dividend and Capital Gain Distribution Options
                                                       SPECIAL PLAN ACCOUNTS
                                                       NET ASSET VALUE

       20.          Tax Status                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
                                                       TAXES

       21.          Underwriters                       DISTRIBUTOR

       22.          Calculation of Performance Data    PERFORMANCE INFORMATION

       23.          Financial Statements               FINANCIAL STATEMENTS


                            Cross Reference - Page 6
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                          SCUDDER GLOBAL DISCOVERY FUND

                              CROSS-REFERENCE SHEET

                           Items Required By Form N-1A
                           ---------------------------

PART A
- ------

     Item No.        Item Caption                     Prospectus Caption
     --------        ------------                     ------------------

        1.           Cover Page                       COVER PAGE

        2.           Synopsis                         EXPENSE INFORMATION

        3.           Condensed Financial              FINANCIAL HIGHLIGHTS
                     Information                      DISTRIBUTION AND PERFORMANCE INFORMATION

        4.           General Description of           INVESTMENT OBJECTIVES AND POLICIES
                     Registrant                       WHY INVEST IN THE FUND?
                                                      SPECIAL RISK CONSIDERATIONS
                                                      ADDITIONAL INFORMATION ABOUT POLICIES AND 
                                                         INVESTMENTS
                                                      FUND ORGANIZATION

        5.           Management of the Fund           FINANCIAL HIGHLIGHTS
                                                      A MESSAGE FROM SCUDDER'S CHAIRMAN
                                                      INTERNATIONAL INVESTMENT EXPERIENCE
                                                      FUND ORGANIZATION--Investment adviser, Transfer 
                                                         agent
                                                      SHAREHOLDER BENEFITS--A team approach to investing
                                                      DIRECTORS AND OFFICERS

        5A.          Management's Discussion of       NOT APPLICABLE
                     Fund Performance

        6.           Capital Stock and Other          DISTRIBUTION AND PERFORMANCE INFORMATION--
                     Securities                          Dividends and capital gains distributions
                                                      FUND ORGANIZATION
                                                      SHAREHOLDER BENEFITS--SAIL(TM) - Scudder Automated 
                                                         Information Line, Dividend Reinvestment Plan, T.D.D. 
                                                         service for the hearing impaired
                                                      HOW TO CONTACT SCUDDER

        7.           Purchase of Securities Being     PURCHASES
                     Offered                          FUND ORGANIZATION--Underwriter
                                                      TRANSACTION INFORMATION--Purchasing shares, Share 
                                                         price, Processing time, Minimum balances, Third party
                                                         transactions
                                                      SHAREHOLDER BENEFITS--Dividend reinvestment plan
                                                      SCUDDER TAX-ADVANTAGED RETIREMENT PLANS
                                                      INVESTMENT PRODUCTS AND SERVICES

        8.           Redemption or Repurchase         EXCHANGES AND REDEMPTIONS
                                                      TRANSACTION INFORMATION--Redeeming shares, Tax identification
                                                           number, Minimum balances

        9.           Pending Legal Proceedings        NOT APPLICABLE


                            Cross Reference - Page 7
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                          SCUDDER GLOBAL DISCOVERY FUND
                                   (continued)

PART B
- ------

                                                       Caption in Statement of
    Item No.        Item Caption                       Additional Information
    --------        ------------                       ----------------------

       10.          Cover Page                         COVER PAGE

       11.          Table of Contents                  TABLE OF CONTENTS

       12.          General Information and History    ORGANIZATION OF THE FUNDS

       13.          Investment Objectives and          THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES
                    Policies                           PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                                                          Portfolio Turnover

       14.          Management of the Fund             INVESTMENT ADVISER
                                                       DIRECTORS AND OFFICERS
                                                       REMUNERATION

       15.          Control Persons and Principal      DIRECTORS AND OFFICERS
                    Holders of Securities

       16.          Investment Advisory and Other      INVESTMENT ADVISER
                    Services                           DISTRIBUTOR
                                                       ADDITIONAL INFORMATION--Experts, Other Information

       17.          Brokerage Allocation and Other     PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                    Practices                             Portfolio Turnover

       18.          Capital Stock and Other            ORGANIZATION OF THE FUNDS
                    Securities                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS

       19.          Purchase, Redemption and           PURCHASES
                    Pricing of Securities Being        EXCHANGES AND REDEMPTIONS
                    Offered                            FEATURES AND SERVICES OFFERED BY THE FUNDS--
                                                            Dividend and Capital Gain Distribution Options
                                                       SPECIAL PLAN ACCOUNTS
                                                       NET ASSET VALUE

       20.          Tax Status                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
                                                       TAXES

       21.          Underwriters                       DISTRIBUTOR

       22.          Calculation of Performance Data    PERFORMANCE INFORMATION

       23.          Financial Statements               FINANCIAL STATEMENTS


                            Cross Reference - Page 8
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                      SCUDDER EMERGING MARKETS INCOME FUND

                              CROSS-REFERENCE SHEET

                           Items Required By Form N-1A
                           ---------------------------

PART A
- ------

     Item No.        Item Caption                     Prospectus Caption
     --------        ------------                     ------------------

        1.           Cover Page                       COVER PAGE

        2.           Synopsis                         EXPENSE INFORMATION

        3.           Condensed Financial              FINANCIAL HIGHLIGHTS
                     Information                      DISTRIBUTION AND PERFORMANCE INFORMATION

        4.           General Description of           INVESTMENT OBJECTIVES AND POLICIES
                     Registrant                       WHY INVEST IN THE FUND?
                                                      SPECIAL RISK CONSIDERATIONS
                                                      ADDITIONAL INFORMATION ABOUT POLICIES AND 
                                                         INVESTMENTS
                                                      FUND ORGANIZATION

        5.           Management of the Fund           FINANCIAL HIGHLIGHTS
                                                      A MESSAGE FROM SCUDDER'S CHAIRMAN
                                                      INTERNATIONAL INVESTMENT EXPERIENCE
                                                      FUND ORGANIZATION--Investment adviser, Transfer 
                                                         agent
                                                      SHAREHOLDER BENEFITS--A team approach to investing
                                                      DIRECTORS AND OFFICERS

        5A.          Management's Discussion          NOT APPLICABLE
                     of Fund Performance

        6.           Capital Stock and Other          DISTRIBUTION AND PERFORMANCE INFORMATION--
                     Securities                          Dividends and capital gains distributions
                                                      FUND ORGANIZATION
                                                      SHAREHOLDER BENEFITS--Toll-Free Telephone Service 
                                                         and Information, Dividend reinvestment plan
                                                      HOW TO CONTACT SCUDDER

        7.           Purchase of Securities Being     PURCHASES
                     Offered                          FUND ORGANIZATION--Underwriter
                                                      TRANSACTION INFORMATION--Purchasing shares, Share 
                                                         price, Processing time, Minimum balances, Third party
                                                         transactions
                                                      INVESTMENT PRODUCTS AND SERVICES
                                                      SCUDDER TAX-ADVANTAGED RETIREMENT PLANS

        8.           Redemption or Repurchase         EXCHANGES AND REDEMPTIONS
                                                      TRANSACTION INFORMATION--Redeeming shares, Tax
                                                         identification number, Minimum balances

        9.           Pending Legal Proceedings        NOT APPLICABLE


                            Cross Reference - Page 9
<PAGE>


                            SCUDDER GLOBAL FUND, INC.
                      SCUDDER EMERGING MARKETS INCOME FUND
                                   (continued)

PART B
- ------

                                                       Caption in Statement of
    Item No.        Item Caption                       Additional Information
    --------        ------------                       ----------------------

       10.          Cover Page                         COVER PAGE

       11.          Table of Contents                  TABLE OF CONTENTS

       12.          General Information and History    ORGANIZATION OF THE FUNDS

       13.          Investment Objectives and          THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES
                    Policies                           PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                                                          Portfolio Turnover

       14.          Management of the Fund             INVESTMENT ADVISER
                                                       DIRECTORS AND OFFICERS
                                                       REMUNERATION

       15.          Control Persons and Principal      DIRECTORS AND OFFICERS
                    Holders of Securities

       16.          Investment Advisory and Other      INVESTMENT ADVISER
                    Services                           DISTRIBUTOR
                                                       ADDITIONAL INFORMATION--Experts, Other Information

       17.          Brokerage Allocation               PORTFOLIO TRANSACTIONS--Brokerage Commissions, 
                                                          Portfolio Turnover

       18.          Capital Stock and Other            ORGANIZATION OF THE FUNDS
                    Securities                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS

       19.          Purchase, Redemption and           PURCHASES
                    Pricing of Securities Being        EXCHANGES AND REDEMPTIONS
                    Offered                            FEATURES AND SERVICES OFFERED BY THE FUND--
                                                          Dividend and Capital Gain Distribution Options
                                                       SPECIAL PLAN ACCOUNTS
                                                       NET ASSET VALUE

       20.          Tax Status                         DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
                                                       TAXES

       21.          Underwriters                       DISTRIBUTOR

       22.          Calculation of Performance Data    PERFORMANCE INFORMATION

       23.          Financial Statements               FINANCIAL STATEMENTS
</TABLE>


                           Cross Reference - Page 10

                                     
<PAGE>

          Scudder Emerging Markets Income Fund Profile          
- ---------------------------------------------------------------------------

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile
     April 1, 1996

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

   1. What Are The Fund's Objectives?

                      Scudder  Emerging  Markets  Income Fund seeks high current
                      income.  Its  secondary  objective  is  long-term  capital
                      appreciation.


   2. What Does The Fund Invest In?

                      The Fund  invests  primarily  (at least 65% of  assets) in
                      high yield/high risk debt securities issued by governments
                      and  corporations in emerging  markets.  These  securities
                      generally are rated below investment-grade.

                      o   The Fund may focus its investments in countries in
                          Latin America.

                      o   The Fund's assets are invested primarily in U.S.
                          dollar-denominated income-bearing securities issued by
                          governments or related entities and corporations.

                      o   The weighted average maturity of the Fund's portfolio
                          will be actively managed and will vary from period to
                          period.


   3. What Are The Risks Of Investing In The Fund?

                      Emerging  market  securities can be more volatile and less
                      liquid than securities in more developed markets.  Foreign
                      securities often have less publicly available  information
                      and are subject to  different  regulations  than  domestic
                      securities.  Political  events,  changes in the  perceived
                      creditworthiness of issuers, fluctuating national interest
                      rates,  foreign taxes and movements in foreign  currencies
                      will  affect  the  value  of the  Fund's  holdings,  which
                      determine the Fund's share price. Consequently, the Fund's
                      share  price and yield are likely to vary from day to day.
                      You incur  principal  risk when you  invest  because  your
                      shares, when sold, may be worth more or less than what you
                      paid for them.

                      Because  it is  non-diversified,  the Fund may invest in a
                      small number of issuers,  which will subject it to greater
                      market  and   credit   risk  than  a   diversified   fund.
                      Furthermore, the Fund's holdings in securities rated below
                      investment-grade  (i.e.,  junk bonds) carry a greater risk
                      of default and more price volatility than securities rated
                      investment-grade or above.


   4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking high current income
     and:

                      o  plan to hold your investment for several years,

                      o  can tolerate fluctuations in share price, and

                      o  have or plan to have other investments for the benefit
                         of diversification.

<PAGE>


   5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Emerging Markets Income Fund, are:

       Shareholder transaction expenses --
       fees charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses --
       fees paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995. Until February 29, 1996 Scudder waived a portion of its
       investment management fee to the extent necessary so that the total
       annualized expenses of the Fund did not exceed 1.50% of average
       daily net assets.

       Investment management fee                          1.00%

       12b-1 fees                                         None

       Other expenses                                     0.68%
                                                          -----

       Total Fund operating expenses                      1.68%
                                                          =====

       Example:
       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $17            $53               $91               $199

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

<PAGE>


   6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced operations
     on December 31, 1993, assuming reinvestment of all distributions.
     Performance is historical and may not be indicative of future results.
     Total return and principal value will fluctuate. The Fund's 30-day net
     annualized SEC yield on March 31, 1996 was 10.53%.

      THE ORIGINAL DOCUMENT CONTAINED A BAR CHART

     CHART TITLE: Total return for the years ended December 31:

     CHART DATA:  1994   -8.06%
                  1995   19.48%

     The Fund's Average Annual Total Return for the period
     ended March 31, 1996

                  One Year          41.14%
                  Life of Fund       7.03%


   7. Who Manages The Fund?

                      The Fund's investment adviser is Scudder, Stevens & Clark,
                      Inc.,  a  leading  provider  of  U.S.  and   international
                      investment management for clients throughout the world.


   8. How Can I Invest?

                      To make it easy for you to open an account, you may invest
                      by mail,  phone,  fax, or in person.  The minimum  initial
                      investment   is  only   $1,000.   Thereafter,   additional
                      investments  may be made for as  little  as $100.  You may
                      also  exchange  shares  free of charge  within the Scudder
                      Family of Funds.


   9. How Can I Redeem Shares?

                      You may redeem  shares at the  current  share price on any
                      business day by telephone, fax, or mail.


  10. When Are Distributions Made?

                      The Fund typically makes dividend  distributions in March,
                      June, September, and December. Capital gain distributions,
                      if any, will be made in December. You may elect to receive
                      distributions   in  cash  or  have  them   reinvested   in
                      additional shares of the Fund.


     11. What Services Does Scudder Provide?

     As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund


     Scudder wants you to make informed investment decisions. This Fund Profile
     contains key information about Scudder Emerging Markets Income Fund. If you
     would like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or recent
     investment strategies, please review the Fund's most recent annual or
     semiannual report. The reports are free and may be ordered by calling
     1-800-225-2470.

<PAGE>

          Scudder Emerging Markets Income Fund Profile          
- ---------------------------------------------------------------------------

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile
     July 1, 1996

     ----------------------------------------------------------------------
   1. What Are The Fund's Objectives?

                      Scudder  Emerging  Markets  Income Fund seeks high current
                      income.  Its  secondary  objective  is  long-term  capital
                      appreciation.


   2. What Does The Fund Invest In?

                      The Fund  invests  primarily  (at least 65% of  assets) in
                      high yield/high risk debt securities issued by governments
                      and  corporations in emerging  markets.  These  securities
                      generally are rated below investment-grade.

                      o   The Fund may focus its investments in countries in
                          Latin America.

                      o   The Fund's assets are invested primarily in U.S.
                          dollar-denominated income-bearing securities issued by
                          governments or related entities and corporations.

                      o   The weighted average maturity of the Fund's portfolio
                          will be actively managed and will vary from period to
                          period.


   3. What Are The Risks Of Investing In The Fund?

                      Emerging  market  securities can be more volatile and less
                      liquid than securities in more developed markets.  Foreign
                      securities often have less publicly available  information
                      and are subject to  different  regulations  than  domestic
                      securities.  Political  events,  changes in the  perceived
                      creditworthiness of issuers, fluctuating national interest
                      rates,  foreign taxes and movements in foreign  currencies
                      will  affect  the  value  of the  Fund's  holdings,  which
                      determine the Fund's share price. Consequently, the Fund's
                      share  price and yield are likely to vary from day to day.
                      You incur  principal  risk when you  invest  because  your
                      shares, when sold, may be worth more or less than what you
                      paid for them.

                      Because  it is  non-diversified,  the Fund may invest in a
                      small number of issuers,  which will subject it to greater
                      market  and   credit   risk  than  a   diversified   fund.
                      Furthermore, the Fund's holdings in securities rated below
                      investment-grade  (i.e.,  junk bonds) carry a greater risk
                      of default and more price volatility than securities rated
                      investment-grade or above.

   4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking high current income
     and:

                      o  plan to hold your investment for several years,

                      o  can tolerate fluctuations in share price, and

                      o  have or plan to have other investments for the benefit
                         of diversification.

<PAGE>


   5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Emerging Markets Income Fund, are:

       Shareholder transaction expenses --
       Expenses charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses --
       Expenses paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995. Until February 29, 1996 Scudder waived a portion of its
       investment management fee to the extent necessary so that the total
       annualized expenses of the Fund did not exceed 1.50% of average
       daily net assets.

       Investment management fee                          1.00%

       12b-1 fees                                         None

       Other expenses                                     0.68%
                                                          -----

       Total Fund operating expenses                      1.68%
                                                          =====

       Example:
       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $17            $53               $91               $199

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

<PAGE>


   6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced operations
     on December 31, 1993, assuming reinvestment of all distributions.
     Performance is historical and may not be indicative of future results.
     Total return and principal value will fluctuate. The Fund's 30-day net
     annualized SEC yield on June 30, 1996 was 10.26%.

      THE ORIGINAL DOCUMENT CONTAINED A BAR CHART

     CHART TITLE: Total return for the years ended December 31:

     CHART DATA:  1994   -8.06%
                  1995   19.48%

     The Fund's Average Annual Total Return for the period
     ended June 30, 1996

                  One Year          33.99%
                  Life of Fund       9.97%


   7. Who Manages The Fund?

          The Fund's investment adviser is Scudder, Stevens & Clark, Inc., a
          leading provider of U.S. and international investment management for
          clients throughout the world.


   8. How Can I Invest?

          To make it easy for you to open an account, you may invest by mail,
          phone, fax, or in person. The minimum initial investment is only
          $1,000. Thereafter, additional investments may be made for as little
          as $100. You may also exchange shares free of charge within the
          Scudder Family of Funds.


   9. How Can I Redeem Shares?

          You may redeem shares at the current share price on any business day
          by telephone, fax, or mail.


  10. When Are Distributions Made?

          The Fund typically makes dividend distributions in March, June,
          September, and December. Capital gain distributions, if any, will be
          made in December. You may elect to receive distributions in cash or
          have them reinvested in additional shares of the Fund.

 
  11. What Services Does Scudder Provide?

      As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund


     Scudder wants you to make informed investment decisions. This Fund Profile
     contains key information about Scudder Emerging Markets Income Fund. If you
     would like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or recent
     investment strategies, please review the Fund's most recent annual or
     semiannual report. The reports are free and may be ordered by calling
     1-800-225-2470.

<PAGE>

[Image]   Scudder Emerging Markets Income Fund Profile           [Image]
- ---------------------------------------------------------------------------

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile

     October 1, 1996

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

     1. What Are The Fund's Objectives?

     Scudder Emerging Markets Income Fund seeks high current income and
     secondarily, long-term capital appreciation through investment
     primarily in high-yielding debt securities issued by governments and
     corporations in emerging markets.

     2. What Does The Fund Invest In?

     The Fund invests primarily (at least 65% of total assets) in high
     yield/high risk debt securities issued by governments,
     government-related entities and corporations in emerging markets or
     the return on which is derived primarily from emerging markets. To
     reduce currency risk, the Fund invests at least 65% of its assets in
     U.S. dollar-denominated debt securities. Normally, at least 50% of
     assets will be invested in sovereign debt securities issued by or
     guaranteed by governments, government-related entities and central
     banks in emerging markets; government owned, controlled or sponsored
     entities located in emerging markets; entities organized and operated
     for the purpose of restructuring investment characteristics of
     instruments issued by government or government-related entities in
     emerging markets; and debt obligations issued by supranational
     organizations. The Fund invests predominantly in debt securities rated
     below investment-grade: below BBB by Standard & Poor's or below Baa by
     Moody's Investors Service, Inc., or their equivalent as determined by
     the Fund's investment adviser, Scudder, Stevens & Clark, Inc. (i.e.,
     "junk bonds"). The Fund may invest regularly in "Brady Bonds" (debt
     securities issued under the framework of the Brady Plan).

     While the Fund takes a global approach to portfolio management, the
     adviser expects to weight the Fund's investments toward countries in
     Latin America, specifically Argentina, Brazil, Mexico and Venezuela.
     The Fund intends to invest in a minimum of three countries at any one
     time.

     The weighted average maturity of the Fund's portfolio will vary from
     period to period and debt securities in which the Fund may invest may
     have stated maturities from overnight to 30 years. 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.

     The Fund may invest up to 35% of its total assets in securities other
     than debt obligations issued in emerging markets.

     3. What Are The Risks Of Investing In The Fund?

     The Fund invests predominantly in lower quality bonds (i.e., "junk
     bonds"). Bonds of this type are considered to be speculative with
     regard to the payment of interest and return of principal, and
     generally involve a greater risk of default and more price volatility
     than securities in higher rating categories. A large portion of the
     Fund's bond holdings may trade at substantial discounts from face
     value. Emerging market securities can be more volatile and less liquid
     than securities in more developed markets. In addition, investment in
     sovereign debt can involve a high degree of risk. Foreign securities
     often have less publicly available information and are subject to
     different regulations than domestic securities. Political events,
     changes in the perceived creditworthiness of issuers, high rates of
     inflation, higher brokerage costs, fluctuating national interest
     rates, thinner trading markets, foreign taxes and movements in foreign
     currencies will affect the value of the Fund's holdings which
     determine the Fund's share price. Consequently, the Fund's share price
     is likely to vary from day to day. You incur principal risk when you
     invest, because your shares, when sold, may be worth more or less than
     what you paid for them.

     Because it is non-diversified, the Fund may invest in a smaller number
     of issuers, which will subject it to greater market and credit risk
     than a diversified fund.

     4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking high current
     income and:

        o plan to hold your investment for the long term (at least 5 years
          or more)
        o can tolerate fluctuations in share price,
        o have or plan to have other investments for the benefit of
          diversification, and
        o understand the risks of investing in emerging market securities.

     5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Emerging Markets Income Fund, are:

       Shareholder transaction expenses --
       Expenses charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses --
       Expenses paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995. Until February 29, 1996 Scudder waived a portion of its
       investment management fee to the extent necessary so that the total
       annualized expenses of the Fund did not exceed 1.50% of average
       daily net assets.

       Investment management fee                          1.00%

       12b-1 fees                                         None

       Other expenses                                     0.68%
                                                          ------

       Total Fund operating expenses                      1.68%
                                                          ====

       Example:
       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $17            $ 53              $91               $199

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

     6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced
     operations on December 31, 1993, assuming reinvestment of all
     distributions. Performance is historical and may not be indicative of
     future results. Total return and principal value will fluctuate. The
     Fund's 30-day net annualized SEC yield on September 30, 1996 was
     9.82%.

     The page contained a bar chart
     Chart Title: Total return for the year ended December 31, 1994:
     Chart Data:  1994   -8.06
                  1995   19.48

     The Fund's Average Annual Total Return for the period
     ended September 30, 1995

                  One Year          3.33%
                  Life of Fund      0.53%

     7. Who Manages The Fund?

     The Fund's investment adviser is Scudder, Stevens & Clark, Inc., a
     leading provider of U.S. and international investment management for
     clients throughout the world. The Fund is managed by a team of Scudder
     investment professionals who each play an important role in the Fund's
     management process.

     Lead Portfolio Manager Susan E. Gray assumed responsibility for the
     Fund's investment strategies and day-to-day management in 1996. Ms.
     Gray, who has over six years of investment experience in emerging
     markets, joined the Fund's team in 1994 and has worked at Scudder
     since 1987. M. Isabel Saltzman, Portfolio Manager, assists with the
     development and execution of investment strategy. Ms. Saltzman, who
     joined Scudder in 1990, has been involved in foreign finance and
     investing since 1979 and contributes special expertise in Latin
     America.

     8. How Can I Invest?

     To make it easy for you to open an account, you may invest by mail,
     phone, fax, or in person. The current minimum initial investment is
     $1,000 ($500 for IRA's). Effective January 1, 1997, the minimum
     initial investment will be $2,500 ($1,000 for IRA's), except that
     shareholders may open a regular account with a minimum of $1,000 if an
     investment program of $100/month is established. After January 1,
     1997, a shareholder who maintains an account balance of less than
     $2,500 without establishing an investment program, may be assessed an
     annual fee of $10.00, payable to the Fund. You may also exchange Fund
     shares free of charge within the Scudder Family of Funds.

     9. How Can I Redeem Shares?

     You may redeem shares at the current share price on any business day
     by telephone, fax, or mail.

     10. When Are Distributions Made?

     The Fund typically makes dividend distributions in March, June,
     September, and December. Capital gain distributions, if any, will be
     made in December. You may elect to receive distributions in cash or
     have them reinvested in additional shares of the Fund.

     Generally, dividends from net investment income are taxable to
     shareholders as ordinary income. Long-term capital gains
     distributions, if any, are taxable as long-term capital gains
     regardless of the length of time shareholders have owned their shares.
     Short-term capital gains and any other taxable income distributions
     are taxable as ordinary income.

     11. What Services Does Scudder Provide?

     As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund

     [Image]

     ----------------------------------------------------------------------
     [Image]Scudder wants you to make informed investment decisions. This
     Fund Profile contains key information about the Fund. If you would
     like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or
     recent investment strategies, please review the Fund's most recent
     annual or semiannual report. The reports are free and may be ordered
     by calling 1-800-225-2470.

     ----------------------------------------------------------------------
     Contact Scudder
<PAGE>

[Image]   Scudder Emerging Markets Income Fund Profile          
- ---------------------------------------------------------------------------

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile
     January 1, 1997

     ----------------------------------------------------------------------
     1. What Are The Fund's Objectives?

     Scudder Emerging Markets Income Fund seeks high current income and
     secondarily, long-term capital appreciation through investment
     primarily in high-yielding debt securities issued by governments and
     corporations in emerging markets.

     2. What Does The Fund Invest In?

     The Fund invests primarily (at least 65% of total assets) in high
     yield/high risk debt securities issued by governments,
     government-related entities and corporations in emerging markets or
     the return on which is derived primarily from emerging markets. To
     reduce currency risk, the Fund invests at least 65% of its assets in
     U.S. dollar-denominated debt securities. Normally, at least 50% of
     assets will be invested in sovereign debt securities issued by or
     guaranteed by governments, government-related entities and central
     banks in emerging markets; government owned, controlled or sponsored
     entities located in emerging markets; entities organized and operated
     for the purpose of restructuring investment characteristics of
     instruments issued by government or government-related entities in
     emerging markets; and debt obligations issued by supranational
     organizations. The Fund invests predominantly in debt securities rated
     below investment-grade: below BBB by Standard & Poor's or below Baa by
     Moody's Investors Service, Inc., or their equivalent as determined by
     the Fund's investment adviser, Scudder, Stevens & Clark, Inc. (i.e.,
     "junk bonds"). The Fund may invest regularly in "Brady Bonds" (debt
     securities issued under the framework of the Brady Plan).

     While the Fund takes a global approach to portfolio management, the
     adviser expects to weight the Fund's investments toward countries in
     Latin America, specifically Argentina, Brazil, Mexico and Venezuela.
     The Fund intends to invest in a minimum of three countries at any one
     time.

     The weighted average maturity of the Fund's portfolio will vary from
     period to period and debt securities in which the Fund may invest may
     have stated maturities from overnight to 30 years. 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.

     The Fund may invest up to 35% of its total assets in securities other
     than debt obligations issued in emerging markets.

     3. What Are The Risks Of Investing In The Fund?

     The Fund invests predominantly in lower quality bonds (i.e., "junk
     bonds"). Bonds of this type are considered to be speculative with
     regard to the payment of interest and return of principal, and
     generally involve a greater risk of default and more price volatility
     than securities in higher rating categories. A large portion of the
     Fund's bond holdings may trade at substantial discounts from face
     value. Emerging market securities can be more volatile and less liquid
     than securities in more developed markets. In addition, investment in
     sovereign debt can involve a high degree of risk. Foreign securities
     often have less publicly available information and are subject to
     different regulations than domestic securities. Political events,
     changes in the perceived creditworthiness of issuers, high rates of
     inflation, higher brokerage costs, fluctuating national interest
     rates, thinner trading markets, foreign taxes and movements in foreign
     currencies will affect the value of the Fund's holdings which
     determine the Fund's share price. Consequently, the Fund's share price
     is likely to vary from day to day. You incur principal risk when you
     invest, because your shares, when sold, may be worth more or less than
     what you paid for them.

     Because it is non-diversified, the Fund may invest in a smaller number
     of issuers, which will subject it to greater market and credit risk
     than a diversified fund.

     4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking high current
     income and:

        o plan to hold your investment for the long term (at least 5 years
          or more)
        o can tolerate fluctuations in share price,
        o have or plan to have other investments for the benefit of
          diversification, and
        o understand the risks of investing in emerging market securities.

     5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Emerging Markets Income Fund, are:

       Shareholder transaction expenses --
       Expenses charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses --
       Expenses paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995. Until February 29, 1996 Scudder waived a portion of its
       investment management fee to the extent necessary so that the total
       annualized expenses of the Fund did not exceed 1.50% of average
       daily net assets.

       Investment management fee (after waiver)           1.00%

       12b-1 fees                                         None

       Other expenses                                     0.68%
                                                          -----

       Total Fund operating expenses                      1.68%
                                                          =====

       Example:
       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $17            $53               $91               $199

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

     6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced
     operations on December 31, 1993, assuming reinvestment of all
     distributions. Performance is historical and may not be indicative of
     future results. Total return and principal value will fluctuate. The
     Fund's 30-day net annualized SEC yield on December 31, 1996 was 9.79%.

      THE ORIGINAL DOCUMENT CONTAINED A BAR CHART

     CHART TITLE: Total return for the year ended December 31:

     CHART DATA:  1994   -8.06%
                  1995   19.48%
                  1996   34.55%

     The Fund's Average Annual Total Return for the period
     ended December 31, 1996

                  One Year          34.55%
                  Life of Fund      13.90%

     If the adviser had not maintained the Fund's expenses, average annual
     total return for the one year and life of Fund periods would have been
     lower.

     7. Who Manages The Fund?

     The Fund's investment adviser is Scudder, Stevens & Clark, Inc., a
     leading provider of U.S. and international investment management for
     clients throughout the world. The Fund is managed by a team of Scudder
     investment professionals who each play an important role in the Fund's
     management process.

     Lead Portfolio Manager Susan E. Gray assumed responsibility for the
     Fund's investment strategies and day-to-day management in 1996. Ms.
     Gray, who has over six years of investment experience in emerging
     markets, joined the Fund's team in 1994 and has worked at Scudder
     since 1987. M. Isabel Saltzman, Portfolio Manager, assists with the
     development and execution of investment strategy. Ms. Saltzman, who
     joined Scudder in 1990, has been involved in foreign finance and
     investing since 1979 and contributes special expertise in Latin
     America.

     8. How Can I Invest?

     To make it easy for you to open an account, you may invest by mail,
     phone, fax, or in person. The minimum initial investment is $2,500
     ($1,000 for IRAs), except that shareholders may open a regular account
     with a minimum of $1,000 if an investment program of $100/month is
     established. A shareholder with a non-fiduciary account who maintains
     an account balance of less than $2,500 without establishing an
     investment program, may be assessed an annual fee of $10.00, payable
     to the Fund. You may also exchange Fund shares free of charge within
     the Scudder Family of Funds.

     9. How Can I Redeem Shares?

     You may redeem shares at the current share price on any business day
     by telephone, fax, or mail.

     10. When Are Distributions Made?

     The Fund typically makes dividend distributions in March, June,
     September, and December. Capital gain distributions, if any, will be
     made in December. You may elect to receive distributions in cash or
     have them reinvested in additional shares of the Fund.

     Generally, dividends from net investment income are taxable to
     shareholders as ordinary income. Long-term capital gains
     distributions, if any, are taxable as long-term capital gains
     regardless of the length of time shareholders have owned their shares.
     Short-term capital gains and any other taxable income distributions
     are taxable as ordinary income.

     11. What Services Does Scudder Provide?

     As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund


     ----------------------------------------------------------------------
     [Image]Scudder wants you to make informed investment decisions. This
     Fund Profile contains key information about the Fund. If you would
     like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or
     recent investment strategies, please review the Fund's most recent
     annual or semiannual report. The reports are free and may be ordered
     by calling 1-800-225-2470.

     ----------------------------------------------------------------------
     Contact Scudder
<PAGE>

This prospectus sets forth concisely the information about Scudder Emerging
Markets Income Fund, a series of Scudder Global Fund, Inc., an open-end
management investment company, that a prospective investor should know before
investing. Please retain it for future reference.

   
If you require more detailed information, a Statement of Additional Information
dated March 1, 1997, as amended from time to time, may be obtained without
charge by writing Scudder Investor Services, Inc., Two International Place,
Boston, MA 02110-4103 or calling 1-800-225-2470. The Statement, which is
incorporated by reference into this prospectus, has been filed with the
Securities and Exchange Commission and is available along with other related
materials on the Securities and Exchange Commission's Web site
(http://www.sec.gov).
    

THE FUND INVESTS PREDOMINANTLY IN LOWER QUALITY BONDS, COMMONLY REFERRED TO AS
JUNK BONDS. BONDS OF THIS TYPE ARE CONSIDERED TO BE SPECULATIVE WITH REGARD TO
THE PAYMENT OF INTEREST AND RETURN OF PRINCIPAL. PURCHASERS SHOULD CAREFULLY
ASSESS THE RISKS ASSOCIATED WITH AN INVESTMENT IN THE FUND.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

Scudder
Emerging Markets
Income Fund

   
Prospectus
March 1, 1997
    

A pure no-load(TM) (no sales charges) mutual fund seeking to provide high
current income and, secondarily, long-term capital appreciation through
investment primarily in high-yielding debt securities issued in emerging
markets.


Contents--see page 4.

<PAGE>

Expense information

How to compare a Scudder pure no-load(TM) fund 

This information is designed to help you understand the various costs and
expenses of investing in Scudder Emerging Markets Income Fund (the "Fund"). By
reviewing this table and those in other mutual funds' prospectuses, you can
compare the Fund's fees and expenses with those of other funds. With Scudder's
pure no-load(TM) funds, you pay no commissions to purchase or redeem shares, or
to exchange from one fund to another. As a result, all of your investment goes
to work for you.

1) Shareholder transaction expenses: Expenses charged directly to your
individual account in the Fund for various transactions.

     Sales commissions to purchase shares (sales load)     NONE
     Commissions to reinvest dividends                     NONE
     Redemption fees                                       NONE*
     Fees to exchange shares                               NONE

   
2) Annual Fund operating expenses: Expenses paid by the Fund before it
distributes its net investment income, expressed as a percentage of the Fund's
average daily net assets for the fiscal year ended October 31, 1996.

     Investment management fee                             1.00%
     12b-1 fees                                             NONE
     Other expenses                                        0.45%
     Total Fund operating expenses                         1.45%**

 Example
 Based on the level of total Fund operating expenses listed above, the total
 expenses relating to a $1,000 investment, assuming a 5% annual return and
 redemption at the end of each period, are listed below. Investors do not pay
 these expenses directly; they are paid by the Fund before it distributes its
 net investment income to shareholders. (As noted above, the Fund has no
 redemption fees of any kind.)

    1 Year              3 Years                5 Years               10 Years
      $15                 $46                    $79                   $174
    

 See "Fund organization--Investment adviser" for further information about the
 investment management fee. This example assumes reinvestment of all dividends
 and distributions and that the percentage amounts listed under "Annual Fund
 operating expenses" remain the same each year. This example should not be
 considered a representation of past or future expenses or return. Actual Fund
 expenses and return vary from year to year and may be higher or lower than
 those shown.

* You may redeem by writing or calling the Fund. If you wish to receive
redemption proceeds via wire, there is a $5 wire service fee. For additional
information, please refer to "Transaction information--Redeeming shares."

** Until February 29, 1996, the Adviser waived a portion of its investment
management fee to the extent necessary so that the total annualized expenses of
the Fund did not exceed 1.50% of average daily net assets.


                                       2
<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.

If you would like more detailed information concerning the Fund's performance, a
complete portfolio listing and audited financial statements are available in the
Fund's Annual Report dated Ocotber 31, 1996 and may be obtained without charge
by writing or calling Scudder Investor Services, Inc.

   
<TABLE>
<CAPTION>
                                                                                      For the Period  
                                                                                    December 31, 1993 
                                                                                     (commencement of 
                                                                                      operations) to  
                                                        Years Ended October 31,        October 31,    
                                                       1996 (a)          1995              1994       
 ----------------------------------------------------------------------------------------------------
 <S>                                                    <C>             <C>              <C>
 Net asset value, beginning of period ...............   $10.26          $11.05           $12.00
                                                        ---------------------------------------------
 Income from investment operations:
 Net investment income ..............................     1.20            1.14             0.60
 Net realized and unrealized gain (loss) on
    investments .....................................     2.71           (.82)            (1.04)
                                                        ---------------------------------------------
 Total from investment operations ...................     3.91             .32             (.44)
                                                        ---------------------------------------------
 Less distributions from net investment income ......   (1.19)          (1.11)             (.51)
                                                        ---------------------------------------------
 Net asset value, end of period .....................   $12.98          $10.26           $11.05
 ----------------------------------------------------------------------------------------------------
 Total Return (%) ...................................    39.78            3.46            (3.54)**
 Ratios and Supplemental Data
 Net assets, end of period ($ millions) .............      305             169               95
 Ratio of operating expenses, net to average daily
    net assets (%) (a) ..............................     1.44            1.50             1.50*
 Ratio of operating expense before expense
    reductions, to average daily net assets (%) .....     1.45            1.68             2.23*
 Ratio of net investment income to average daily
    net assets (%) .................................     10.05           12.83             9.17*
 Portfolio turnover rate (%)                            430.0(b)        302.2            180.6*
</TABLE>

  (a) Based on monthly average shares outstanding during the period. 

  (b) Economic and market conditions necessitated more active trading, resulting
      in a higher portfolio turnover rate. 

  *   Annualized 

  **  Not annualized
    

                                       3
<PAGE>

A message from Scudder's chairman

Scudder, Stevens & Clark, Inc., investment adviser to the Scudder Family of
Funds, was founded in 1919. We offered America's first no-load mutual fund in
1928. Today, we manage in excess of $100 billion for many private accounts and
over 50 mutual fund portfolios. We manage the mutual funds in a special program
for the American Association of Retired Persons, as well as the fund options
available through Scudder Horizon Plan, a tax-advantaged variable annuity. We
also advise The Japan Fund and nine closed-end funds that invest in countries
around the world.

The Scudder Family of Funds is designed to make investing easy and less costly.
It includes money market, tax free, income and growth funds as well as IRAs,
401(k)s, Keoghs and other retirement plans.

Services available to all shareholders include toll-free access to the
professional service representatives of Scudder Investor Relations, easy
exchange among funds, shareholder reports, informative newsletters and the
walk-in convenience of Scudder Funds Centers.

All Scudder mutual funds are pure no-load(TM). This means you pay no commissions
to purchase or redeem your shares or to exchange from one fund to another. There
are no "12b-1" fees either, which many other funds now charge to support their
marketing efforts. All of your investment goes to work for you. We look forward
to welcoming you as a shareholder.

/s/Daniel Pierce

Scudder Emerging Markets Income Fund

  Investment objectives

o  high current income and, secondarily, long-term capital appreciation through
   investment primarily in high-yielding debt securities issued in emerging
   markets

  Investment characteristics

o  an actively managed portfolio of lower quality bonds issued by governments
   and corporations in Latin America and other emerging markets

o  focus on higher-yielding, below investment- grade debt securities

o  primarily invested in U.S. dollar-denominated securities to reduce currency
   risk

o  daily liquidity at current net asset value

Contents

Investment objectives and policies                     5
Why invest in the Fund?                                7
International investment experience                    8
Additional information about policies
   and investments                                     9
Special risk considerations                           11
Distribution and performance information              15
Purchases                                             16
Exchanges and redemptions                             17
Fund organization                                     18
Transaction information                               19
Shareholder benefits                                  23
Directors and Officers                                26
Appendix                                              27
Investment products and services                      29
How to contact Scudder                                30


                                       4
<PAGE>

Investment objectives and policies

Scudder Emerging Markets Income Fund (the "Fund"), a non-diversified series of
Scudder Global Fund, Inc., has dual investment objectives. The 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 Fund's investment adviser, Scudder, Stevens &
Clark, Inc. (the "Adviser"), these changes present attractive investment
opportunities, both in terms of income and appreciation potential, for long-term
investors.

Special investment considerations

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, the Fund 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. Please refer to "Special risk considerations"
for further information.

   
Except as otherwise indicated, the Fund's investment objectives and policies are
not fundamental and may be changed without a vote of shareholders. If there is a
change in investment objectives, shareholders should consider whether the Fund
remains an appropriate investment in light of their then current financial
position and needs. There can be no assurance that the Fund's objectives will be
met.
    

Investment policies

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: 

o  the issuer is organized under the laws of an emerging market country;

o  the issuer's principal securities trading market is in an emerging market; or


                                       5
<PAGE>

 Investment objectives and policies (cont'd)

o  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
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 collaterized 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 will 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, (the "1940 Act") it intends to invest 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

                                       6
<PAGE>

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. During the fiscal year ended October 31, 1996, the average monthly
dollar-weighted market value of the bonds in the Fund's portfolio was rated as
follows: 2.11% AAA, 6.87% BBB, 32.80% BB, 37.57% B and 20.65% not rated. The
bonds are rated by Moody's or S&P, or of equivalent quality as determined by the
Adviser. A large portion of the Fund's bond holdings may trade at substantial
discounts from face value. Please refer to "Special risk considerations--High
yield/high risk securities" for more information.

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. In addition, the Fund may engage in strategic transactions.
    

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. See
"Additional information about policies and investments" and "Special risk
considerations" for more information about these investment techniques.

Why invest in the Fund?

The Fund is designed as a convenient, relatively low cost way for investors to
participate in an actively managed portfolio of high-yielding emerging market
debt securities. The Adviser believes that emerging bond markets will continue
to expand with the economic growth in Latin America and other developing
regions, and that securities in these markets will continue to provide an
attractive combination of high current income and appreciation potential for the
long-term investor.

In recent years, many emerging markets around the world have reduced
government's role in economic and personal affairs and instituted other changes
to stimulate business investment and growth. Autocratic political regimes have,
in many cases, been replaced by more democratic institutions. Centrally
controlled economies have given way, in whole or significant part, to
free-market systems. In support of these changes, countries in Latin America and
elsewhere have reduced tax rates and budget deficits, made strides in getting
inflation under control and stabilizing exchange rates, and have eliminated or
reduced trade barriers. Added to these important steps, developing economies
have improved communications and transportation systems; liberalized capital
markets; and privatized utilities, oil companies, banks and other state-owned
industries. Although the pace and success in accomplishing these objectives vary
significantly from country to country, these reforms have, in general, helped to
reverse flight of capital, build confidence among both local and foreign
investors, and stimulate economic expansion.

The Adviser believes that for these favorable trends to continue, however, the
emerging economies of Latin America, Asia, Africa, the Middle East and Europe
will need a steady flow of capital to continue to build infrastructure,

                                       7
<PAGE>

Why invest in the Fund? (cont'd)

complement domestic savings, support currency reserves, expand plant and
equipment, and maintain competitiveness on a global basis. Much of this capital
should come from the public and private debt markets. The world fixed-income
markets are vital to the future growth of emerging economies. These markets can
present attractive opportunities for investors in the form of high yields, which
emerging economies need to offer to attract capital, and the potential for
capital appreciation, which can result from improving creditworthiness of
emerging market issuers, declining interest rates and other factors.

In addition to an attractive return potential, the Fund can provide diversity to
a domestic investment portfolio because the emerging debt markets do not always
move in the same manner as U.S. stock and bond markets. The Fund can also
provide a way to benefit from the growth and improving economic fundamentals of
developing nations for those investors who cannot tolerate the degree of
volatility associated with emerging market common stocks.

Direct investment in foreign securities, especially the emerging markets, is
usually impractical for an individual investor. Investors, on their own, may
find it difficult to analyze investment opportunities abroad as well as trade
and hold foreign securities. The Fund offers professional management and
administrative convenience to shareholders wishing to participate in this
relatively new asset class.

In addition, the Fund offers all the benefits of the Scudder Family of Funds.
Scudder, Stevens & Clark, Inc. manages a diverse family of pure no-load(TM)
funds and provides a wide range of services to help investors meet their
investment needs. Please refer to "Investment products and services" for
additional information.

International investment experience

   
The Adviser has been a leader in international investment management for over 40
years. Its investment company clients include Scudder International Fund, which
invests primarily in foreign securities and was initially incorporated in Canada
in 1953 as the first foreign investment company registered with the United
States Securities and Exchange Commission, Scudder International Bond Fund,
which invests internationally, Scudder Global Fund, Scudder Global Bond Fund and
Scudder Global Discovery Fund, which invest worldwide, Scudder Greater Europe
Growth Fund, which invests primarily in securities of European companies, The
Japan Fund, Inc., which invests primarily in securities of Japanese companies,
Scudder Latin America Fund, which invests in Latin American issuers, Scudder
Pacific Opportunities Fund, which invests in issuers located in the Pacific
Basin, with the exception of Japan, Scudder Emerging Markets Income Fund, which
invests in debt securities issued in emerging markets, and Scudder Emerging
Markets Growth Fund, which invests in equity investments in emerging markets.
The Adviser also manages the assets of eight closed-end investment companies
investing in foreign securities: The Argentina Fund, Inc., The Brazil Fund,
Inc., The First Iberian Fund, Inc., The Korea Fund, Inc., The Latin America
Dollar Income Fund, Inc., Scudder New Asia Fund, Inc., Scudder New Europe Fund,
Inc. and Scudder World Income Opportunities Fund, Inc. As of December 31, 1996,
the Adviser was responsible for managing more than $22 billion of foreign
securities, including approximately $2.2 billion invested in Latin American and
other emerging market debt securities. In an effort to control risk and enhance
return, the Adviser conducts its own credit analysis and assigns its own credit
risk ratings.
    

                                       8
<PAGE>

Additional information about policies and investments

Investment restrictions

The Fund has adopted certain fundamental policies which may not be changed
without a vote of shareholders and which are designed to reduce the Fund's
investment risk.

   
The Fund may not borrow money except as a temporary measure for extraordinary or
emergency purposes or except in connection with reverse repurchase agreements
and may not make loans except through the lending of portfolio securities, the
purchase of debt securities or through repurchase agreements.
    

A complete description of these and other policies and restrictions is contained
under "Investment Restrictions" in the Fund's Statement of Additional
Information.

Portfolio turnover rate

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

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.

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 constituting 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.

Indexed securities

The Fund may invest in indexed securities, the value of which is linked to
currencies, interest rates, commodities, indices or other financial indicators
("reference instruments"). The interest rate or (unlike most fixed-income
securities) the principal amount payable at maturity of an indexed security may
be increased or decreased, depending on changes in the value of the reference
instrument.

Loan participations and assignments

The Fund may invest in fixed- and floating-rate loans arranged through private
negotiations between an issuer of emerging market debt instruments and one or
more financial institutions ("lenders"). Generally, the Fund's investments in
loans are expected to take the form of loan participations and assignments of
portions of loans from third parties.

                                       9
<PAGE>

Additional information about policies and investments (cont'd)

When investing in a participation, the Fund will typically have the right to
receive payments only from the lender to the extent the lender receives payments
from the borrower, and not from the borrower itself. Likewise, the Fund
typically will be able to enforce its rights only through the lender, and not
directly against the borrower. As a result, the Fund will assume the credit risk
of both the borrower and the lender that is selling the participation.

When the Fund purchases assignments from lenders, it will acquire direct rights
against the borrower, but these rights and the Fund's obligations may differ
from, and be more limited than those held by the assigning lender.

Loan participations and assignments may be illiquid. Please refer to "Special
risk considerations--Illiquid investments" for more information.

Convertible securities

The Fund may invest in convertible securities which may offer higher income than
the common stocks into which they are convertible. The convertible securities in
which the Fund may invest consist of bonds, notes, debentures and preferred
stocks which may be converted or exchanged at a stated or determinable exchange
ratio into underlying shares of common stock. The Fund may be required to permit
the issuer of a convertible security to redeem the security, convert it into the
underlying common stock or sell it to a third party. Thus, the Fund may not be
able to control whether the issuer of a convertible security chooses to convert
that security. If the issuer chooses to do so, this action could have an adverse
effect on the Fund's ability to achieve its investment objectives.

When-issued securities

The Fund may purchase securities on a when-issued or forward delivery basis, for
payment and delivery at a later date. The price and yield are generally fixed on
the date of commitment to purchase. During the period between purchase and
settlement, 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.

Repurchase agreements

As a means of earning income for periods as short as overnight, the Fund may
enter into repurchase agreements with selected banks and broker/ dealers. Under
a repurchase agreement the Fund acquires securities, subject to the seller's
agreement to repurchase them at a specified time and price. The 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 the Fund may purchase.

Strategic Transactions and derivatives

The 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 the 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, the 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

                                       10
<PAGE>

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 the Fund's portfolio resulting from securities markets or currency exchange
rate fluctuations, to protect the Fund's unrealized gains in the value of its
portfolio securities, to facilitate the sale of such securities for investment
purposes, to manage the effective maturity or duration of the 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 the 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 the
Fund to utilize these Strategic Transactions successfully will depend on the
Adviser's ability to predict pertinent market movements, which cannot be
assured. The 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. Please refer to "Special
risk considerations--Strategic Transactions and derivatives" for more
information.

Special risk considerations

The Fund's risks are determined by the nature of the securities held and the
portfolio management strategies used by the Adviser. The following are
descriptions of certain risks related to the investments and techniques that the
Fund may use from time to time.

   
Investing in emerging markets. Securities of many issuers in emerging markets
may be less liquid and more volatile than securities of comparable domestic
issuers. 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, making it
difficult to conduct such transactions. Delays in settlement could result in
temporary periods when a portion of the assets of the Fund is uninvested and no
return 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, 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 market debt obligations and
increase the costs and expenses of the Fund. Certain emerging markets require
prior governmental approval of investments by foreign
    

                                       11
<PAGE>

Special risk considerations (cont'd)

   
persons, and/or impose additional taxes on foreign investors. These markets may
also restrict investment opportunities in issuers in industries deemed important
to national interests.

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.

Throughout the last decade many emerging markets have experienced and continue
to experience high rates of inflation. In certain countries inflation has at
times accelerated rapidly to hyperinflationary levels, creating a negative
interest rate environment and sharply eroding the value of outstanding financial
assets in those countries. Increases in inflation could have an adverse effect
on the Fund's non-dollar denominated securities and on the issuers of debt
obligations generally.

Individual foreign economies may differ favorably or unfavorably from the U.S.
economy in such respects as growth of gross domestic product, rate of inflation,
capital reinvestment, resources, self-sufficiency and balance of payments
position. The securities markets, values of securities, yields and risks
associated with securities markets in different countries may change
independently of each other.

Investment in sovereign debt can involve a high degree of risk. 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 entities.
There is no bankruptcy proceeding by which sovereign debt on which governmental
entities have defaulted may be collected in whole or in part. 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 on 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 the leadership or policies of Eastern
European countries, or the 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. For a more complete description of the risks of
investing in emerging markets, including Latin America, please refer to the
Fund's Statement of Additional Information.
    

Non-diversified investment company. As a "non-diversified" investment company,
the Fund may invest a greater proportion of its assets in the securities of a
smaller number of issuers and therefore may be subject to greater market and
credit risk than a more broadly diversified portfolio.

Indexed securities. Indexed securities may be positively or negatively indexed,
so that appreciation of the reference instrument may produce an increase or a
decrease in the interest rate or value of the security at maturity. In addition,
the change in the interest rate or value of the security at maturity may be some
multiple of the change in the value of the reference instrument. Thus, in

                                       12
<PAGE>

addition to the credit risk of the security's issuer, the Fund will bear the
market risk of the reference instrument.

Foreign securities. Investments in foreign securities involve special
considerations, due to more limited information, higher brokerage costs,
different accounting standards, thinner trading markets and the likely impact of
foreign taxes on the yield from debt securities. They may also entail certain
other risks, such as the possibility of one or more of the following: imposition
of dividend or interest withholding or confiscatory taxes; currency blockages or
transfer restrictions; expropriation, nationalization, military coups or other
adverse political or economic developments; less government supervision and
regulation of securities exchanges, brokers and listed companies; and the
difficulty of enforcing obligations in other countries. Further, it may be more
difficult for the Fund's agents to keep currently informed about corporate
actions 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., increasing the risk of delayed settlements of portfolio transactions or
loss of certificates for portfolio securities. Certain markets may require
payment for securities before delivery. The Fund's ability and decisions to
purchase and sell portfolio securities may be affected by laws or regulations
relating to the convertibility of currencies and repatriation of assets. Some
countries restrict the extent to which foreigners may invest in their securities
markets.

The Fund invests in securities denominated in currencies of foreign countries.
Accordingly, changes in the value of these currencies against the U.S. dollar
will result in corresponding changes in the U.S. dollar value of the Fund's
assets denominated in those currencies.

Some foreign countries also may have managed currencies, which are not free
floating against the U.S. dollar. In addition, there is risk that certain
foreign countries may restrict the free conversion of their currencies into
other currencies. Further, it generally will not be possible to reduce the
Fund's foreign currency risk through hedging. 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.

       

High yield/high risk securities. The Fund may invest in debt securities which
are rated below investment-grade (hereinafter referred to as "lower rated
securities") or which are unrated, but deemed equivalent to those rated below
investment-grade by the Fund's Adviser. The lower the ratings of such debt
securities, the greater their risks render them like equity securities. These
debt instruments generally offer a higher current yield than that available from
higher grade issues, but typically involve greater risk. Lower rated and unrated
securities are especially subject to adverse changes in general economic
conditions, to changes in the financial condition of their issuers, and to price
fluctuation in response to changes in interest rates. During periods of economic
downturn or rising interest rates, issuers of these instruments may experience
financial stress that could adversely affect their ability to make payments of
principal and interest and increase the possibility of default. Adverse
publicity and investor perceptions, whether or not based on fundamental
analysis, may also decrease the values and liquidity of these securities
especially in a market characterized by only a small amount of trading.
Perceived credit quality in this market can change suddenly and unexpectedly,
and may not fully reflect the actual risk posed by a particular lower rated or
unrated security. For a more complete description of the risks of high
yield/high risk securities, please refer to the Fund's Statement of Additional
Information.

Illiquid investments. The absence of a trading market can make it difficult to

                                       13
<PAGE>

Special risk considerations (cont'd)

ascertain a market value for illiquid investments. Disposing of illiquid
investments may involve time-consuming negotiation and legal expenses, and it
may be difficult or impossible for the Fund to sell them promptly at an
acceptable price.

Convertible securities. While convertible securities generally offer lower
yields than non-convertible debt securities of similar quality, their prices may
reflect changes in the value of the underlying common stock. Convertible
securities generally entail less credit risk than the issuer's common stock.

Repurchase agreements. If the seller under a repurchase agreement becomes
insolvent, the Fund's right to dispose of the securities may be restricted, or
the value of the securities may decline before the Fund is able to dispose of
them. In the event of the commencement of bankruptcy or insolvency proceedings
with respect to the seller of the securities before repurchase of the securities
under a repurchase agreement, the Fund may encounter delay and incur costs,
including a decline in the value of securities, before being able to sell the
securities. Some repurchase commitment transactions may not provide the Fund
with collateral marked-to-market during the term of the commitment.

Strategic Transactions and derivatives. 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 the 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 the Fund
can realize on its investments or cause the Fund to hold a security it might
otherwise sell. The use of currency transactions can result in the Fund
incurring losses as a result of a number of factors including the imposition of
exchange controls, suspension of 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 the 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, the Fund might not be able to close out a
transaction without incurring substantial losses, if at all. Although the use of
futures contracts 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. The
Strategic Transactions that the Fund may use and some of their risks are
described more fully in the Fund's Statement of Additional Information.

                                       14
<PAGE>

Distribution and performance information

Dividends and capital gains distributions

The Fund intends to distribute dividends from its net investment income
quarterly in March, June, September and December. The Fund intends to distribute
net realized capital gains after utilization of capital loss carryforwards, if
any, in December to prevent application of a federal excise tax. 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. According to preference, shareholders
may receive distributions in cash or have them reinvested in additional shares
of the Fund. If an investment is in the form of a retirement plan, all dividends
and capital gains distributions must be reinvested into the shareholder's
account.

Generally, dividends from net investment income are taxable to shareholders as
ordinary income. Certain realized gains or losses on the sale or retirement of
foreign bonds 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, must be treated as ordinary income or loss. Such
income or loss may increase or decrease the Fund's income available for
distribution to shareholders. If, under the rules governing the tax treatment of
foreign currency gains and losses, the Fund's income available for distribution
is decreased, a portion of the dividends declared by the Fund may be treated for
federal income tax purposes as a nontaxable return of capital distribution.
Generally, a shareholder's tax basis in Fund shares will be reduced to the
extent that an amount distributed to the shareholder is treated as a return of
capital.

Long-term capital gains distributions, if any, are taxable as long-term capital
gains regardless of the length of time shareholders have owned their shares.
Short-term capital gains and any other taxable income distributions are taxable
as ordinary income.

The Fund sends detailed tax information to shareholders about the amount and
type of its distributions by January 31 of the following year.

Performance information

   
From time to time, quotations of the Fund's performance may be included in
advertisements, sales literature or shareholder reports. All performance figures
are historical, show the performance of a hypothetical investment and are not
intended to indicate future performance. The "yield" of the Fund refers to
income generated by an investment in the Fund over a specified 30-day period.
The "SEC yield" of the Fund is an annualized expression of the net income
generated by the Fund over a specified 30-day (one month) period, as a
percentage of the Fund's share price on the last day of that period. This yield
is calculated according to methods required by the Securities and Exchange
Commission (the "SEC"), and therefore may not equate to the level of income paid
to shareholders. The "effective yield" of the Fund is expressed similarly but,
when annualized, the income earned by an investment in the Fund is assumed to be
reinvested and will reflect the effects of compounding. "Total return" is the
change in value of an investment in the Fund for a specified period. The
"average annual total return" of the Fund is the average annual compound rate of
return of an investment in the Fund assuming the investment has been held for
one year and the life of the Fund as of a stated ending date. "Cumulative total
return" represents the cumulative change in value of an investment in the Fund
for various periods. All types of total return calculations assume that all
dividends and capital gains distributions during the period were reinvested in 
    
(Continued on page 18)

                                       15
<PAGE>
<TABLE>
<CAPTION>

Purchases
- -----------------------------------------------------------------------------------------------------------------------
   
Opening              Minimum initial investment: $2,500; IRAs $1,000
an account           Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
                     See appropriate plan literature.
<S>                    <C>                        <C>    

 Make checks         o  By Mail              Send your completed and signed application and check
 payable to "The
 Scudder Funds."
                                                 by regular mail to:        or            by express, registered,
                                                                                          or certified mail to:

                                                 The Scudder Funds                        Scudder Shareholder Service
                                                 P.O. Box 2291                            Center
                                                 Boston, MA                               42 Longwater Drive
                                                 02107-2291                               Norwell, MA
                                                                                          02061-1612

                     o                       By Wire Please see Transaction information--Purchasing shares-- 
                                             By wire for details, including the ABA wire transfer number. 
                                             Then call 1-800-225-5163 for instructions.

                     o  In Person            Visit one of our Funds Centers to complete your application 
                                             with the help of a Scudder representative. Funds Center 
                                             locations are listed under Shareholder benefits.
     
 -----------------------------------------------------------------------------------------------------------------------
 Purchasing
 additional shares   Minimum additional investment: $100; IRAs $50
                     Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
                     See appropriate plan literature.

Make checks          o By Mail               Send a check with a Scudder investment slip, or with a letter of
payable to "The                              instruction including your account number and the complete 
to Scudder Funds."                           Fund name, the appropriate address listed above.

                     o By Wire               Please see Transaction information--Purchasing shares-- By
                                             wire for details, including the ABA wire transfer number.
 
                     o In Person             Visit one of our Funds Centers to make an additional
                                             investment in your Scudder fund account. Funds Center 
                                             locations are listed under Shareholder benefits

                     o By Telephone          Please see Transaction information--Purchasing shares-- 
                                             By AutoBuy or By telephone order for more details.

                     o  By Automatic         You may arrange to make investments on a  regular basis 
                        Investment Plan      through automatic deductions from your bank checking account. 
                                             Please call 1-800-225-5163 ($50 minimum) for more information and an enrollment form.
</TABLE>

                                       16
<PAGE>
<TABLE>
<CAPTION>

Exchanges and redemptions
- -----------------------------------------------------------------------------------------------------------------------
   
Exchanging shares  Minimum investments: $2,500 to establish a new account;
                                        $100 to exchange among existing accounts
<S>                    <C>                <C>  
 
                   o By Telephone     To speak with a service representative, call 1-800-225-5163 from
                                      8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated
                                      Information Line, call 1-800-343-2890 (24 hours a day).

                   o By Mail          Print or type your instructions and include:
                     or Fax             -   the name of the Fund and the account number you are exchanging from;
                                        -   your name(s) and address as they appear on your account;
                                        -   the dollar amount or number of shares you wish to exchange;
                                        -   the name of the Fund you are exchanging into;
                                        -   your signature(s) as it appears on your account; and
                                        -   a daytime telephone number.

                                      Send your instructions
                                      by regular mail to:      or   by express, registered,   or   by fax to:
                                                                    or certified mail to:

                                      The Scudder Funds             Scudder Shareholder            1-800-821-6234
                                      P.O. Box 2291                 Service Center
                                      Boston, MA 02107-2291         42 Longwater Drive
                                                                    Norwell, MA
                                                                    02061-1612

 -----------------------------------------------------------------------------------------------------------------------
Redeeming shares  o By Telephone     To speak with a service representative, call 1-800-225-5163 from 
                                      8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated 
                                      Information Line, call 1-800-343-2890 (24 hours a day). You may have 
                                      redemption proceeds sent to your predesignated bank account, or redemption
                                      proceeds of up to $100,000 sent to your  address of record.

                   o By Mail          Send your instructions for redemption to the appropriate address or fax number
                     or Fax           above and include:
                                        - the name of the Fund and account number you are redeeming from; 
                                        - your name(s) and address as they appear on your account; 
                                        - the dollar amount or number of shares you wish to redeem; 
                                        - your signature(s) as it appears on your account; and 
                                        - a daytime telephone number.

                                      A signature guarantee is required for redemptions over $100,000. 
                                      See Transaction information--Redeeming shares.

                   o By Automatic    You may arrange to receive automatic cash payments periodically.
                     Withdrawal      Call  1-800-225-5163 for more information and an enrollment form.
                     Plan 
                        
</TABLE>

                                       17
<PAGE>

Distribution and performance information (cont'd)

(Continued from page 15)

shares of the Fund. "Capital change" measures return from capital,
including reinvestment of any capital gains distributions but does not include
the reinvestment of dividends. Performance will vary based upon, among other
things, changes in market conditions and the level of the Fund's expenses.

Fund organization

Scudder Emerging Markets Income Fund is a non-diversified series of Scudder
Global Fund, Inc. (the "Corporation"), an open-end, management investment
company registered under the 1940 Act. The Corporation was organized as a
Maryland corporation in May 1986.

The Fund's activities are supervised by the Corporation's Board of Directors.
Shareholders have one vote for each share held on matters on which they are
entitled to vote. The Fund is not required to and has no current intention of
holding annual shareholder meetings, although special meetings may be called for
purposes such as electing or removing Directors, changing fundamental investment
policies or approving an investment management contract. Shareholders will be
assisted in communicating with other shareholders in connection with removing a
Director as if Section 16(c) of the 1940 Act were applicable.

Investment adviser

The Fund retains the investment management firm of Scudder, Stevens & Clark,
Inc., a Delaware corporation, to manage its daily investment and business
affairs subject to the policies established by the Board of Directors. The
Directors have overall responsibility for the management of the Fund under
Maryland law.

   
The Fund pays the Adviser an annual fee of 1.00% of the Fund's average daily net
assets. The Adviser had agreed to maintain the annualized expenses of the Fund
at not more than 1.50% of the average daily net assets of the Fund until
February 29, 1996. Accordingly, for the fiscal year ended October 31, 1996, the
Adviser received an investment management fee of 0.99% of the Fund's average
daily net assets.
    

The fee is payable monthly, provided that the Fund will make 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.

All of the Fund's expenses are paid out of gross investment income. Shareholders
pay no direct charges or fees for investment or administrative services.

Scudder, Stevens & Clark, Inc. is located at
345 Park Avenue, New York, New York.

Transfer agent

Scudder Service Corporation, P.O. Box 2291, Boston, Massachusetts 02107-2291, a
subsidiary of the Adviser, is the transfer, shareholder servicing and
dividend-paying agent for the Fund.

Underwriter

Scudder Investor Services, Inc., a subsidiary of the Adviser, is the Fund's
principal underwriter. Scudder Investor Services, Inc. confirms, as agent, all
purchases of shares of the Fund. Scudder Investor Relations is a telephone
information service provided by Scudder Investor Services, Inc.
       

Fund accounting agent

Scudder Fund Accounting Corporation, a subsidiary of the Adviser, is responsible
for determining the daily net asset value per share and maintaining the general
accounting records of the Fund.

   
Custodian

Brown Brothers Harriman & Co. is the Fund's custodian.
    

                                       18
<PAGE>

Transaction information

Purchasing shares

Purchases are executed at the next calculated net asset value per share after
the Fund's transfer agent receives the purchase request in good order. Purchases
are made in full and fractional shares. (See "Share price.")

   
By check. If you purchase shares with a check that does not clear, your purchase
will be canceled and you will be subject to any losses or fees incurred in the
transaction. Checks must be drawn on or payable through a U.S. bank. If you
purchase shares by check and redeem them within seven business days of purchase,
the Fund may hold redemption proceeds until the purchase check has cleared. If
you purchase shares by federal funds wire, you may avoid this delay. Redemption
requests by telephone prior to the expiration of the seven-day period will not
be accepted.
    

By wire. To open a new account by wire, first call Scudder at 1-800-225-5163 to
obtain an account number. A representative will instruct you to send a
completed, signed application to the transfer agent. Accounts cannot be opened
without a completed, signed application and a Scudder fund account number.
Contact your bank to arrange a wire transfer to:

        The Scudder Funds
        State Street Bank and Trust Company
        Boston, MA 02101
        ABA Number 011000028
        DDA Account 9903-5552

Your wire instructions must also include:

- --   the name of the fund in which the money is to be invested,

- --   the account number of the fund, and

- --   the name(s) of the account holder(s).

The account will be established once the application and money order are
received in good order.

You may also make additional investments of $100 or more to your existing
account by wire.

By telephone order. Existing shareholders may purchase shares at a certain day's
price by calling 1-800-225-5163 before the close of regular trading on the New
York Stock Exchange (the "Exchange"), normally 4 p.m. eastern time, on that day.
Orders must be for $10,000 or more and cannot be for an amount greater than four
times the value of your account at the time the order is placed. A confirmation
with complete purchase information is sent shortly after your order is received.
You must include with your payment the order number given at the time the order
is placed. If payment by check or wire is not received within three business
days, the order is subject to cancellation and the shareholder will be
responsible for any loss to the Fund resulting from this cancellation. Telephone
orders are not available for shares held in Scudder IRA accounts and most other
Scudder retirement plan accounts.

By "AutoBuy." If you elected "AutoBuy" for your account, you can call toll-free
to purchase shares. The money will be automatically transferred from your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoBuy," call
1-800-225-5163 for more information.

To purchase additional shares, call 1-800-225-5163. Purchases must be for at
least $250 but not more than $250,000. Proceeds in the amount of your purchase
will be transferred from your bank checking account in two or three business
days following your call. For requests received by the close of regular trading
on the Exchange, shares will be purchased at the net asset value per share
calculated at the close of trading on the day of your call. "AutoBuy" requests
received after the close of regular trading on the Exchange will begin their
processing and be purchased at the net asset value calculated the following
business day.

                                       19
<PAGE>

Transaction information (cont'd)

If you purchase shares by "AutoBuy" and redeem them within seven days of the
purchase, the Fund may hold the redemption proceeds for a period of up to seven
business days. If you purchase shares and there are insufficient funds in your
bank account, the purchase will be canceled and you will be subject to any
losses or fees incurred in the transaction. "AutoBuy" transactions are not
available for Scudder IRA accounts and most other retirement plan accounts.

By exchange. Your new account will have the same registration and address as
your existing account.

The exchange requirements for corporations, other organizations, trusts,
fiduciaries, agents, institutional investors and retirement plans may be
different from those for regular accounts. Please call 1-800-225-5163 for more
information, including information about the transfer of special account
features.

You can also make exchanges among your Scudder fund accounts on SAIL, the
Scudder Automated Information Line, by calling 1-800-343-2890.

Redeeming shares

The Fund allows you to redeem shares (i.e., sell them back to the Fund) without
redemption fees.

By telephone. This is the quickest and easiest way to sell Fund shares. If you
elected telephone redemption to your bank on your application, you can call to
request that federal funds be sent to your authorized bank account. If you did
not elect telephone redemption to your bank on your application, call
1-800-225-5163 for more information.

Redemption proceeds will be wired to your bank unless otherwise requested. If
your bank cannot receive federal reserve wires, redemption proceeds will be
mailed to your bank. There will be a $5 charge for all wire redemptions.

You can also make redemptions from your Scudder fund account on SAIL by calling
1-800-343-2890.

If you open an account by wire, you cannot redeem shares by telephone until the
Fund's transfer agent has received your completed and signed application.
Telephone redemption is not available for shares held in Scudder IRA accounts
and most other Scudder retirement plan accounts.

In the event that you are unable to reach the Fund by telephone, you should
write to the Fund; see "How to contact Scudder" for the address.

By "AutoSell." If you elected "AutoSell" for your account, you can call
toll-free to redeem shares. The money will be automatically transferred to your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoSell,"
call 1-800-225-5163 for more information.

To redeem shares, call 1-800-225-5163. Redemptions must be for at least $250.
Proceeds in the amount of your redemption will be transferred to your bank
checking account in two or three business days following your call. For requests
received by the close of regular trading on the Exchange, shares will be
redeemed at the net asset value per share calculated at the close of trading on
the day of your call. "AutoSell" requests received after the close of regular
trading on the Exchange will begin their processing and be redeemed at the net
asset value calculated the following business day.

"AutoSell" transactions are not available for Scudder IRA accounts and most
other retirement plan accounts.

   
Signature guarantees. For your protection and to prevent fraudulent redemptions,
on written redemption requests in excess of $100,000 we require an original
signature and an original signature guarantee for each person in whose name the
    

                                       20
<PAGE>

account is registered. (The Fund reserves the right, however, to require a
signature guarantee for all redemptions.) You can obtain a signature guarantee
from most banks, credit unions or savings associations, or from broker/dealers,
municipal securities broker/dealers, government securities broker/dealers,
national securities exchanges, registered securities associations, or clearing
agencies deemed eligible by the Securities and Exchange Commission. Signature
guarantees by notaries public are not acceptable. Redemption requirements for
corporations, other organizations, trusts, fiduciaries, agents, institutional
investors and retirement plans may be different from those for regular accounts.
For more information, please call 1-800-225-5163.

Telephone transactions

   
Shareholders automatically receive the ability to exchange by telephone and the
right to redeem by telephone up to $100,000 to their address of record.
Shareholders also may, by telephone, request that redemption proceeds be sent to
a predesignated bank account. The Fund uses procedures designed to give
reasonable assurance that telephone instructions are genuine, including
recording telephone calls, testing a caller's identity and sending written
confirmation of telephone transactions. If the Fund does not follow such
procedures, it may be liable for losses due to unauthorized or fraudulent
telephone instructions. The Fund will not be liable for acting upon instructions
communicated by telephone that it reasonably believes to be genuine.
    

Share price

Purchases and redemptions, including exchanges, are made at net asset value.
Scudder Fund Accounting Corporation determines net asset value per share as of
the close of regular trading on the Exchange, normally 4 p.m. eastern time, on
each day the Exchange is open for trading. Net asset value per share is
calculated by dividing the value of total Fund assets, less all liabilities, by
the total number of shares outstanding.

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

Processing time

   
All purchase and redemption requests must be received in good order by the
Fund's transfer agent. Those requests received by the close of regular trading
on the Exchange are executed at the net asset value per share calculated at the
close of regular trading that day.
    

Purchase and redemption requests received after the close of regular trading on
the Exchange will be executed the following business day.

If you wish to make a purchase of $500,000 or more, you should notify Scudder
Investor Relations by calling 1-800-225-5163.

The Fund will normally send your redemption proceeds within one business day
following the redemption request, but may take up to seven business days (or
longer in the case of shares recently purchased by check).

Short-term trading

   
Purchases and sales should be made for long-term investment purposes only. The
Fund and Scudder Investor Services, Inc. each reserves the right to reject
purchases of Fund shares (including exchanges) for any reason including when a
pattern of frequent purchases and sales made in response to short-term
fluctuations in the Fund's share price appears evident.
    

                                       21
<PAGE>

Transaction information (cont'd)

Tax information

A redemption of shares, including an exchange into another Scudder fund, is a
sale of shares and may result in a gain or loss for income tax purposes.

Tax identification number

Be sure to complete the Tax Identification Number section of the Fund's
application when you open an account. Federal tax law requires the Fund to
withhold 31% of taxable dividends, capital gains distributions and redemption
and exchange proceeds from accounts (other than those of certain exempt payees)
without a certified Social Security or tax identification number and certain
other certified information or upon notification from the IRS or a broker that
withholding is required. The Fund reserves the right to reject new account
applications without a certified Social Security or tax identification number.
The Fund also reserves the right, following 30 days' notice, to redeem all
shares in accounts without a certified Social Security or tax identification
number. A shareholder may avoid involuntary redemption by providing the Fund
with a tax identification number during the 30-day notice period.

Minimum balances

   
Shareholders should maintain a share balance worth at least $2,500. Scudder
retirement plans have similar or lower minimum share balance requirements. A
shareholder may open an account with at least $1,000, if an automatic investment
plan of $100/month is established.
    

Shareholders who maintain a non-fiduciary account balance of less than $2,500 in
the Fund, without establishing an automatic investment plan, will be assessed an
annual $10.00 per fund charge with the fee to be paid to the Fund. The $10.00
charge will not apply to shareholders with a combined household account balance
in any of the Scudder Funds of $25,000 or more. The Fund reserves the right,
following 60 days' written notice to shareholders, to redeem all shares in
accounts below $250, including accounts of new investors, where a reduction in
value has occurred due to a redemption or exchange out of the account. The Fund
will mail the proceeds of the redeemed account to the shareholder. Reductions in
value that result solely from market activity will not trigger an involuntary
redemption. Retirement accounts and certain other accounts will not be assessed
the $10.00 charge or be subject to automatic liquidation. Please refer to
"Exchanges and Redemptions--Other information" in the Fund's Statement of
Additional Information for more information.

Third party transactions

If purchases and redemptions of Fund shares are arranged and settlement is made
at an investor's election through a member of the National Association of
Securities Dealers, Inc., other than Scudder Investor Services, Inc., that
member may, at its discretion, charge a fee for that service.

Redemption-in-kind

The Fund 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 Fund
and valued as they are for purposes of computing the Fund's net asset value (a
redemption-in-kind). If payment is made in securities, a shareholder may incur
transaction expenses in converting these securities to cash. The Corporation has
elected, however, to be governed by Rule 18f-1 under the 1940 Act as a result of
which the Fund 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 Fund at the beginning of the
period.

                                       22
<PAGE>

Shareholder benefits

Experienced professional management

Scudder, Stevens & Clark, Inc., one of the nation's most experienced investment
management firms, actively manages your Scudder fund investment. Professional
management is an important advantage for investors who do not have the time or
expertise to invest directly in individual securities.

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. Scudder believes
its team approach benefits Fund investors by bringing together many disciplines
and leveraging Scudder's extensive resources.

Lead Portfolio Manager Susan E. Gray assumed responsibility for the Fund's
investment strategies and day-to-day management in 1996. Ms. Gray, who has over
six years of investment experience in emerging markets, joined the Fund's team
in 1994 and has worked at Scudder since 1987. M. Isabel Saltzman, Portfolio
Manager, assists with the development and execution of investment strategy. Ms.
Saltzman, who joined Scudder in 1990, has been involved in foreign finance and
investing since 1979 and contributes special expertise in Latin America.

SAIL(TM)--Scudder Automated Information Line

For personalized account information including fund prices, yields and account
balances, to perform transactions in existing Scudder fund accounts, or to
obtain information on any Scudder fund, shareholders can call Scudder's
Automated Information Line (SAIL) at 1-800-343-2890, 24 hours a day. During
periods of extreme economic or market changes, or other conditions, it may be
difficult for you to effect telephone transactions in your account. In such an
event you should write to the Fund; please see "How to contact Scudder" for the
address.

Investment flexibility

Scudder offers toll-free telephone exchange between funds at current net asset
value. You can move your investments among money market, income, growth,
tax-free and growth and income funds with a simple toll-free call or, if you
prefer, by sending your instructions through the mail or by fax. Telephone and
fax redemptions and exchanges are subject to termination and their terms are
subject to change at any time by the Fund or the transfer agent. In some cases,
the transfer agent or Scudder Investor Services, Inc. may impose additional
conditions on telephone transactions.

   
Personal Counsel(SM) -- A Managed Fund Portfolio Program

If you would like to receive direct guidance and management of your overall
mutual fund portfolio to help you pursue your investment goals, you may be
interested in Personal Counsel from ScudderSM. Personal Counsel, a program of
Scudder Investor Services, Inc., a registered investment adviser, and a
subsidiary of Scudder, Stevens & Clark, Inc., combines the benefits of a
customized portfolio of pure no-load(TM) Scudder Funds with ongoing portfolio
monitoring and individualized service, for an annual fee of generally 1% or less
of assets (with a $1,000 minimum). In addition, it draws upon Scudder, Stevens &
Clark's more than 75-year heritage of providing investment counsel to large
corporate and private clients. If you have $100,000 or more to invest initially
and would like more information about Personal Counsel, please call
1-800-700-0183.
    

                                       23
<PAGE>


Shareholder benefits (cont'd)

Dividend reinvestment plan

You may have dividends and distributions automatically reinvested in additional
Fund shares. Please call 1-800-225-5163 to request this feature.

Shareholder statements

You receive a detailed account statement every time you purchase or redeem
shares. All of your statements should be retained to help you keep track of
account activity and the cost of shares for tax purposes.

Shareholder reports

In addition to account statements, you receive periodic shareholder reports
highlighting relevant information, including investment results and a review of
portfolio changes.

To reduce the volume of mail you receive, only one copy of most Fund reports,
such as the Fund's Annual Report, may be mailed to your household (same surname,
same address). Please call 1-800-225-5163 if you wish to receive additional
shareholder reports.

Newsletters

Four times a year, Scudder sends you Perspectives, an informative newsletter
covering economic and investment developments, service enhancements and other
topics of interest to Scudder fund investors.

Scudder Funds Centers

   
As a convenience to shareholders who like to conduct business in person, Scudder
Investor Services, Inc. maintains Funds Centers in Boca Raton, Boston, Chicago,
New York and San Francisco.
    

T.D.D. service for the hearing impaired

Scudder's full range of investor information and shareholder services is
available to hearing impaired investors through a toll-free T.D.D. (Telephone
Device for the Deaf) service. If you have access to a T.D.D., call
1-800-543-7916 for investment information or specific account questions and
transactions.

                                       24
<PAGE>

Scudder tax-advantaged retirement plans

Scudder offers a variety of tax-advantaged retirement plans for individuals,
businesses and non-profit organizations. These flexible plans are designed for
use with the Scudder Family of Funds (except Scudder tax-free funds, which are
inappropriate for such plans). Scudder Funds offer a broad range of investment
objectives and can be used to seek almost any investment goal. Using Scudder's
retirement plans can help shareholders save on current taxes while building
their retirement savings.

   o  Scudder No-Fee IRAs. These retirement plans allow a maximum annual
      contribution of $2,000 per person for anyone with earned income. Many
      people can deduct all or part of their contributions from their taxable
      income, and all investment earnings accrue on a tax deferred basis. The
      Scudder No-Fee IRA charges no annual custodial fee.

   o  401(k) Plans. 401(k) plans allow employers and employees to make
      tax-deductible retirement contributions. Scudder offers a full service
      program that includes recordkeeping, prototype plan, employee
      communications and trustee services, as well as investment options.

   o  Profit Sharing and Money Purchase Pension Plans. These plans allow
      corporations, partnerships and people who are self-employed to make
      annual, tax-deductible contributions of up to $30,000 for each person
      covered by the plans. Plans may be adopted individually or paired to
      maximize contributions. These are sometimes known as Keogh plans.

   o  403(b) Plans. Retirement plans for tax-exempt organizations and school
      systems to which employers and employees may both contribute.

   o  SEP-IRAs. Easily administered retirement plans for small businesses and
      self-employed individuals. The maximum annual contribution to SEP-IRA
      accounts is adjusted each year for inflation.

   
   o  SIMPLE IRAs. A flexible, easily administered retirement plan for small
      businesses which can be funded by contributions from employees and
      matching contributions from employers.
    

   o  Scudder Horizon Plan. A no-load variable annuity that lets you build 
      assets by deferring taxes on your investment earnings. You can start with
      $2,500 or more.

Scudder Trust Company (an affiliate of the Adviser) is Trustee or Custodian for
some of these plans and is paid an annual fee for some of the above retirement
plans. For information about establishing a Scudder No-Fee IRA, SEP-IRA, SIMPLE
IRA, Profit Sharing Plan, Money Purchase Pension Plan or a Scudder Horizon Plan,
please call 1-800-225-2470. For information about 401(k)s or 403(b)s please call
1-800-323-6105. To effect transactions in existing IRA, SEP-IRA, SIMPLE IRA,
Profit Sharing or Pension Plan accounts, call 1-800-225-5163.

The variable annuity contract is provided by Charter National Life Insurance
Company (in New York State, Intramerica Life Insurance Company [S 1802]). The
contract is offered by Scudder Insurance Agency, Inc. (in New York State, Nevada
and Montana, Scudder Insurance Agency of New York, Inc.). CNL, Inc. is the
Principal Underwriter. Scudder Horizon Plan is not available in all states.

   
Scudder Investor Relations is a service provided through Scudder Investor
Services, Inc., Distributor. 
    

                                       25
<PAGE>

Directors and Officers

   
  Daniel Pierce*
      Chairman of the Board, Director and Vice President
    

  Nicholas Bratt*
      President and Director

       

  Paul Bancroft III
      Director; Venture Capitalist and Consultant

  Sheryle J. Bolton
      Director; Consultant

  Thomas J. Devine
      Director; Consultant

  William H. Gleysteen, Jr.
      Director; Consultant

   
  Dudley H. Ladd*
      Director
    

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

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

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

   
  Susan E. Gray*
      Vice President
    

  Adam Greshin*
      Vice President

  Jerard K. Hartman*
      Vice President

  Thomas W. Joseph*
      Vice President

       

  Gerald J. Moran*
      Vice President

  M. Isabel Saltzman*
      Vice President

       

  David S. Lee*
      Vice President and Assistant Treasurer

  Thomas F. McDonough*
      Vice President and Secretary

  Pamela A. McGrath*
      Vice President and Treasurer

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

       

  Kathryn L. Quirk*
      Vice President and Assistant Secretary

       

  *Scudder, Stevens & Clark, Inc.

                                       26
<PAGE>

Appendix

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

S&P:

Debt rated AAA has the highest rating assigned by S&P. 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
outweighted 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

                                       27
<PAGE>

Appendix (cont'd)

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
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.

                                       28
<PAGE>

Investment products and services
   
The Scudder Family of Funds+++
- --------------------------------------------------------------------------------

Money Market
- ------------
  Scudder U.S. Treasury Money Fund
  Scudder Cash Investment Trust


Tax Free Money Market+
- ----------------------
  Scudder Tax Free Money Fund
  Scudder California Tax Free Money Fund*
  Scudder New York Tax Free Money Fund*


Tax Free+
- ---------
  Scudder Limited Term Tax Free Fund
  Scudder Medium Term Tax Free Fund
  Scudder Managed Municipal Bonds
  Scudder High Yield Tax Free Fund
  Scudder California Tax Free Fund*
  Scudder Massachusetts Limited
    Term Tax Free Fund*
  Scudder Massachusetts Tax Free Fund*
  Scudder New York Tax Free Fund*
  Scudder Ohio Tax Free Fund*
  Scudder Pennsylvania Tax Free Fund*


U.S. Income
- -----------
  Scudder Short Term Bond Fund
  Scudder GNMA Fund
  Scudder Income Fund
  Scudder Zero Coupon 2000 Fund
  Scudder High Yield Bond Fund


Global Income
- -------------
  Scudder Global Bond Fund
  Scudder International Bond Fund
  Scudder Emerging Markets Income Fund


Asset Allocation
- ----------------
  Scudder Pathway Conservative Portfolio
  Scudder Pathway Balanced Portfolio
  Scudder Pathway Growth Portfolio
  Scudder Pathway International Portfolio


U.S. Growth and Income
- ----------------------
  Scudder Balanced Fund
  Scudder Growth and Income Fund


U.S. Growth
- -----------
  Value
    Scudder Large Company Value Fund
    Scudder Value Fund
    Scudder Small Company Value Fund
    Scudder Micro Cap Fund

  Growth
    Scudder Classic Growth Fund
    Scudder Large Company Growth Fund
    Scudder Development Fund
    Scudder 21st Century Growth Fund


Global Growth
- -------------
  Worldwide
    Scudder Global Fund
    Scudder International Fund
    Scudder Global Discovery Fund
    Scudder Emerging Markets Growth Fund
    Scudder Gold Fund

  Regional
    Scudder Greater Europe Growth Fund
    Scudder Pacific Opportunities Fund
    Scudder Latin America Fund
    The Japan Fund


Retirement Programs
- -------------------
  IRA
  SEP IRA
  SIMPLE IRA
  Keogh Plan
  401(k), 403(b) Plans
  Scudder Horizon Plan *+++ +++
    (a variable annuity)

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

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. +++Funds within categories are listed in order from
expected least risk to most risk. +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.
    

                                       29
<PAGE>

How to contact Scudder
   

Account Service and Information:

    For existing account service and transactions

             Scudder Investor Relations -- 1-800-225-5163

    For 24 hour account information, fund information, exchanges, and an 
    overview of all the services available to you

             Scudder Electronic Account Services -- http://funds.scudder.com

    For personalized information about your Scudder accounts, exchanges and 
    redemptions

             Scudder Automated Information Line (SAIL) -- 1-800-343-2890

Investment Information:

    For information about the Scudder funds, including additional
    applications and prospectuses, or for answers to investment questions

             Scudder Investor Relations -- 1-800-225-2470
                                           [email protected]

             Scudder's World Wide Web Site -- http://funds.scudder.com

    For establishing 401(k) and 403(b) plans

             Scudder Defined Contribution Services -- 1-800-323-6105

Scudder Brokerage Services:

    To receive information about this discount brokerage service and to 
    obtain an application

             Scudder Brokerage Services* -- 1-800-700-0820 

Personal Counsel(SM) -- A Managed Fund Portfolio Program:

    To receive information about this mutual fund portfolio guidance and 
    management program

             Personal Counsel from Scudder -- 1-800-700-0183
 
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       Chicago           San Francisco
                   Boston           New York

Scudder Investor Relations and Scudder Funds Centers are services provided
through Scudder Investor Services, Inc., Distributor.

*   Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA 02061--
    Member NASD/SIPC.

    
SCUDDER

<PAGE>

[Image]      Scudder Global Bond Fund Profile                  
- ---------------------------------------------------------------------------

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile
     January 1, 1997

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

     1. What Are The Fund's Objectives?

     The Fund seeks 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 seeks to provide capital appreciation.

     2. What Does The Fund Invest In?

     The Fund invests principally in a managed portfolio of high-grade
     intermediate- (maturities generally three to eight years) and
     long-term bonds (maturities generally greater than eight years)
     denominated in the U.S. dollar and foreign currencies, including bonds
     denominated in the European Currency Unit (ECU). 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 market risk. The
     Fund intends to select investments from a number of country and market
     sectors and will have investments in debt securities of issuers from a
     minimum of three different countries.

     At least 65% of the Fund's investments will consist of high-grade debt
     securities, which are those rated in the three highest rating
     categories of Moody's Investors Service, Inc. (Aaa, Aa, or A) or
     Standard & Poor's (AAA, AA, or A), or their equivalents in local
     currency terms as determined by the Fund's investment adviser,
     Scudder, Stevens & Clark, Inc. The Fund may also invest up to 15% of
     its net assets in debt securities rated BBB by S&P or Baa by Moody's
     and lower (i.e., "junk bonds"), or, if unrated, their equivalent as
     determined by the adviser.

     3. What Are The Risks Of Investing In The Fund?

     The share price of the Fund will fluctuate in response to various
     economic factors, including interest rates. In addition, in any of the
     markets in which the Fund invests, longer maturity bonds tend to
     fluctuate more in price as interest rates change than do shorter-term
     instruments. Investing in global bonds may involve a higher degree of
     risk than investing only in U.S. bonds. Investments in foreign
     securities involve special considerations due to more limited
     information, higher transaction costs, different accounting standards,
     thinner trading markets and the likely impact of foreign taxes on the
     yield from debt securities. Since the fund's investments are primarily
     denominated in foreign currencies, the Fund will incur currency
     conversion costs and the strength or weakness of the U.S. dollar
     against these currencies, may result in fluctuations in the fund's
     share price, which is likely to vary from day to day. You incur
     principal risk when you invest because your shares, when sold, may be
     worth more or less than what you paid for them.

     The Fund's holdings in unrated securities and securities rated below
     investment grade (i.e., "junk bonds") carry a greater risk of default
     and more price volatility than securities rated investment-grade. In
     addition, because it is non-diversified, the Fund may invest in a
     smaller number of issuers, which will subject it to greater market and
     credit risk than a diversified fund.

     4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking total return
     from a globally oriented bond portfolio which combines current income
     and capital appreciation and:

        o plan to hold your investment for several years,
        o can tolerate fluctuations in share price and yield,
        o have or plan to have other investments for the benefit of
          diversification, and
        o understand the risks associated with global investing.

     5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Global Bond Fund are:

       Shareholder transaction expenses --
       Expenses charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses (after expense maintenance) --
       Expenses paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995, during which Scudder maintained the total annualized expenses
       of the Fund at 1.00% of average daily net assets. Had Scudder not
       done so, total operating expenses would have amounted to 1.20%,
       including 0.75% for management fees. Scudder will continue this
       expense maintenance until February 28, 1997.

       Investment management fee (after waiver)           0.55%

       12b-1 fees                                         None

       Other expenses                                     0.45%
                                                          -----

       Total Fund operating expenses                      1.00%
                                                          =====

       Example:
       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $10            $32               $55               $122

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

     6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced
     operations on March 1, 1991, assuming reinvestment of all
     distributions. Performance is historical and may not be indicative of
     future results. Total return and principal value will fluctuate. The
     Fund's 30-day net annualized SEC yield on December 31, 1996 was 4.66%.

        THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE.

     BAR CHART TITLE:    Total returns for years ended December 31:

     BAR CHART DATA:               1992           5.49%
                                   1993           6.74
                                   1994          -1.13
                                   1995           7.74
                                   1996           3.11

                         The Fund's Average Annual Total Return
                         for the period ended December 31, 1996

                                 One Year         3.11%
                                 Five Year        4.34%
                                 Life of Fund     5.31%

     If the adviser had not maintained the Fund's expenses, the average
     annual total return for the one year, five year and life of Fund
     periods would have been lower.

     7. Who Manages The Fund?

     The Fund's investment adviser is Scudder, Stevens & Clark, Inc., a
     leading provider of U.S. and international investment management for
     clients throughout the world. The Fund is managed by a team of Scudder
     investment professionals who each play an important role in the Fund's
     management process.

     Lead Portfolio Manager Adam M. Greshin assumed responsibility for the
     Fund's day-to-day management and investment strategies in November
     1995. Mr. Greshin joined Scudder in 1986 as an international bond
     analyst and is Product Leader for Scudder's global and international
     fixed-income investing. Portfolio Manager Margaret D. Hadzima is
     Chairperson of Scudder's Global Bond Strategy Committee and Director
     of Global Bond Research and Global Bond Investment. Ms. Hadzima, who
     joined Scudder in 1973 and the team in 1995, plays an active role in
     setting the Fund's overall bond strategy.

     8. How Can I Invest?

     To make it easy for you to open an account, you may invest by mail,
     phone, fax, or in person. The minimum initial investment is $2,500
     ($1,000 for IRAs), except that shareholders may open a regular account
     with a minimum of $1,000 if an investment program of at least
     $100/month is established. A shareholder with a non-fiduciary account
     who maintains an account balance of less than $2,500 without
     establishing an investment program, may be assessed an annual fee of
     $10.00, payable to the Fund. You may also exchange Fund shares free of
     charge within the Scudder Family of Funds.

     9. How Can I Redeem Shares?

     You may redeem shares at the current share price on any business day
     by telephone, fax, or mail.

     10. When Are Distributions Made?

     Dividends are declared daily and distributed monthly. Capital gains
     distributions, if any, will be made in December. You may elect to
     receive distributions in cash or have them reinvested in additional
     shares of the Fund.

     Long-term capital gains distributions, if any, are taxable as
     long-term capital gains regardless of the length of time shareholders
     have owned their shares. Short-term capital gains and any other
     taxable income distributions are taxable as ordinary income.
     Shareholders may be able to claim a credit or deduction on their
     income tax returns for their pro rata portions of qualified taxes paid
     by the Fund to foreign countries.

     11. What Services Does Scudder Provide?

     As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund


     ----------------------------------------------------------------------
     [Image]Scudder wants you to make informed investment decisions. This
     Fund Profile contains key information about the Fund. If you would
     like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or
     recent investment strategies, please review the Fund's most recent
     annual or semiannual report. The reports are free and may be ordered
     by calling 1-800-225-2470.

     ----------------------------------------------------------------------
     Contact Scudder

<PAGE>

This prospectus sets forth concisely the information about Scudder Global Bond
Fund, a series of Scudder Global Fund, Inc., an open-end management investment
company, that a prospective investor should know before investing. Please retain
it for future reference.

   
If you require more detailed information, a Statement of Additional Information
dated March 1, 1997, as amended from time to time, may be obtained without
charge by writing Scudder Investor Services, Inc., Two International Place,
Boston, MA 02110-4103 or calling 1-800-225-2470. The Statement, which is
incorporated by reference into this prospectus, has been filed with the
Securities and Exchange Commission and is available along with other related
materials on the SEC's Internet Web site (http://www.sec.gov).
    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.


Contents--see page 4.


Scudder
Global Bond
Fund


   
Prospectus
March 1, 1997
    



A pure no-load(TM) (no sales charges) 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. Capital
appreciation is a secondary objective.
<PAGE>


  Expense information

 How to compare a Scudder pure no-load(TM) fund

 This information is designed to help you understand the various costs and
 expenses of investing in Scudder Global Bond Fund (the "Fund"). By reviewing
 this table and those in other mutual funds' prospectuses, you can compare the
 Fund's fees and expenses with those of other funds. With Scudder's pure
 no-load(TM) funds, you pay no commissions to purchase or redeem shares, or to
 exchange from one fund to another. As a result, all of your investment goes to
 work for you.

 1)  Shareholder  transaction  expenses:  Expenses charged directly to your 
     individual  account in the Fund for various transactions.

     Sales commissions to purchase shares (sales load)                  NONE
     Commissions to reinvest dividends                                  NONE
     Redemption fees                                                    NONE*
     Fees to exchange shares                                            NONE

   
 2)  Annual Fund operating expenses: Expenses paid by the Fund before it
     distributed its net investment income, expressed as a percentage of the
     Fund's average daily net assets for the fiscal year ended October 31, 1996.

     Investment management fee                                          0.47%**
     12b-1 fees                                                         NONE
     Other expenses                                                     0.53%
                                                                        ---- 
     Total Fund operating expenses                                      1.00%**
                                                                        ====   
    

 Example

 Based on the level of total Fund operating expenses listed above, the total
 expenses relating to a $1,000 investment, assuming a 5% annual return and
 redemption at the end of each period, are listed below. Investors do not pay
 these expenses directly; they are paid by the Fund before it distributes its
 net investment income to shareholders. (As noted above, the Fund has no
 redemption fees of any kind.)

           1 Year          3 Years          5 Years          10 Years   
           ------          -------          -------          --------
             $10             $32              $55              $122
 
 See "Fund organization--Investment adviser" for further information about the
 investment management fee. This example assumes reinvestment of all dividends
 and distributions and that the percentage amounts listed under "Annual Fund
 operating expenses" remain the same each year. This example should not be
 considered a representation of past or future expenses or return. Actual Fund
 expenses and return vary from year to year and may be higher or lower than
 those shown.

   
 *   You may redeem by writing or calling the Fund. If you wish to receive your
     redemption proceeds via wire, there is a $5 wire service fee. For
     additional information, please refer to "Transaction information--Redeeming
     shares."

 **  Until February 28, 1998, the Adviser has agreed to waive a portion of its
     fee to the extent necessary so that the total annualized expenses of the
     Fund do not exceed 1.00% of average daily net assets. If the Adviser had
     not done so, Fund expenses would have been: investment management fee
     0.75%, other expenses 0.53%, and total operating expenses 1.28% for the
     fiscal year ended October 31, 1996.
    

                                       2
<PAGE>

   
  Financial highlights

  The following table includes selected data for a share outstanding throughout
  each period and other performance information derived from the audited
  financial statements.

  If you would like more detailed information concerning the Fund's performance,
  a complete portfolio listing and audited financial statements are available in
  the Fund's Annual Report dated October 31, 1996 and may be obtained without
  charge by writing or calling Scudder Investor Services, Inc.


<TABLE>
<CAPTION>
                                                                                                            For the Period  
                                                                                                                March 1, 1991   
                                                                                                              (commencement of 
                                                                                                               operations) to  
                                                                  Years Ended October 31,                        October 31,    
                                                    1996        1995         1994        1993        1992            1991       
 -------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>         <C>          <C>         <C>         <C>            <C>   
 Net asset value, beginning of period ........     $10.53      $10.78       $11.68      $11.84      $12.01         $12.00
                                                --------------------------------------------------------------------------------  
 Income from investment operations:
 Net investment income .......................        .67         .80          .87         .95        1.08           .76
 Net realized and unrealized gain (loss) on
    investment transactions ..................       (.28)       (.25)        (.90)       (.14)       (.17)          .01

                                                --------------------------------------------------------------------------------  
 Total from investment operations ............        .39         .55         (.03)        .81         .91           .77
                                                --------------------------------------------------------------------------------  
 Less distributions from:
 Net investment income .......................       (.42)       (.36)        (.02)       (.95)      (1.08)         (.76)
 Net realized gains on investments ...........         --          --           --        (.02)         --            --
 Tax return of capital .......................       (.25)       (.44)        (.85)         --          --            --
                                                --------------------------------------------------------------------------------  
 Total distributions .........................       (.67)       (.80)        (.87)       (.97)      (1.08)         (.76)
                                                --------------------------------------------------------------------------------  

                                                --------------------------------------------------------------------------------  
 Net asset value, end of period ..............     $10.25      $10.53       $10.78      $11.68      $11.84         $12.01
 -------------------------------------------------------------------------------------------------------------------------------
 Total Return (%) (a) ........................       3.97        5.43         (.25)       7.14        7.83           6.65**
 Ratios and Supplemental Data

 Net assets, end of period ($ millions) ......        217         357          560       1,041       1,369           205
 Ratio of operating expenses, net to average 
    daily net assets (%) .....................       1.00        1.00         1.00        1.00        1.00         1.00*
Ratio of operating expenses before expense
    reductions, to average daily net assets (%)      1.28        1.20         1.15        1.11        1.23         1.89*
 Ratio of net investment income to average ...       6.67        7.73         7.76        8.10        8.94         9.97*
    daily net assets (%)
 Portfolio turnover rate (%) .................      335.7       182.8        272.4       259.8       274.2         26.1*
 *  Annualized
 ** Not annualized
</TABLE>

(a)  Total returns would had been lower had certain expenses not been reduced.

     On December  27, 1995,  the Fund  adopted its current name and  objectives.
     Prior to that date,  the Fund was known as the  Scudder  Short Term  Global
     Income Fund and its investment objective was to provide high current income
     through short-term instruments. Financial information prior to December 27,
     1995 should not be considered representative of the present Fund.
    

                                       3
<PAGE>

  A message from Scudder's chairman

   
Scudder, Stevens & Clark, Inc., investment adviser to the Scudder Family of
Funds, was founded in 1919. We offered America's first no-load mutual fund in
1928. Today, we manage in excess of $115 billion for many private accounts and
over 50 mutual fund portfolios. We manage the mutual funds in a special program
for the American Association of Retired Persons, as well as the fund options
available through Scudder Horizon Plan, a tax-advantaged variable annuity. We
also advise The Japan Fund and nine closed-end funds that invest in countries
around the world.
    

The Scudder Family of Funds is designed to make investing easy and less costly.
It includes money market, tax free, income and growth funds as well as IRAs,
401(k)s, Keoghs and other retirement plans.

Services available to all shareholders include toll-free access to the
professional service representatives of Scudder Investor Relations, easy
exchange among funds, shareholder reports, informative newsletters and the
walk-in convenience of Scudder Funds Centers.

All Scudder mutual funds are pure no-load(TM). This means you pay no commissions
to purchase or redeem your shares or to exchange from one fund to another. There
are no "12b-1" fees either, which many other funds now charge to support their
marketing efforts. All of your investment goes to work for you. We look forward
to welcoming you as a shareholder.

                                                   /s/Daniel Pierce


  Scudder Global Bond Fund

Investment objectives

o    total return, with an emphasis on current income by investing principally
     in high-grade bonds denominated in foreign currencies and the U.S. dollar

o    capital appreciation is a secondary objective

Investment characteristics

o    easy access to worldwide interest rate and currency cycles through a
     portfolio of debt securities denominated in foreign currencies and the U.S.
     dollar


  Contents

Investment objectives and policies                            5    
Investments                                                   5
Global bond investing                                         6
Why invest in the Fund?                                       7
International investment experience                           7
Special risk considerations                                   7
Additional information about policies and investments         8
Distribution and performance information                     13
Purchases                                                    14
Exchanges and redemptions                                    15
Fund organization                                            16
Transaction information                                      17
Shareholder benefits                                         21
Directors and Officers                                       24
Investment products and services                             25
How to contact Scudder                                       26

                                       4
<PAGE>
                                                     
  Investment objectives and policies

Scudder Global Bond Fund (the "Fund"), a non-diversified series of Scudder
Global Fund, Inc., 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.

   
Except as otherwise indicated, the Fund's investment objectives and policies are
not fundamental and may be changed without a vote of shareholders. If there is a
change in investment objectives, shareholders should consider whether the Fund
remains an appropriate investment in light of their then current financial
position and needs. There can be no assurance that the Fund's objectives will be
met.
    


  Investments

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 total assets 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 Fund's
investment adviser, Scudder, Stevens & Clark, Inc. (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 invest up to 15% of its net assets in debt securities rated
BBB by S&P or Baa by Moody's and lower, or unrated securities considered to be
of equivalent quality by the Adviser. The Fund will not invest in any securities
rated B or lower. During the fiscal year ended October 31, 1996, the average
monthly dollar-weighted market value of the bonds in the Fund's portfolio was
rated as follows: 51.1% Aaa, 34.5% Aa, 6.4% A, 2.4% Baa, and 5.6% Ba. The bonds
are rated by Moody's or S&P, or of equivalent quality as determined by the
Adviser. A large portion of the Fund's bond holdings may trade at substantial
discounts from face value. (See "Risk factors.")
    

The Fund's investments may include:

o  Debt securities issued or guaranteed by the U.S. government, its agencies or 
   instrumentalities

o  Debt securities issued or guaranteed by a foreign national government, its 
   agencies, instrumentalities or political subdivisions

o  Debt securities issued or guaranteed by supranational organizations (e.g.,
   European Investment Bank, Inter-American Development Bank or the World Bank)

o  Corporate debt securities

o  Bank or bank holding company debt securities

o  Other debt securities, including those convertible into common stock

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,


                                       5
<PAGE>

  Investments (cont'd)

they may be subject to restrictions which may make them illiquid. Please
see "Additional information about policies and investments--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 market conditions, the Fund will invest at least 15% of its total
assets in 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.


  Global bond investing

Opening of foreign markets

In recent years, opportunities for investment in global bond markets have become
more significant. Foreign currency-denominated bond markets have grown faster
than the U.S. dollar-denominated bond market in terms of U.S. dollar market
value and now represent more than half of the value of the world's developed
bond markets. Participants in these markets have grown in number thereby
providing better liquidity. Finally, a number of global bond markets have
reduced barriers to entry to foreign investors by deregulation and by reducing
their withholding taxes.

Globalization of capital flows

Simultaneous with the opening of foreign markets, barriers to global capital
flows have been reduced or eliminated, freeing investment funds to seek the
highest expected returns. Thus, market conditions in one economy influence
market conditions elsewhere, through the channel of global capital flows. The
Fund provides a convenient vehicle to participate in global bond markets, some
of which may outperform U.S. dollar-denominated bond markets in U.S. dollar
terms during certain periods of time.

Global participation

Although the Fund is non-diversified under the Investment Company Act of 1940
(the "1940 Act"), investing in the Fund can provide global diversity to an
investor's existing portfolio of U.S. dollar-denominated bonds ("U.S. bonds"),
thereby potentially reducing volatility or risk over time. Historically, returns
of global bond markets have often diverged from returns generated by U.S. bond
markets. These divergences stem not only from fluctuating exchange rates, but
also from foreign interest rates not always moving in the same direction or
having the same magnitude as interest rates in the U.S. Investment in the Fund
may provide the global bond portion of an investor's diversification program.

Investment opportunity

A global income portfolio composed of both international and U.S. bonds is able
to take advantage of a far wider range of investment opportunities than one that
is restricted to U.S. dollar securities and may, at times, provide higher
investment returns. For example, global bonds may provide higher current income
than U.S. bonds and/or the local price of global bonds can appreciate more than
U.S. bonds. Fluctuations in foreign currencies relative to the U.S. dollar can
potentially benefit investment returns. Of course, in each case, at any time the
opposite may also be true.

                                       6
<PAGE>

  Why invest in the Fund?

Scudder Global Bond Fund is designed for investors seeking total return with an
emphasis on current income from a portfolio of high-grade bonds denominated in
foreign currencies and the U.S. dollar. The Fund is appropriate for investors
who can accept the various risks associated with investing in global bonds.

The Fund provides an easy, efficient and relatively low cost way of investing in
global bonds. Direct investment in global securities is usually impractical for
most individual and smaller institutional investors. Investors often find it
difficult to purchase and sell global bonds, to obtain current information about
foreign entities, to hold securities in safekeeping and to convert the value of
their investment from foreign currencies into U.S. dollars. The Fund manages
these concerns for the investor. With a single investment in the Fund, a
shareholder can benefit from the potential income and capital protection and
appreciation associated with a professionally managed portfolio of high-grade
global bonds. The Adviser has extensive experience investing in global markets
and handling trading, custody and currency transactions around the world.

In addition, the Fund offers all the benefits of the Scudder Family of Funds.
Scudder, Stevens & Clark, Inc. manages a diverse family of pure no-load(TM)
funds and provides a wide range of services to help investors meet their
investment needs. Please refer to "Investment products and services" for
additional information.


  International investment experience

   
The Adviser has been a leader in international investment management and trading
for over 40 years. Its investment company clients include Scudder International
Fund, Inc., which was incorporated in Canada in 1953 as the first foreign
investment company registered with the United States Securities and Exchange
Commission, Scudder International Bond Fund, which invests internationally,
Scudder Global Bond Fund and Scudder Global Discovery Fund, which invest
worldwide, Scudder Greater Europe Growth Fund, which invests primarily in the
equity securities of European companies, The Japan Fund, Inc., which invests
primarily in securities of Japanese companies, Scudder Latin America Fund, which
invests in Latin American issuers, Scudder Pacific Opportunities Fund, which
invests in issuers located in the Pacific Basin, with the exception of Japan,
Scudder Emerging Markets Income Fund, which invests in debt securities issued in
emerging markets and Scudder Emerging Markets Growth Fund, which invests in
equity securities issued in emerging markets. The Adviser also manages the
assets of eight closed-end investment companies investing in foreign securities:
The Argentina Fund, Inc., The Brazil Fund, Inc., The First Iberian Fund, Inc.,
The Korea Fund, Inc., The Latin America Dollar Income Fund, Inc., Scudder New
Asia Fund, Inc., Scudder New Europe Fund, Inc. and Scudder World Income
Opportunities Fund, Inc. As of December 31, 1996, the Adviser was responsible
for managing more than $22 billion of foreign securities.
    

  Special risk considerations

The Fund is intended for investors who can accept the risks associated with
investing in global bonds. Because of the Fund's long-term investment
objectives, investors should not rely on an investment in the Fund for their
short-term financial needs and should not view the Fund as a vehicle for 
playing short-term swings in the global bond and foreign exchange markets. 
Shares of the Fund alone should not be regarded as a complete investment 
program. Also, investors should be aware that investing in global bonds



                                       7
<PAGE>

  Special risk considerations (cont'd)

may involve a higher degree of risk than investing only in U.S. bonds.

Investments in foreign securities involve special considerations due to more
limited information, higher transaction costs, different accounting standards,
thinner trading markets and the likely impact of foreign taxes on the yield from
debt securities. They may also entail certain risks, such as the possibility of
one or more of the following: imposition of dividend or interest withholding or
confiscatory taxes, currency blockages or transfer restrictions, expropriation,
nationalization or other adverse political or economic developments, less
government supervision and regulation of securities exchanges, brokers and
listed companies, and the difficulty of enforcing obligations in other
countries. Purchases of foreign securities are usually made in foreign
currencies and, as a result, the Fund will incur currency conversion costs and
may be affected favorably or unfavorably by changes in the value of foreign
currencies against the U.S. dollar. Further, it may be more difficult for the
Fund's agents to keep currently informed about corporate actions 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. The Fund's ability and decisions to purchase and sell
portfolio securities may be affected by laws or regulations relating to the
convertibility and repatriation of assets.

Since the Fund's investments are primarily denominated in foreign currencies,
exchange rates are likely to have a significant impact on total Fund
performance. For example, a fall in the U.S. dollar's value relative to the
Japanese yen will increase the U.S. dollar value of a Japanese bond held in the
portfolio, even though the price of that bond in yen terms remains unchanged.
Conversely, if the U.S. dollar rises in value relative to the yen, the U.S.
dollar value of a Japanese bond will fall. Investors should be aware that
exchange rate movements can be significant and endure for long periods of time.

The Adviser attempts to manage exchange rate and interest rate risks through
active portfolio management. The Adviser's techniques include management of
currency, bond market and maturity exposure and security selection which will
vary based on available yields and the Adviser's outlook for the interest rate
cycle in various countries and changes in foreign currency exchange rates. In
any of the markets in which the Fund invests, longer maturity bonds tend to
fluctuate more in price as interest rates change than shorter-term
instruments--again providing both opportunity and risk.

Total return from investment in the Fund will consist of income after expenses,
bond price gains (or losses) in terms of the local currency and currency gains
(or losses). For tax purposes, realized gains and losses on currency are
regarded as ordinary income and loss and could, under certain circumstances,
have an impact on distributions. The value of the Fund's portfolio will
fluctuate in response to various economic factors, the most important of which
are fluctuations in foreign currency exchange rates and interest rates. Please
see "Additional information about policies and investments-- Risk factors."


  Additional information about policies and investments

Investment restrictions

The Fund has adopted certain fundamental policies which may not be changed
without a vote of shareholders and which are designed to reduce the Fund's
investment risk.

                                       8
<PAGE>

   
The Fund may not borrow money except as a temporary measure for extraordinary or
emergency purposes or except in connection with reverse repurchase agreements
and may not make loans except through the lending of portfolio securities, the
purchase of debt securities or through repurchase agreements.

A complete description of these and other policies and restrictions is contained
under "The Funds' Investment Objectives and Policies" in the Fund's Statement of
Additional Information.
    

Repurchase agreements

As a means of earning income for periods as short as overnight, the Fund may
enter into repurchase agreements with selected banks and broker/dealers. Under a
repurchase agreement, the Fund acquires securities, subject to the seller's
agreement to repurchase at a specified time and price.

The 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 the
Fund may purchase.

When-issued securities

The Fund may purchase securities on a when-issued or forward delivery basis, for
payment and delivery at a later date. The price and yield are generally fixed on
the date of commitment to purchase. During the period between purchase and
settlement, 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.

Short-term investments

To protect against adverse movements of interest rates and for liquidity, the
Fund may also purchase short-term obligations denominated in U.S. and foreign
currencies such as, but not limited to, bank deposits, bankers' acceptances,
certificates of deposit, commercial paper, short-term government, government
agency, supranational agency and corporate obligations, and repurchase
agreements.

Indexed securities

The Fund may invest in indexed securities, the value of which is linked to
currencies, interest rates, commodities, indices or other financial indicators
("reference instruments"). The interest rate or (unlike most fixed-income
securities) the principal amount payable at maturity of an indexed security may
be increased or decreased, depending on changes in the value of the reference
instrument. Indexed securities may be positively or negatively indexed, so that
appreciation of the reference instrument may produce an increase or a decrease
in the interest rate or value at maturity of the security. In addition, the
change in the interest rate or value at maturity of the security may be some
multiple of the change in the value of the reference instrument. Thus, in
addition to the credit risk of the security's issuer, the Fund will bear the
market risk of the reference instrument.

Dollar roll transactions

The Fund may enter into dollar roll transactions with selected banks and
broker/dealers. Dollar roll transactions are treated as reverse repurchase
agreements for purposes of the Fund's borrowing restrictions and consist of the
sale by the Fund of mortgage-backed securities, together with a commitment to
purchase similar, but not identical, securities at a future date, at the same
price. In addition, the Fund is paid a fee as consideration for entering into
the commitment to purchase. Dollar rolls may be renewed after cash settlement
and initially may involve only a firm commitment agreement by the Fund to buy a
security.

Convertible securities

   
The Fund may invest in convertible securities which may offer higher income 
than the common stocks into which they are convertible. The convertible 
securities in which the Fund may invest consist of bonds, notes, debentures
    

                                       9
<PAGE>

  Additional information about policies and investments (cont'd)

and preferred stocks which may be converted or exchanged at a stated or
determinable exchange ratio into underlying shares of common stock. Prior to
their conversion, convertible securities may have characteristics similar to
nonconvertible securities.

Portfolio turnover

Economic and market conditions may necessitate more active trading, resulting in
a higher portfolio turnover rate for the Fund. A higher rate involves greater
transaction costs to the Fund and may result in the realization of net capital
gains, which would be taxable to shareholders when distributed. Under normal
investment conditions, the Fund's portfolio turnover rate is expected to exceed
200%.

Mortgage and other asset-backed securities

The Fund may invest in mortgage-backed securities, which are securities
representing interests in pools of mortgage loans. These securities provide
shareholders with payments consisting of both interest and principal as the
mortgages in the underlying mortgage pools are paid off.

The timely payment of principal and interest on mortgage-backed securities
issued or guaranteed by the Government National Mortgage Association ("GNMA") is
backed by GNMA and the full faith and credit of the U.S. Government. 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 and other
mortgage-backed securities may be purchased at a premium over the maturity value
of the underlying mortgages. This premium is not guaranteed and will be lost if
prepayment occurs. In addition, the Fund may invest in mortgage-backed
securities issued by other issuers, such as the Federal National Mortgage
Association (FNMA), which are not guaranteed by the U.S. Government. Moreover,
the Fund may invest in debt securities which are secured with collateral
consisting of mortgage-backed securities and in other types of mortgage-related
securities.

The Fund may also invest in securities representing interests in pools of
certain other consumer loans, such as automobile loans or credit card
receivables. In some cases, principal and interest payments are partially
guaranteed by a letter of credit from a financial institution.

Strategic Transactions and derivatives

The 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 the 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, the 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


                                       10
<PAGE>

for the Fund's portfolio resulting from securities markets or currency exchange
rate fluctuations, to protect the Fund's unrealized gains in the value of its
portfolio securities, to facilitate the sale of such securities for investment
purposes, to manage the effective maturity or duration of the 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 the 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 the
Fund to utilize these Strategic Transactions successfully will depend on the
Adviser's ability to predict pertinent market movements, which cannot be
assured. The 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. Please refer to "Risk
factors--Strategic Transactions and derivatives" for more information.

Risk factors

The Fund's risks are determined by the nature of the securities held and the
portfolio management strategies used by the Adviser. The following are
descriptions of certain risks related to the investments and techniques that the
Fund may use from time to time.

   
Non-diversified investment company. As a "non-diversified" investment company,
the Fund may invest a greater proportion of its assets in the securities of a
smaller number of issuers and therefore may be subject to greater market and
credit risk than a more broadly diversified portfolio.

Bonds. The Fund will invest no more than 15% of its net assets in debt
securities rated BBB or below investment-grade or in unrated securities of
equivalent quality as determined by the Adviser. The Fund will not invest in
debt securities rated B or lower. Securities rated below investment- grade are
commonly referred to as "junk bonds" and involve greater price volatility and
higher degrees of speculation with respect to the payment of principal and
interest than higher quality fixed-income securities. The market prices of such
lower-rated debt securities may decline significantly in periods of general
economic difficulty. In addition, the trading market for those securities is
generally less liquid than for higher-rated securities and the Fund may have
difficulty disposing of these securities at the time it wishes to do so. The
lack of a liquid secondary market for certain securities may also make it more
difficult for a Fund to obtain accurate market quotations for purposes of
valuing its portfolio and calculating its net asset value.
    

Repurchase agreements. If the seller under a repurchase agreement becomes
insolvent, the Fund's right to dispose of the securities may be restricted, or
the value of the securities may decline before the Fund is able to dispose of
them. In the event of the commencement of bankruptcy or insolvency proceedings
with respect to the seller of the securities before repurchase of the securities
under a repurchase agreement, the Fund may encounter delay and incur costs,
including a decline in the value of the securities, before being able to sell
the securities. Also, if the seller defaults, the value of such securities may
decline before the Fund is able to dispose of them.

                                       11
<PAGE>

  Additional information about policies and investments (cont'd)

Some repurchase commitment transactions may not provide the Fund with collateral
marked-to-market during the term of the commitment.

Zero coupon securities. Zero coupon securities are subject to greater market
value fluctuations from changing interest rates than debt obligations of
comparable maturities which make current cash distributions of interest.

   
Illiquid or restricted investments. The absence of a trading market can make it
difficult to ascertain a market value for illiquid or restricted investments.
Disposing of illiquid or restricted investments may involve time-consuming
negotiation and legal expenses, and it may be difficult or impossible for the
Fund to sell them promptly at an acceptable price.
    

Dollar roll transactions. If the broker/dealer to whom the Fund sells the
securities becomes insolvent, the Fund's right to purchase or repurchase the
securities may be restricted; the value of the securities may change adversely
over the term of the dollar roll; the securities that the Fund is required to
repurchase may be worth less than the securities that the Fund originally held,
and the return earned by the Fund with the proceeds of a dollar roll may not
exceed transaction costs.

Convertible securities. While convertible securities generally offer lower
yields than nonconvertible debt securities of similar quality, their prices may
reflect changes in the value of the underlying common stock. Convertible
securities entail less credit risk than the issuer's common stock.

Mortgage and other asset-backed securities. Unscheduled or early payments on the
underlying mortgages may shorten the securities' effective maturities and lessen
their growth potential. The Fund may agree to purchase or sell these securities
with payment and delivery taking place at a future date. 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 of
mortgagors may limit 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. Asset-backed securities
are subject to the risk of prepayment and the risk that the underlying loans
will not be repaid.

Strategic Transactions and derivatives. 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 the 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 the Fund
can realize on its investments or cause the Fund to hold a security it might
otherwise sell. The use of currency transactions can result in the Fund
incurring losses as a result of a number of factors including the imposition of
exchange controls, suspension of 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 the Fund creates the possibility that losses on the
hedging instrument may be greater than gains in the value of the Fund's


                                       12
<PAGE>

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, the Fund might not be able to close out a
transaction without incurring substantial losses, if at all. Although the use of
futures contracts 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. The
Strategic Transactions that the Fund may use and some of their risks are
described more fully in the Fund's Statement of Additional Information.


  Distribution and performance information

Dividends and capital gains distributions

The Fund's dividends from net investment income are declared daily and
distributed monthly. The Fund intends to distribute net realized capital gains
after utilization of capital loss carryforwards and net currency gains, if any,
in December to prevent application of a federal excise tax. 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. According to preference, shareholders
may receive distributions in cash or have them reinvested in additional shares
of the Fund. If an investment is in the form of a retirement plan, all dividends
and capital gains distributions must be reinvested into the shareholder's
account.

Generally, dividends from net investment income are taxable to investors as
ordinary income. Certain realized gains or losses on the sale or retirement of
international bonds 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, must be treated as ordinary income
or loss. Such income or loss may increase or decrease (or possibly eliminate)
the Fund's income available for distribution to shareholders. If, under the
rules governing the tax treatment of foreign currency gains and losses, the
Fund's income available for distribution is decreased or eliminated, all or a
portion of the dividends declared by the Fund may be treated for federal income
tax purposes as a nontaxable return of capital distribution. Generally, a
shareholder's tax basis in Fund shares will be reduced to the extent that an
amount distributed to the shareholder is treated as a return of capital. The
Fund may reduce its daily dividend to lessen the effect of these rules. If the
Fund's income is increased under the foreign currency taxation rules, the Fund
intends to declare additional distributions of such income in December.

Long-term capital gains distributions, if any, are taxable as long-term capital
gains regardless of the length of time shareholders have owned their shares.
Short-term capital gains and any other taxable income distributions are taxable
as ordinary income. Shareholders may be able to claim a credit or deduction on
their income tax returns for their pro rata portions of qualified taxes paid by
the Fund to foreign countries.

(Continued on page 16)


                                       13
<PAGE>




<TABLE>
<CAPTION>
  Purchases



 <S>                     <C>                       <C>                                     <C>   
   
 Opening             Minimum initial investment: $2,500; IRAs $1,000
 an account          Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
                     See appropriate plan literature.
    

 Make checks         o  By Mail              Send your completed and signed application and check
 payable to "The
 Scudder Funds."                                 by regular mail to:        or            by express, registered,
                                                                                          or certified mail to:

   
                                                 The Scudder Funds                        Scudder Shareholder 
                                                 P.O. Box 2291                            Service Center
                                                 Boston, MA                               42 Longwater Drive
                                                 02107-2291                               Norwell, MA
                                                                                          02061-1612
    

                     o  By Wire              Please see Transaction information--Purchasing shares-- 
                                             By wire for details, including the ABA wire transfer number. 
                                             Then call 1-800-225-5163 for instructions.

                     o  In Person            Visit one of our Funds Centers to complete your application
                                             with the help of a Scudder representative. Funds Center 
                                             locations are listed under Shareholder benefits.
 -----------------------------------------------------------------------------------------------------------------------
 Purchasing          Minimum additional investment: $100; IRAs $50                                
 additional          Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
 shares              See appropriate plan literature.                                             
                     

 Make checks         o  By Mail              Send a check with a Scudder investment slip, or with a letter of
 payable to "The                             instruction including your account number and the complete
 Scudder Funds."                             Fund name, to  the appropriate address listed above.

                     o  By Wire              Please see Transaction information--Purchasing shares--
                                             By wire for details, including the ABA wire transfer number.

                     o  In Person            Visit one of our Funds Centers to make an additional
                                             investment in your Scudder fund account. Funds Center 
                                             locations are listed under Shareholder benefits.

                     o  By Telephone         Please see Transaction information--Purchasing shares-- 
                                             By AutoBuy or By telephone order for more details.

                     o  By Automatic         You may arrange to make investments on a regular basis 
                        Investment Plan      through automatic deductions from your bank checking 
                        ($50 minimum)        account. Please call 1-800-225-5163 for more information and an
                                             enrollment form.
</TABLE>


                                       14
<PAGE>


<TABLE>
<CAPTION>
  Exchanges and redemptions

<S>                       <C>                      <C>    
   
 Exchanging        Minimum investments:  $2,500 to establish a new account;        
 shares                                  $100 to exchange among existing accounts  
                                         
                   o By Telephone     To speak with a service representative, call 1-800-225-5163 from
                                      8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated
                                      Information Line, call 1-800-343-2890 (24 hours a day).

                   o By Mail          Print or type your instructions and include:
                     or Fax             -   the name of the Fund and the account number you are exchanging from;
                                        -   your name(s) and address as they appear on your account;
                                        -   the dollar amount or number of shares you wish to exchange;
                                        -   the name of the Fund you are exchanging into;
                                        -   your signature(s) as it appears on your account; and
                                        -   a daytime telephone number.

                                      Send your instructions
                                      by regular mail to:      or   by express, registered,   or   by fax to:
                                                                    or certified mail to:

   
                                      The Scudder Funds             Scudder Shareholder            1-800-821-6234
                                      P.O. Box 2291                 Service Center
                                      Boston, MA 02107-2291         42 Longwater Drive
                                                                    Norwell, MA
                                                                    02061-1612
    

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

   
 Redeeming        o By Telephone      To speak with a service representative, call 1-800-225-5163 from         
 shares                               8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated 
                                      Information Line, call 1-800-343-2890 (24 hours a day). You may have     
                                      redemption proceeds sent to your predesignated bank account, or          
                                      redemption proceeds of up to $100,000 sent to your address of record.    
    
                                      
                   o By Mail          Send your instructions for redemption to the appropriate address or fax 
                     or Fax           number above and include:

                                        - the name of the Fund and account number you are redeeming from; 
                                        - your name(s) and address as they appear on your account; 
                                        - the dollar amount or number of shares you wish to redeem; 
                                        - your signature(s) as it appears on your account; and 
                                        - a daytime telephone number.

   
                                      A signature guarantee is required for redemptions over $100,000. 
                                      See Transaction information--Redeeming shares.
    

                   o By Automatic     You may arrange to receive automatic cash payments periodically. 
                     Withdrawal       Call 1-800-225-5163 for more information and an enrollment form.
                     Plan 
</TABLE>

                                       15
<PAGE>

  Distribution and performance information (cont'd)

(Continued from page 13)

The Fund sends detailed tax information to shareholders about the amount and
type of its distributions by January 31 of each year.

Performance information

   
From time to time, quotations of the Fund's performance may be included in
advertisements, sales literature or shareholder reports. All performance figures
are historical, show the performance of a hypothetical investment and are not
intended to indicate future performance. The "SEC yield" of the Fund is an
annualized expression of the net income generated by the Fund over a specified
30-day (one month) period, as a percentage of the Fund's share price on the last
day of that period. This yield is calculated according to methods required by
the Securities and Exchange Commission (the "SEC"), and therefore may not equate
to the level of income paid to shareholders. "Total return" is the change in
value of an investment in the Fund for a specified period. The "average annual
total return" of the Fund is the average annual compound rate of return of an
investment in the Fund assuming the investment has been held for one year, five
years and the life of the Fund as of a stated ending date. "Cumulative total
return" represents the cumulative change in value of an investment in the Fund
for various periods. All types of total return calculations assume that all
dividends and capital gains distributions during the period were reinvested in
shares of the Fund. "Capital change" measures return from capital, including
reinvestment of any capital gains distributions but does not include the
reinvestment of dividends. Performance will vary based upon, among other things,
changes in market conditions and the level of the Fund's expenses.
    

  Fund organization

The Fund is a non-diversified series of Scudder Global Fund, Inc. (the
"Corporation"), an open-end, management investment company registered under the
1940 Act. The Corporation was organized as a Maryland corporation in May 1986.

   
The Fund changed its objective and its name, from Scudder Short Term Global
Income Fund to its current name, on December 27, 1995.
    

The Fund's activities are supervised by the Corporation's Board of Directors.
Shareholders have one vote for each share held on matters on which they are
entitled to vote. The Corporation is not required to hold and has no current
intention of holding annual shareholder meetings, although special meetings may
be called for purposes such as electing or removing Directors, changing
fundamental investment policies or approving an investment advisory contract.
Shareholders will be assisted in communicating with other shareholders in
connection with removing a Director as if Section 16(c) of the 1940 Act were
applicable.

Investment adviser

The Fund retains the investment management firm of Scudder, Stevens & Clark,
Inc., a Delaware corporation, to manage the Fund's daily investment and business
affairs subject to the policies established by the Board of Directors. The
Directors have overall responsibility for the management of the Fund under
Maryland law.

The Adviser receives monthly an investment advisory fee for its services. The
fee is graduated so that increases in the Fund's net assets may result in a
lower annual fee rate and decreases in the Fund's net assets may result in a
higher annual fee rate. The fee is payable monthly, provided that the 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


                                       16
<PAGE>

   
Adviser has agreed not to impose all or a portion of its investment management
fee and to take other action, to the extent necessary, to maintain the
annualized expenses of the Fund at not more than 1.00% of average daily net
assets of the Fund until February 28, 1998.

For the fiscal year ended October 31, 1996, the Adviser received an investment
management fee of 0.47% of the Fund's average daily net assets on an annual
basis.
    

The fee is higher than that charged many bond funds which invest primarily in
U.S. debt securities. However, management of the Fund involves analyzing market,
credit and currency relationships in a number of economies throughout the world.

All the Fund's expenses are paid out of gross investment income. Shareholders
pay no direct charges or fees for investment or administrative services.

Scudder, Stevens & Clark, Inc., is located at 345 Park Avenue, New York, New
York.

Transfer agent

Scudder Service Corporation, P.O. Box 2291, Boston, Massachusetts 02107-2291, a
subsidiary of the Adviser, is the transfer, shareholder servicing and
dividend-paying agent for the Fund.

Underwriter

   
Scudder Investor Services, Inc., a subsidiary of the Adviser, is the Fund's
principal underwriter. Scudder Investor Services, Inc. confirms, as agent, all
purchases of shares of the Fund. Scudder Investor Relations is a telephone
information service provided by Scudder Investor Services, Inc.
    

Fund accounting agent

Scudder Fund Accounting Corporation, a subsidiary of the Adviser, is responsible
for determining the daily net asset value per share and maintaining the general
accounting records of the Fund.

   
Custodian

Brown Brothers Harriman & Co. is the Fund's custodian.
    

  Transaction information

Purchasing shares

Purchases are executed at the next calculated net asset value per share after
the Fund's transfer agent receives the purchase request in good order. Purchases
are made in full and fractional shares. (See "Share price.")

   
By check. If you purchase shares with a check that does not clear, your purchase
will be canceled and you will be subject to any losses or fees incurred in the
transaction. Checks must be drawn on or payable through a U.S. bank. If you
purchase shares by check and redeem them within seven business days of purchase,
the Fund may hold redemption proceeds until the purchase check has cleared. If
you purchase shares by federal funds wire, you may avoid this delay. Redemption
requests by telephone prior to the expiration of the seven-day period will not
be accepted.
    

By wire. To open a new account by wire, first call Scudder at 1-800-225-5163 to
obtain an account number. A representative will instruct you to send a
completed, signed application to the transfer agent. Accounts cannot be opened
without a completed, signed application and a Scudder fund account number.
Contact your bank to arrange a wire transfer to:

        The Scudder Funds
        State Street Bank and Trust Company
        Boston, MA 02101
        ABA Number 011000028
        DDA Account 9903-5552

Your wire instructions must also include:

- --   the name of the fund in which the money is to be invested,
- --   the account number of the fund, and
- --   the name(s) of the account holder(s).

                                       17
<PAGE>

  Transaction information (cont'd)

The account will be established once the application and money order are
received in good order.

You may also make additional investments of $100 or more to your existing
account by wire.

By "AutoBuy." If you elected "AutoBuy" for your account, you can call toll-free
to purchase shares. The money will be automatically transferred from your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoBuy," call
1-800-225-5163 for more information.

To purchase additional shares, call 1-800-225-5163. Purchases must be for at
least $250 but not more than $250,000. Proceeds in the amount of your purchase
will be transferred from your bank checking account in two or three business
days following your call. For requests received by the close of regular trading
on the New York Stock Exchange ("the Exchange"), shares will be purchased at the
net asset value per share calculated at the close of trading on the day of your
call. "AutoBuy" requests received after the close of regular trading on the
Exchange will begin their processing and be purchased at the net asset value
calculated the following business day.

If you purchase shares by "AutoBuy" and redeem them within seven days of the
purchase, the Fund may hold the redemption proceeds for a period of up to seven
business days. If you purchase shares and there are insufficient funds in your
bank account, the purchase will be canceled and you will be subject to any
losses or fees incurred in the transaction. "AutoBuy" transactions are not
available for Scudder IRA accounts and most other retirement plan accounts.

By exchange. Your new account will have the same registration and address as
your existing account.

The exchange requirements for corporations, other organizations, trusts,
fiduciaries, agents, institutional investors and retirement plans may be
different from those for regular accounts. Please call 1-800-225-5163 for more
information, including information about the transfer of special account
features.

You can also make exchanges among your Scudder fund accounts on SAIL, the
Scudder Automated Information Line, by calling 1-800-343-2890.

Redeeming shares

The Fund allows you to redeem shares (i.e., sell them back to the Fund) without
redemption fees.

By telephone. This is the quickest and easiest way to sell Fund shares. If you
elected telephone redemption to your bank on your application, you can call to
request that federal funds be sent to your authorized bank account. If you did
not elect telephone redemption to your bank on your application, call
1-800-225-5163 for more information.

Redemption proceeds will be wired to your bank unless otherwise requested. If
your bank cannot receive federal reserve wires, redemption proceeds will be
mailed to your bank. There will be a $5 charge for all wire redemptions.

You can also make redemptions from your Scudder fund account on SAIL by calling
1-800-343-2890.

If you open an account by wire, you cannot redeem shares by telephone until the
Fund's transfer agent has received your completed and signed application.
Telephone redemption is not available for shares held in Scudder IRA accounts
and most other Scudder retirement plan accounts.

In the event that you are unable to reach the Fund by telephone, you should
write to the Fund; see "How to contact Scudder" for the address.

                                       18
<PAGE>

By "AutoSell." If you elected "AutoSell" for your account, you can call
toll-free to redeem shares. The money will be automatically transferred to your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoSell,"
call 1-800-225-5163 for more information.

To redeem shares, call 1-800-225-5163. Redemptions must be for at least $250.
Proceeds in the amount of your redemption will be transferred to your bank
checking account in two or three business days following your call. For requests
received by the close of regular trading on the Exchange, shares will be
redeemed at the net asset value per share calculated at the close of trading on
the day of your call. "AutoSell" requests received after the close of regular
trading on the Exchange will begin their processing and be redeemed at the net
asset value calculated the following business day.

"AutoSell" transactions are not available for Scudder IRA accounts and most
other retirement plan accounts.

   
Signature guarantees. For your protection and to prevent fraudulent redemptions,
on written redemption requests in excess of $100,000 we require an original
signature and an original signature guarantee for each person in whose name the
account is registered. (The Fund reserves the right, however, to require a
signature guarantee for all redemptions.) You can obtain a signature guarantee
from most banks, credit unions or savings associations, or from broker/dealers,
municipal securities broker/dealers, government securities broker/dealers,
national securities exchanges, registered securities associations or clearing
agencies deemed eligible by the Securities and Exchange Commission. Signature
guarantees by notaries public are not acceptable. Redemption requirements for
corporations, other organizations, trusts, fiduciaries, agents, institutional
investors and retirement plans may be different from those for regular accounts.
For more information, please call 1-800-225-5163.
    

Telephone transactions

   
Shareholders automatically receive the ability to exchange by telephone and the
right to redeem by telephone up to $100,000 to their address of record.
Shareholders also may, by telephone, request that redemption proceeds be sent to
a predesignated bank account. The Fund uses procedures designed to give
reasonable assurance that telephone instructions are genuine, including
recording telephone calls, testing a caller's identity and sending written
confirmation of telephone transactions. If the Fund does not follow such
procedures, it may be liable for losses due to unauthorized or fraudulent
telephone instructions. The Fund will not be liable for acting upon instructions
communicated by telephone that it reasonably believes to be genuine.
    

Share price

Purchases and redemptions, including exchanges, are made at net asset value.
Scudder Fund Accounting Corporation determines net asset value per share as of
the close of regular trading on the Exchange, normally 4 p.m. eastern time, on
each day the Exchange is open for trading. Net asset value per share is
calculated by dividing the value of total Fund assets, less all liabilities, by
the total number of shares outstanding.

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

                                       19
<PAGE>

  Transaction information (cont'd)

Processing time

All purchase and redemption requests must be received in good order by the
Fund's transfer agent. Those requests received by the close of regular trading
on the Exchange are executed at the net asset value per share calculated at the
close of trading that day. Purchase and redemption requests received after the
close of regular trading on the Exchange will be executed the following business
day. Purchases made by federal funds wire before noon eastern time will begin
earning income that day; all other purchases received before the close of
regular trading on the Exchange will begin earning income the next business day.
Redeemed shares will earn income on the day on which the redemption request is
executed.

If you wish to make a purchase of $500,000 or more, you should notify Scudder
Investor Relations by calling 1-800-225-5163.

The Fund will normally send redemption proceeds within one business day
following the redemption request, but may take up to seven business days (or
longer in the case of shares recently purchased by check).

   
Purchase restrictions

Purchases and sales should be made for long-term investment purposes only. The
Fund and Scudder Investor Services, Inc. each reserves the right to reject
purchases of Fund shares (including exchanges) for any reason including when a
pattern of frequent purchases and sales made in response to short-term
fluctuations in the Fund's share price appears evident.
    

Tax information

A redemption of shares, including an exchange into another Scudder fund, is a
sale of shares and may result in a gain or loss for income tax purposes.

Tax identification number

Be sure to complete the Tax Identification Number section of the Fund's
application when you open an account. Federal tax law requires the Fund to
withhold 31% of taxable dividends, capital gains distributions and redemption
and exchange proceeds from accounts (other than those of certain exempt payees)
without a certified Social Security or tax identification number and certain
other certified information or upon notification from the IRS or a broker that
withholding is required. The Fund reserves the right to reject new account
applications without a certified Social Security or tax identification number.
The Fund also reserves the right, following 30 days' notice, to redeem all
shares in accounts without a certified Social Security or tax identification
number. A shareholder may avoid involuntary redemption by providing the Fund
with a tax identification number during the 30-day notice period.

Minimum balances

   
Shareholders should maintain a share balance worth at least $2,500, which amount
may be changed by the Board of Directors. Scudder retirement plans have similar
or lower minimum share balance requirements. A shareholder may open an account
with at least $1,000, if an automatic investment plan of $100/month is
established.

Shareholders who maintain a non-fiduciary account balance of less than $2,500 in
the Fund, without establishing an automatic investment plan, will be assessed an
annual $10.00 per fund charge with the fee to be paid to the Fund. The $10.00
charge will not apply to shareholders with a combined household account balance
in any of the Scudder Funds of $25,000 or more. The Fund reserves the right,
following 60 days' written notice to shareholders, to redeem all shares in
accounts below $250, including accounts of new investors, where a reduction in
value has occurred due to a redemption or exchange out of the account. The Fund
will mail the proceeds of the redeemed account to the shareholder. Reductions in
    


                                       20
<PAGE>

   
value that result solely from market activity will not trigger an involuntary
redemption. Retirement accounts and certain other accounts will not be assessed
the $10.00 charge or be subject to automatic liquidation. Please refer to
"Exchanges and Redemptions--Other Information" in the Fund's Statement of
Additional Information for more information.
    

Third party transactions

If purchases and redemptions of Fund shares are arranged and settlement is made
at an investor's election through a member of the National Association of
Securities Dealers, Inc., other than Scudder Investor Services, Inc., that
member may, at its discretion, charge a fee for that service.

Redemption-in-kind

The Fund 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 Fund
and valued as they are for purposes of computing the Fund's net asset value (a
redemption-in-kind). If payment is made in securities, a shareholder may incur
transaction expenses in converting these securities to cash. The Corporation has
elected, however, to be governed by Rule 18f-1 under the 1940 Act, as a result
of which the Fund 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 Fund at the beginning of the
period.


  Shareholder benefits

Experienced professional management

Scudder, Stevens & Clark, Inc., one of the nation's most experienced investment
management firms, actively manages your Scudder fund investment. Professional
management is an important advantage for investors who do not have the time or
expertise to invest directly in individual securities.

A team approach to investing

Scudder Global Bond 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 Gary P. Johnson assumed responsibility for the Fund's
day-to-day management and investment strategies in 1997. Mr. Johnson joined
Scudder in 1987 and is Director of Scudder's Fixed Income and Derivatives
Research. Portfolio Manager Adam M. Greshin joined the Fund's team in 1995. Mr.
Greshin joined Scudder in 1986 as an international bond analyst and is Product
Leader for Scudder's global and international fixed-income investing.
Christopher B. Steward, Portfolio Manager, joined the Fund's team in 1996 and
contributes to the Fund's research and security selection. Prior to joining
Scudder in 1992, Mr. Steward spent five years as an investment analyst.
    

SAIL(TM)--Scudder Automated Information Line

For personalized account information including fund prices, yields and account
balances, to perform transactions in existing Scudder fund accounts, or to
obtain information on any Scudder fund, shareholders can call Scudder's
Automated Information Line (SAIL) at 1-800-343-2890, 24 hours a day. During
periods of extreme economic or market changes, or other conditions, it may be


                                       21
<PAGE>



  Shareholder benefits (cont'd)


difficult for you to effect telephone transactions in your account. In such an
event you should write to the Fund; please see "How to contact Scudder" for the
address.

Investment flexibility

Scudder offers toll-free telephone exchange between funds at current net asset
value. You can move your investments among money market, income, growth,
tax-free and growth and income funds with a simple toll-free call or, if you
prefer, by sending your instructions through the mail or by fax. Telephone and
fax redemptions and exchanges are subject to termination and their terms are
subject to change at any time by the Fund or the transfer agent. In some cases,
the transfer agent or Scudder Investor Services, Inc. may impose additional
conditions on telephone transactions.

   
Personal CounselSM -- A Managed Fund Portfolio Program

If you would like to receive direct guidance and management of your overall
mutual fund portfolio to help you pursue your investment goals, you may be
interested in Personal Counsel from Scudder. Personal Counsel, a program of
Scudder Investor Services, Inc., a registered investment adviser, and a
subsidiary of Scudder, Stevens & Clark, Inc., combines the benefits of a
customized portfolio of pure no-load(TM) Scudder Funds with ongoing portfolio
monitoring and individualized service, for an annual fee of generally 1% or less
of assets (with a $1,000 minimum). In addition, it draws upon Scudder, Stevens &
Clark's more than 75-year heritage of providing investment counsel to large
corporate and private clients. If you have $100,000 or more to invest initially
and would like more information about Personal Counsel, please call
1-800-700-0183.
    

Dividend reinvestment plan

You may have dividends and distributions automatically reinvested in additional
Fund shares. Please call 1-800-225-5163 to request this feature.

Shareholder statements

You receive a detailed account statement every time you purchase or redeem
shares. All of your statements should be retained to help you keep track of
account activity and the cost of shares for tax purposes.

Shareholder reports

In addition to account statements, you receive periodic shareholder reports
highlighting relevant information, including investment results and a review of
portfolio changes.

To reduce the volume of mail you receive, only one copy of most Fund reports,
such as the Fund's Annual Report, may be mailed to your household (same surname,
same address). Please call 1-800-225-5163 if you wish to receive additional
shareholder reports.

Newsletters

Four times a year, Scudder sends you Perspectives, an informative newsletter
covering economic and investment developments, service enhancements and other
topics of interest to Scudder fund investors.

Scudder Funds Centers

   
As a convenience to shareholders who like to conduct business in person, Scudder
Investor Services, Inc. maintains Funds Centers in Boca Raton, Boston, Chicago,
New York and San Francisco.
    

T.D.D. service for the hearing impaired

Scudder's full range of investor information and shareholder services is
available to hearing impaired investors through a toll-free T.D.D. (Telephone
Device for the Deaf) service. If you have access to a T.D.D., call
1-800-543-7916 for investment information or specific account questions and
transactions.

                                       22
<PAGE>

  Scudder tax-advantaged retirement plans

Scudder offers a variety of tax-advantaged retirement plans for individuals,
businesses and non-profit organizations. These flexible plans are designed for
use with the Scudder Family of Funds (except Scudder tax-free funds, which are
inappropriate for such plans). Scudder Funds offer a broad range of investment
objectives and can be used to seek almost any investment goal. Using Scudder's
retirement plans can help shareholders save on current taxes while building
their retirement savings.

   
   o  Scudder No-Fee IRAs. These retirement plans allow a maximum annual
      contribution of $2,000 per person for anyone with earned income. Many
      people can deduct all or part of their contributions from their taxable
      income, and all investment earnings accrue on a tax deferred basis. The
      Scudder No-Fee IRA charges you no annual custodial fee.
    

   o  401(k) Plans. 401(k) plans allow employers and employees to make
      tax-deductible retirement contributions. Scudder offers a full service
      program that includes recordkeeping, prototype plan, employee
      communications and trustee services, as well as investment options.

   
   o  Profit Sharing and Money Purchase Pension Plans. These plans allow
      corporations, partnerships and people who are self-employed to make
      annual, tax-deductible contributions of up to $30,000 for each person
      covered by the plans. Plans may be adopted individually or paired to
      maximize contributions. These are sometimes known as Keogh plans. The
      Scudder Keogh charges you no annual custodial fee.
    

   o  403(b) Plans. Retirement plans for tax-exempt organizations and school 
      systems to which employers and employees may both contribute.

   o  SEP-IRAs. Easily administered retirement plans for small businesses and
      self-employed individuals. The maximum annual contribution to SEP-IRA
      accounts is adjusted each year for inflation.

   
   o  SIMPLE IRAs. A flexible, easily administered retirement plan for small
      businesses which can be funded by contributions from employees and
      matching contributions from employers.
    

   o  Scudder Horizon Plan. A no-load variable annuity that lets you build 
      assets by deferring taxes on your investment earnings. You can start 
      with $2,500 or more.

   
Scudder Trust Company (an affiliate of the Adviser) is Trustee or Custodian for
some of these plans and is paid an annual fee for some of the above retirement
plans. For information about establishing a Scudder No-Fee IRA, SEP-IRA, SIMPLE
IRA, Profit Sharing Plan, Money Purchase Pension Plan or a Scudder Horizon Plan,
please call 1-800-225-2470. For information about 401(k)s or 403(b)s please call
1-800-323-6105. To effect transactions in existing IRA, SEP-IRA, SIMPLE IRA,
Profit Sharing or Pension Plan accounts, call 1-800-225-5163.
    

The variable annuity contract is provided by Charter National Life Insurance
Company (in New York State, Intramerica Life Insurance Company [S 1802]). The
contract is offered by Scudder Insurance Agency, Inc. (in New York State, Nevada
and Montana, Scudder Insurance Agency of New York, Inc.). CNL, Inc. is the
Principal Underwriter. Scudder Horizon Plan is not available in all states.

   
Scudder Investor Relations is a service provided through Scudder Investor
Services, Inc., Distributor.
    

                                       23
<PAGE>

  Directors and Officers


   
Daniel Pierce*
    Chairman of the Board, Director and Vice President
    

Nicholas Bratt*
    President and Director

Paul Bancroft III
    Director; Venture Capitalist and Consultant

Sheryle J. Bolton
    Director; Consultant

Thomas J. Devine
    Director; Consultant

William H. Gleysteen, Jr.
    Director; Consultant

   
Dudley H. Ladd*
    Director
    

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

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

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

   
Susan E. Gray*
    Vice President
    

Adam M. Greshin*
    Vice President

Jerard K. Hartman*
    Vice President

Thomas W. Joseph*
    Vice President
       

Gerald J. Moran*
    Vice President

M. Isabel Saltzman*
    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
       

Kathryn L. Quirk*
    Vice President and Assistant Secretary
       


* Scudder, Stevens & Clark, Inc.

                                       24
<PAGE>
   
  Investment products and services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------

Money Market
- ------------
  Scudder U.S. Treasury Money Fund
  Scudder Cash Investment Trust

Tax Free Money Market+
- ----------------------
  Scudder Tax Free Money Fund
  Scudder California Tax Free Money Fund*
  Scudder New York Tax Free Money Fund*

Tax Free+
- ---------
  Scudder Limited Term Tax Free Fund
  Scudder Medium Term Tax Free Fund
  Scudder Managed Municipal Bonds
  Scudder High Yield Tax Free Fund
  Scudder California Tax Free Fund*
  Scudder Massachusetts Limited
    Term Tax Free Fund*
  Scudder Massachusetts Tax Free Fund*
  Scudder New York Tax Free Fund*
  Scudder Ohio Tax Free Fund*
  Scudder Pennsylvania Tax Free Fund*

U.S. Income
- ------------
  Scudder Short Term Bond Fund
  Scudder GNMA Fund
  Scudder Income Fund
  Scudder Zero Coupon 2000 Fund
  Scudder High Yield Bond Fund

Global Income
- -------------
  Scudder Global Bond Fund
  Scudder International Bond Fund
  Scudder Emerging Markets Income Fund

Asset Allocation
- ----------------
  Scudder Pathway Conservative Portfolio
  Scudder Pathway Balanced Portfolio
  Scudder Pathway Growth Portfolio
  Scudder Pathway International Portfolio

U.S. Growth and Income
- ----------------------
  Scudder Balanced Fund
  Scudder Growth and Income Fund


U.S. Growth
- -----------

  Value
    Scudder Large Company Value Fund
    Scudder Value Fund
    Scudder Small Company Value Fund
    Scudder Micro Cap Fund

  Growth
    Scudder Classic Growth Fund
    Scudder Large Company Growth Fund
    Scudder Development Fund
    Scudder 21st Century Growth Fund

Global Growth
- -------------

  Worldwide
    Scudder Global Fund
    Scudder International Fund
    Scudder Global Discovery Fund
    Scudder Emerging Markets Growth Fund
    Scudder Gold Fund

  Regional
    Scudder Greater Europe Growth Fund
    Scudder Pacific Opportunities Fund
    Scudder Latin America Fund
    The Japan Fund

Retirement Programs
- -------------------
  IRA
  SEP IRA
  SIMPLE IRA
  Keogh Plan
  401(k), 403(b) Plans
  Scudder Horizon Plan *+++ +++
    (a variable annuity)

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


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. +++Funds within categories are listed in order from
expected least risk to most risk. +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.
    


                                       25
<PAGE>
                                                                 
   
  How to contact Scudder

Account Service and Information:

  For existing account service and transactions

           Scudder Investor Relations -- 1-800-225-5163

  For 24 hour account information, fund information, exchanges, and an 
  overview of all the services available to you

           Scudder Electronic Account Services -- http://funds.scudder.com

  For personalized information about your Scudder accounts, exchanges 
  and redemptions

           Scudder Automated Information Line (SAIL) -- 1-800-343-2890

Investment Information:

   For information about the Scudder funds, including additional
   applications and prospectuses, or for answers to investment questions

           Scudder Investor Relations -- 1-800-225-2470
                                            [email protected]
           Scudder's World Wide Web Site -- http://funds.scudder.com

   For establishing 401(k) and 403(b) plans

           Scudder Defined Contribution Services -- 1-800-323-6105

Scudder Brokerage Services:

   To receive information about this discount brokerage service and to 
   obtain an application

           Scudder Brokerage Services* -- 1-800-700-0820

Personal Counsel^SM -- A Managed Fund Portfolio Program:

   To receive information about this mutual fund portfolio guidance 
   and management program

           Personal Counsel from Scudder -- 1-800-700-0183

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       Chicago           San Francisco
           Boston           New York

Scudder Investor Relations and Scudder Funds Centers are services provided
through Scudder Investor Services, Inc., Distributor.

*   Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA 02061--
    Member NASD/SIPC.
    


                                       26

<PAGE>

[Image]     Scudder Global Discovery Fund Profile

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

     The fund profile, a supplement to the full prospectus, is designed as
     an easy-to-read summary of fund risks, fees, and objectives. You can
     click on any question to link to the Fund's prospectus and get more
     information on that topic. Or, if you wish, you can proceed directly
     to the Fund's prospectus. Once you have read the prospectus and
     considered your investment goals, you can proceed to a Scudder Funds
     application.
     ----------------------------------------------------------------------

     Fund Profile
     January 1, 1997

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

     1. What Is The Fund's Objective?

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

     2. What Does The Fund Invest In?

     The Fund normally invests at least 65% of its total assets in the
     equity securities of small, rapidly growing companies that offer the
     potential for above-average returns relative to larger companies, yet
     are frequently overlooked and thus undervalued by the market. The Fund
     invests primarily in companies whose individual equity market
     capitalization would place them in the same size range as companies in
     approximately the lowest 20% of world market capitalization as
     represented by the Salomon Brothers Broad Market Index. Equity
     securities in which the Fund may invest consist of common stocks,
     preferred stocks (either convertible or non-convertible), rights and
     warrants. For capital appreciation purposes, the Fund may purchase
     notes, bonds, debentures, government securities and zero coupon bonds
     (any of which may be convertible or non-convertible). The Fund has the
     flexibility to invest in any region of the world, and intends to
     allocate investments among at least three countries at all times, one
     of which may be the United States.

     The Fund's investment adviser, Scudder, Stevens & Clark, Inc. invests
     the Fund's assets in companies it believes offer above-average
     earnings, cash flow or asset growth potential, and which may receive
     greater market recognition over time. 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; price-earning
     ratios and other stock valuation measures.

     Up to 35% of total assets my be invested in equity securities of
     larger companies around the world and in debt securities.

     3. What Are The Risks Of Investing In The Fund?

     The Fund involves above-average stock market risk. Global investing
     involves economic and political considerations and possibly legal
     restrictions not typically found in U.S. markets, which may affect the
     value of the Fund's investments. Investment in foreign securities
     involves more limited information, higher brokerage costs, different
     accounting standards, thinner trading markets, the likely impact of
     foreign taxes on the income and gains from securities and less
     government supervision of securities exchanges. These considerations
     are usually more of a concern in developing countries in which the
     Fund may invest. Some of the Fund's investments are denominated in
     foreign currencies, therefore, the Fund may incur currency conversion
     costs and the strength or weakness of the U.S. dollar against these
     currencies may result in fluctuations of share price, which is likely
     to vary from day to day. You incur principal risk when you invest,
     because your shares, when sold, may be worth more or less than what
     you paid for them.

     In addition, small companies may have limited product lines, markets
     or financial resources; may lack management depth or experience; and
     may be more vulnerable to adverse general market or economic
     developments than large companies. The prices of small company
     securities are often more volatile than prices associated with large
     company issues, and can display abrupt or erratic movements at times,
     due to limited trading volumes and less publicly available
     information.

     4. For Whom Is This Fund Appropriate?

     You may wish to consider this Fund if you are seeking above-average
     long-term capital appreciation and:

        o are willing to accept above-average stock market risk,
        o can tolerate fluctuations in share price,
        o understand the risks associated with global investing, and
        o have or plan to have other investments for the benefit of
          diversification.

     5. What Are The Fund's Expenses And Fees?

     There are two kinds of expenses that a shareholder may incur, directly
     or indirectly, by investing in a mutual fund. These types of expenses,
     as they relate to Scudder Global Discovery Fund are:

       Shareholder transaction expenses --
       Expenses charged directly to your account for various transactions.

       Sales Commission                                   None

       Commissions to Reinvest Dividends                  None

       Redemption Fee                                     None

       Exchange Fee                                       None

       Annual Fund operating expenses --
       Expenses paid by the Fund before it distributes its net investment
       income, expressed as a percentage of the Fund's average daily net
       assets. Figures below are for the fiscal year ended October 31,
       1995.

       Investment management fee                          1.10%

       12b-1 fees                                         None

       Other expenses                                     0.59%
                                                          -----

       Total Fund operating expenses                      1.69%
                                                          =====

       Example:

       Assuming a 5% annual return and redemption at the end of each
       period, the total expenses relating to a $1,000 investment would be:

       1 Year         3 Years           5 Years           10 Years

       $17            $ 53              $92               $200

     This example assumes reinvestment of all dividends and distributions
     and that the total Fund operating expenses listed above remain the
     same each year. This example should not be considered a representation
     of past or future expenses or return. Actual Fund expenses and return
     vary from year to year and may be higher or lower than those shown.
     Please note that there is a $5 service fee if you request redemption
     proceeds via wire.

     6. How Has The Fund Performed Historically?

     This chart shows how the Fund has performed since it commenced
     operations on September 10, 1991, assuming reinvestment of all
     distributions. Performance is historical and may not be indicative of
     future results. Total return and principal value will fluctuate.
 
     THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE
    
     BAR CHART TITLE:  Total Returns for years ended December 31:
     BAR CHART DATA:

                         1992     -0.07%
                         1993     38.18 
                         1994     -7.68 
                         1995     17.84 
                         1996     21.47     

     The Fund's Average Annual          One Year    Five Years  Life of Fund
     Total Return for the period        ------------------------------------
     ended December 31, 1996              21.47%       12.78%       12.72%


     7. Who Manages The Fund?

     The Fund's investment adviser is Scudder, Stevens & Clark, Inc., a
     leading provider of U.S. and international investment management for
     clients throughout the world. The Fund is managed by a team of Scudder
     investment professionals who each play an important role in the Fund's
     management process.

     Lead Portfolio Manager Gerald J. Moran has set the Fund's investment
     strategy and overseen its daily operation since the Fund was
     introduced in 1991. Mr. Moran joined Scudder's equity research and
     management area in 1968 as an analyst and has focused on small company
     stocks since 1982 and 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. Ms. Allan, 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.

     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.

     Sewall Hodges, Portfolio Manager, joined Scudder in 1995 and the team
     in 1996. Mr. Hodges, who has ten years in global analysis and
     portfolio management, focuses on the Fund's stock selection and
     research.

     8. How Can I Invest?

     To make it easy for you to open an account, you may invest by mail,
     phone, fax, or in person. The minimum initial investment is $2,500
     ($1,000 for IRAs), except that shareholders may open a regular account
     with a minimum of $1,000 if an investment program of at least
     $100/month is established. A shareholder with a non-fiduciary account
     who maintains an account balance of less than $2,500 without
     establishing an investment program, may be assessed an annual fee of
     $10.00, payable to the Fund. You may also exchange Fund shares free of
     charge within the Scudder Family of Funds.

     9. How Can I Redeem Shares?

     You may redeem shares at the current share price on any business day
     by telephone, fax, or mail.

     10. When Are Distributions Made?

     The Fund typically makes dividend and capital gains distributions, if
     any, in December. You may elect to receive distributions in cash or
     have them reinvested in additional shares of the Fund.

     Generally, dividends from net investment income are taxable to
     shareholders as ordinary income. Long-term capital gains
     distributions, if any, are taxable as long-term capital gains
     regardless of the length of time shareholders have owned their shares.
     Short-term capital gains and any other taxable distributions are
     taxable as ordinary income. A portion of dividends from ordinary
     income may qualify for the dividends-received deduction for
     corporations.

     11. What Services Does Scudder Provide?

     As a shareholder, you'll enjoy:

        o professional service from representatives who can answer your
          questions and execute your transactions
        o automated toll-free touchtone access to account information,
          share prices and yields, and to perform transactions
        o Scudder's quarterly shareholder newsletter, Scudder Perspectives
        o regular, informative reports about the performance of your Fund

     ----------------------------------------------------------------------
     [Image]Scudder wants you to make informed investment decisions. This
     Fund Profile contains key information about the Fund. If you would
     like more information before you invest, please consult the Fund's
     accompanying prospectus. For details about the Fund's holdings or
     recent investment strategies, please review the Fund's most recent
     annual or semiannual report. The reports are free and may be ordered
     by calling 1-800-225-2470.
     ----------------------------------------------------------------------

     Contact Scudder

<PAGE>
This prospectus sets forth concisely the information about Scudder Global
Discovery Fund, a series of Scudder Global Fund, Inc., an open-end management
investment company, that a prospective investor should know before investing.
Please retain it for future reference.

   
If you require more detailed information, a Statement of Additional Information
dated March 1, 1997, may be obtained without charge by writing to Scudder
Investor Services, Inc., Two International Place, Boston, MA 02110-4103 or
calling 1-800-225-2470. The Statement, which is incorporated by reference into
this prospectus, has been filed with the Securities and Exchange Commission and
is available along with other related materials on the SEC's Internet Web site
(http://www.sec.gov).
    

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.


Contents--see page 4.


Scudder
Global Discovery Fund


   
Prospectus
March 1, 1997
    







A pure no-load(TM) (no sales charges) mutual fund which seeks above-average
capital appreciation over the long term by investing primarily in the equity
securities of small companies located throughout the world.

                                      
<PAGE>

  Expense information

 How to compare a Scudder pure no-load(TM) fund

 This information is designed to help you understand the various costs and
 expenses of investing in Scudder Global Discovery Fund (the "Fund"). By
 reviewing this table and those in other mutual funds' prospectuses, you can
 compare the Fund's fees and expenses with those of other funds. With Scudder's
 pure no-load(TM) funds, you pay no commissions to purchase or redeem shares, or
 to exchange from one fund to another. As a result, all of your investment goes
 to work for you.

 1)  Shareholder  transaction  expenses:  Expenses charged directly to your
     individual  account in the Fund for various transactions.

     Sales commissions to purchase shares (sales load)              NONE
     Commissions to reinvest dividends                              NONE
     Redemption fees                                                NONE*
     Fees to exchange shares                                        NONE

   
 2)  Annual Fund operating expenses: Expenses paid by the Fund before it
     distributes its net investment income, expressed as a percentage of the
     Fund's average daily net assets for the fiscal year ended October 31, 1996.

     Investment management fee                                      1.10%
     12b-1 fees                                                     NONE
     Other expenses                                                 0.51%
                                                                    ---- 
     Total Fund operating expenses                                  1.61%
                                                                    ==== 
    

 Example

 Based on the level of total Fund operating expenses listed above, the total
 expenses relating to a $1,000 investment, assuming a 5% annual return and
 redemption at the end of each period, are listed below. Investors do not pay
 these expenses directly; they are paid by the Fund before it distributes its
 net investment income to shareholders. (As noted above, the Fund has no
 redemption fees of any kind.)

   
             1 Year        3 Years        5 Years        10 Years
             ------        -------        -------        --------
               $16           $51            $88            $191
    

 See "Fund organization--Investment adviser" for further information about the
 investment management fee. This example assumes reinvestment of all dividends
 and distributions and that the percentage amounts listed under "Annual Fund
 operating expenses" remain the same each year. This example should not be
 considered a representation of past or future expenses or return. Actual Fund
 expenses and return vary from year to year and may be higher or lower than
 those shown.

 *   You may redeem by writing or calling the Fund. If you wish to receive your
     redemption proceeds via wire, there is a $5 wire service fee. For
     additional information, please refer to "Transaction information--Redeeming
     shares."

                                       2
<PAGE>

   
  Financial highlights


  The following table includes selected data for a share outstanding throughout
  each period and other performance information derived from the audited
  financial statements.

  The Fund changed its name from Scudder Global Small Company Fund on March 6,
  1996. If you would like more detailed information concerning the Fund's
  performance, a complete portfolio listing and audited financial statements are
  available in the Fund's Annual Report dated October 31, 1996 and may be
  obtained without charge by writing or calling Scudder Investor Services, Inc.

<TABLE>
<CAPTION>
                                                                                                            For the Period  
                                                                                                             September 10,  
                                                                                                                 1991       
                                                                                                           (commencement of 
                                                                                                            operations) to  
                                                                Years Ended October 31,                       October 31,   
                                               1996 (a)      1995        1994         1993        1992           1991       
 ----------------------------------------------------------------------------------------------------------------------------
 <S>                                           <C>          <C>         <C>         <C>          <C>            <C>
 Net asset value, beginning of period ......   $17.54       $16.27      $16.14      $12.05       $11.92         $12.00
                                               ------------------------------------------------------------------------------
 Income from investment operations:
 Net investment income (loss) ..............     (.04)        (.03)       (.02)        .04          .07            .01
 Net realized and unrealized gain (loss) on
    investment transactions ................     3.59         1.38         .48        4.24          .08           (.09)
                                               ------------------------------------------------------------------------------
 Total from investment operations ..........     3.55         1.35         .46        4.28          .15           (.08)
                                               ------------------------------------------------------------------------------
 Less distributions:
 From net investment income ................     (.20)          --          --        (.07)        (.02)            --
 In excess of net investment income ........       --           --        (.18)         --           --             --
 From net realized gains on investment       
    transactions ...........................     (.44)        (.08)       (.15)       (.12)           --            --
                                               ------------------------------------------------------------------------------
 Total distributions .......................     (.64)        (.08)       (.33)       (.19)        (.02)            --
                                               ------------------------------------------------------------------------------

 Net asset value, end of period                $20.45       $17.54      $16.27      $16.14       $12.05         $11.92
 ----------------------------------------------------------------------------------------------------------------------------
 Total Return (%) ..........................    20.97         8.32        2.80       36.04         1.26           (.67)*
 Ratios and Supplemental Data
 Net assets, end of period ($ millions)           351          255         256         198           55              9
 Ratio of operating expenses, net to             
    average daily net assets (%) ...........     1.60         1.69        1.70        1.50         1.50           1.50**
 Ratio of operating expenses before expense      
    reductions, to average daily net assets
    (%) ....................................     1.60         1.69        1.76        2.01         2.53          15.34**
 Ratio of net investment income (loss) to        
    average daily net assets (%) ...........     (.20)        (.12)       (.28)        .53          .78           2.47**
 Portfolio turnover rate (%) ...............     63.0         43.7        45.8        54.6         23.4             --
 Average commission rate paid (b) ..........   $.0026       $   --      $   --      $   --       $   --          $  --
</TABLE>

  (a) Based on monthly average shares outstanding during the period.

  (b) Average commission rate paid per share of common and preferred stocks is
      calculated for fiscal years beginning on or after September 1, 1995.

  *   Not annualized

  **  Annualized

    

                                       3
<PAGE>

  A message from Scudder's chairman

Scudder, Stevens & Clark, Inc., investment adviser to the Scudder Family of
Funds, was founded in 1919. We offered America's first no-load mutual fund in
1928. Today, we manage in excess of $100 billion for many private accounts and
over 50 mutual fund portfolios. We manage the mutual funds in a special program
for the American Association of Retired Persons, as well as the fund options
available through Scudder Horizon Plan, a tax-advantaged variable annuity. We
also advise The Japan Fund and nine closed-end funds that invest in countries
around the world.

The Scudder Family of Funds is designed to make investing easy and less costly.
It includes money market, tax free, income and growth funds as well as IRAs,
401(k)s, Keoghs and other retirement plans.

Services available to all shareholders include toll-free access to the
professional service representatives of Scudder Investor Relations, easy
exchange among funds, shareholder reports, informative newsletters and the
walk-in convenience of Scudder Funds Centers.

All Scudder mutual funds are pure no-load(TM). This means you pay no commissions
to purchase or redeem your shares or to exchange from one fund to another. There
are no "12b-1" fees either, which many other funds now charge to support their
marketing efforts. All of your investment goes to work for you. We look forward
to welcoming you as a shareholder.

                                                 /s/Daniel Pierce


  Scudder Global Discovery Fund

Investment objective

o  above-average capital appreciation over the long term by investing primarily
   in the equity securities of small companies located throughout the world

Investment characteristics

o  participation in a diversified, professionally-managed portfolio of smaller, 
   often lesser-known companies based in the U.S. and foreign countries

o  access to global investment opportunities and diversification

o  potential for above-average long-term capital appreciation with the 
   likelihood of above-average stock market volatility



  Contents


Investment objective and policies                        5
Why invest in the Fund?                                  6
International investment experience                      7
Special risk considerations                              7
Additional information about policies and investments    8
Distribution and performance information                11
Purchases                                               12 
Exchanges and redemptions                               13 
Fund organization                                       14 
Transaction information                                 14 
Shareholder benefits                                    18 
Directors and Officers                                  22 
Investment products and services                        23 
How to contact Scudder                          Back cover

                                       4
<PAGE>
 
  Investment objective and policies

Scudder Global Discovery Fund (the "Fund"), a diversified series of Scudder
Global Fund, Inc., seeks above-average capital appreciation over the long term
by investing primarily in the equity securities of small companies located
throughout the world. The Fund is designed for investors looking for
above-average appreciation potential (when compared with the overall domestic
stock market as reflected by Standard & Poor's 500 Composite Price Index) and
the benefits of investing globally, but who are willing to accept above-average
stock market risk, the impact of currency fluctuation and little or no current
income.

   
Except as otherwise indicated, the Fund's investment objective and policies are
not fundamental and may be changed without a vote of shareholders. If there is a
change in investment objective, shareholders should consider whether the Fund
remains an appropriate investment in light of their then current financial
position and needs. There can be no assurance that the Fund's objective will be
met.
    

Investments in small companies

In pursuit of its objective, the Fund generally invests in small, rapidly
growing companies that offer the potential for above-average returns relative to
larger companies, yet are frequently overlooked and thus undervalued by the
market. The Fund has the flexibility to invest in any region of the world. It
can invest in companies based in emerging markets, typically in the Far East,
Latin America and lesser developed countries in Europe, as well as in firms
operating in developed economies, such as those of the United States, Japan and
Western Europe.

The Fund's investment adviser, Scudder, Stevens & Clark, Inc. (the "Adviser"),
invests the Fund's assets in companies it 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; 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.

Under normal circumstances, the Fund invests at least 65% of its total assets in
the equity securities of small companies. While the Adviser believes that
smaller, lesser-known companies can offer greater growth potential than larger,
more established firms, the former also involve greater risk and price
volatility. To help reduce risk, the Fund expects, under normal 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, one of which may be the United States.

The Fund invests primarily in companies whose individual equity market
capitalization would place them in the same size range as companies in
approximately the lowest 20% of world market capitalization as represented by
the Salomon Brothers Broad Market Index, an index comprised of equity securities
of more than 6,500 small-, medium- and large-sized companies based in 22 markets

                                       5
<PAGE>

  Investment objective and policies (cont'd)

   
around the globe. Based on this policy, the companies represented in the 
Fund's portfolio typically will have individual equity market capitalizations of
between approximately $50 million and $2 billion (although the Fund will be free
to invest in smaller capitalization issues that satisfy the Fund's size
standard). Furthermore, the median market capitalization of the companies in
which the Fund invests will not exceed $750 million.

The equity securities in which the Fund may invest consist of common stocks,
preferred stocks (either convertible or nonconvertible), rights and warrants.
These securities may be listed on the U.S. or foreign securities exchanges or
traded over-the-counter. For capital appreciation purposes, the Fund may
purchase notes, bonds, debentures, government securities and zero coupon bonds
(any of which may be convertible or nonconvertible). The Fund may invest in
foreign securities and American Depositary Receipts which may be sponsored or
unsponsored. The Fund may also invest in closed-end investment companies holding
foreign securities, enter into repurchase agreements, purchase securities on a
when-issued or forward delivery basis, and engage in strategic transactions. For
temporary defensive purposes, the Fund may, during periods in which conditions
in securities markets warrant, invest without limit in cash and cash
equivalents. It is impossible to predict for how long such alternative
strategies will be utilized. More information about investment techniques is
provided under "Additional information about policies and investments."
    

  Why invest in the Fund?

Scudder Global Discovery Fund offers convenient, low-cost access to a
diversified, global portfolio of equity securities issued by smaller companies.
The Fund's experienced, professional management can help investors take
advantage of a rapidly changing world economy.

Unlike small company funds which limit themselves to U.S. investments, the Fund
seeks investment opportunities wherever they arise. The Fund enjoys the
flexibility to invest in all established markets, as well as in newly opened or
newly industrialized economies around the world. Because the Fund operates
globally, it may, under certain market conditions, augment the returns available
from a comparable investment in the U.S. market alone.

The Fund focuses specifically on small companies believed to have favorable
long-term growth prospects. Small companies can be attractive because they are
frequently sources of new technologies and services, often compete with larger
companies on the basis of lower labor costs and often grow faster than larger
firms. Their smaller size often allows them to respond rapidly to changing
business conditions. Also, small companies may not be closely followed by
securities analysts, so they may reward the investor with the patience and
knowledge to carefully seek them out and understand them. This can mean
significant long-term opportunity as these companies achieve greater recognition
over time.

While the Fund is broadly diversified, it is not a complete investment program.
However, adding shares of the Fund to a portfolio can increase diversification,
which should moderate overall portfolio risk.

The Fund is appropriate for investors who can accept the greater risks of
global, small company investing for the potentially greater rewards. Investing
directly in foreign securities is usually impractical for individual investors.
Investors frequently find it difficult to arrange purchases and sales, obtain
current information about companies abroad, hold securities in safekeeping, and
convert their profits from foreign currencies to U.S. dollars. The Fund makes it


                                       6
<PAGE>

   
easy for investors to take advantage of small company opportunities on a global
basis and benefit from the Adviser's experience researching and managing
investments both in the U.S. and abroad.
    

In addition, the Fund offers all the benefits of the Scudder Family of Funds.
Scudder, Stevens & Clark, Inc. manages a diverse family of pure no-load(TM)
funds and provides a wide range of services to help investors meet their
investment needs. Please refer to "Investment products and services" for
additional information.


  International investment experience

   
The Adviser has been a leader in international investment management for over 40
years. Its investment company clients include Scudder International Fund, Inc.,
which was incorporated in Canada in 1953 as the first foreign investment company
registered with the United States Securities and Exchange Commission, Scudder
International Bond Fund, which invests internationally, Scudder Global Bond Fund
and Scudder Global Discovery Fund, which invest worldwide, Scudder Greater
Europe Growth Fund, which invests primarily in the equity securities of European
companies, The Japan Fund, Inc., which invests primarily in securities of
Japanese companies, Scudder Latin America Fund, which invests in Latin American
issuers, Scudder Pacific Opportunities Fund, which invests in issuers located in
the Pacific Basin, with the exception of Japan, Scudder Emerging Markets Income
Fund, which invests in debt securities issued in emerging markets and Scudder
Emerging Markets Growth Fund, which invests in equity securities issued in
emerging markets. The Adviser also manages the assets of eight closed-end
investment companies which invest in foreign securities: The Argentina Fund,
Inc., The Brazil Fund, Inc., The First Iberian Fund, Inc., The Korea Fund, Inc.,
The Latin America Dollar Income Fund, Inc., Scudder New Asia Fund, Inc., Scudder
New Europe Fund, Inc. and Scudder World Income Opportunities Fund, Inc. As of
December 31, 1996, the Adviser was responsible for managing more than $22
billion of foreign securities.
    

  Special risk considerations

The Fund is designed for long-term investors who can accept international
investment risk. Since the Fund normally will invest 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, which enhances the Fund's appeal as a
diversification tool. The Fund's share price will reflect the movements of the
different stock markets in which it is invested and the different currencies in
which the investments are denominated. The strength or weakness of the U.S.
dollar against foreign currencies is likely to account for part of the Fund's
investment performance, although the Adviser believes that, over the long term,
the impact of currency changes on Fund performance will not be as significant as
changes in the underlying investments. As with any long-term investment, the
value of shares when sold may be higher or lower than when purchased.

Global investing involves economic and political considerations not typically
found in U.S. markets. These considerations, which may favorably or unfavorably
affect the Fund's performance, include changes in exchange rates and exchange
rate controls (which may include suspension of the ability to transfer currency
from a given country), costs incurred in conversions between currencies,
nonnegotiable brokerage commissions, different accounting standards, lower
trading volume and greater market volatility, the difficulty of enforcing
obligations in other countries, less securities regulation, different tax


                                       7
<PAGE>

  Special risk considerations (cont'd)

provisions (including withholding on interest and dividends paid to the Fund),
war, expropriation, political and social instability, and diplomatic
developments.

Further, the settlement period of securities transactions in foreign markets may
be longer than in domestic markets. These considerations generally are more of a
concern in developing countries. For example, the possibility of political
upheaval and the dependence on foreign economic assistance may be greater in
these countries than in developed countries. The Adviser seeks to mitigate the
risks associated with these considerations through diversification and active
professional management. The Fund will limit investments in securities of
issuers located in Eastern Europe to 5% of its total assets.

There is typically less publicly available information concerning foreign and
smaller companies than for domestic and larger, more established companies. Some
small companies have limited product lines, distribution channels and financial
and managerial resources. Also, because smaller companies normally have fewer
shares outstanding than larger companies and trade less frequently, it may be
more difficult for the Fund to buy and sell significant amounts of such shares
without an unfavorable impact on prevailing market prices. Some of the companies
in which the Fund may invest may distribute, sell or produce products which have
recently been brought to market and may be dependent on key personnel with
varying degrees of experience.


  Additional information about policies and investments

Investment restrictions

The Fund has adopted certain fundamental policies which may not be changed
without a vote of shareholders and which are designed to reduce the Fund's
investment risk. The Fund may not borrow money except as a temporary measure for
extraordinary or emergency purposes and may not make loans except through the
lending of portfolio securities, the purchase of debt securities or through
repurchase agreements.

   
A complete description of these and other policies and restrictions is contained
under "The Funds' Investment Objectives and Policies" in the Fund's Statement of
Additional Information.
    

The Fund may invest up to 35% of its total assets in equity securities of larger
companies located throughout the world and in debt securities if the Adviser
determines that the capital appreciation of debt securities is likely to exceed
the capital appreciation of equity securities. The Fund may purchase
investment-grade bonds, those rated Aaa, Aa, A or Baa by Moody's Investors
Service, Inc. ("Moody's"), or AAA, AA, A or BBB by Standard & Poor's ("S&P") or,
if unrated, of equivalent quality as determined by the Adviser. The Fund may
also invest up to 5% of its net assets in debt securities rated below
investment- grade. See "Risk factors."

Special situation securities

From time to time, the Fund may invest in equity or debt securities issued by
companies that are determined by the Adviser to possess "special situation"
characteristics. In general, a special situation company is a company whose
securities are expected to increase in value solely by reason of a development
particularly or uniquely applicable to the company. Developments that may create
special situations include, among others, a liquidation, reorganization,
recapitalization or merger, material litigation, technological breakthrough and
new management or management policies. The principal risk associated with
investments in special situation companies is that the anticipated development
thought to create the special situation may not occur and the investments
therefore may not appreciate in value or may decline in value.

                                       8
<PAGE>

Convertible securities

   
The Fund may invest in convertible securities which may offer higher income than
the common stocks into which they are convertible. The convertible securities in
which the Fund may invest consist of bonds, notes, debentures and preferred
stocks which may be converted or exchanged at a stated or determinable exchange
ratio into underlying shares of common stock.
    

Prior to their conversion, convertible securities may have characteristics
similar to nonconvertible securities.

Repurchase agreements

As a means of earning income for periods as short as overnight, the Fund may
enter into repurchase agreements with selected banks and broker/dealers. Under a
repurchase agreement, the Fund acquires securities, subject to the seller's
agreement to repurchase at a specified time and price.

Strategic Transactions and derivatives

The 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 the 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, the 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 the Fund's portfolio resulting from securities markets or currency exchange
rate fluctuations, to protect the Fund's unrealized gains in the value of its
portfolio securities, to facilitate the sale of such securities for investment
purposes, to manage the effective maturity or duration of fixed-income
securities in the 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 the 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 the Fund to utilize these
Strategic Transactions successfully will depend on the Adviser's ability to
predict pertinent market movements, which cannot be assured. The 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. Please refer to "Risk factors--Strategic
Transactions and derivatives" for more information.


                                       9
<PAGE>

  Additional information about policies and investments (cont'd)

Risk factors

The Fund's risks are determined by the nature of the securities held and the
portfolio management strategies used by the Adviser. The following are
descriptions of certain risks related to the investments and techniques that the
Fund may use from time to time.

   
Illiquid or restricted investments. The absence of a trading market can make it
difficult to ascertain a market value for illiquid or restricted investments.
Disposing of illiquid or restricted investments may involve time-consuming
negotiation and legal expenses, and it may be difficult or impossible for the
Fund to sell them promptly at an acceptable price.
    

Convertible securities. While convertible securities generally offer lower
yields than nonconvertible debt securities of similar quality, their prices may
reflect changes in the value of the underlying common stock. Convertible
securities entail less credit risk than the issuer's common stock.

Debt securities. The Fund may 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, or unrated securities of equivalent quality.
Securities rated below Baa/BBB are commonly referred to as "junk bonds." The
lower the ratings of such debt securities, the greater their risks become. The
Fund may invest in securities rated D by S&P at the time of purchase, which may
be in default with respect to payment of principal or interest. Also, longer
maturity bonds tend to fluctuate more in price as interest rates change than do
short-term bonds, providing both opportunity and risk.

Repurchase agreements. If the seller under a repurchase agreement becomes
insolvent, the Fund's right to dispose of the securities may be restricted, or
the value of the securities may decline before the Fund is able to dispose of
them. In the event of the commencement of bankruptcy or insolvency proceedings
with respect to the seller of the securities before repurchase of the securities
under a repurchase agreement, the Fund may encounter delay and incur costs,
including a decline in the value of the securities, before being able to sell
the securities.

Strategic Transactions and derivatives. 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 the 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 the Fund
can realize on its investments or cause the Fund to hold a security it might
otherwise sell. The use of currency transactions can result in the Fund
incurring losses as a result of a number of factors including the imposition of
exchange controls, suspension of 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 the 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, the Fund might not be able to close out a
transaction without incurring substantial losses, if at all. Although the use of


                                       10
<PAGE>

futures contracts 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. The
Strategic Transactions that the Fund may use and some of their risks are
described more fully in the Fund's Statement of Additional Information.


  Distribution and performance information

Dividends and capital gains distributions

The Fund intends to distribute any dividends from its net investment income and
any net realized capital gains after utilization of capital loss carryforwards,
if any, in December. An additional distribution may be made if necessary. 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. According to preference,
shareholders may receive distributions in cash or have them reinvested in
additional shares of the Fund. If the investment is in the form of a retirement
plan, all dividends and capital gains distributions must be reinvested into the
shareholder's account.

Generally, dividends from net investment income are taxable to shareholders as
ordinary income. Long-term capital gains distributions, if any, are taxable as
long-term capital gains regardless of the length of time shareholders have owned
their shares. Short-term capital gains and any other taxable distributions are
taxable as ordinary income. A portion of dividends from ordinary income may
qualify for the dividends-received deduction for corporations.

Shareholders may be able to claim a credit or deduction on their income tax
returns for their pro rata portion of qualified taxes paid by the Fund to
foreign countries.

The Fund sends detailed tax information to its shareholders about the amount and
type of its distributions by January 31 of the following year.

Performance information

   
From time to time, quotations of the Fund's performance may be included in
advertisements, sales literature, or shareholder reports. All performance
figures are historical, show the performance of a hypothetical investment and
are not intended to indicate future performance. "Total return" is the change in
value of an investment in the Fund for a specified period. The "average annual
total return" of the Fund is the average annual compound rate of return of an
investment in the Fund assuming the investment has been held for one year, five
years and the life of the Fund as of a stated ending date. "Cumulative total
return" represents the cumulative change in value of an investment in the Fund
for various periods. All types of total return calculations assume that all
dividends and capital gains distributions during the period were reinvested in
shares of the Fund. "Capital change" measures return from capital, including
reinvestment of any capital gains distributions but does not include the
reinvestment of dividends. Performance will vary based upon, among other things,
changes in market conditions and the level of the Fund's expenses.
    

                                       11
<PAGE>


<TABLE>
<CAPTION>
  Purchases

 <S>                  <C>                       <C>                                       <C>   
   
 Opening             Minimum initial investment: $2,500; IRAs $1,000                              
 an account          Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
                     See appropriate plan literature.                                             
    
                     

                     o  By Mail              Send your completed and signed application and check
 Make checks
 payable to "The
 Scudder Funds."                                 by regular mail to:        or            by express, registered,
                                                                                          or certified mail to:


   
                                                 The Scudder Funds                        Scudder Shareholder
                                                 P.O. Box 2291                            Service Center
                                                 Boston, MA                               42 Longwater Drive
                                                 02107-2291                               Norwell, MA
                                                                                          02061-1612
    

                     o  By Wire              Please see Transaction information--Purchasing shares-- 
                                             By wire for details, including the ABA wire transfer number. 
                                             Then call 1-800-225-5163 for instructions.

                     o  In Person            Visit one of our Funds Centers to complete your application 
                                             with the help of a Scudder representative. Funds Center 
                                             locations are listed under Shareholder benefits.

 -----------------------------------------------------------------------------------------------------------------------
 Purchasing          Minimum additional investment: $100; IRAs $50                                
 additional          Group retirement plans (401(k), 403(b), etc.) have similar or lower minimums.
 shares              See appropriate plan literature.                                             
                     

 Make checks         o  By Mail              Send a check with a Scudder investment slip, or with a letter of 
 payable to "The                             instruction including your account number and the complete 
 Scudder Funds."                             Fund name, to  the appropriate address listed above.

                     o  By Wire              Please see Transaction information--Purchasing shares-- 
                                             By wire for details, including the ABA wire transfer number.

                     o  In Person            Visit one of our Funds Centers to make an additional
                                             investment in your Scudder fund account. Funds Center 
                                             locations are listed under Shareholder benefits.

                     o  By Telephone         Please see Transaction information--Purchasing shares-- 
                                             By AutoBuy or By telephone order for more details.

                     o  By Automatic         You may arrange to make investments on a regular basis 
                        Investment Plan      through automatic deductions from your bank checking 
                        ($50 minimum)        account. Please call 1-800-225-5163 for more information and an
                                             enrollment form.
</TABLE>



                                       12
<PAGE>

<TABLE>
<CAPTION>
  Exchanges and redemptions

 <S>                <C>                 <C>                           <C>   

   
 Exchanging        Minimum investments:  $2,500 to establish a new account;        
 shares                                  $100 to exchange among existing accounts 
                       
                   o By Telephone     To speak with a service representative, call 1-800-225-5163 from
                                      8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated
                                      Information Line, call 1-800-343-2890 (24 hours a day).

                   o By Mail          Print or type your instructions and include:
                     or Fax             -   the name of the Fund and the account number you are exchanging from;
                                        -   your name(s) and address as they appear on your account;
                                        -   the dollar amount or number of shares you wish to exchange;
                                        -   the name of the Fund you are exchanging into;
                                        -   your signature(s) as it appears on your account; and
                                        -   a daytime telephone number.

                                      Send your instructions
                                      by regular mail to:      or   by express, registered,   or   by fax to:
                                                                    or certified mail to:

   
                                      The Scudder Funds             Scudder Shareholder            1-800-821-6234
                                      P.O. Box 2291                 Service Center
                                      Boston, MA 02107-2291         42 Longwater Drive
                                                                    Norwell, MA
                                                                    02061-1612
    

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

   
  Redeeming        o By Telephone     To speak with a service representative, call 1-800-225-5163 from        
  shares                              8 a.m. to 8 p.m. eastern time or to access SAIL(TM), Scudder's Automated
                                      Information Line, call 1-800-343-2890 (24 hours a day). You may have     
                                      redemption proceeds sent to your predesignated bank account, or         
                                      redemption proceeds of up to $100,000 sent to your address of record.   
    
                                      
                   o By Mail          Send your instructions for redemption to the appropriate address or fax number
                     or Fax           above and include:
                                        - the name of the Fund and account number you are redeeming from;
                                        - your name(s) and address as they appear on your account; 
                                        - the dollar amount or number of shares you wish to redeem; 
                                        - your signature(s) as it appears on your account; and 
                                        - a daytime telephone number.

   
                                      A signature guarantee is required for redemptions over $100,000. 
                                      See Transaction information--Redeeming shares.
    

                   o By Automatic     You may arrange to receive automatic cash payments periodically. 
                     Withdrawal       Call 1-800-225-5163 for more information and an enrollment form.
                     Plan 
</TABLE>

                                       13
<PAGE>


  Fund organization

The Fund is a diversified series of Scudder Global Fund, Inc. (the
"Corporation"), an open-end, management investment company registered under the
Investment Company Act of 1940 (the "1940 Act"). The Corporation was organized
as a Maryland corporation in May 1986.

The Fund changed its name from Scudder Global Small Company Fund on March 6,
1996.

The Fund's activities are supervised by the Corporation's Board of Directors.
Shareholders have one vote for each share held on matters on which they are
entitled to vote. The Fund is not required to hold and has no current intention
of holding annual shareholder meetings, although special meetings may be called
for purposes such as electing or removing Directors, changing fundamental
investment policies or approving an investment management agreement.
Shareholders will be assisted in communicating with other shareholders in
connection with removing a Director as if Section 16(c) of the 1940 Act were
applicable.

Investment adviser

The Fund retains the investment management firm of Scudder, Stevens & Clark,
Inc., a Delaware corporation, to manage the Fund's daily investment and business
affairs subject to the policies established by the Board of Directors. The
Directors have overall responsibility for the management of the Fund under
Maryland law.

   
For the fiscal year ended October 31, 1996, the Adviser received an investment
management fee of 1.09% of average daily net assets on an annual basis. The fee
is payable monthly, provided the 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 fee is higher than that charged to most other funds. However, management of
the Fund involves analyzing companies, markets and economies throughout the
world and the management fee is not necessarily higher than the fees charged to
funds with similar investment objectives and policies.

All the Fund's expenses are paid out of gross investment income. Shareholders
pay no direct charges or fees for investment services.

Scudder, Stevens & Clark, Inc., is located at 345 Park Avenue, New York, New
York.

Transfer agent

Scudder Service Corporation, P.O. Box 2291, Boston, Massachusetts 02107-2291, a
subsidiary of the Adviser, is the transfer, shareholder servicing and
dividend-paying agent for the Fund.

Underwriter

   
Scudder Investor Services, Inc., a subsidiary of the Adviser, is the Fund's
principal underwriter. Scudder Investor Services, Inc. confirms, as agent, all
purchases of shares of the Fund. Scudder Investor Relations is a telephone
information service provided by Scudder Investor Services, Inc.
    

Fund accounting agent

Scudder Fund Accounting Corporation, a subsidiary of the Adviser, is responsible
for determining the daily net asset value per share and maintaining the general
accounting records of the Fund.

   
Custodian

Brown Brothers Harriman & Co. is the Fund's custodian.
    

  Transaction information

Purchasing shares

Purchases are executed at the next calculated net asset value per share after
the Fund's transfer agent receives the purchase request in good order. Purchases
are made in full and fractional shares. (See "Share price.")



                                       14
<PAGE>




   
By check. If you purchase shares with a check that does not clear, your purchase
will be canceled and you will be subject to any losses or fees incurred in the
transaction. Checks must be drawn on or payable through a U.S. bank. If you
purchase shares by check and redeem them within seven business days of purchase,
the Fund may hold redemption proceeds until the purchase check has cleared. If
you purchase shares by federal funds wire, you may avoid this delay. Redemption
requests by telephone prior to the expiration of the seven-day period will not
be accepted.
    

By wire. To open a new account by wire, first call Scudder at 1-800-225-5163 to
obtain an account number. A representative will instruct you to send a
completed, signed application to the transfer agent. Accounts cannot be opened
without a completed, signed application and a Scudder fund account number.
Contact your bank to arrange a wire transfer to:

        The Scudder Funds
        State Street Bank and Trust Company
        Boston, MA 02101
        ABA Number 011000028
        DDA Account 9903-5552

Your wire instructions must also include:

- --   the name of the fund in which the money is to be invested,
- --   the account number of the fund, and
- --   the name(s) of the account holder(s).

The account will be established once the application and money order are
received in good order.

You may also make additional investments of $100 or more to your existing
account by wire.

By telephone order. Existing shareholders may purchase shares at a certain day's
price by calling 1-800-225-5163 before the close of regular trading on the New
York Stock Exchange (the "Exchange"), normally 4 p.m. eastern time, on that day.
Orders must be for $10,000 or more and cannot be for an amount greater than four
times the value of your account at the time the order is placed. A confirmation
with complete purchase information is sent shortly after your order is received.
You must include with your payment the order number given at the time the order
is placed. If payment by check or wire is not received within three business
days, the order is subject to cancellation and the shareholder will be
responsible for any loss to the Fund resulting from this cancellation. Telephone
orders are not available for shares held in Scudder IRA accounts and most other
Scudder retirement plan accounts.

By "AutoBuy." If you elected "AutoBuy" for your account, you can call toll-free
to purchase shares. The money will be automatically transferred from your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoBuy," call
1-800-225-5163 for more information.

To purchase  additional shares,  call  1-800-225-5163.  Purchases must be for at
least $250 but not more than  $250,000.  Proceeds in the amount of your purchase
will be  transferred  from your bank checking  account in two or three  business
days following your call. For requests  received by the close of regular trading
on the  Exchange,  shares  will be  purchased  at the net asset  value per share
calculated at the close of trading on the day of your call.  "AutoBuy"  requests
received  after the close of regular  trading on the  Exchange  will begin their
processing  and be purchased  at the net asset value  calculated  the  following
business day.

If you purchase shares by "AutoBuy" and redeem them within seven days of the
purchase, the Fund may hold the redemption proceeds for a period of up to seven
business days. If you purchase shares and there are insufficient funds in your
bank account, the purchase will be canceled and you will be subject to any
losses or fees incurred in the transaction. "AutoBuy" transactions are not
available for Scudder IRA accounts and most other retirement plan accounts.

                                       15
<PAGE>


  Transaction information (cont'd)

By exchange. Your new account will have the same registration and address as
your existing account.

The exchange requirements for corporations, other organizations, trusts,
fiduciaries, agents, institutional investors and retirement plans may be
different from those for regular accounts.

Please call 1-800-225-5163 for more information, including information about the
transfer of special account features.

You can also make exchanges among your Scudder fund accounts on SAIL, the
Scudder Automated Information Line, by calling 1-800-343-2890.

Redeeming shares

The Fund allows you to redeem shares (i.e., sell them back to the Fund) without
redemption fees.

By telephone. This is the quickest and easiest way to sell Fund shares. If you
elected telephone redemption to your bank on your application, you can call to
request that federal funds be sent to your authorized bank account. If you did
not elect telephone redemption to your bank on your application, call
1-800-225-5163 for more information.

Redemption proceeds will be wired to your bank unless otherwise requested. If
your bank cannot receive federal reserve wires, redemption proceeds will be
mailed to your bank. There will be a $5 charge for all wire redemptions.

You can also make redemptions from your Scudder fund account on SAIL by calling
1-800-343-2890.

If you open an account by wire, you cannot redeem shares by telephone until the
Fund's transfer agent has received your completed and signed application.
Telephone redemption is not available for shares held in Scudder IRA accounts
and most other Scudder retirement plan accounts.

In the event that you are unable to reach the Fund by telephone, you should
write to the Fund; see "How to contact Scudder" for the address.

By "AutoSell." If you elected "AutoSell" for your account, you can call
toll-free to redeem shares. The money will be automatically transferred to your
predesignated bank checking account. Your bank must be a member of the Automated
Clearing House for you to use this service. If you did not elect "AutoSell,"
call 1-800-225-5163 for more information.

To redeem shares, call 1-800-225-5163. Redemptions must be for at least $250.
Proceeds in the amount of your redemption will be transferred to your bank
checking account in two or three business days following your call. For requests
received by the close of regular trading on the Exchange, shares will be
redeemed at the net asset value per share calculated at the close of trading on
the day of your call. "AutoSell" requests received after the close of regular
trading on the Exchange will begin their processing and be redeemed at the net
asset value calculated the following business day.

"AutoSell" transactions are not available for Scudder IRA accounts and most
other retirement plan accounts.

   
Signature guarantees. For your protection and to prevent fraudulent redemptions,
on written redemption requests in excess of $100,000 we require an original
signature and an original signature guarantee for each person in whose name the
account is registered. (The Fund reserves the right, however, to require a
signature guarantee for all redemptions.) You can obtain a signature guarantee
from most banks, credit unions or savings associations, or from broker/dealers,
municipal securities broker/dealers, government securities broker/dealers,
national securities exchanges, registered securities associations or clearing
agencies deemed eligible by the Securities and Exchange Commission. Signature
guarantees by notaries public are not acceptable. Redemption requirements for
    


                                       16
<PAGE>

corporations, other organizations, trusts, fiduciaries, agents, institutional
investors and retirement plans may be different from those for regular accounts.
For more information, please call 1-800-225-5163.

Telephone transactions

   
Shareholders automatically receive the ability to exchange by telephone and the
right to redeem by telephone up to $100,000 to their address of record.
Shareholders also may, by telephone, request that redemption proceeds be sent to
a predesignated bank account. The Fund uses procedures designed to give
reasonable assurance that telephone instructions are genuine, including
recording telephone calls, testing a caller's identity and sending written
confirmation of telephone transactions. If the Fund does not follow such
procedures, it may be liable for losses due to unauthorized or fraudulent
telephone instructions. The Fund will not be liable for acting upon instructions
communicated by telephone that it reasonably believes to be genuine.
    

Share price

Purchases and redemptions, including exchanges, are made at net asset value.
Scudder Fund Accounting Corporation determines net asset value per share as of
the close of regular trading on the Exchange, normally 4 p.m. eastern time, on
each day the Exchange is open for trading. Net asset value per share is
calculated by dividing the value of total Fund assets, less all liabilities, by
the total number of shares outstanding.

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

Processing time

   
All purchase and redemption requests must be received in good order by the
Fund's transfer agent. Those requests received by the close of regular trading
on the Exchange are executed at the net asset value per share calculated at the
close of regular trading that day.
    

Purchase and redemption requests received after the close of regular trading on
the Exchange will be executed the following business day.

If you wish to make a purchase of $500,000 or more, you should notify Scudder
Investor Relations by calling 1-800-225-5163.

The Fund will normally send your redemption proceeds within one business day
following the redemption request, but may take up to seven business days (or
longer in the case of shares recently purchased by check).

   
Purchase restrictions

Purchases and sales should be made for long-term investment purposes only. The
Fund and Scudder Investor Services, Inc. each reserves the right to reject
purchases of Fund shares (including exchanges) for any reason including when a
pattern of frequent purchases and sales made in response to short-term
fluctuations in the Fund's share price appears evident.
    

Tax information

A redemption of shares, including an exchange into another Scudder fund, is a
sale of shares and may result in a gain or loss for income tax purposes.

Tax identification number

Be sure to complete the Tax Identification Number section of the Fund's
application when you open an account. Federal tax law requires the Fund to
withhold 31% of taxable dividends, capital gains distributions and 
redemption and exchange proceeds from accounts (other than those of certain 
exempt payees) without a certified Social Security or tax identification

                                       17
<PAGE>


  Transaction information (cont'd)

number and certain other certified information or upon notification from the IRS
or a broker that withholding is required. The Fund reserves the right to reject
new account applications without a certified Social Security or tax
identification number. The Fund also reserves the right, following 30 days'
notice, to redeem all shares in accounts without a certified Social Security or
tax identification number. A shareholder may avoid involuntary redemption by
providing the Fund with a tax identification number during the 30-day notice
period.

Minimum balances

   
Shareholders should maintain a share balance worth at least $2,500, which amount
may be changed by the Board of Directors. Scudder retirement plans have similar
or lower minimum share balance requirements. A shareholder may open an account
with at least $1,000, if an automatic investment plan of $100/month is
established.

Shareholders who maintain a non-fiduciary account balance of less than $2,500 in
the Fund, without establishing an automatic investment plan, will be assessed an
annual $10.00 per fund charge with the fee to be paid to the Fund. The $10.00
charge will not apply to shareholders with a combined household account balance
in any of the Scudder Funds of $25,000 or more. The Fund reserves the right,
following 60 days' written notice to shareholders, to redeem all shares in
accounts below $250, including accounts of new investors, where a reduction in
value has occurred due to a redemption or exchange out of the account. The Fund
will mail the proceeds of the redeemed account to the shareholder. Reductions in
value that result solely from market activity will not trigger an involuntary
redemption. Retirement accounts and certain other accounts will not be assessed
the $10.00 charge or be subject to automatic liquidation. Please refer to
"Exchanges and Redemptions--Other Information" in the Fund's Statement of
Additional Information for more information.
    

Third party transactions

If purchases and redemptions of Fund shares are arranged and settlement is made
at an investor's election through a member of the National Association of
Securities Dealers, Inc., other than Scudder Investor Services, Inc., that
member may, at its discretion, charge a fee for that service.

Redemption-in-kind

The Fund 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 Fund
and valued as they are for purposes of computing the Fund's net asset value (a
redemption-in-kind). If payment is made in securities, a shareholder may incur
transaction expenses in converting these securities to cash. The Corporation has
elected, however, to be governed by Rule 18f-1 under the 1940 Act, as a result
of which the Fund 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 Fund at the beginning of the
period.


  Shareholder benefits

Experienced professional management

Scudder, Stevens & Clark, Inc., one of the nation's most experienced investment
management firms, actively manages your Scudder fund investment. Professional
management is an important advantage for investors who do not have the time or
expertise to invest directly in individual securities.

A team approach to investing

Scudder Global Discovery Fund is managed by a team of Scudder investment
professionals who each play an important role in the Fund's management process.


                                       18
<PAGE>

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 Gerald J. Moran has set the Fund's investment strategy
and overseen its daily operation since the Fund was introduced in 1991. Mr.
Moran joined Scudder's equity research and management area in 1968 as an
analyst, has focused on small company stocks since 1982 and 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. Ms. Allan, 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.

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.

   
Sewall Hodges, Portfolio Manager, joined Scudder in 1995 and the team in 1996.
Mr. Hodges, who has eleven years in global analysis and portfolio management,
focuses on the Fund's stock selection and research.
    

SAIL(TM)--Scudder Automated Information Line

For personalized account information including fund prices, yields and account
balances, to perform transactions in existing Scudder fund accounts, or to
obtain information on any Scudder fund, shareholders can call Scudder's
Automated Information Line (SAIL) at 1-800-343-2890, 24 hours a day. During
periods of extreme economic or market changes, or other conditions, it may be
difficult for you to effect telephone transactions in your account. In such an
event you should write to the Fund; please see "How to contact Scudder" for the
address.

Investment flexibility

Scudder offers toll-free telephone exchange between funds at current net asset
value. You can move your investments among money market, income, growth,
tax-free and growth and income funds with a simple toll-free call or, if you
prefer, by sending your instructions through the mail or by fax. Telephone and
fax redemptions and exchanges are subject to termination and their terms are
subject to change at any time by the Fund or the transfer agent. In some cases,
the transfer agent or Scudder Investor Services, Inc. may impose additional
conditions on telephone transactions.

   
Personal Counsel(SM) -- A Managed Fund Portfolio Program

If you would like to receive direct guidance and management of your overall
mutual fund portfolio to help you pursue your investment goals, you may be
interested in Personal Counsel from Scudder. Personal Counsel, a program of
Scudder Investor Services, Inc., a registered investment adviser, and a
subsidiary of Scudder, Stevens & Clark, Inc., combines the benefits of a
customized portfolio of pure no-load(TM) Scudder Funds with ongoing portfolio
monitoring and individualized service, for an annual fee of generally 1% or less
of assets (with a $1,000 minimum). In addition, it draws upon Scudder, Stevens &
Clark's more than 75-year heritage of providing investment counsel to large
corporate and private clients. If you have $100,000 or more to invest initially
and would like more information about Personal Counsel, please call
1-800-700-0183.
    


                                       19
<PAGE>


  Shareholder benefits (cont'd)

Dividend reinvestment plan

You may have dividends and distributions automatically reinvested in additional
Fund shares. Please call 1-800-225-5163 to request this feature.

Shareholder statements

You receive a detailed account statement every time you purchase or redeem
shares. All of your statements should be retained to help you keep track of
account activity and the cost of shares for tax purposes.

Shareholder reports

In addition to account statements, you receive periodic shareholder reports
highlighting relevant information, including investment results and a review of
portfolio changes.

To reduce the volume of mail you receive, only one copy of most Fund reports,
such as the Fund's Annual Report, may be mailed to your household (same surname,
same address). Please call 1-800-225-5163 if you wish to receive additional
shareholder reports.

Newsletters

Four times a year, Scudder sends you Perspectives, an informative newsletter
covering economic and investment developments, service enhancements and other
topics of interest to Scudder fund investors.

Scudder Funds Centers

   
As a convenience to shareholders who like to conduct business in person, Scudder
Investor Services, Inc. maintains Funds Centers in Boca Raton, Boston, Chicago,
New York and San Francisco.
    

T.D.D. service for the hearing impaired

Scudder's full range of investor information and shareholder services is
available to hearing impaired investors through a toll-free T.D.D. (Telephone
Device for the Deaf) service. If you have access to a T.D.D., call
1-800-543-7916 for investment information or specific account questions and
transactions.


                                       20
<PAGE>


  Scudder tax-advantaged retirement plans

Scudder offers a variety of tax-advantaged retirement plans for individuals,
businesses and non-profit organizations. These flexible plans are designed for
use with the Scudder Family of Funds (except Scudder tax-free funds, which are
inappropriate for such plans). Scudder Funds offer a broad range of investment
objectives and can be used to seek almost any investment goal. Using Scudder's
retirement plans can help shareholders save on current taxes while building
their retirement savings.

   
   o  Scudder No-Fee IRAs. These retirement plans allow a maximum annual
      contribution of $2,000 per person for anyone with earned income. Many
      people can deduct all or part of their contributions from their taxable
      income, and all investment earnings accrue on a tax deferred basis. The
      Scudder No-Fee IRA charges you no annual custodial fee.
    

   o  401(k) Plans. 401(k) plans allow employers and employees to make
      tax-deductible retirement contributions. Scudder offers a full service
      program that includes recordkeeping, prototype plan, employee
      communications and trustee services, as well as investment options.

   
   o  Profit Sharing and Money Purchase Pension Plans. These plans allow
      corporations, partnerships and people who are self-employed to make
      annual, tax-deductible contributions of up to $30,000 for each person
      covered by the plans. Plans may be adopted individually or paired to
      maximize contributions. These are sometimes known as Keogh plans. The
      Scudder Keogh charges you no annual custodial fee.
    

   o  403(b) Plans. Retirement plans for tax-exempt organizations and school 
      systems to which employers and employees may both contribute.

   o  SEP-IRAs. Easily administered retirement plans for small businesses and
      self-employed individuals. The maximum annual contribution to SEP-IRA
      accounts is adjusted each year for inflation.

   
   o  SIMPLE IRAs. A flexible, easily administered retirement plan for small
      businesses which can be funded by contributions from employees and
      matching contributions from employers.
    

   o  Scudder Horizon Plan. A no-load variable annuity that lets you build 
      assets by deferring taxes on your investment earnings. You can start 
      with $2,500 or more.

   
Scudder Trust Company (an affiliate of the Adviser) is Trustee or Custodian for
some of these plans and is paid an annual fee for some of the above retirement
plans. For information about establishing a Scudder No-Fee IRA, SEP-IRA, SIMPLE
IRA, Profit Sharing Plan, Money Purchase Pension Plan or a Scudder Horizon Plan,
please call 1-800-225-2470. For information about 401(k)s or 403(b)s please call
1-800-323-6105. To effect transactions in existing IRA, SEP-IRA, SIMPLE IRA,
Profit Sharing or Pension Plan accounts, call 1-800-225-5163.
    

The variable annuity contract is provided by Charter National Life Insurance
Company (in New York State, Intramerica Life Insurance Company [S 1802]). The
contract is offered by Scudder Insurance Agency, Inc. (in New York State, Nevada
and Montana, Scudder Insurance Agency of New York, Inc.). CNL, Inc. is the
Principal Underwriter. Scudder Horizon Plan is not available in all states.

   
Scudder Investor Relations is a service provided through Scudder Investor
Services, Inc., Distributor.
    

                                       21
<PAGE>


  Directors and Officers

   
Daniel Pierce*
    Chairman of the Board, Director
    and Vice President
    

Nicholas Bratt*
     President and Director

Paul Bancroft III
    Director; Venture Capitalist and Consultant

Sheryle J. Bolton
    Director; Consultant

Thomas J. Devine
    Director; Consultant

William H. Gleysteen, Jr.
    Director; Consultant

   
Dudley H. Ladd*
    Director
    

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

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

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

   
Susan E. Gray*
    Vice President
    

Adam M. Greshin*
    Vice President

Jerard K. Hartman*
    Vice President

Thomas W. Joseph*
    Vice President
       

Gerald J. Moran*
    Vice President

M. Isabel Saltzman*
    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
       

Kathryn L. Quirk*
    Vice President and Assistant Secretary
       

* Scudder, Stevens & Clark, Inc.

                                       22
<PAGE>

   
  Investment products and services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------

Money Market
- ------------
  Scudder U.S. Treasury Money Fund
  Scudder Cash Investment Trust

Tax Free Money Market+
- ----------------------
  Scudder Tax Free Money Fund
  Scudder California Tax Free Money Fund*
  Scudder New York Tax Free Money Fund*

Tax Free+
- ---------
  Scudder Limited Term Tax Free Fund
  Scudder Medium Term Tax Free Fund
  Scudder Managed Municipal Bonds
  Scudder High Yield Tax Free Fund
  Scudder California Tax Free Fund*
  Scudder Massachusetts Limited
    Term Tax Free Fund*
  Scudder Massachusetts Tax Free Fund*
  Scudder New York Tax Free Fund*
  Scudder Ohio Tax Free Fund*
  Scudder Pennsylvania Tax Free Fund*

U. S. Income
- ------------
  Scudder Short Term Bond Fund
  Scudder GNMA Fund
  Scudder Income Fund
  Scudder Zero Coupon 2000 Fund
  Scudder High Yield Bond Fund

Global Income
- -------------
  Scudder Global Bond Fund
  Scudder International Bond Fund
  Scudder Emerging Markets Income Fund

Asset Allocation
- ----------------
  Scudder Pathway Conservative Portfolio
  Scudder Pathway Balanced Portfolio
  Scudder Pathway Growth Portfolio
  Scudder Pathway International Portfolio

U.S. Growth and Income
- ----------------------
  Scudder Balanced Fund
  Scudder Growth and Income Fund

U.S. Growth
- -----------

  Value
    Scudder Large Company Value  Fund
    Scudder Value Fund
    Scudder Small Company Value Fund
    Scudder Micro Cap Fund

  Growth
    Scudder Classic Growth Fund
    Scudder Large Company Growth Fund
    Scudder Development Fund
    Scudder 21st Century Growth Fund

Global Growth
- -------------

  Worldwide
    Scudder Global Fund
    Scudder International Fund
    Scudder Global Discovery Fund
    Scudder Emerging Markets Growth Fund
    Scudder Gold Fund

  Regional
    Scudder Greater Europe Growth Fund
    Scudder Pacific Opportunities Fund
    Scudder Latin America Fund
    The Japan Fund

Retirement Programs
- -------------------
  IRA
  SEP IRA
  SIMPLE IRA
  Keogh Plan
  401(k), 403(b) Plans
  Scudder Horizon Plan *+++ +++
    (a variable annuity)

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


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. +++Funds within categories are listed in order from
expected least risk to most risk. +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.
    


                                       23
<PAGE>
                                                                 
   
  How to contact Scudder

Account Service and Information:

  For existing account service and transactions

           Scudder Investor Relations -- 1-800-225-5163

  For 24 hour account information, fund information, exchanges, and an 
  overview of all the services available to you

           Scudder Electronic Account Services -- http://funds.scudder.com

  For personalized information about your Scudder accounts, exchanges 
  and redemptions

           Scudder Automated Information Line (SAIL) -- 1-800-343-2890

Investment Information:

   For information about the Scudder funds, including additional
   applications and prospectuses, or for answers to investment questions

           Scudder Investor Relations -- 1-800-225-2470
                                            [email protected]
           Scudder's World Wide Web Site -- http://funds.scudder.com

   For establishing 401(k) and 403(b) plans

           Scudder Defined Contribution Services -- 1-800-323-6105

Scudder Brokerage Services:

   To receive information about this discount brokerage service and to 
   obtain an application

           Scudder Brokerage Services* -- 1-800-700-0820

Personal Counsel^SM -- A Managed Fund Portfolio Program:

   To receive information about this mutual fund portfolio guidance 
   and management program

           Personal Counsel from Scudder -- 1-800-700-0183

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       Chicago           San Francisco
           Boston           New York

Scudder Investor Relations and Scudder Funds Centers are services provided
through Scudder Investor Services, Inc., Distributor.

*   Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA 02061--
    Member NASD/SIPC.
    
<PAGE>
                          SCUDDER GLOBAL DISCOVERY 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, 1997
    



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


   
This combined Statement of Additional Information is not a prospectus and should
be read in conjunction  with the  prospectuses of Scudder Global Discovery Fund,
Scudder Global Bond Fund and Scudder  Emerging  Markets Income Fund,  each dated
March 1, 1997,  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>
THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES.........................................................................1
         General Investment Objective and Policies of Scudder Global Discovery 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.................................................................................................5
         Special Investment Considerations of Scudder Emerging Markets Income Fund...................................12
         Specialized Investment Techniques of the Funds..............................................................13
         Investment Restrictions.....................................................................................29

PURCHASES............................................................................................................32
         Additional Information About Opening an Account.............................................................32
         Additional Information About Making Subsequent Investments..................................................32
         Additional Information About Making Subsequent Investments by AutoBuy.......................................32
         Checks......................................................................................................33
         Wire Transfer of Federal Funds..............................................................................33
         Share Price.................................................................................................33
         Share Certificates..........................................................................................34
         Other Information...........................................................................................34

EXCHANGES AND REDEMPTIONS............................................................................................34
         Exchanges...................................................................................................34
         Redemption by Telephone.....................................................................................35
         Redemption by AutoSell......................................................................................36
         Redemption by Mail or Fax...................................................................................36
         Redemption-in-Kind..........................................................................................36
         Other Information...........................................................................................37

FEATURES AND SERVICES OFFERED BY THE FUNDS...........................................................................38
         The Pure No-Load(TM) Concept................................................................................38
         Dividend and Capital Gain Distribution Options..............................................................39
         Diversification.............................................................................................40
         Scudder Funds Centers.......................................................................................40
         Reports to Shareholders.....................................................................................40
         Transaction Summaries.......................................................................................40

THE SCUDDER FAMILY OF FUNDS..........................................................................................40

SPECIAL PLAN ACCOUNTS................................................................................................44
         Scudder Retirement Plans:  Profit-Sharing and Money Purchase Pension Plans for
              Corporations and Self-Employed Individuals.............................................................44
         Scudder 401(k): Cash or Deferred Profit-Sharing Plan for Corporations and
              Self-Employed Individuals..............................................................................45
         Scudder IRA:  Individual Retirement Account.................................................................45
         Scudder 403(b) Plan.........................................................................................46
         Automatic Withdrawal Plan...................................................................................46
         Group or Salary Deduction Plan..............................................................................46
         Automatic Investment Plan...................................................................................47
         Uniform Transfers/Gifts to Minors Act.......................................................................47
         Scudder Savings Incentive Match Plans for Employees:  SIMPLE IRA'S..........................................47

DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS............................................................................47

                                        i
<PAGE>
                          TABLE OF CONTENTS (continued)
                                                                                                                  Page

PERFORMANCE INFORMATION..............................................................................................48
         Average Annual Total Return.................................................................................48
         Cumulative Total Return.....................................................................................49
         Total Return................................................................................................50
         Capital Change..............................................................................................50
         SEC Yields of Global Bond Fund and Emerging Markets Income Fund.............................................50
         Comparison of Portfolio Performance.........................................................................50
         Taking a Global Approach....................................................................................55
         Scudder's 30% Solution......................................................................................55

ORGANIZATION OF THE FUNDS............................................................................................56

INVESTMENT ADVISER...................................................................................................57
         Personal Investments by Employees of the Adviser............................................................59

DIRECTORS AND OFFICERS...............................................................................................60

REMUNERATION.........................................................................................................62

DISTRIBUTOR..........................................................................................................63

TAXES................................................................................................................64

PORTFOLIO TRANSACTIONS...............................................................................................68
         Brokerage Commissions.......................................................................................68
         Portfolio Turnover..........................................................................................69

NET ASSET VALUE......................................................................................................69

ADDITIONAL INFORMATION...............................................................................................70
         Experts.....................................................................................................70
         Other Information...........................................................................................70

FINANCIAL STATEMENTS.................................................................................................72

APPENDIX
</TABLE>
                                       ii


<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  Discovery  Fund  ("Global  Discovery  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 at net asset value.  Each Fund is a company of the
type commonly  known as a mutual fund.  Global  Discovery  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 Discovery Fund

         Global Discovery Fund seeks above-average capital appreciation over the
long term by investing  primarily in the equity  securities  of small  companies
located  throughout  the world.  The Fund is designed for investors  looking for
above-average  appreciation  potential (when compared with the overall  domestic
stock market as reflected  by Standard & Poor's 500  Composite  Price Index) and
the benefits of investing globally,  but who are willing to accept above-average
stock market risk, the impact of currency  fluctuation  and little or no current
income.

         In  pursuit  of its  objective,  the Fund  generally  invests in small,
rapidly growing  companies which offer the potential for  above-average  returns
relative to larger companies, yet are frequently overlooked and thus undervalued
by the  market.  The Fund has the  flexibility  to invest  in any  region of the
world.  It can invest in companies based in emerging  markets,  typically in the
Far East,  Latin America and Eastern  Europe,  as well as in firms  operating in
developed  economies,  such as those of the  United  States,  Japan and  Western
Europe.

         The Fund's  investment  adviser,  Scudder,  Stevens & Clark,  Inc. (the
"Adviser"),   invests  the  Fund's   assets  in  companies  it  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;   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>

         While the Fund's Adviser believes that smaller,  lesser-known companies
can offer greater growth  potential than larger,  more  established  firms,  the
former also involve greater risk and price volatility.  To help reduce risk, the
Fund expects,  under usual market conditions,  to diversify its portfolio widely
by company,  industry and country. Under normal circumstances,  the Fund invests
at least 65% of its total assets in the equity  securities  of small  companies.
The Fund intends to allocate  investments  among at least three countries at all
times, one of which may be the United States.

   
         The Fund invests  primarily in companies whose individual equity market
capitalization  would  place  them  in the  same  size  range  as  companies  in
approximately  the lowest 20% of world market  capitalization  as represented by
the Salomon Brothers Broad Market Index, an index comprised of equity securities
of more than 6,500 small-, medium- and large-sized companies based in 22 markets
around the globe. Based on this policy, the companies  represented in the Fund's
portfolio  typically  will have  individual  equity  market  capitalizations  of
between approximately $50 million and $2 billion (although the Fund will be free
to  invest in  smaller  capitalization  issues  that  satisfy  the  Fund's  size
standard).  Furthermore,  the median market  capitalization  of the companies in
which the Fund invests will not exceed $750 million.
    

         Because the Fund  applies a U.S.  size  standard on a global  basis,  a
small  company  investment  outside the U.S.  might rank above the lowest 20% by
market  capitalization  in local markets and, in fact,  might in some  countries
rank among the largest companies in terms of capitalization.

         The equity  securities  in which the Fund may invest  consist of common
stocks,  preferred  stocks (either  convertible or  nonconvertible),  rights and
warrants.  These  securities  may be listed on the U.S.  or  foreign  securities
exchanges or traded  over-the-counter.  For capital appreciation  purposes,  the
Fund may purchase  notes,  bonds,  debentures,  government  securities  and zero
coupon bonds (any of which may be convertible or  nonconvertible).  The Fund may
invest in foreign  securities  and  American  Depositary  Receipts  which may be
sponsored  or  unsponsored.  The Fund may also invest in  closed-end  investment
companies  holding  foreign  securities,  enter into  repurchase  agreements and
engage in strategic  transactions.  For temporary defensive  purposes,  the Fund
may, during periods in which conditions in securities  markets  warrant,  invest
without limit in cash and cash  equivalents.  More information  about investment
techniques is provided under "Specialized Investment Techniques of the Funds."

Small Company Risk. The Adviser believes that smaller 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 total assets will consist of high-grade debt
securities,  which are those rated in one of the three highest rating categories
    


                                       2
<PAGE>

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 invest up to 15% of its net assets in debt securities
rated BBB by S&P or Baa by Moody's and lower, or 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 of the
Funds.")

         The Fund's investments may include:

          o    Debt securities issued or guaranteed by the U.S. government,  its
               agencies or instrumentalities

          o    Debt  securities  issued  or  guaranteed  by a  foreign  national
               government,   its   agencies,   instrumentalities   or  political
               subdivisions

          o    Debt   securities   issued   or   guaranteed   by   supranational
               organizations  (e.g.,  European  Investment Bank,  Inter-American
               Development Bank or the World Bank)

          o    Corporate debt securities

          o    Bank or bank holding company debt securities

          o    Other debt  securities,  including those  convertible into common
               stock

         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. 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 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,
the Fund 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


                                       3
<PAGE>

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
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 total 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 (the "1940 Act"), it intends to invest in a minimum of three
countries  at any one time and will not commit more than 40% of its total 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 S&P or
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.

                                       4
<PAGE>

   
         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. In addition,  the Fund may engage
in strategic  transactions for hedging  purposes and to enhance  potential gain.
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 Discovery 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 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


                                       5
<PAGE>

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 Fund managers seek 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  a  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
the countries of the former Soviet Union. Global Discovery 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, a 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 a Fund's shareholders.

Foreign  Currencies.  Investments  in foreign  securities  usually  will involve
currencies of foreign countries.  Moreover, a Fund may temporarily 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


                                       6
<PAGE>

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 U.S.

          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 a
Fund is  uninvested  and no cash 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 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 a 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
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.  A 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, a 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 a
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 a 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 a 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 a
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 Corporation's Board of
Directors.

          Volume and liquidity in most foreign bond markets are less than in the
U.S. 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  each 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 U.S. Mail service
between  the U.S.  and foreign  countries  may be slower or 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 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


                                       7
<PAGE>

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.

   Sovereign Risk Ratings for Selected Emerging Market Countries as of 2/23/96
        (Source: J.P. Morgan Securities, Inc., Emerging Markets Research)

          Country                 Moody's              Standard & Poor's   
          -------                 -------              -----------------
     
          Chile                   Baa1                 A-
          Turkey                  Ba3                  B+
          Mexico                  Ba2                  BB
          Czech Republic          Baa1                 A
          Hungary                 Ba1                  BB+
          Colombia                Baa3                 BBB-
          Venezuela               Ba2                  B+
          Morocco                 NR                   NR
          Argentina               B1                   BB-
          Brazil                  B1                   B+
          Poland                  Baa3                 BB
          Ivory Coast             NR                   NR

         A 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 a 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.  A 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 a 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.  A 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


                                       8
<PAGE>

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 a Fund's
portfolio.  Expropriation,  confiscatory taxation,  nationalization,  political,
economic or social  instability  or other  similar  developments  have  occurred
frequently  over the history of certain  emerging  markets  and could  adversely
affect a 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,  a 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.

         Each 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 a Fund's  portfolio  securities are  denominated  may have a
detrimental impact on the Fund's net asset value.

                                       9
<PAGE>

         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
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 a Fund
at a higher rate than those imposed by other foreign countries.  This may reduce
a 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 a 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 each 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.

                                       11
<PAGE>

         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
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.

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,  it 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 Discovery 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  Discovery  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 Discovery 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
characteristics.  Global  Bond Fund may  invest  up to 15% of its net  assets in


                                       13
<PAGE>

securities  rated below BBB or below Baa, but may not invest in 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 lower than Baa/BBB and in unrated  securities  judged to be of  equivalent
quality as  determined  by the Adviser.  The 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  Discovery 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)).  Zero coupon  securities 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 convertible  securities offer the opportunity for capital appreciation as
increases (or decreases) in market value of such  securities  closely follow the
movements  in the market  value of the  underlying  common  stock.  Zero  coupon
convertible  securities  generally  are  expected to be less  volatile  than the
underlying common stocks as they usually are issued with shorter  maturities (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.

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


                                       15
<PAGE>

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
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  compensation
from the  counterparty  as  consideration  for entering  into the  commitment to
repurchase.  The compensation is paid in the form of a fee or  alternatively,  a
lower price for the security  upon its  repurchase.  Dollar rolls may be renewed
over a period of several months with a different repurchase and 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
liquid 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  either a fee or  alternatively,  a lower
price for the security  upon its  repurchase  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  Discovery 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


                                       16
<PAGE>

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
the 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
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.  To protect  against such  potential
loss, if the market value (including  interest) 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  (including  interest)  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 Funds 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).

                                       17
<PAGE>

         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 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
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.  At the time of settlement,
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


                                       18
<PAGE>

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 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
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.

                                       19
<PAGE>

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

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

         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).  Global Bond Fund may invest in
CMOs.  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


                                       20
<PAGE>

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.

         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  objective,  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


                                       21
<PAGE>

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
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  1933  Act may be  subject  to  certain  restrictions  on
transferability. In addition, there may be no liquid market for such securities.

         The  availability  of  asset-backed   securities  may  be  affected  by
legislative or regulatory  developments.  It is possible that such  developments
may require  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


                                       22
<PAGE>

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
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.

                                       23
<PAGE>

         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
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. Emerging Markets Income Fund
may invest up to 15% 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.

                                       24
<PAGE>

         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
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


                                       25
<PAGE>

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
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


                                       26
<PAGE>

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
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.

                                       27
<PAGE>

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.

         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.")

                                       28
<PAGE>

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% or more of the
voting  securities of such Fund present at such meeting,  if the holders of more
than 50% of the  outstanding  voting  securities  of such  Fund are  present  or
represented by proxy, or (2) more than 50% of the outstanding  voting securities
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:

         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  Discovery 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  Discovery  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;

                                       29
<PAGE>

         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
                  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  Discovery Fund and Global Bond Fund only) invest more
                  than 10% of its  total  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;

                                       30
<PAGE>

         (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  Discovery 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;

         (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 Discovery 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  Discovery 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.

                                       31
<PAGE>

                                    PURCHASES

     (See "Purchases" and "Transaction Information" in a Fund's prospectus.)

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  $2,500 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  ($2,500  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,
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 $2,500 under certain
special plan accounts.
    

Additional Information About Making Subsequent Investments

         With respect to Global Discovery 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,  and 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 the 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.

Additional Information About Making Subsequent Investments by AutoBuy

             Shareholders,  whose  predesignated  bank  account  of  record is a
Member  of the  Automated  Clearing  House  Network  (ACH) and have  elected  to
participate  in  the  AutoBuy  program,  may  purchase  shares  of the  Fund  by
telephone. Through this service shareholders may purchase up to $250,000 but not
less than $250. To purchase  shares at the net asset value per share  calculated
on the day of your call by AutoBuy, shareholders should call before the close of
trading on the Exchange  (normally 4 p.m. eastern time).  Proceeds in the amount
of your purchase will be transferred  from your bank checking  account in two or
three business days  following your call. For requests  received by the close of
regular trading on the Exchange, shares will be purchased at the net asset value
per share  calculated  at the close of trading on the day of your call.  AutoBuy
requests  received after the close of regular trading on the Exchange will begin
their  processing  the  following  business day and will be purchased at the net
asset value per share  calculated  at the close of trading on the  business  day
following  your call.  If you purchase  shares by AutoBuy and redeem them within
seven days of the  purchase,  the Fund may hold the  redemption  proceeds  for a
period  of up to seven  business  days.  If you  purchase  shares  and there are
insufficient  funds in your bank account the  purchase  will be canceled and you
will be subject  to any  losses or fees  incurred  in the  transaction.  AutoBuy
transactions  are  not  available  for  Scudder  IRA  accounts  and  most  other
retirement plan accounts.

                                       32
<PAGE>

             In order to request  purchases by AutoBuy,  shareholders  must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation  of a bank account from which the purchase  payment will be debited.
New investors  wishing to establish  AutoBuy may so indicate on the application.
Existing  shareholders  who wish to add  AutoBuy to their  account  may do so by
completing an AutoBuy  Enrollment  Form.  After  sending in an  enrollment  form
shareholders should allow for 15 days for this service to be available.

             The Fund 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 Fund does not follow such  procedures,  it may be liable for losses due
to  unauthorized  or  fraudulent  telephone  instructions.  The Fund will not be
liable for acting upon instructions communicated by telephone that it reasonably
believes to be genuine.

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 the  Corporation 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 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,  the  Distributor  pays a fee for receipt by State
Street  Bank and  Trust  Company  of  "wired  funds,"  but 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
11).  Investors are not able to purchase  shares by wiring federal funds on such
holidays because State Street Bank and Trust Company 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 each day during
which the  Exchange  is open for  trading.  Orders  received  after the close of
regular  trading on the Exchange will receive the next business  day's net asset
value.  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,


                                       33
<PAGE>

to  forward  the  purchase  order to the Fund's  Transfer  Agent 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 and the Distributor  each has the right to limit
the amount of  purchases  by and to refuse to sell to any  person,  and each may
suspend or terminate the offering of shares of a 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.,  from  exempt  organizations,  certification  of exempt  status)  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 a Fund's prospectus.)

Exchanges

   
         Exchanges  are  comprised of a  redemption  from one Scudder fund and a
purchase  into another  Scudder  fund.  The purchase side of the exchange may be
either 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  $2,500.  When an
exchange  represents  an additional  investment  into an existing  account,  the
account  receiving the exchange proceeds must have identical  registration,  tax
identification number,  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 an  original  signature
guarantee    as    described    under    "Transaction     Information--Redeeming
shares--Signature guarantees" in a 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.

         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 at current net asset  value,  through
Scudder's  Automatic  Exchange Program.  Exchanges must be for a minimum of $50.
Shareholders  may add this  free  feature  over  the  telephone  or in  writing.
Automatic Exchanges will continue until the shareholder requests by telephone 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.

                                       34
<PAGE>

         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,  the Funds, 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 the Distributor 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 by telephone up to $100,000 and have  proceeds  mailed to
their  address of record.  Shareholders  may also  request to have the  proceeds
mailed or wired to their  predesignated  bank account.  In order to request wire
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.  An original signature and an original
                  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.

         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


                                       35
<PAGE>

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 AutoSell

             Shareholders,  whose  predesignated  bank  account  of  record is a
member of the  Automated  Clearing  House  Network (ACH) and who have elected to
participate in the AutoSell program,  may redeem shares of the Fund by AutoSell.
To redeem  shares by  AutoSell,  shareholders  should  call  before the close of
regular  trading  on the  Exchange.  Redemptions  must  be for  at  least  $250.
Redemption  proceeds will be transferred to your bank checking account in two or
three  business  days  following  your call.  Shares will be redeemed at the net
asset  value per share  calculated  at the close of  trading  on the day of your
call.  AutoSell requests after the close of regular trading on the Exchange will
begin their  processing and be redeemed at the net asset value  calculated as of
the close of  regular  trading  on the  Exchange  the  following  business  day.
AutoSell  transactions are not available for Scudder IRA accounts and most other
retirement plan accounts.

             In order to request redemptions by AutoSell, shareholders must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation  of a bank account from which the purchase  payment will be debited.
New investors wishing to establish  AutoSell may so indicate on the application.
Existing  shareholders  who wish to add  AutoSell to their  account may do so by
completing an AutoSell  Enrollment  Form.  After sending in an enrollment  form,
shareholders should allow for 15 days for this service to be available.

             The Fund 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 Fund does not follow such  procedures,  it may be liable for losses due
to  unauthorized  or  fraudulent  telephone  instructions.  The Fund will not be
liable for acting upon instructions communicated by telephone that it reasonably
believes to be genuine.

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/executrix,  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  five  business  days after  receipt by the  Transfer  Agent of a
request for  redemption  that  complies with the above  requirements.  Delays in
payment of more than seven days 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 for
regular accounts. For more information please 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


                                       36
<PAGE>

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 a Fund
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  repurchase
request.  A written  request  in good  order  with a proper  original  signature
guarantee,   as  described  in  each  Fund's   prospectus   under   "Transaction
information--Signature guarantees," should be sent with a copy of the invoice to
Scudder  Funds,  c/o Scudder  Confirmed  Processing,  Two  International  Place,
Boston,  Massachusetts  02110-4103.   Failure  to  deliver  shares  or  required
documents (see above) by the settlement  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.  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  after the record
date of a dividend,  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 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,  trustees  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 to receive payment may be suspended at
times during which (a) the Exchange is closed,  other than customary weekend and
holiday closings,  (b) trading on the Exchange is restricted for any reason, (c)
an emergency  exists as a result of which disposal by a Fund of securities owned
by it is not reasonably  practicable or it is not reasonably practicable for the
Fund fairly to determine the value of its net assets, or (d) a governmental body
having jurisdiction over a Fund may by order of the SEC 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.

   
         Shareholders  should  maintain a share  balance  worth at least  $2,500
($1,000 for IRAs,  Uniform  Gift to Minor Act,  and  Uniform  Trust to Minor Act
accounts),  which  amount  may be  changed  by the Board of  Directors.  Scudder
retirement  plans  have  similar  or  lower  minimum  balance  requirements.   A
shareholder  may open an account with at least  $1,000 ($500 for an UGMA,  UTMA,
IRA and other  retirement  accounts),  if an automatic  investment plan (AIP) of
$100/month  ($50/month for an UGMA, UTMA, IRA and other retirement  accounts) is
established.

         Shareholders who maintain a non-fiduciary  account balance of less than
$2,500 in a Fund, without establishing an AIP, will be assessed an annual $10.00
per fund charge with the fee to be  reinvested  in the Fund.  The $10.00  charge
will not apply to shareholders with a combined  household account balance in any
of the Scudder Funds of $25,000 or more. Each Fund reserves the right, following
60 days' written notice to shareholders,  to redeem all shares in accounts below
$250,  including  accounts  of new  investors,  where a  reduction  in value has
occurred due to a redemption or exchange out of the account. Each Fund will mail
the  proceeds  of the  redeemed  account to the  shareholder  at the  address of
record.  Reductions  in value that result  solely from market  activity will not
trigger an involuntary redemption. UGMA, UTMA, IRA and other retirement accounts
will not be assessed the $10.00 charge or be subject to automatic liquidation.
    

                                       37
<PAGE>

                   FEATURES AND SERVICES OFFERED BY THE FUNDS

              (See "Shareholder benefits" in a Fund's prospectus.)

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
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 NASD
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.

- -------------------------------------------------------------------------------
              Scudder                                            No-Load Fund 
 YEARS   Pure No-Load(TM)  8.50% Load Fund   Load Fund with    with 0.25% 12b-1
              Fund                           0.75% 12b-1 Fee          Fee
- -------------------------------------------------------------------------------
  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
- -------------------------------------------------------------------------------


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

                                       38
<PAGE>

   
Internet access

World   Wide  Web  Site  --  The   address   of  the   Scudder   Funds  site  is
http://funds.scudder.com.  The site  offers  guidance  on global  investing  and
developing  strategies to help meet financial  goals and provides  access to the
Scudder investor relations department via e-mail. The site also enables users to
access or view  fund  prospectuses  and  profiles  with  links  between  summary
information  in Profiles and details in the  Prospectus.  Users can fill out new
account forms on-line, order free software, and request literature on funds.

         The site is designed for interactivity, simplicity and maneuverability.
A  section  entitled  "Planning   Resources"   provides   information  on  asset
allocation,  tuition,  and retirement planning to users who fill out interactive
"worksheets."  Investors can easily  establish a "Personal  Page," that presents
price information,  updated daily, on funds they're interested in following. The
"Personal  Page" also offers easy  navigation  to other parts of the site.  Fund
performance  data from both  Scudder and Lipper  Analytical  Services,  Inc. are
available  on the  site.  Also  offered  on the  site is a news  feature,  which
provides timely and topical material on the Scudder Funds.

         Scudder has communicated with shareholders and other interested parties
on  Prodigy  since  1988 and has  participated  since  1994 in  GALT's  Networth
"financial  marketplace"  site on the  Internet.  The firm  made  Scudder  Funds
information available on America Online in early 1996.

Account  Access --  Scudder is among the first  mutual  fund  families  to allow
shareholders to manage their fund accounts  through the World Wide Web.  Scudder
Fund  shareholders  can view a snapshot  of  current  holdings,  review  account
activity and move assets between Scudder Fund accounts.

         Scudder's  personal  portfolio  capabilities  -- known as SEAS (Scudder
Electronic  Account  Services) -- are  accessible  only by current  Scudder Fund
shareholders  who have set up a Personal  Page on  Scudder's  Web site.  Using a
secure Web  browser,  shareholders  sign on to their  account  with their Social
Security  number and their SAIL  password.  As an additional  security  measure,
users can change their  current  password or disable  access to their  portfolio
through the World Wide Web.

         An Account Activity option reveals a financial  history of transactions
for an account,  with trade dates,  type and amount of transaction,  share price
and number of shares traded.  For users who wish to trade shares between Scudder
Funds,  the Fund Exchange option  provides a step-by-step  procedure to exchange
shares among existing fund accounts or to new Scudder Fund accounts.

         A Call Me(TM)  feature  enables users to speak with a Scudder  Investor
Relations telephone  representative while viewing their account on the Web site.
In order to use the Call Me(TM) feature, an individual must have two phone lines
and enter on the  screen the phone  number  that is not being used to connect to
the  Internet.  They  are  connected  to the  next  available  Scudder  Investor
Relations representative from 8 a.m. to 8 p.m. eastern time.
    

Dividend and Capital Gain Distribution Options

         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.  Shareholders  may change their dividend option
either by calling  1-800-225-5163  or by  sending  written  instructions  to the
Transfer  Agent.  Please include your account number with your written  request.
See "How to contact Scudder" in a Fund's Prospectus for the address.

         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   in   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


                                       39
<PAGE>

is with a member bank of the  Automated  Clearing  House  Network (ACH) can have
income and capital gain distributions  automatically deposited to their personal
bank  account  usually  within  three  business  days  after  the Fund  pays its
distribution.  A  DistributionsDirect  request  form can be  obtained by calling
1-800-225-5163.  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  Discovery 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 sector.

Scudder Funds Centers

         Investors  may  visit  any  of  the  Funds  Centers  maintained  by the
Distributor  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 obtain  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  semiannual  and
annual financial statements audited by independent accountants, including a list
of  investments  held and  statements  of assets  and  liabilities,  operations,
changes  in net assets  and  financial  highlights.  The  Corporation  presently
intends to distribute to each Fund's  shareholders  informal  quarterly  reports
during the intervening  quarters,  containing certain performance and investment
highlights of that Fund.

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 $2,500 or $1,000 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


                                       40
<PAGE>

         asset value of $1.00 per share,  although in certain circumstances this
         may not be possible.

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  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.

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

   
         Scudder  High  Yield Bond Fund seeks to provide a high level of current
         income  and,  secondarily,   capital  appreciation  through  investment
         primarily in below investment grade domestic debt 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  municipal
         securities.

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

                                       41
<PAGE>

         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.

         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 grade.

         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  Classic  Growth Fund seeks  long-term  growth of capital  with
         reduced share price volatility compared to other growth mutual funds.
    

         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.

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

                                       42
<PAGE>

   
         Scudder  Emerging Markets Growth Fund seeks long-term growth of capital
         primarily  through  equity  investment in emerging  markets  around the
         globe.
    

         Scudder Global Discovery 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 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.

         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 Large Company Growth Fund seeks to provide  long-term growth of
         capital through investment primarily in equity securities of large U.S.
         growth companies.

         Scudder Large Company  Value Fund seeks to maximize  long-term  capital
         appreciation   through  a  broad  and   flexible   investment   program
         emphasizing common stocks.
    

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

   
         Scudder Micro Cap Fund seeks  long-term  growth of capital by investing
         primarily in a diversified portfolio of U.S. micro-cap stocks.
    

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

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

   
         Scudder 21st Century Growth Fund seeks  long-term  growth of capital by
         investing  primarily in securities of emerging growth  companies poised
         to be leaders in the 21st century.
    

         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.

ASSET ALLOCATION

   
         Scudder Pathway Series:  Conservative Portfolio seeks primarily current
         income and secondarily  long-term growth of capital.  In pursuing these
         objectives, the Portfolio will, under normal market conditions,  invest
         substantially  in a select mix of Scudder bond mutual  funds,  but will
         have some exposure to Scudder equity mutual funds.

         Scudder  Pathway Series:  Balanced  Portfolio seeks a balance of growth
         and income by investing in a select mix of Scudder money  market,  bond
         and equity mutual funds.
    

                                       43
<PAGE>

   
         Scudder Pathway  Series:  Growth  Portfolio seeks to provide  investors
         with  long-term  growth of capital.  In pursuing  this  objective,  the
         Portfolio will, under normal market conditions, invest predominantly in
         a select  mix of  Scudder  equity  mutual  funds  designed  to  provide
         long-term growth.

         Scudder  Pathway  Series:  International  Portfolio seeks maximum total
         return. Total return consists of any capital appreciation plus dividend
         income and interest.  To achieve this objective,  the Portfolio invests
         in a select mix of international and global Scudder Funds.
    

         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
service  representative of Scudder Investor Relations;  easy telephone exchanges
into other Scudder funds.
    

                              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
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.

                                       44
<PAGE>

Scudder 401(k): Cash or Deferred Profit-Sharing Plan
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  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 the 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 $2,000 per  individual  for  married  couples if only one spouse has
earned  income).  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.)

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

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

         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.)

                                       45
<PAGE>

                          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
      Age of                             Annual Rate of Return
                   ------------------------------------------------------------
   Contributions              5%                   10%                  15%
- --------------------------------------- ---------------------------------------
       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

Scudder 403(b) Plan

         Shares of the 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 may establish an Automatic  Withdrawal
Plan to 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  [Trust,  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.

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 trustees or custodian fees for certain  retirement  plans, at present
there is no separate charge for  maintaining  group or salary  deduction  plans;
however, the [Trust,  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.

                                       46
<PAGE>

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 Savings Incentive Match Plans for Employees:  SIMPLE IRA'S

       Shares of the Fund may be purchased as the  underlying  investment  for a
"SIMPLE  IRA".  A SIMPLE  IRA is an IRA into which  both an  individual  and the
individual's  employer may make contributions.  The individual may elect to make
pre-tax contributions,  calculated as a percentage of compensation,  to a SIMPLE
IRA, up to $6,000 a year.  Subject to certain  limits,  the  employer may either
match a portion of your contributions, or may make a contribution equal to 2% of
the  employee's   compensation   without  regard  to  the  amount  the  employee
contributes under the SIMPLE IRA. Individuals will be immediately 100% vested in
all contributions made to a SIMPLE IRA.

         If amounts are  distributed  from a SIMPLE IRA  account  during the two
year period beginning on the date the employee first  participates in the SIMPLE
salary  reduction  arrangement,  a 25%  penalty  tax  will  be  imposed  on such
distribution.  Also during that two year  period,  the SIMPLE IRA account can be
rolled over  tax-free  only to another  SIMPLE IRA account.  After that two year
period  has  passed,  distributions  from a SIMPLE IRA  instead  will be subject
generally to the rules applicable to other IRAs; for example, they may be rolled
over tax-free into any individual  retirement  plan, they will be subject to the
10%  penalty  tax on early  distributions  that are made  before the  individual
reaches age 59-1/2, and they will be fully taxed when withdrawn.

                    DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS

          (See"Distribution and performance information--Dividends and
              capital gains distributions" in a Fund's prospectus.)

         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
paying the  related  federal  taxes for which  shareholders  may then be able to
claim  a  credit  against  their  federal  tax  liability.  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 Code,  the Fund may be subject to
that excise tax. In certain  circumstances,  a Fund may determine  that it is in
the interest of shareholders to distribute less than the required  amount.  (See
"TAXES.")

                                       47
<PAGE>

         Global Discovery 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  (excluding  short-term  capital
gains) resulting from Fund investment  activity.  Distributions,  if any, of net
realized  capital  gains  (short-term  and  long-term)  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 March, June,  September and December each
year.  Distributions,  if any, of net  realized  capital gain during each fiscal
year will normally be made 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 a Fund's prospectus.)

         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):

                               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.

                                       48
<PAGE>

   
         Average Annual Total Return for periods ended October 31, 1996

                                   One Year       Five Years    Life of the Fund

Global Discovery Fund*                20.97%         13.16%         12.62%(1)
Global Bond Fund**                     3.97%          4.78%          5.39%(2)
Emerging Markets Income Fund           39.78%            N/A         12.46%(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 March 5, 1996, the Fund adopted its present name.  Prior to that
             date, the Fund was known as Scudder Global Small Company Fund.
         **  On  December  27,  1995,  the Fund  adopted  its  present  name and
             objective.  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, 1995 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, 1996

                               One Year        Five Years     Life of the Fund

Global Discovery Fund*           20.97%            85.57%          84.33%(1)
Global Bond Fund**                3.97%            26.32%          34.72%(2)
Emerging Markets Income Fund     39.78%               N/A          39.51%(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 March 5, 1996, the Fund adopted its present name.  Prior to that
             date, the Fund was known as Scudder Global Small Company Fund.
         **  On  December  27,  1995,  the Fund  adopted  its  present  name and
             objective.  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, 1995 should
             not be  considered  representative  of the  present  Fund under its
             current objectives.
    

                                       49
<PAGE>

Total Return

         Total  Return is the rate of return on an  investment  for a  specified
period of time calculated in the same manner as 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.

SEC Yields 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 a Fund's SEC yield does not take into  account
    "Section 988 Transactions." (See "TAXES.")

   
         The SEC net  annualized  yield for the 30-day  period ended October 31,
1996 was 4.94% for Global Bond Fund. On December 27, 1995,  the Fund adopted its
present name and  objective.  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, 1995 should not be
considered representative of the present Fund under its current objectives.

         The SEC net  annualized  yield for the 30-day  period ended October 31,
1996 was 9.03% 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


                                       50
<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.
Unmanaged 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
            International Finance Corporation's Latin America Investable Total 
               Return 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  unmanaged indices which track the performance of various  combinations
of United  States and  international  securities  for the 27 year  period  ended
December 31, 1996;  results for other  periods may vary.  The graph uses 27 year
annualized  international  returns  represented  by the Morgan  Stanley  Capital
International Europe, Australia and Far East (EAFE) Index and 27 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.
    

                                       51
<PAGE>
THE PRINTED DOCUMENT CONTAINS A X-Y SCATTER CHART HERE

CHART TITLE:
   
            ---------------------------------------------------------
                               EFFICIENT FRONTIER
                 S&P 500 vs. MSCI EAFE Index (12/31/69-12/31/96)
            ---------------------------------------------------------

CHART DATA:

                      Standard   
                      Deviation  
            Total     (Portfolio
            Return    Volatility
            (Reward)   --Risk)         Indices
            ------    ---------   ---------------
             12.89     18.43      100% Int'l MSCI EAFE
             12.94     17.64      10 US/90 Int'l
             12.97     16.95      20/80
             12.97     16.36      30 U.S./70 Int'l
             12.94     15.9       40/60
             12.89     15.58      50 U.S./50 Int'l
             12.82     15.4       60/40
             12.72     15.37      70 U.S./30 Int'l
             12.6      15.48      80/20
             12.45     15.74      90 U.S./10 Int'l
             12.28     16.14      100% U.S. S&P 500

Data Source:  Ibbotson Associates. (Data as of 12/31/96)
    

         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


                                       52
<PAGE>

maturity,  credit quality of the securities  held, and interest rate  movements.
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 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.

                                       53
<PAGE>

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

   
IBC Money  Fund  Report,  a weekly  publication  of IBC  Financial  Data,  Inc.,
reporting on the  performance  of the nation's  money market funds,  summarizing
money  market fund  activity  and  including  certain  averages  as  performance
benchmarks, specifically "IBC's Money Fund Average," and "IBC'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 Business 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  news weekly that  periodically  reports


                                       54
<PAGE>

mutual fund performance data.

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

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

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

Working  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.

Taking a Global Approach

         Many U.S.  investors  limit their holdings to U.S.  securities  because
they assume that international or global investing is too risky. While there are
risks  connected  with  investing  overseas,  it's important to remember that no
investment  -- even in blue-chip  domestic  securities -- is entirely risk free.
Looking  outside U.S.  borders,  an investor today can find  opportunities  that
mirror  domestic  investments  -- everything  from large,  stable  multinational
companies to start-ups in emerging markets.  To determine the level of risk with
which you are comfortable,  and the potential for reward you're seeking over the
long term,  you need to review the type of investment,  the world  markets,  and
your time horizon.

         The U.S.  is unusual in that it has a very broad  economy  that is well
represented in the stock market.  However,  many countries  around the world are
not only  undergoing a revolution in how their  economies  operate,  but also in
terms of the role their stock  markets  play in financing  activities.  There is
vibrant  change  throughout  the  global  economy  and  all of  this  represents
potential investment opportunity.

         Investing  beyond the United States can open this world of opportunity,
due partly to the dramatic shift in the balance of world  markets.  In 1970, the
United States alone  accounted for  two-thirds of the value of the world's stock
markets.  Now,  the  situation  is reversed -- only 35% of global  stock  market
capitalization  resides  here.  There are  companies in Southeast  Asia that are
starting to dominate regional  activity;  there are companies in Europe that are
expanding  outside of their  traditional  markets and taking advantage of faster
growth in Asia and  Latin  America;  other  companies  throughout  the world are
getting out from under state  control and  restructuring;  developing  countries
continue to open their doors to foreign investment.

         Stocks in many foreign markets can be attractively  priced.  The global
stock markets do not move in lock step.  When the valuations in one market rise,
there are other markets that are less expensive. There is also volatility within
markets in that some sectors may be more expensive while others are depressed in
valuation.  A wider set of  opportunities  can help make it possible to find the
best values available.

         International or global investing  offers  diversification  because the
investment is not limited to a single country or economy.  In fact, many experts
agree that investment strategies that include both U.S. and non-U.S. investments
strike the best balance between risk and reward.

Scudder's 30% Solution

The  30  Percent  Solution  -- A  Global  Guide  for  Investors  Seeking  Better
Performance  With Reduced  Portfolio Risk is a booklet,  created by Scudder,  to
convey its vision  about the new global  investment  dynamic.  This dynamic is a
result of the  profound  and  ongoing  changes  in the  global  economy  and the
financial  markets.   The  booklet  explains  how  Scudder  believes  an  equity
investment  portfolio  with  up to  30% in  international  holdings  and  70% in
domestic holdings can improve long-term performance while simultaneously helping
to reduce overall risk.

                                       55
<PAGE>

                            ORGANIZATION OF THE FUNDS

                (See "Fund organization" in a Fund's prospectus.)

   
         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.  On March 5, 1996,  directors of
Scudder  Global Small Company Fund approved the change in name to Scudder Global
Discovery Fund.
    

         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
Discovery  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,  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
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.

                                       56
<PAGE>

                               INVESTMENT ADVISER

      (See "Fund organization--Investment adviser" in a Fund's prospectus.)

         Scudder,  Stevens & Clark, Inc. (the "Adviser"),  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, the Adviser introduced Scudder International
Fund,   Inc.,   the  first  mutual  fund   available   in  the  U.S.   investing
internationally in securities of issuers in several foreign countries.  The firm
reorganized from a partnership to a corporation on June 28, 1985.

   
         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 Pathway Series, 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 $12 billion and  includes the
AARP Growth Trust,  AARP Income Trust,  AARP Tax Free Income Trust, AARP Managed
Investment Portfolios Trust and AARP Cash Investment Funds.
    

         The  Adviser  maintains a large  research  department,  which  conducts
continuous   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 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 the Adviser's 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  toward  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. 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  (the  "Agreements")  for Global
Discovery  Fund,  Global Bond Fund and  Emerging  Markets  Income Fund are dated
September 3, 1991,  September 7, 1993 and December 29, 1993,  respectively.  The
continuance of the agreements was approved by the Directors on September 4, 1996
for Global  Discovery Fund,  Global Bond Fund, and Emerging Markets Income Fund.
Each Agreement will continue in effect until September 30, 1997 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 each 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  either  by a vote of the
Directors  or  of a  majority  of  the  outstanding  voting  securities  of  the
respective Fund. Each Agreement may be terminated at any time without payment of
    


                                       57
<PAGE>

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,  held or sold,  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 Board of Directors may from time to time establish.

         Under each Agreement,  the Adviser renders  significant  administrative
services  (not  otherwise  provided  by third  parties)  necessary  for a 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.

         The  Adviser  pays the  compensation  and  expenses  except  those  for
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
the Funds, the services of such directors, officers and employees of the Adviser
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.

   
         For these  services,  Global  Discovery Fund pays the Adviser an annual
fee equal to 1.10% of the average daily net assets of such Fund.  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,  1995,  the  management  fee
amounted  to  $2,573,030.  For the  fiscal  year ended  October  31,  1996,  the
management fee amounted to $3,201,957.

         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.  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 year
ended October 31, 1995,  the Adviser did not impose a portion of its  management
fee amounting to $844,364 and the portion  imposed  amounted to $2,392,536.  For
the fiscal year ended October 31, 1996,  the Adviser did not impose a portion of
its  management  fee amounting to $775,310 and the portion  imposed  amounted to
$1,292,288.

         Emerging  Markets Income Fund pays the Adviser a fee equal to an annual
rate of 1.00% of the Fund's  average  daily net  assets.  For the fiscal  period
December 31, 1993 (commencement of operations) to 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. For the fiscal year ended October 31, 1995, the Adviser did not impose
a portion of its  management  fee amounting  $223,375,  and the portion  imposed
amounted to $1,037,443.  For the fiscal year ended October 31, 1996, the Adviser
did not impose a portion of its  management  fee  amounting to $31,566,  and the
portion imposed amounted to $2,427,833.

         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, not to impose all or a portion of its
management fee and to maintain the  annualized  expenses of the Fund at not more
    


                                       58
<PAGE>

   
than 1.00% of average daily net assets of each Fund until February 28, 1998. 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.
    

         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;  the calculation of net
asset value;  taxes and governmental fees; the fees and expenses of the Transfer
Agent;  the  cost  of  preparing  share  certificates  and any  other  expenses,
including expenses of issuance, 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
expenses of  shareholders'  meetings,  the cost of responding  to  shareholders'
inquiries, and 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.
       

         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.

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.

                                       59
<PAGE>

<TABLE>
<CAPTION>
                                     DIRECTORS AND OFFICERS

   
                                                                                                 Position with
                                                                                                 Underwriter,
                                                                                                 Scudder Investor
Name, Address and Age                Position with Corporation      Principal Occupation**       Services, Inc.
- ---------------------                -------------------------      ----------------------       --------------
    
     
<S>                                  <C>                              <C>                          <C>                              
   
Daniel Pierce*+ (62)                 Chairman of the Board and      Chairman of the Board and    Vice President,
                                     Director                       Managing Director of         Assistant Treasurer
                                                                    Scudder, Stevens & Clark,    and Director
                                                                    Inc.

Nicholas Bratt*#@++ (48)             President-Scudder Global       Managing Director of             --
                                     Bond Fund, Scudder             Scudder, Stevens & Clark,
                                     International Bond Fund,       Inc.
                                     Scudder Global Discovery
                                     Fund and Scudder Emerging
                                     Markets Income Fund; and
                                     Director

Paul Bancroft III (67)               Director                       Venture Capitalist and           --
79 Pine Lane                                                        Consultant; Retired,
Box 6639                                                            President, Chief Executive
Snowmass Village, CO 81615                                          Officer and Director,
                                                                    Bessemer Securities
                                                                    Corporation

Sheryle J. Bolton (50)               Director                       Consultant                        --
560 White Plains Road
Tarrytown, NY 10591

Thomas J. Devine (70)                Director                       Consultant                        --
149 East 73rd Street
New York, NY 10021

William H. Gleysteen, Jr. (70)       Director                       Consultant; Formerly             --
4937 Crescent Street                                                President, The Japan
Bethesda, MD 20816                                                  Society, Inc.

Dudley H. Ladd*#+ (52)               Director                       Managing Director of         Senior Vice President
                                                                    Scudder, Stevens & Clark,
                                                                    Inc.

William H. Luers (67)                Director                       President, The                   --
993 Fifth Avenue                                                    Metropolitan Museum of Art
New York, NY 10028

Robert G. Stone, Jr. (73)            Honorary Director              Chairman of the Board &          --
405 Lexington Avenue 39th Floor                                     Director, Kirby
New York, NY 10174                                                  Corporation (inland and
                                                                    offshore marine
                                                                    transportation and diesel
                                                                    repairs)
    

                                       60
<PAGE>
   
                                                                                                 Position with
                                                                                                 Underwriter,
                                                                                                 Scudder Investor
Name, Address and Age                Position with Corporation      Principal Occupation**       Services, Inc.
- ---------------------                -------------------------      ----------------------       --------------

Robert W. Lear (79)                  Honorary Director              Executive-in-Residence            --
429 Silvermine Road                                                 Columbia University
New Canaan, CT 06840                                                Graduate School of Business

Susan E. Gray (31)                   Vice President                     --                           --

Adam Greshin+ (36)                   Vice President                 Principal of Scudder,            --
                                                                    Stevens & Clark, Inc.

Jerard K. Hartman++ (64)             Vice President                 Managing Director of             --
                                                                    Scudder, Stevens & Clark,
                                                                    Inc.

William E. Holzer++@ (46)            President-Scudder Global Fund  Managing Director of             --
                                                                    Scudder, Stevens & Clark,
                                                                    Inc.

Thomas W. Joseph+ (56)               Vice President                 Principal of Scudder,        Vice President,
                                                                    Stevens & Clark, Inc.        Treasurer, Assistant
                                                                                                 Clerk and Director

David S. Lee+ (63)                   Vice President and Assistant   Managing Director of         President, Assistant
                                     Treasurer                      Scudder, Stevens & Clark,    Treasurer and Director
                                                                    Inc.

Thomas F. McDonough+ (50)            Vice President and Secretary   Principal of Scudder,        Clerk
                                                                    Stevens & Clark, Inc.

Pamela A. McGrath+ (44)              Vice President and Treasurer   Managing Director of           --
                                                                    Scudder, Stevens & Clark,
                                                                    Inc.

Gerald J. Moran++ (56)               Vice President                 Principal of Scudder,          --
                                                                    Stevens & Clark, Inc.

Edward J. O'Connell++ (51)           Vice President and Assistant   Principal of Scudder,        Assistant Treasurer
                                     Treasurer                      Stevens & Clark, Inc.

Kathryn L. Quirk++ (44)              Vice President and Assistant   Managing Director of         Vice President
                                     Secretary                      Scudder, Stevens & Clark,
                                                                    Inc.

M. Isabel Saltzman+ (42)             Vice President                 Principal of Scudder,           --
                                                                    Stevens & Clark, Inc.

</TABLE>
          *    Messrs.  Bratt, Ladd 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.

    

                                       61
<PAGE>

   
          #    Messrs.  Bratt and Ladd 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

   
         Certain accounts for which the Adviser acts as investment adviser owned
________  shares in the  aggregate of Global  Discovery  Fund,  or _____% of the
outstanding  shares on January  31,  1997.  The  Adviser may be deemed to be the
beneficial  owner of such shares of Global  Discovery  Fund,  but  disclaims any
beneficial ownership therein.

         Certain accounts for which the Adviser acts as investment adviser owned
________  shares in the aggregate of Emerging  Markets Income Fund, or _____% of
the outstanding  shares on January 31, 1997. 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, 1997, ________ shares in the aggregate, _____% 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.

         As of January 31, 1997, ________ shares in the aggregate, _____% 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,  1997 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)  ________  shares,  or  _____%  of the  shares  of Global
Discovery Fund outstanding on such date.

         As of January  31,  1997 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) _____% of the shares of Global Bond Fund  outstanding  on
such date.

         As of January 31, 1997, 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)  ________  shares,  or _____% 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, 1997,  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, or of the Distributor, the Transfer Agent,
Scudder  Trust  Company or Scudder Fund  Accounting  Corporation  from whom they
receive compensation,  as a result of which they may be deemed to participate in
the fees paid by the Corporation. The Corporation pays no direct remuneration to
any  officer  of the  Corporation.  However,  each of the  Directors  who is not
affiliated  with the Adviser will be  compensated  for all expenses  relating to
corporation  business  (specifically   including  travel  expenses  relating  to
Corporation  business).  Each of these unaffiliated Directors receives an annual
Director's  fee of $4,000 from a Fund 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, 1996,  Directors'  fees and expenses  amounted to $48,589 for Global
Discovery  Fund,  $47,953 for Global Bond Fund and $50,465 for Emerging  Markets
Income Fund.
    

                                       62
<PAGE>

   
The  following  table  shows  the  aggregate   compensation   received  by  each
unaffiliated Director during 1996 from the Registrant and from all other Scudder
Funds as a group.

                                     Scudder
                 Name            Global Fund, Inc          All Scudder Funds
                 ----            ----------------          -----------------

    Paul Bancroft III,               $42,750               $143,358 (16 funds)
    Trustee

    Sheryle J. Bolton,               $45,100                $71,200 (9 funds)
    Trustee

    Thomas J. Devine,                $45,500               $156,058 (18 funds)
    Trustee

    William H. Gleysteen, Jr         $45,500               $130,336 (14 funds)
    Director

    William H. Luers,                $45,750               $100,486 (11 funds)
    Director
    

                                   DISTRIBUTOR

   
         The  Corporation has an  underwriting  agreement with Scudder  Investor
Services,  Inc. (the  "Distributor"),  a Massachusetts  corporation,  which is a
subsidiary  of  the  Adviser,   a  Delaware   corporation.   The   Corporation's
underwriting  agreement  dated July 24,  1986 will remain in effect 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 either by vote 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
4, 1996.
    

         Under the 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.

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

                                       63
<PAGE>

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 a Fund's prospectus.)

         Each of the Funds has elected to be treated as a  regulated  investment
company  under  Subchapter  M of 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.

         A regulated  investment  company  qualifying  under Subchapter M of the
Code  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
Discovery  Fund,  Global Bond Fund and  Emerging  Markets  Income Fund 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,  1996,  Global Bond Fund had a net tax basis  capital
loss carryforward of approximately  $10,171,000 which may be applied against any
realized net taxable  capital gains of each succeeding year until fully utilized
or until October 31, 2002  ($4,463,000),  and October 31, 2003  ($5,009,000) and
October 31, 2004 ($699,000),  the respective expiration dates,  whichever occurs
first.

         As of October  31,  1996,  Emerging  Markets  Income Fund had a net tax
basis capital loss carryforward of approximately  $________ which may be applied
against any realized net taxable  capital  gains of each  succeeding  year until
fully  utilized or until  October 31,  2002  ($1,611,000),  and October 31, 2003
($3,422,000), the respective expiration dates, 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 on Fund
shares by the  difference  between a pro rata share of such gains  owned and the
individual tax credit.

         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  Discovery  Fund's  gross  income.  To the  extent  that such
dividends  constitute  any of the Fund's gross  income,  a portion of the income
distributions  of the Fund will 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


                                       64
<PAGE>

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
$2,000 per individual for married  couples if only one spouse has earned income)
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.

         Global  Discovery 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


                                       65
<PAGE>

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.

         Equity options  (including options on stock and options on narrow-based
stock   indices)   written   or   purchased   by  Global   Discovery   Fund  and
over-the-counter  options on debt  securities  written or purchased by each 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
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  Discovery 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."  Mixed straddles are subject to the straddle rules of Section
1092 of the Code,  and may result in the  deferral of losses if the  non-Section
1256 position is in an unrealized gain at the end of a reporting period.

         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


                                       66
<PAGE>

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.

         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.

         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.

                                       67
<PAGE>

         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.

                             PORTFOLIO TRANSACTIONS

      (See "Fund organization--Investment adviser" in a Fund's prospectus.)

Brokerage Commissions

         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 Scudder Fund Accounting Corp.
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


                                       68
<PAGE>

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,  1996,  1995 and 1994,  Global
Discovery Fund paid brokerage  commissions of $________,  $587,657 and $730,119,
respectively. In the fiscal year ended October 31, 1996, the Fund paid brokerage
commissions of $________  (__% of the total  brokerage  commissions),  resulting
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  $________
(__% 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 year ended  October 31,
1995, Global Bond Fund paid no brokerage  commissions.  In the fiscal year ended
October 31, 1996, Global Bond Fund paid brokerage commissions of $_________.

         For the fiscal years ended October 31, 1995 and 1996,  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 (defined by the SEC
as the ratio of the lesser of sales or purchases to the monthly average value of
such securities owned during the year,  excluding 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, 1996 and 1995
were 335.7% and 272.4%, respectively. Global Discovery Fund's portfolio turnover
rates for the fiscal years ended October 31, 1996 and 1995 were 63.0% and 43.7%,
respectively.  Emerging Markets Income Fund's  portfolio  turnover rates for the
fiscal  years  ended  October  31,  1996  and  1995  were  430.07%  and  302.2%,
respectively.
    

         Economic and market  conditions may  necessitate  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.  Under normal  investment  conditions,  Global
Bond Fund's portfolio turnover rate is expected to exceed 200%.

                                 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


                                       69
<PAGE>

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.

         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 and 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 Discovery 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.

                                       70
<PAGE>

         Each Fund's fiscal year end is October 31.

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

         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 Fund Accounting  Corporation,  Two International Place, Boston,
Massachusetts, 02210-4103, a subsidiary of the Adviser, computes net asset value
for the Funds.

   
         Global  Discovery  Fund pays Scudder  Fund  Accounting  Corporation  an
annual  fee equal to  0.065% of the first  $150  million  of  average  daily net
assets,  0.040% of such assets in excess of $150 million,  0.020% of such assets
in excess of $1 billion,  plus holding and transaction charges for this service.
Scudder Fund Accounting  Corporation  charged Global Discovery Fund an aggregate
fee of  $189,560  and $63,829  for the fiscal  years ended  October 31, 1996 and
1995.

         Global Bond Fund and  Emerging  Markets  Income Fund each pays  Scudder
Fund  Accounting  Corporation  an annual  fee  equal to 0.08% of the first  $150
million of average  net assets,  0.06% of such assets in excess of $150  million
and  0.04% of such  assets  in excess of $1  billion.  Scudder  Fund  Accounting
Corporation  charged  Global Bond Fund an aggregate fee of $233,988 and Emerging
Markets  Income  Fund an  aggregate  fee of  $150,781  for the fiscal year ended
October 31, 1996.

         Scudder  Service  Corporation,  P.O.  Box 2291,  Boston,  Massachusetts
02107-2291,  a 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. Each Fund
pays Scudder Service  Corporation an annual fee for each account maintained as a
participant.  The fee incurred by Global  Discovery  Fund,  Global Bond Fund and
Emerging  Markets  Income Fund for the year ended  October 31, 1995  amounted to
$516,797,  $705,759 and  $251,205,  respectively.  A portion of the fee for each
Fund is unpaid at October 31, 1995. The fee incurred by Global  Discovery  Fund,
Global Bond Fund and Emerging Markets Income Fund for the year ended October 31,
1996  amounted  to  $514,910,  $478,160  and  $308,543,  respectively,  of which
$45,204, $34,371 and $29,059 is unpaid at October 31, 1996.

         Scudder  Trust   Company,   an  affiliate  of  the  Adviser,   provides
subaccounting  and  recordkeeping  services for shareholder  accounts in certain
retirement and employee benefit plans. Annual service fees are paid by the Funds
to  Scudder  Trust  Company,  Two  International  Place,  Boston,  Massachusetts
02110-4103 for such accounts. Each Fund pays Scudder Trust company an annual fee
of $17.55 per  shareholder  account.  Global  Discovery  Fund  incurred  fees of
$92,508,  of which  $16,738  is unpaid at October  31,  1996.  Global  Bond Fund
incurred  fees of  $14,129,  of which  $2,398  is unpaid at  October  31,  1996.
Emerging Markets Income Fund incurred fees of $15,749, of which $3,011 is unpaid
at October 31, 1996. The fee incurred by Global Discovery Fund, Global Bond Fund
and Emerging Markets Income Fund for the year ended October 31, 1995 amounted to
$77,281, $15,235 and $8,976, respectively.
    

         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 1933 Act 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.

                                       71
<PAGE>

                              FINANCIAL STATEMENTS

Scudder Global Discovery Fund

   
         The financial statements,  including the Investment Portfolio of Global
Discovery  Fund,  together  with the  Report  of  Independent  Accountants,  and
Financial Highlights, are incorporated by reference and attached hereto on pages
10 through 24, inclusive, in the Annual Report to Shareholders of the Fund dated
October 31, 1996,  and are deemed to be a part of this  Statement of  Additional
Information.
    

Scudder Global Bond Fund

   
         The financial statements,  including the Investment Portfolio of Global
Bond Fund,  together with the Report of Independent  Accountants,  and Financial
Highlights,  are  incorporated  by  reference  and  attached  hereto on pages 10
through 24,  inclusive,  in the Annual Report to  Shareholders of the Fund dated
October 31, 1996,  and are deemed to be a part of this  Statement of  Additional
Information.
    

Scudder 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 13 through  22,  inclusive,  in the  Annual  Report to
Shareholders  of the Fund dated October 31, 1996, and are deemed to be a part of
this Statement of Additional Information.
    



                                       72
<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>
Scudder
Emerging Markets
Income Fund

Annual Report
October 31, 1996

Pure No-Load(TM) Funds


For investors seeking high current income and, secondarily, long-term capital
appreciation through investment primarily in high-yielding debt securities
issued in emerging markets.

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

SCUDDER           (logo)

                                       
<PAGE>

                                Table of Contents

   2  In Brief
   3  Letter from the Fund's Chairman
   4  Performance Update
   5  Portfolio Summary
   6  Portfolio Management Discussion
   9  Investment Portfolio
  13  Financial Statements
  16  Financial Highlights
  17  Notes to Financial Statements
  22  Report of Independent Accountants
  23  Tax Information
  25  Officers and Directors
  26  Investment Products and Services
  27  How to Contact Scudder


                                    In Brief


o Emerging market bonds posted strong gains for the past 12 months as emerging
countries benefited from a favorable global environment and improving credit
fundamentals.

o Reflecting this favorable environment, Scudder Emerging Markets Income Fund
posted a 39.78% total return for its most recent fiscal year ended October 31,
1996. This return exceeds the 36.46% total return of the J.P. Morgan Composite
Emerging Markets Bond/Latin Eurobond Index over the same time period. The Fund
closed its fiscal year with a 30-day net annualized yield of 9.03%.

o The Fund continues to maintain a liquid, diversified portfolio -- with bonds
issued in Latin America, central and eastern Europe, the Middle East, northern
Africa, and Asia -- that we believe is well positioned to benefit from the
improving balance sheets of emerging countries while earning a higher level of
current income.



                    2 - Scudder Emerging Markets Income Fund
<PAGE>



                         Letter From the Fund's Chairman

Dear Shareholders,

     We hope you enjoy our newly redesigned shareholder report. The new format,
which is being gradually introduced for all Scudder funds, is designed to
enhance the usefulness and readability of the reports.
Let us know what you think.

     We are pleased to report on Scudder Emerging Markets Income Fund's
performance over its most recent fiscal year. The Fund posted a strong total
return of 39.78% over the 12 months ended October 31 as sovereign bonds issued
by emerging countries benefited from ample global liquidity, improving country
fundamentals, and heightened interest from non-traditional market participants
worldwide. The Fund continues to pursue a strategy of broad diversification and
careful security selection. Please read the discussion beginning on page 6 for
more information on the Fund's portfolio strategy and country allocations.

     We would like to take this opportunity to highlight some additions made
this fall to the Scudder Family of Funds. Scudder 21st Century Growth Fund seeks
long-term growth by investing primarily in the securities of emerging growth
companies poised to be leaders in the 21st century. Scudder Classic Growth Fund
seeks long-term growth by investing primarily in common stocks of medium to
large U.S. companies; additionally, it seeks to keep the value of its shares
more stable than the typical capital growth mutual fund. Most recently, we
introduced the Scudder Pathway Series, four portfolios -- Conservative,
Balanced, Growth, and International -- which each comprise five or more Scudder
funds and which together are designed to meet a range of investor needs. For
more information on these and other Scudder products and services, please see
page 26.

     Thank you for your continued investment in Scudder Emerging Markets Income
Fund. Please do not hesitate to call Scudder Investor Information at
1-800-225-2470 with any questions regarding your account.

     Sincerely,

     /s/Daniel Pierce
     Daniel Pierce
     Chairman,
     Scudder Emerging Markets Income Fund



                    3 - Scudder Emerging Markets Income Fund
<PAGE>

 
PERFORMANCE UPDATE as of October 31, 1996
- ----------------------------------------------------------------
FUND INDEX COMPARISONS
- ----------------------------------------------------------------

                       Total Return
Period      Growth    --------------
Ended         of                Average
10/31/96    $10,000  Cumulative  Annual
- --------------------------------------
SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------
1 Year      $13,978    39.78%   39.78%
Life of 
Fund*       $13,951    39.51%   12.46%
- --------------------------------------
JP MORGAN COMPOSITE EMERGING MARKETS
BOND/LATIN EUROBOND INDEX
- --------------------------------------
1 Year      $13,646   36.46%    36.46%
Life of
Fund*       $12,909   29.09%     9.44%
- --------------------------------------
*The Fund commenced operations on December 31, 1993.
 Index comparisons begin December 31, 1993.

- -----------------------------------------------------------------
GROWTH OF A $10,000 INVESTMENT
- ----------------------------------------------------------------- 
 
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 MARKET INCOME FUND
Year            Amount
- ----------------------
12/93*         $10000
4/94           $ 8962
10/94          $ 9646
4/95           $ 8858
10/95          $ 9980
4/96           $12131 
10/96          $13951

JP MORGAN COMPOSITE EMERGING MARKETS
BOND/LATIN EUROBOND INDEX
Year            Amount
- ----------------------
12/93*         $10000
4/94           $ 8314
10/94          $ 8771
4/95           $ 8149
10/95          $ 9460
4/96           $11351
10/96          $12909

The unmanaged JP Morgan 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 five countries in Latin America, plus Bulgaria, Nigeria, the 
Philippines and Poland. 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.

YEARLY PERIODS ENDED OCTOBER 31 

                        1994*    1995    1996
NET ASSET VALUE...     $11.05   $10.26  $12.98 
INCOME DIVIDENDS..     $  .51   $ 1.11  $ 1.19 
FUND TOTAL 
RETURN (%)........      -3.54     3.46   39.78
INDEX TOTAL
RETURN (%)........     -12.23     7.85   36.46


Performance is historical and 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
for the one year and life of Fund periods would have been lower.
                                       

                    4 - Scudder Emerging Markets Income Fund
<PAGE>


PORTFOLIO SUMMARY as of October 31, 1996
- ---------------------------------------------------------------------------
DIVERSIFICATION
- ---------------------------------------------------------------------------
Debt Obligations                   99%             
Cash Equivalents                    1%
- --------------------------------------                               
                                  100%
- --------------------------------------                                 

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

The majority of Fund assets continue to be
invested in sovereign debt obligations because 
of their attractive yields and higher credit 
quality versus many emerging market corporate bonds.
- --------------------------------------------------------------------------
GEOGRAPHICAL EXPOSURE
(Excludes 1% Cash Equivalents)
- --------------------------------------------------------------------------
Brazil                                    26%             
Mexico                                    19%              
Venezuela                                 12%              
Argentina                                 12%      
Ecuador                                    9%
Morocco                                    5%
Panama                                     5%
Philippines                                4%
Poland                                     2%
Other                                      6%        
- ---------------------------------------------                               
                                         100%
- ---------------------------------------------                         
                                       
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

We temporarily reduced our Latin American
holdings to take some profits and then rebuilt
them as we continued to note favorable economic
signals in many Latin American countries.
- --------------------------------------------------------------------------
CURRENCY EXPOSURE
(Excludes 1% Cash Equivalents)
- --------------------------------------------------------------------------
United States                             92%             
Mexico                                     3%              
New Zealand                                2%
Argentina                                  2%  
Chile                                      1%
- ---------------------------------------------                               
                                         100%
- ---------------------------------------------                         
                                               
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

The Fund invests primarily in
dollar-denominated sovereign issues.
- --------------------------------------------------------------------------
Average Life
(Excludes 1% Cash Equivalents)
- --------------------------------------------------------------------------
0 - 3 years                                7%
3 - 5 years                                1%
5 - 10 years                              36%
Greater than 10 years                     56%
- ---------------------------------------------                               
                                         100%
- ---------------------------------------------                         
                                              
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

The Fund continues to hold a large percentage
of longer-duration bonds to capitalize on the 
current trend of improving prices and declining 
yields in the emerging markets.                            
- -----------------------------------------------------------------------------
For more complete details about the Fund's investment portfolio,
see page 9. A monthly Investment Portfolio Summary and quarterly Portfolio
Holdings are available upon request.


                    5 - Scudder Emerging Markets Income Fund
<PAGE>

                         Portfolio Management Discussion

Dear Shareholders,

Three important trends helped emerging country bonds to perform extremely well
during Scudder Emerging Markets Income Fund's most recent fiscal year: a
favorable global environment of slow growth and low interest rates in OECD
countries, the improving credit quality of emerging countries, and increased
investor interest in emerging markets.

Scudder Emerging Markets Income Fund posted a strong 39.78% total return for its
most recent fiscal year ended October 31, 1996. This return exceeds the 36.46%
total return of the unmanaged J.P. Morgan Composite Emerging Markets Bond/Latin
Eurobond Index over the same time period. Contributing to the Fund's impressive
showing were a net asset value increase from $10.26 to $12.98 during the period,
and income distributions totaling $1.19. The Fund's yield, 9.03% as of October
31, remains attractive to investors.

                    Improved Balance Sheets and Fiscal Reform

Following difficult market conditions at the start of 1995, the picture for
emerging market bonds has become very positive. Over the past 12 months,
investors have returned to emerging market bonds in great numbers. European
funds, pension funds, insurance companies, local retail investors, emerging
country governments, and even high yield bond funds -- which typically purchase
only domestic corporate bonds -- have been attracted to this market because of
nearly across-the-board improvements in credit fundamentals among emerging
market countries. Following Poland's credit upgrade to investment grade last
February, several other countries, notably the Philippines and Venezuela, seem
poised for upgrades of their own. (Emerging countries such as Morocco, Panama,
and Croatia are seeking their initial credit rating.) In addition, investors
seeking higher yields are increasingly looking to emerging markets because of
their high yield relative to U.S. Treasuries.

For our overall strategy, we continue to maintain a liquid, diversified
portfolio that is well positioned to benefit from the improved economic picture
in many emerging countries while at the same time earning a high level of
current income. Region, country, and security selection remained extremely
important for the Fund as the decoupling of emerging markets from the U.S.
Treasury market continued and investors discriminated more closely among
emerging markets offerings during the period.

With respect to regional allocation, Latin America represented nearly 81% of the
Fund's holdings as of October 31, 1996, an increase from 74% one year ago.
During the past fiscal year our Latin American holdings were reduced for a time
as we took some profits but then were rebuilt as we continued to note favorable
economic signals in many Latin American countries. The Fund's core holdings in
Latin America are Brazil (25% of investments), followed by Mexico (19%),
Venezuela (12%), Argentina (12%), and Ecuador (9%). Brazil continues to make
slow but steady progress toward greater fiscal and administrative reform. These
steps are designed to reduce bureaucracy, shrink government expenditures, and



                    6 - Scudder Emerging Markets Income Fund
<PAGE>



enhance the performance of the country's capital markets. Such progress, along
with continuing tax and social security reform, makes Brazil's debt attractive
for investors.

Similar reforms are occurring in Mexico and Argentina. We increased our holdings
in Mexico over the period as the country's austerity and export programs began
to show results in an increase in bank reserves and a decline in inflation.
Mexico also reduced its debt service during the period by swapping high interest
Brady Bonds for lower coupon debt. In Argentina, progress on fiscal reform and
tax collection continues, but we reduced our holdings in October because of
potential volatility resulting from former Finance Minister Cavallo's charges of
government corruption.

We increased our position in Venezuelan bonds over the course of the period as
that country's prospects continue to brighten. Venezuela has benefited from a
substantial increase in oil revenues stemming from higher energy prices. These
revenues boosted the country's international reserves to $14 billion and enabled
the government to earmark substantial assets for debt service. We foresee
further progress in Venezuela given that country's increased privatization
efforts and the prospect of substantial debt retirement through government
buybacks.

We continue to diversify the Fund's holdings through investments in Eastern
Europe, Asia, and Africa. Additionally, during the year we chose to decrease the
interest rate sensitivity of the portfolio because of our concerns over the
direction of U.S. interest rates. As of October 31, 1996 we had reduced
fixed-rate instruments to 33% of investments from 37% a year earlier and
increased floating rate instruments (in general, assets with coupons that reset
every six months in relation to the London Interbank Offered Rate, or LIBOR) to
65% of investments from 60% 12 months before. This strategy worked to the Fund's
advantage as floating-rate securities in the Fund's portfolio outperformed
fixed-rate instruments over the 12-month period, with average total returns of
42.1% and 37.6%, respectively. The majority of Fund assets continue to be
invested in dollar-denominated sovereign debt obligations because of their
attractive yields versus many emerging market corporate bonds. On October 31,
1996, sovereign securities represented 99% of debt obligations with the
remaining 1% invested in corporate debt instruments.


                                   Our Outlook

We believe improving credit fundamentals in many of the underlying countries
will remain the prevailing theme in emerging markets for some time to come. But
an ever-widening investor base, a significant yield advantage over other asset
classes, and ample global liquidity should also continue to create a positive
environment for emerging market debt over the coming months.


                    7 - Scudder Emerging Markets Income Fund
<PAGE>

We thank you for investing in Scudder Emerging Markets Income Fund. As portfolio
managers, we will continue to search for opportunities to provide high current
income and long-term capital appreciation for our shareholders.


Sincerely,

Your Portfolio Management Team


/s/Susan E. Gray                 /s/Maria Isabel Saltzman
Susan E. Gray                    M. Isabel Saltzman


                      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. Scudder believes its team approach benefits Fund investors by
  bringing together many disciplines and leveraging Scudder's extensive
  resources.

  Lead Portfolio Manager Susan E. Gray assumed responsibility for the Fund's
  investment strategies and day-to-day management in 1996. Susan, who has over
  six years of investment experience in emerging markets, joined the Fund's team
  in 1994 and has worked at Scudder since 1987. M. Isabel Saltzman, Portfolio
  Manager, assists with the development and execution of investment strategy.
  Isabel, who joined Scudder in 1990, has been involved in foreign finance and
  investing since 1979 and contributes special expertise in Latin America.


                    8 - Scudder Emerging Markets Income Fund
<PAGE>


                   Investment Portfolio as of October 31, 1996

<TABLE>
<CAPTION>
                                                                                       Principal      Market
                                                                                      Amount ($) (b) Value ($)
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>     <C>        <C>
Repurchase Agreements 1.0%
- ----------------------------------------------------------------------------------------------------------------
Repurchase Agreement with Donaldson, Lufkin & Jenrette dated 10/31/96 
  at 5.52%, to be repurchased at $2,822,433 on 11/1/96, collateralized                               -----------
  by a $2,610,000 U.S. Treasury Note, 8.5%, 2/15/00 (Cost $2,822,000) .....               2,822,000    2,822,000
                                                                                                     -----------
Short-Term Debt 7.2%
- ----------------------------------------------------------------------------------------------------------------
Argentina 1.7%

Letras del Tesoro (Argentine Republic Treasury Bill), 1/17/97 (c) .........       ARP     5,000,000    4,920,787
                                                                                                     -----------
Chile 0.6%

Citibank Time Deposit linked to Chilean Peso, 13%, 5/28/97 ................       CLP   715,487,500    1,692,950
                                                                                                     -----------

Mexico 2.8%

Certificados de la Tesoreria, 12/19/96 ....................................       MXN    18,000,000    2,172,301

Certificados de la Tesoreria, 1/9/97 ......................................       MXN    21,538,460    2,554,888

Certificados de la Tesoreria, 1/16/97 .....................................       MXN    13,079,070    1,542,904

Certificados de la Tesoreria, 1/23/97 .....................................       MXN    15,944,060    1,870,676
                                                                                                     -----------
                                                                                                       8,140,769
                                                                                                     -----------
New Zealand 2.1%

New Zealand Treasury Bill, 11/6/96 ........................................       NZD     8,800,000    6,214,715
- ----------------------------------------------------------------------------------------------------------------
Total  Short-Term Debt (Cost $20,937,713) .................................                           20,969,221
- ----------------------------------------------------------------------------------------------------------------

Debt Obligations 91.7%
- ----------------------------------------------------------------------------------------------------------------
Argentina 10.1%

Argentine Republic, Floating Rate Bond, Series L, LIBOR plus .8125% 
  (6.625%), 3/31/05 .......................................................              15,680,000   12,936,000

Argentine Republic, Collateralized Par Bond, Series L, Step-up Coupon, 
  5.25%, 3/31/23 ..........................................................              27,850,000   16,605,562
                                                                                                      ----------
                                                                                                      29,541,562
                                                                                                      ----------
Brazil 25.3%

Federative Republic of Brazil, Eligible Interest Bond, LIBOR plus .8125% 
  (6.5%), 4/15/06 .........................................................              13,500,000   11,475,000

Federative Republic of Brazil, Floating Rate Interest Reduction Bond, 
  Step-up Coupon, 4.5%, 4/15/09 ...........................................              17,000,000   11,730,000

Federative Republic of Brazil Investment Bond, Exit Bond, 6%, 9/15/13 .....               5,500,000    3,774,375

Federative Republic of Brazil C Bond, 4.5% with 3.5% Interest 
  Capitalization, 4/15/14 .................................................              32,566,535   22,552,325

Federative Republic of Brazil, Collateralized Discount Bond, Floating 
  Rate Bond, LIBOR plus .8125% (6.5%), 4/15/24 ............................              33,250,000   24,521,875
                                                                                                      ----------
                                                                                                      74,053,575
                                                                                                      ----------

Costa Rica 0.0%

Banco Central de Costa Rica Principal B, 6.25%, 5/21/15 ...................                 200,000      147,000
                                                                                                      ----------

Croatia 0.6%

Republic of Croatia, Floating Rate Note, Series A,  LIBOR plus .8125% 
  (6.875%), 7/30/10 .......................................................               1,750,000    1,625,313
                                                                                                      ----------
</TABLE>

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

                   9 -- SCUDDER EMERGING MARKETS INCOME FUND
<PAGE>

<TABLE>
<CAPTION>
                                                                                       Principal      Market
                                                                                      Amount ($) (b) Value ($)
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>     <C>        <C>

Ecuador 9.3%

Republic of Ecuador (Bearer), Past Due Interest Bond, Floating Rate Bond, 
  LIBOR plus .8125%, 3% with 3.5% Interest Capitalization, 2/27/15 ........              32,250,429   18,019,927

Republic of Ecuador, Past Due Interest Bond, Floating Rate Bond, LIBOR 
  plus .8125%, 3% with 3.5% Interest Capitalization, 2/27/15 ..............               6,873,035    3,840,308

Republic of Ecuador, Collateralized Discount Bond, Floating Rate Bond, 
  LIBOR plus .8125% (6.5%), 2/28/25 .......................................               8,250,000    5,445,000
                                                                                                      ----------
                                                                                                      27,305,235
                                                                                                      ----------

Mexico 15.9%

United Mexican States, Collateralized Discount Bond, (Detachable Oil 
  Priced Indexed Value Recovery Rights), Series A, LIBOR plus .8125% 
  (6.453%),12/31/19 .......................................................               8,500,000    6,991,250

United Mexican States, Collateralized Discount Bond, (Detachable Oil 
  Priced Indexed Value Recovery Rights), Series B, LIBOR plus .8125% 
  (6.391%), 12/31/19 ......................................................               15,250,000  12,543,125

United Mexican States, Collateralized Discount Bond, (Detachable Oil 
  Priced Indexed Value Recovery Rights), Series D, LIBOR plus .8125% 
  (6.453%), 12/31/19 ......................................................                2,250,000   1,850,625

United Mexican States, Collateralized Par Bond, (Detachable Oil Priced 
  Indexed Value Recovery Rights), Series A, 6.25%, 12/31/19 ...............                8,750,000   6,152,344

United Mexican States, Collateralized Par Bond, (Detachable Oil Priced 
  Indexed Value Recovery Rights), Series B, 6.25%, 12/31/19 (c) ...........               13,250,000   9,316,406

United Mexican States, 11.5%, 5/15/26 (c) .................................                9,750,000   9,740,250
                                                                                                      ----------
                                                                                                      46,594,000
                                                                                                      ----------

Morocco 5.1%

Kingdom of Morocco, Restructuring and Consolidation Agreement, Tranche A,
  LIBOR plus .8125% (6.438%), 1/1/09 (d) ..................................              18,850,000   14,915,063
                                                                                                      ----------

Panama 4.8%

Republic of Panama, Interest Reduction Bond, Step-up Coupon, 3.5%, 7/17/14               16,000,000   10,520,000

Republic of Panama, Past-due Interest Bond, LIBOR plus .8125%, 4% with 2.5%
  Interest Capitalization, 7/17/16 ........................................               4,750,000    3,532,813
                                                                                                      ----------
                                                                                                      14,052,813
                                                                                                      ----------

Philippines 4.3%

Republic of the Philippines, New Money Bond, LIBOR plus .8125% (6.563%), 
  1/5/05 ..................................................................               1,750,000    1,706,250

Republic of the Philippines, Debt Conversion Bond, LIBOR plus .8125% 
  (6.438%), 12/1/09 .......................................................               1,750,000    1,675,625

Republic of the Philippines, 8.75%, 10/7/16 ...............................               9,522,000    9,319,658
                                                                                                      ----------
                                                                                                      12,701,533
                                                                                                      ----------

Poland 2.4%

Republic of Poland, Collateralized Discount Bond, LIBOR plus .8125% (6.5%), 
  10/27/24 ................................................................               7,500,000    7,162,500
                                                                                                      ----------

Russia 1.9%

Vnesheconombank, Bilateral Non-performing Loan Agreement, 12/31/96 * (d) ..               7,750,000    5,686,563
                                                                                                      ----------
</TABLE>

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

                   10 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>


<TABLE>
<CAPTION>
                                                                                       Principal      Market
                                                                                      Amount ($) (b) Value ($)
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>     <C>        <C>
Venezuela 12.0%

Republic of Venezuela, Front Loaded Interest Reduction Bond, Series A,  
  LIBOR plus .875% (6.625%), 3/31/07 .....................................                6,250,000    5,203,125

Republic of Venezuela, Front Loaded Interest Reduction Bond, Series B,  
  LIBOR plus .875% (6.5%), 3/31/07 .......................................                4,500,000    3,746,250

Republic of Venezuela, Debt Conversion Bond, Floating Rate Bond, Series DL,
  LIBOR plus .875% (6.625%), 12/18/07 ....................................               32,000,000   26,280,000
                                                                                                     -----------
                                                                                                      35,229,375
- ----------------------------------------------------------------------------------------------------------------
Total Debt Obligations (Cost $255,248,971)                                                           269,014,532
- ----------------------------------------------------------------------------------------------------------------

                                                                                            Shares
- ----------------------------------------------------------------------------------------------------------------
Preferred Stocks 0.0%
- ----------------------------------------------------------------------------------------------------------------
Argentina

Nortel Inversora "A" (ADR) (Telecommunication services) (e) (Cost $75,709)                    7,805       96,860
                                                                                                     -----------

                                                                                       Principal
                                                                                      Amount ($) (b)
- ----------------------------------------------------------------------------------------------------------------
Purchased Option 0.1%
- ----------------------------------------------------------------------------------------------------------------
Put Option on Ecuador Past Due Interest Bond, expires 11/4/96 ............               16,458,289      164,583

Put Option on New Zealand Dollars, strike price .68, expiration date 11/5/96     NZD      8,800,000           --
- ----------------------------------------------------------------------------------------------------------------
Total Purchased Options (Cost $254,307)                                                                  164,583
- ----------------------------------------------------------------------------------------------------------------

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

- ----------------------------------------------------------------------------------------------------------------
Total Investment Portfolio - 100.0% (Cost $279,338,700) (a)                                          293,067,196
- ----------------------------------------------------------------------------------------------------------------
</TABLE>

    * Non-income producing security.

  (a) The cost for federal income tax purposes was $279,806,826. At October 31,
      1996, net unrealized appreciation for all securities based on tax cost was
      $13,260,370. This consisted of aggregate gross unrealized appreciation for
      all securities in which there was an excess of market value over tax cost
      of $14,252,172 and aggregate gross unrealized depreciation for all
      securities in which there was an excess of tax cost over market value of
      $991,802.

  (b) Principal amount is stated in U.S. dollars unless otherwise noted.

  (c) At October 31, 1996, these securities, in whole or in part, have been
      segregated to cover loan participation and when-issued securities.

  (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 are typically purchased on a forward delivery basis
      (Note A), some of which remain unsettled, in whole or in part, at October
      31, 1996.

  (e) Security valued in good faith by the Valuation Committee of the Board of
      Directors. The cost of this security at October 31, 1996 aggregated
      $75,709. See Note A of the Notes to Financial Statements.

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

                   11 -- SCUDDER EMERGING MARKETS INCOME FUND


<PAGE>


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

      Transactions in written call options during the year ended October 31,
1996 were:

<TABLE>
<CAPTION>
                                                                                        Premiums
                                                         Principal Amount             Received ($)
                                                       --------------------------------------------------
       <S>                                                       <C>                      <C>
       Outstanding at
           October 31, 1995 .........................             1,255,000                 11,107
           Contracts written ........................             8,800,000                 19,360
           Contracts closed .........................            (8,800,000)               (19,360)
           Contracts expired ........................            (1,255,000)               (11,107)
                                                       --------------------------------------------------
       Outstanding at
           October 31, 1996 .........................                    --                     --
                                                                ===========              =========
- ---------------------------------------------------------------------------------------------------------
</TABLE>

      Currency Abbreviations
      MXN      Mexican Peso                 CLP      Chilean Peso
      NZD      New Zealand Dollar           ARP      Argentine Peso


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

                   12 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>

                                           Financial Statements


                                   Statement of Assets and Liabilities

                                          as of October 31, 1996

<TABLE>
<S>               <C>                                                                        <C>
Assets
- ---------------------------------------------------------------------------------------------------------------------------
                  Investments, at market (identified cost $279,338,700) (Note A) .....       $ 293,067,196
                  Cash ...............................................................                 399
                  Receivable for investments sold ....................................          10,101,013
                  Receivable for when-issued and forward delivery securities (Note A)            5,232,813
                  Receivable for loan participations sold (Note A) ...................           5,758,569
                  Interest receivable ................................................           4,788,868
                  Receivable for Fund shares sold ....................................             502,928
                  Deferred organization expenses (Note A) ............................              33,265
                  Net receivable on closed forward currency exchange contracts (Note A)              9,526
                                                                                             ----------------
                   Total assets ......................................................          319,494,577
                                                                                             ----------------
 Liabilities
 ----------------------------------------------------------------------------------------------------------------------------
                  Payable for investments purchased ..................................       $   5,772,013
                  Payable for when-issued and forward delivery securities (Note A) ...           5,024,128
                  Payable for loan participations purchased (Note A) .................           3,283,338
                  Payable for Fund shares redeemed ...................................             360,954
                  Accrued management fee (Note C) ....................................             269,385
                  Other accrued expenses (Note C) ....................................             176,775
                                                                                             ----------------
                  Total liabilities ..................................................          14,886,593
                  -------------------------------------------------------------------------------------------
                  Net assets, at market value ........................................       $ 304,607,984
                  -------------------------------------------------------------------------------------------
 Net Assets
 ----------------------------------------------------------------------------------------------------------------------------
                  Net assets consist of:
                  Undistributed net investment income ................................              226,767 
                  Unrealized appreciation (depreciation) on:
                     Investments .....................................................          13,728,496
                     Foreign currency related transactions ...........................            (166,942)
                  Accumulated net realized gain ......................................          30,276,620
                  Paid-in capital ....................................................         260,543,043
                  -------------------------------------------------------------------------------------------
                  Net assets, at market value ........................................       $ 304,607,984
                  -------------------------------------------------------------------------------------------
 Net Asset Value
  ----------------------------------------------------------------------------------------------------------------------------
                  Net Asset Value, offering and redemption price per share
                  ($304,607,984 / 23,465,219 shares of capital stock outstanding,            ----------------
                  $.01 par value, 100,000,000 shares authorized) .....................              $12.98
                                                                                             ----------------
</TABLE>

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

                   13 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>

                                         Statement of Operations

                                        year ended October 31, 1996

<TABLE>
<S>                                                                                          <C>
Investment Income
 ------------------------------------------------------------------------------------------------------------------------------
                  Interest ....................................................              $  27,886,760
                  Dividend ....................................................                     13,291
                                                                                             -----------------
                                                                                               27,900,051
                                                                                             -----------------
                  Expenses:
                  Management fee (Note C) .....................................              $   2,427,833
                  Services to shareholders (Note C) ...........................                    390,701
                  Directors' fees and expenses (Note C) .......................                     50,465
                  Custodian and accounting fees (Note C) ......................                    357,865
                  Auditing ....................................................                     96,186
                  Reports to shareholders .....................................                     54,202
                  Federal registration ........................................                     36,421
                  State registration ..........................................                     33,478
                  Legal .......................................................                     18,678
                  Amortization of organization expense (Note A) ...............                     15,351
                  Other .......................................................                     44,626
                                                                                             -----------------
                  Total expenses before reductions ............................                  3,525,806
                  Expense reductions (Note C) .................................                    (31,566)
                                                                                             -----------------
                  Expenses, net ...............................................                  3,494,240
                  -------------------------------------------------------------------------------------------
                  Net investment income .......................................                 24,405,811
                  -------------------------------------------------------------------------------------------

Realized and unrealized gain (loss) on investment transactions
- ------------------------------------------------------------------------------------------------------------------------------
                  Net realized gain (loss) from:
                  Investments .................................................                 36,001,161
                  Written options .............................................                        880
                  Foreign currency related transactions .......................                   (324,667)
                                                                                             -----------------
                                                                                                35,677,374
                  Net unrealized appreciation (depreciation) during the period
                   on:
                  Investments .................................................                 15,207,065
                  Written options .............................................                     13,215
                  Foreign currency related transactions .......................                  (108,377)
                                                                                             -----------------
                                                                                                15,111,903
                                                                                             -----------------
                  Net gain on investment transactions .........................                 50,789,277
                  -------------------------------------------------------------------------------------------
                  Net increase in net assets resulting from operations ........              $  75,195,088
                  -------------------------------------------------------------------------------------------
</TABLE>

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

                   14 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>


                       Statements of Changes in Net Assets


<TABLE>
<CAPTION>
                                                                                   Years Ended October 31,
Increase (Decrease) in Net Assets                                                   1996            1995
- ------------------------------------------------------------------------------------------------------------------------------
                  <S>                                                            <C>             <C>
                  Operations:
                  Net investment income .......................................  $ 24,405,811    $ 16,109,985
                  Net realized gain (loss) from investment transactions .......    35,677,374      (5,133,869)
                  Net unrealized appreciation (depreciation) on investment
                     transactions during the period ...........................    15,111,903         (77,188)
                                                                                 --------------  --------------
                  Net increase in net assets resulting from operations ........    75,195,088      10,898,928
                                                                                 --------------  --------------
                  Distributions to shareholders from net investment income ....   (23,976,386)    (14,649,724)
                                                                                 --------------  --------------
                  Fund share transactions:
                  Proceeds from shares sold ...................................   265,528,712     141,506,487
                  Net asset value of shares issued to shareholders in
                     reinvestment of distributions ............................    20,013,011      12,247,689
                  Cost of shares redeemed .....................................  (201,555,242)    (75,352,525)
                                                                                 --------------  --------------
                  Net increase in net assets from Fund share transactions .....    83,986,481      78,401,651
                                                                                 --------------  --------------
                  Increase in net assets ......................................   135,205,183      74,650,855
                  Net assets at beginning of period ...........................   169,402,801      94,751,946
                                                                                 
                  Net assets at end of period (including undistributed net       --------------  --------------
                     investment income of $226,767 and $613,098, respectively)   $304,607,984    $169,402,801
                                                                                 --------------  --------------
 Other Information
 ------------------------------------------------------------------------------------------------------------------------------
                  Increase (decrease) in Fund shares
                  Shares outstanding at beginning of period ...................    16,511,433       8,577,789
                                                                                 --------------  --------------
                  Shares sold .................................................    22,121,034      14,123,224
                  Shares issued to shareholders in reinvestment of
                     distributions ............................................     1,624,014       1,216,165
                  Shares redeemed .............................................   (16,851,262)     (7,405,745)
                                                                                 --------------  --------------
                  Net increase in Fund shares .................................     6,953,786       7,933,644
                                                                                 --------------  --------------
                  Shares outstanding at end of period .........................    23,465,219      16,511,433
                                                                                 --------------  --------------
</TABLE>

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


                   15 -- SCUDDER EMERGING MARKETS INCOME FUND

<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>
<CAPTION>
                                                                                      For the Period  
                                                                                    December 31, 1993 
                                                                                     (commencement of 
                                                                                      operations) to  
                                                        Years Ended October 31,        October 31,    
                                                       1996 (a)          1995              1994       
 ----------------------------------------------------------------------------------------------------
 <S>                                                    <C>             <C>              <C>
 Net asset value, beginning of period ...............   $10.26          $11.05           $12.00
                                                        ---------------------------------------------
 Income from investment operations:
 Net investment income ..............................     1.20            1.14             0.60
 Net realized and unrealized gain (loss) on
    investments .....................................     2.71           (.82)            (1.04)
                                                        ---------------------------------------------
 Total from investment operations ...................     3.91             .32             (.44)
                                                        ---------------------------------------------
 Less distributions from net investment income ......   (1.19)          (1.11)             (.51)
                                                        ---------------------------------------------
 Net asset value, end of period .....................   $12.98          $10.26           $11.05
 ----------------------------------------------------------------------------------------------------
 Total Return (%) ...................................    39.78            3.46            (3.54)**
 Ratios and Supplemental Data
 Net assets, end of period ($ millions) .............      305             169               95
 Ratio of operating expenses, net to average daily
    net assets (%) (a) ..............................     1.44            1.50             1.50*
 Ratio of operating expense before expense
    reductions, to average daily net assets (%) .....     1.45            1.68             2.23*
 Ratio of net investment income to average daily
    net assets (%) .................................     10.05           12.83             9.17*
 Portfolio turnover rate (%)                            430.0(b)        302.2            180.6*
</TABLE>

  (a) Based on monthly average shares outstanding during the period. 

  (b) Economic and market conditions necessitated more active trading, resulting
      in a higher portfolio turnover rate. 

  *   Annualized 

  **  Not annualized


                   16 -- SCUDDER EMERGING MARKETS INCOME FUND

<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 Fund's financial statements are prepared in accordance with generally
accepted accounting principles which require the use of management estimates.
The policies described below are followed consistently by the Fund in the
preparation of its financial statements.

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.

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 $96,860 (.03% of net assets) and have been noted in the investment
portfolio as of October 31, 1996. Their values have been estimated by the Board
of Directors in the absence of readily ascertainable market values. However,
because of the inherent uncertainty of valuation, those estimated values may
differ significantly from the values that would have been used had a ready
market for the securities existed, and the difference could be material.

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 is equal to at least 100.5% of the resale
price.

Options. An option contract is a contract in which the writer of the option
grants the buyer of the option the right to purchase from (call option), or sell
to (put option), the writer a designated instrument at a specified price within
a specified period of time. Certain options, including options on indices, will
require cash settlement by the Fund if the option is exercised. During the year
ended October 31, 1996, the Fund purchased put options on securities and
currencies as a hedge against potential adverse price movements in the value of
portfolio assets.

If the Fund writes an option and 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 Fund elects to close out the
option it would recognize a gain or loss based on the difference between the
cost of closing the option and the initial premium received. If the Fund
purchased an option and allows the option to expire it would realize a loss to
the extent of the premium paid. If the Fund elects to close out the option it
would recognize a gain or loss equal to the difference between the cost of
acquiring the option and the amount realized upon the sale of the option.

The gain or loss recognized by the Fund upon the exercise of a written call or
purchased put option is adjusted for the amount of option premium. If a written
put or purchased call option is exercised the Fund's cost basis of the acquired
security or currency would be the exercise price adjusted for the amount of the
option premium.


                   17 -- SCUDDER EMERGING MARKETS INCOME FUND
<PAGE>

The liability representing the Fund's obligation under an exchange traded
written option or investment in a purchased 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 (bid for purchased options) if no bid
and asked price are available. Over-the-counter written or purchased options are
valued using dealer supplied quotations.

When the Fund writes a covered call option, the Fund foregoes, in exchange for
the 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. When the Fund writes a put option it accepts the risk of a decline in the
market value of the underlying security or currency below the exercise price.
Over-the-counter options have the risk of the potential inability of
counterparties to meet the terms of their contracts. The Fund's maximum exposure
to purchased options is limited to the premium initially paid. In addition,
certain risks may arise upon entering into option contracts including the risk
that an illiquid secondary market will limit the Fund's ability to close out an
option contract prior to the expiration date and, that a change in the value of
the option contract may not correlate exactly with changes in the value of the
securities or currencies hedged.

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.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange
contract (forward contract) is a commitment to purchase or sell a foreign
currency at the settlement date at a negotiated rate. During the period, the
Fund utilized forward contracts as a hedge in connection with portfolio
purchases and sales of securities denominated in foreign currencies and as a
hedge against changes in exchange rates relating to foreign currency denominated
assets.

Forward contracts are valued at the prevailing forward exchange rate of the
underlying currencies and unrealized gain/loss is recorded daily. Forward
contracts having the same settlement date and broker are offset and any gain
(loss) is realized on the date of offset; otherwise, gain (loss) is realized on
settlement date. Realized and unrealized gains and losses which represent the
difference between the value of the forward contract to buy and the forward
contract to sell are included in net realized and unrealized gain (loss) from
foreign currency related transactions.

Certain risks may arise upon entering into forward contracts from the potential
inability of counterparties to meet the terms of their contracts. Additionally,
when utilizing forward contracts to hedge, the Fund gives up the opportunity to
profit from favorable exchange rate movements during the term of the contract.


                   18 -- SCUDDER EMERGING MARKETS INCOME FUND
<PAGE>

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.

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.

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 of net realized gains 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 year ended October 31, 1996, purchases and sales (including maturities)
of investment securities (excluding short-term investments) aggregated
$983,538,295 and $918,913,514, respectively.


                   19 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>

                               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 net 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 29, 1996, 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 year ended October 31, 1996, the Adviser did not impose a
portion of its fee amounting to $31,566, and the portion imposed amounted to
$2,396,267 of which $269,385 is unpaid at October 31, 1996.

Scudder Service Corporation ("SSC"), a subsidiary of the Adviser, is the
transfer, dividend paying and shareholder service agent for the Fund. For the
year ended October 31, 1996, the amount charged to the Fund by SSC aggregated
$308,543, of which $29,059 is unpaid at October 31, 1996.

Scudder Trust Company ("STC"), a subsidiary of the Adviser, provides
recordkeeping and other services in connection with certain retirement and
employee benefit plans invested in the Fund. For the year ended October 31,
1996, the amount charged to the Fund by STC aggregated $15,479, of which $3,011
is unpaid at October 31, 1996.

Effective February 1, 1996, Scudder Fund Accounting Corporation ("SFAC"), a
subsidiary of the Adviser, assumed responsibility for determining the daily net
asset value per share and maintaining the portfolio and general accounting
records of the Fund. For the year ended October 31, 1996, the amount charged to
the Fund by SFAC aggregated $150,781, of which $18,355 is unpaid at October 31,
1996.

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, 1996, Directors' fees and expenses aggregated $50,465.

                        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, high rates of inflation, repatriation restrictions on
income and capital, and future adverse political and economic developments.
Moreover, securities issued in these markets may be less liquid, subject to
government ownership controls, delayed settlements, and their prices more
volatile than those of comparable securities in the United States.


                   20 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>

                               E. Lines of Credit

The Fund and several affiliated Funds (the "Participants") share in a $500
million revolving credit facility for temporary or emergency purposes, including
the meeting of redemption requests that otherwise might require the untimely
disposition of securities. The Participants are charged an annual commitment fee
which is allocated among each of the Participants. Interest is calculated based
on the market rates at the time of the borrowing. The Fund may borrow up to a
maximum of 25 percent of its net assets under the agreement. In addition, the
Fund also maintains an uncommitted line of credit.


                   21 -- SCUDDER EMERGING MARKETS INCOME FUND
<PAGE>

                        Report of Independent Accountants

To the Board of Directors of Scudder Emerging Markets Income 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, 1996, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years then ended and the
financial highlights for each of the two years in the period ended October 31,
1996 and 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
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, 1996 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 Emerging Markets Income Fund as of October 31, 1996, the results of its
operations for the year then ended, the changes in net assets for each of the
two years then ended and the financial highlights for each of the two years in
the period ended October 31, 1996 and 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 17, 1996


                   22 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>

                                Tax Information

Pursuant to section 852 of the Internal Revenue Code, the Fund designates
$1,387,852 as capital gain dividends for the year ended October 31, 1996.


                   23 -- SCUDDER EMERGING MARKETS INCOME FUND

<PAGE>











                                    This Page
                                  intentionally
                                   left blank.







                    24 - Scudder Emerging Markets Income Fund
<PAGE>



                             Officers and Directors


Daniel Pierce*
Chairman of the Board, Director and Vice President

Nicholas Bratt*
President and Director

Paul Bancroft III
Director; Venture Capitalist and Consultant

Sheryle J. Bolton
Director; Consultant

Thomas J. Devine
Director; Consultant

William H. Gleysteen, Jr.
Director; Consultant

Dudley H. Ladd*
Director

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

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

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

Susan E. Gray*
Vice President

Adam Greshin*
Vice President

Jerard K. Hartman*
Vice President

Thomas W. Joseph*
Vice President

Gerald J. Moran*
Vice President

M. Isabel Saltzman*
Vice President

David S. Lee*
Vice President and Assistant Treasurer

Thomas F. McDonough*
Vice President and Secretary

Pamela A. McGrath*
Vice President and Treasurer

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

Kathryn L. Quirk*
Vice President and Assistant Secretary

Coleen Downs Dinneen*
Assistant Secretary


*Scudder, Stevens & Clark, Inc.


                    25 - Scudder Emerging Markets Income Fund
<PAGE>



                        Investment Products and Services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------

Money Market
- ------------
   Scudder U.S. Treasury Money Fund
   Scudder Cash Investment Trust

Tax Free Money Market+
- ----------------------
   Scudder Tax Free Money Fund
   Scudder California Tax Free Money Fund*
   Scudder New York Tax Free Money Fund*

Tax Free+
- ---------
   Scudder Limited Term Tax Free Fund
   Scudder Medium Term Tax Free Fund
   Scudder Managed Municipal Bonds
   Scudder High Yield Tax Free Fund
   Scudder California Tax Free Fund*
   Scudder Massachusetts Limited Term
      Tax Free Fund*
   Scudder Massachusetts Tax Free Fund*
   Scudder New York Tax Free Fund*
   Scudder Ohio Tax Free Fund*
   Scudder Pennsylvania Tax Free Fund*

U.S. Income
- ------------
   Scudder Short Term Bond Fund
   Scudder GNMA Fund
   Scudder Income Fund
   Scudder Zero Coupon 2000 Fund
   Scudder High Yield Bond Fund

Global Income
- -------------
   Scudder Global Bond Fund
   Scudder International Bond Fund
   Scudder Emerging Markets Income Fund

Asset Allocation
- ----------------
   Scudder Pathway Conservative Portfolio
   Scudder Pathway Balanced Portfolio
   Scudder Pathway Growth Portfolio
   Scudder Pathway International Portfolio

U.S. Growth and Income
- ----------------------
   Scudder Balanced Fund
   Scudder Growth and Income Fund

U.S. Growth
- -----------
  Value
     Scudder Capital Growth Fund
     Scudder Value Fund
     Scudder Small Company Value Fund
     Scudder Micro Cap Fund

  Growth
     Scudder Classic Growth Fund
     Scudder Quality Growth Fund
     Scudder Development Fund
     Scudder 21st Century Growth Fund

Global Growth
- -------------
  Worldwide
     Scudder Global Fund
     Scudder International Fund
     Scudder Global Discovery Fund
     Scudder Gold Fund

  Regional
     Scudder Greater Europe Growth Fund
     Scudder Emerging Markets Growth Fund
     Scudder Pacific Opportunities Fund
     Scudder Latin America Fund
     The Japan Fund

Retirement Programs
- -------------------
   IRA
   SEP IRA
   SIMPLE IRA
   Keogh Plan
   401(k), 403(b) Plans
   Scudder Horizon Plan *+++ +++
    (a variable annuity)

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


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. +++Funds within categories are listed from expected
least to most risk. +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.



                    26 - Scudder Emerging Markets Income Fund
<PAGE>



                             How to Contact Scudder

Account Service and Information
- --------------------------------------------------------------------------------
            For existing account services and transactions

              Scudder Investor Relations -- 1-800-225-5163

            For 24 hour account information, fund information, exchanges, 
            and an overview of all the services available to you

              Scudder Electronic Account Services -- http://funds.scudder.com

            For information about your Scudder accounts, exchanges and 
            redemptions

              Scudder Automated Information Line (SAIL) -- 1-800-343-2890

Investment Information
- --------------------------------------------------------------------------------
            For information about the Scudder funds, including additional
            applications and prospectuses, or for answers to investment
            questions

              Scudder Investor Relations -- 1-800-225-2470
                                         [email protected]

              Scudder's World Wide Web Site -- http://funds.scudder.com

            For establishing 401(k) and 403(b) plans

                  Scudder Defined Contribution Services -- 1-800-323-6105

Scudder Brokerage Services

            To receive information about this discount brokerage service and
            to obtain an application

                  Scudder Brokerage Services* -- 1-800-700-0820

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            Chicago               San Francisco
                   Boston                New York

                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 Relations and Scudder Funds Centers are services provided
through Scudder Investor Services, Inc., Distributor.

*  Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA 02061-- 
Member NASD/SIPC

** 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 - Scudder Emerging Markets Income Fund
<PAGE>



                                
Celebrating Over 75 Years of Serving Investors

Established in 1919 by Theodore Scudder, Sidney Stevens, and F. Haven Clark,
Scudder, Stevens & Clark 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 over 40 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 us 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 long-standing
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.







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


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


SCUDDER   (logo)






<PAGE>
Scudder
Global Bond
Fund

Annual Report
October 31, 1996

Pure No-Load(TM) Funds

A fund designed 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.

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

SCUDDER    (logo)


<PAGE>

                                Table of Contents

   2  In Brief
   3  Letter from the Fund's President
   4  Performance Update
   5  Portfolio Summary
   6  Portfolio Management Discussion
  10  Investment Portfolio
  13  Financial Statements
  16  Financial Highlights
  17  Notes to Financial Statements
  24  Report of Independent Accountants
  25  Officers and Directors
  26  Investment Products and Services
  27  How to Contact Scudder

                                    In Brief

o  Scudder Global Bond Fund provided a total return of 3.97% for the fiscal year
ended October 31, 1996, reflecting gains in Europe, flat U.S. and Japanese
performance, and the effects of a stronger U.S. dollar.

o  Bolstered by low inflation, moderate economic growth, and progress toward
European monetary union, several of Europe's peripheral bond markets recorded
double-digit gains this year.

o  A rising U.S. dollar relative to other key currencies meant that gains in
foreign markets bought fewer and fewer dollars during the 12-month period,
ultimately cutting into the Fund's U.S.-based return.

o  After months of negative performance in the U.S. bond market, the Fund's
management team expects a turnaround and has increased its holdings there.
Heading into 1997, the Fund also intends to bolster its exposure to foreign
currencies, which are likely to benefit if the U.S. dollar retreats.



                          2 - Scudder Global Bond Fund
<PAGE>

                        Letter From the Fund's President

Dear Shareholders,

     We are pleased to present the newly redesigned annual report for Scudder
Global Bond Fund. The new format is designed to enhance the attractiveness and
readability of the reports. Let us know what you think.

     In this era of electronic information we have also taken a look at our
abbreviated quarterly reports, which you generally receive during the month
after the end of your fund's first and third fiscal quarters. Going forward,
these printed reports will be discontinued, and portfolio information will be
made available on a more timely basis -- each month, in most cases -- through
Scudder's Web site, Scudder's automated information line (SAIL), and by calling
Investor Relations.

     As detailed in the portfolio management discussion that follows, fiscal
year 1996 was somewhat lackluster for U.S. investors in global bond markets -- a
disappointment for those who participated in the rocky markets of 1994 and 1995.
We look forward to the coming year with optimism; however, as low inflation and
moderate economic growth the world over have set the stage for positive bond
market returns. Moreover, we expect that a retreat in the value of the U.S.
dollar will yield Fund returns more in line with those in local bond markets,
which in some cases this year were quite exciting.

     We'd like to take this opportunity to announce a change in your fund's
management team. Christopher B. Steward, a Scudder fixed-income analyst since
1992 and a key member of Scudder's Global Bond group, has replaced Margaret
Hadzima on the team headed by Adam Greshin. Chris brings a wealth of experience,
including more than nine years of investment-related experience, to the team.

     We thank you for your continued investment in Scudder Global Bond Fund.
Please do not hesitate to call Investor Relations at 1-800-225-2470 with any
questions.

     Sincerely,

     /s/Daniel Pierce
     Daniel Pierce
     President
     Scudder Global Bond Fund


                          3 - Scudder Global Bond Fund
<PAGE>


 
PERFORMANCE UPDATE as of October 31 1996
- ----------------------------------------------------------------
FUND INDEX COMPARISONS
- ----------------------------------------------------------------

                      Total Return
Period     Growth    --------------
Ended        of                Average
10/31/96   $10,000  Cumulative  Annual
- --------------------------------------
SCUDDER GLOBAL BOND FUND
- --------------------------------------
1 Year    $10,397      3.97%   3.97%
5 Year    $12,632     26.32%   4.78%
Life of   
Fund*     $13,472     34.72%   5.39%
- --------------------------------------
SALOMON BROTHERS WORLD GOVERNMENT BOND INDEX
- --------------------------------------
1 Year    $10,536      5.36%   5.36%
5 Year    $16,043     60.43%   9.90%
Life of   
Fund*     $17,599     75.99%  10.65%
- --------------------------------------
SALOMON BROTHERS CURRENCY-HEDGED WORLD
GOVERNMENT BOND INDEX (1-3 YEARS)
- --------------------------------------
1 Year    $10,773      7.73%   7.73%
5 Year    $13,668     36.68%   6.44%
Life of   
Fund*     $14,428     44.28%   6.78%
- --------------------------------------
*The Fund commenced operations on March 1, 1991.
 Index comparisons begin March 31, 1991.

- -----------------------------------------------------------------
GROWTH OF A $10,000 INVESTMENT
- ----------------------------------------------------------------- 
 
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 GLOBAL BOND FUND
Year            Amount
- ----------------------
3/91*          $10,000
'91            $10,653
'92            $11,487
'93            $12,307
'94            $12,277
'95            $12,944
'96            $13,457

SALOMON BROTHERS WORLD GOVERNMENT BOND INDEX
Year            Amount
- ----------------------
3/91*          $10,000           
'91            $10,970
'92            $12,494
'93            $13,993
'94            $14,499
'95            $16,703
'96            $17,599

SALOMON BROTHERS CURRENCY-HEDGED
WORLD GOVERNMENT BOND INDEX (1-3 YEARS)
Year            Amount
- ----------------------
3/91*          $10,000           
'91            $10,556
'92            $11,354
'93            $12,044
'94            $12,210
'95            $13,392
'96            $14,428

The unmanaged Salomon Brothers World Government Bond Index consists of
worldwide fixed-rate government bonds with remaining maturities greater
than one year. Index returns assume reinvestment of 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.

YEARLY PERIODS ENDED OCTOBER 31      


                      1991*    1992    1993    1994    1995    1996   
                     ----------------------------------------------------
NET ASSET VALUE...   $12.01   $11.84  $11.68  $10.78  $10.53  $10.25  
INCOME DIVIDENDS..   $  .76   $ 1.08  $  .95  $  .87  $  .80  $  .67
CAPITAL GAINS 
DIVIDENDS.........   $  --    $  --   $  .02  $  --   $  --   $  --   
FUND TOTAL
RETURN (%)........     6.65     7.83    7.14    -.25    5.43    3.97
INDEX TOTAL      
RETURN (%)**......     5.56     7.56    6.08    1.87    9.68    5.36   


On December 27, 1995, the Fund adopted its current name and objectives. Prior 
to that date, the Fund was known as the Scudder Short Term Global Income Fund
and its investment objective was to provide high current income through
short-term instruments. Since adopting its current objectives, the cumulative 
return is 2.46. **The Salomon Brothers Currency-Hedged World Government Bond 
Index (1-3 years) was used as a comparative index for yearly periods ended
October 31, 1995.
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 temporarily 
capped expenses, the total returns for the Fund for the one year, five year,
and life of Fund periods would have been lower.
                                       
                          4 - Scudder Global Bond Fund
<PAGE>


PORTFOLIO SUMMARY as of October 31, 1996
- ---------------------------------------------------------------------------
GEOGRAPHICAL EXPOSURE                     INTEREST RATE EXPOSURE
- ---------------------------------------------------------------------------
U.S.                  23.2%               U.S.                23.2%
Germany               14.9%               Japan               17.1%
Italy                  9.6%               Germany             14.9%
U.K.                   8.6%               Italy                9.6%
Supranational          5.7%               U.K.                 8.6%
Canada                 5.6%               Canada               5.6%
New Zealand            5.5%               New Zealand          5.5%
France                 5.2%               France               5.2%
Japan                  5.0%               Denmark              4.2%
Denmark                4.2%               Spain                3.0% 
Belgium                3.3%               Australia            2.0%
Austria                3.1%               Sweden               1.1%
Spain                  3.0%                                    ----
Australia              2.0%                                    100%
Sweden                 1.1%                                    ====          
                       ----                                
                       100%                                    
                       ====                                    
                              
Several of Europe's peripheral            Exposure to the U.S. has been
bond markets recorded                     increased in anticipation of a
double-digit gains this year.             turnaround after months of negative
                                          performance.

Graphs in the form of pie charts appears here,
illustrating the exact data points in the above tables.

- -------------------------------------------------------------      
Currency Exposure (a)                                  
- -------------------------------------------------------------
Australia          2.0%             
Canada             5.6%                             
Denmark            4.2%                               
France             2.5%                            
Germany           18.7%                               
Italy              5.4%                                      
Japan             11.3%                               
New Zealand        4.6%                                 
Spain              3.0%
U.K.               5.0%
U.S.              37.7% 
                  ----- 
                   100%
                  =====

A rising U.S. dollar relative to other
currencies limited Fund returns during 
the period.


- -----------------------------------------------------------------------------
(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 10. A monthly Investment Portfolio Summary and quarterly Portfolio
Holdings are available upon request.


                          5 - Scudder Global Bond Fund
<PAGE>

                         Portfolio Management Discussion

Dear Shareholders,

Scudder Global Bond Fund has been managed by Adam M. Greshin since early 1995.
Christopher B. Steward joined the management team in May of this year. The
Fund's fiscal year 1996 performance and strategy, as well as management's
outlook going into 1997, are presented here in an interview with Adam Greshin,
Lead Portfolio Manager of Scudder Global Bond Fund.

Q: What was the global investment environment like for bonds during the
past year?

A: It is difficult to characterize this year's global bond markets with a single
statement. Each market appeared to respond to its own fundamentals, resulting in
varying performance from region to region. In the United States, the bond market
started the year out very strong, with projections for economic growth and
inflation revised downward. In early 1996, the market gave back much of its
gains when it was feared that economic growth and inflation would accelerate.
Several economic indicators -- new housing starts and retail sales among them --
surged in the first two months of the calendar year. Ultimately, these fears
proved premature. Evidence again pointed to slower economic growth, and bonds
rallied as a result, ending up almost exactly where they started a year earlier.
In all, the U.S. market saw much interim volatility but very little gain.

In Europe, the situation was different. Markets such as Germany and France
responded to slow economic growth and low inflation, and were only narrowly
affected by the growth scare in the United States. Europe's recession of the
early 1990s was far deeper than America's momentary lapse in economic growth in
1990. High unemployment and excess manufacturing capacity in Europe should take
much longer to unwind before inflation becomes a serious threat. The smaller,
so-called "peripheral" European markets -- Italy, Spain, and Sweden, for example
- -- performed even better than their larger counterparts as investors sought to
take advantage of their relatively higher yields. We believe that progress
towards European Monetary Union has helped investors feel more comfortable
owning the bonds of these countries, where political instability and damaging
inflation historically have been more the rule than the exception.

In Japan, the bond market was decidedly lackluster. Very low interest rates and
a massive monetary stimulation program by the Bank of Japan held out little hope
of a rally in the near future. The market's spirits were further dampened by a
growth scare early in 1996 -- a reaction to months of monetary stimulation. In
the end, growth failed to materialize.

Q: In 1994 and 1995, widely fluctuating currencies caused much turmoil in the
bond markets. How would you characterize the currency market in 1996?

A: Global currency markets were significantly more stable this year than last
but no more rewarding for U.S. investors overseas. The dollar gained ground
against major European currencies and the Japanese yen, eroding returns for U.S.
investors. (To illustrate, if you had bought a German bond last year and sold it
this year for a profit, the return on your investment would be reduced when you
converted those deutschemarks into U.S. dollars.) As the year progressed,
foreign currencies bought fewer and fewer dollars. But not all overseas


                          6 - Scudder Global Bond Fund
<PAGE>

currencies declined relative to the dollar. Dollar-bloc currencies -- those of
Australia, Canada, and New Zealand -- and some peripheral European currencies
held their own during the year, rising in tandem with the dollar and even
outpacing it in some cases.

Q: How did Scudder Global Bond Fund perform in such an environment?

A: Scudder Global Bond Fund provided a 3.97% total return for the year,
reflecting flat U.S. performance (at 22% of portfolio holdings on June 30, 1996,
the U.S. market represented the Fund's largest geographic weighting) and the
effect of a stronger U.S. dollar.

Q: How did the Fund perform relative to its benchmark index, the unmanaged
Salomon Brothers World Government Bond Index?

A: The Index returned a slightly higher 5.36%, primarily due to its lower
weighting in the United States. The difference in performance also can be
attributed to the fact that in late 1995, the Fund was still operating under its
former objective, seeking high current income from a portfolio of short-term
securities.

Q: What investments contributed most to the Fund's positive performance?

A: By far the most positive contribution came from the smaller peripheral
European markets and the United Kingdom. Italy, Spain, Sweden, and the UK
returned 29%, 17%, 19%, and 13%, respectively, in U.S. dollar terms during the
year. In these markets, the Fund held bonds of relatively long duration, with
most bonds having more than 10 years remaining before maturity.

Q: What were some of the disappointments?

A: The biggest disappointment of the past year was the performance of yen and
mark-based holdings, which lost their value as the U.S. dollar appreciated. (At
mid-year, 15% of Fund holdings were yen-denominated in anticipation of Japanese
economic strength, which would likely boost the country's currency.) Also,
exposure to longer-maturity U.S. bonds hurt performance in early 1996, when
inflation was judged by many pundits to be just around the corner.

Q: It's been almost a year since the Fund altered its investment objective and
approach, from seeking short-term income to more of an emphasis on total return.
What effect has this change had on Fund performance over the past year?

A: In general, the Fund's newfound flexibility to hold medium and long-maturity
bonds has resulted in stronger total returns, with price appreciation coming
from several European markets this year, for example. On the other hand, the
Fund's increased exposure to foreign currencies (under its previous objective,
the Fund generally held little foreign currency) has restrained those returns in
a year when the U.S. dollar has appreciated. We expect that at some point the
dollar will retreat and that the Fund's performance will more closely reflect
local market returns.

Q: Many emerging-market bonds provided double-digit returns this year. Why
doesn't the Fund invest more heavily in these markets?

A: The emerging-debt markets -- including the bonds of Latin American, Eastern
European, and Asian governments -- carry considerable investment risk and as


                          7 - Scudder Global Bond Fund
<PAGE>

such are not deemed appropriate long-term holdings for Scudder Global Bond Fund.
When investment returns in these markets are high, as they have been for the
past year, it is easy to forget the political instability, rampant inflation,
and wildly fluctuating currencies that produced double-digit losses in several
markets in 1994 and 1995. That said, the Fund does invest in these markets from
time to time. However, our commitment to emerging-debt markets is not permanent,
and our approach to investing in such places is relatively conservative.

Q: What type of investor might benefit from owning Scudder Global Bond Fund?

A: Scudder Global Bond Fund is perhaps best suited for an investor who wishes to
complement a well-diversified portfolio of stocks with a conservative exposure
to the world's fixed-income markets. The Fund is not intended to be the
cornerstone of an investment portfolio but can provide important diversification
to a portfolio of stocks, since historically stocks and bonds have not always
moved in tandem. As previously mentioned, the Fund is relatively conservative in
its approach to the world's riskier bond markets and thus is designed to deliver
a more consistent return from year to year than funds that limit their
investment scope to a particular region or class of bonds.

Q: What markets do you find particularly attractive now?

A: We think the U.S. bond market offers significant upside potential in the
coming months, if not for the next few years. We believe that economic growth in
the United States is moderating, inflation has failed to materialize despite


                          8 - Scudder Global Bond Fund
<PAGE>

spurts of stronger growth, and long-term interest rates have room to fall. To
take advantage of these developments, the Fund now has roughly 25% of its assets
invested in the United States.

From a currency standpoint, the reverse is true. After a year of steady gains,
we expect the dollar to decline in value somewhat relative to other currencies.
In anticipation, we are increasing the Fund's exposure to select European
currencies and the yen.

Sincerely,

Your Portfolio Management Team

/s/Adam M. Greshin             /s/Christopher B. Steward
Adam M. Greshin                Christopher B. Steward


                                 Scudder Global
                                   Bond Fund:
                          A Team Approach to Investing

  Scudder Global Bond 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 Adam M. Greshin assumed responsibility for the Fund's
  day-to-day management and investment strategies in 1995. Adam joined Scudder
  in 1986 as an international bond analyst and is Product Leader for Scudder's
  global and international fixed-income investing. Christopher B. Steward,
  Portfolio Manager, joined the Fund's team in 1996 and contributes to the
  Fund's research and security selection. Prior to joining Scudder in 1992,
  Chris spent five years as an investment analyst.



                          9 - Scudder Global Bond Fund
<PAGE>



                   Investment Portfolio as of October 31, 1996
<TABLE>
<CAPTION>

                                                                                                         Principal          Market
                                                                                                           Amount          Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------
Repurchase Agreements 1.0%
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                     <C>              <C>      
U.S. Dollars 1.0%

Repurchase Agreement with Donaldson, Lufkin & Jenrette dated 10/31/96 at 5.52%, to be
  repurchased at $2,175,334 on 11/1/96, collateralized by a $1,388,000 U.S. Treasury                                      ----------
  Bond, 13.875%, 5/15/11 (Cost $2,175,000) .......................................................        2,175,000        2,175,000
                                                                                                                          ----------

Foreign Denominated Debt Obligations 76.0%
- ------------------------------------------------------------------------------------------------------------------------------------

Australian Dollars 2.0%

Commonwealth of Australia, 10%, 10/15/02 .........................................................        4,800,000        4,315,191
British Pounds 8.5%
Abbey National Treasury, 6%, 8/10/99 .............................................................        1,580,000        2,499,736
SmithKline Beecham PLC, 8.375%, 12/29/00 .........................................................        4,000,000        6,686,351
United Kingdom Treasury Bond, 7.5%, 12/7/06 ......................................................        3,610,000        5,822,456
United Kingdom Treasury Bond, 8%, 12/7/15 ........................................................        1,915,000        3,150,952
                                                                                                                          ----------
                                                                                                                          18,159,495
                                                                                                                          ----------
Canadian Dollars 5.5%

Government of Canada, 7.5%, 3/1/01 ...............................................................          625,000          503,225
Government of Canada, 6.5%, 6/1/04 ...............................................................       10,350,000        7,873,328
Government of Canada, 8.75%, 12/1/05 .............................................................        1,500,000        1,301,890
Rogers Cantel Ltd., 10.5%, 6/1/06 ................................................................        2,600,000        2,128,138
                                                                                                                          ----------
                                                                                                                          11,806,581
                                                                                                                          ----------

Danish Kroner 4.2%

Kingdom of Denmark, 9%, 11/15/00 .................................................................       19,915,000        3,851,719
Kingdom of Denmark, 8%, 3/15/06 ..................................................................       16,200,000        2,987,949
Nykredit A/S, 6%, 10/1/26 ........................................................................       14,630,000        2,128,752
                                                                                                                          ----------
                                                                                                                           8,968,420
                                                                                                                          ----------

Deutsche Marks 14.7%

Federal Republic of Germany, 5.25%, 10/20/98 .....................................................        6,145,000        4,164,263
Federal Republic of Germany, 8.25%, 9/20/01 ......................................................        8,605,000        6,437,242
Federal Republic of Germany, 6%, 9/15/03 .........................................................        9,535,000        6,435,175
Federal Republic of Germany, 6%, 2/16/06 .........................................................       22,045,000       14,500,634
                                                                                                                          ----------
                                                                                                                          31,537,314
                                                                                                                          ----------

French Francs 5.2%

Government of France OAT, 7.25%, 4/25/06 .........................................................       51,800,000       11,063,293
                                                                                                                          ----------

Italian Lire 9.5%

Republic of Italy, 8.5%, 1/1/97 ..................................................................   11,300,000,000        7,441,119

</TABLE>

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

                         10 - SCUDDER GLOBAL BOND FUND

<PAGE>
<TABLE>
<CAPTION>

                                                                                                         Principal          Market
                                                                                                           Amount          Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                <C>                  <C>      
Republic of Italy, 9.5%, 12/1/99 ...............................................................   18,455,000,000        12,875,384
                                                                                                                         ----------
                                                                                                                         20,316,503
                                                                                                                         ----------
Japanese Yen 16.9%

Export-Import Bank of Japan, 4.375%, 10/1/03 ...................................................      790,000,000         7,692,105
International Bank for Reconstruction & Development, 5.25%, 3/20/02 ............................      790,000,000         8,021,272
International Bank for Reconstruction & Development, 4.75%, 12/20/04 ...........................      403,200,000         4,058,526
Japan Development Bank, 6.5%, 9/20/01 ..........................................................      268,000,000         2,844,561
Kingdom of Belgium, 6.875%, 7/9/01 .............................................................      650,000,000         7,024,561
Republic of Austria, 4.5%, 9/28/05 .............................................................      430,000,000         4,330,175
Republic of Austria, 3.75%, 2/3/09 .............................................................      241,000,000         2,286,329
                                                                                                                         ----------
                                                                                                                         36,257,529
                                                                                                                         ----------

New Zealand Dollars 5.4%

Government of New Zealand, 10%, 7/15/97 ........................................................        3,330,000         2,382,285
Government of New Zealand, 8%, 11/15/06 ........................................................       12,485,000         9,256,369
                                                                                                                         ----------
                                                                                                                         11,638,654
                                                                                                                         ----------

Spanish Pesetas 3.0%

Kingdom of Spain, 11.45%, 8/30/98 ..............................................................      254,600,000         2,151,884
Kingdom of Spain, 10.3%, 6/15/02 ...............................................................      190,000,000         1,690,129
Kingdom of Spain, 8%, 5/30/04 ..................................................................      312,000,000         2,500,400
                                                                                                                         ----------
                                                                                                                          6,342,413
                                                                                                                         ----------

Swedish Krona 1.1%

Kingdom of Sweden, 6%, 2/9/05 ..................................................................       16,900,000         2,361,479
- ------------------------------------------------------------------------------------------------------------------------------------
Total Foreign Denominated Debt Obligations (Cost $161,884,042) .................................                        162,766,872
- ------------------------------------------------------------------------------------------------------------------------------------

U.S. Dollar Denominated Debt Obligations 21.9%
- ------------------------------------------------------------------------------------------------------------------------------------
U. S. Dollars 21.9%

360Communications Co., 7.125%, 3/1/03 ..........................................................        5,200,000         5,153,564
ITT Corp., 6.75%, 11/15/05 .....................................................................        2,100,000         2,037,105
Lockheed Martin Corp., 7.25%, 5/15/06 ..........................................................        5,200,000         5,323,812
Meditrust SBI, 7.82%, 9/10/26 ..................................................................        2,750,000         2,848,285
Time Warner Inc., 9.125%, 1/15/13 ..............................................................        4,300,000         4,685,065
U.S. Treasury Bond, 7.25%, 8/15/22 .............................................................        6,900,000         7,314,000
U.S. Treasury Bond, 6.25%, 8/15/23 .............................................................        6,300,000         5,918,031
U.S. Treasury Note, 6.625%, 6/30/01 ............................................................        2,265,000         2,312,769
U.S. Treasury Note, 5.75%, 8/15/03 .............................................................        8,000,000         7,791,280
U.S. Treasury Note, 6.5%, 8/15/05 ..............................................................        3,500,000         3,536,645
- ------------------------------------------------------------------------------------------------------------------------------------
Total U.S. Dollar Denominated Debt Obligations (Cost $46,214,235) ..............................                         46,920,556
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
Total Investments (Cost $210,273,277) ..........................................................                        211,862,428
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                         11 - SCUDDER GLOBAL BOND FUND


<PAGE>
<TABLE>
<CAPTION>

                                                                                                         Principal          Market
                                                                                                           Amount          Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------
Purchased Options 1.1%
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                <C>                  <C>      
Call on Japanese Yen, strike price 103.92, expire 1/17/97   ................................ JPY    1,173,800,000             5,869
Put on Deutsche Marks, strike price 1.4865, expire 2/27/97  ................................ DEM        6,876,549           114,151
Put on Japanese Yen, strike price 108.29, expire 1/21/97    ................................ JPY    1,293,684,000           501,949
Put on Japanese Yen, strike price 109.25, expire 1/17/97    ................................ JPY    1,173,800,000           377,964
Put on Japanese Yen, strike price 112.88, expire 1/22/97    ................................ JPY      737,106,000            99,141
Put on Japanese Yen, strike price 113.25, expire 12/5/96    ................................ JPY    1,173,800,000           116,793

                                                                                                        Contracts
                                                                                                        ---------
Call on Italian Lira 10 year Bond, strike price 124, expire 2/21/97 ............................               54           105,903

U.S. Treasury Bond Future, strike price 112, expire 11/16/96 ...................................              667         1,094,297
- ------------------------------------------------------------------------------------------------------------------------------------
Total Purchased Options (Cost $1,525,683) ......................................................                          2,416,067
- ------------------------------------------------------------------------------------------------------------------------------------

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

- ------------------------------------------------------------------------------------------------------------------------------------
Total Investment Portfolio - 100.0% (Cost $211,798,960)(a) .....................................                         214,278,495
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(a)  The cost for federal income tax purposes was  $211,820,963.  At October 31,
     1996, net unrealized  appreciation for all securities based on tax cost was
     $2,457,532.  This consisted of aggregate gross unrealized  appreciation for
     all  securities  in which there was an excess of market value over tax cost
     of  $6,226,242  and  aggregate  gross   unrealized   depreciation  for  all
     securities  in which there was an excess of tax cost over  market  value of
     $3,768,710.

     At October 31, 1996,  outstanding  written options were as follows (Notes A
     and B):

                   Principal
                    Amount      Expiration          Strike          Market
Call Options        (000's)        Date              Price         Value($)     
- ------------        -------        ----              -----         --------     
DEM .........          6,611      2/27/97       DEM     1.429       12,692
JPY .........      1,173,800      1/17/97       JPY    103.92        2,582
JPY .........        737,106      1/22/97       JPY    109.91       43,489
NZD .........          5,660     11/27/96       NZD     .7071       23,772

Put Options
- -----------
JPY .........      1,173,800      1/17/97       JPY    109.25      377,964
                                                                 ---------

Total outstanding written options (Premiums received $524,777) ..  460,499
                                                                 ========= 
 Currency Abbreviations
- ----------------------------------------------------------------------

 DEM        Deutsche Mark             JPY       Japanese Yen

 NZD        New Zealand Dollar        AUD       Australian Dollar

 CAD        Canadian Dollar           ECU       European Currency Unit

 FRF        French Franc              GBP       British Pound

 ITL        Italian Lira              SEK       Swedish Krona

 DKK        Danish Kroner


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

                         12 - SCUDDER GLOBAL BOND FUND

<PAGE>

                              Financial Statements

                       Statement of Assets and Liabilities
                             as of October 31, 1996
<TABLE>
<CAPTION>

Assets
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>         
                 Investments, at market (identified cost $210,273,277) (Note A) .....   $211,862,428
                 Purchased options, at market (identified cost $1,525,683) (Note A) .      2,416,067
                 Cash ...............................................................            923
                 Foreign currency, at market (identified cost $140,139) (Note A) ....        139,975
                 Interest receivable ................................................      5,157,843
                 Receivable on investments sold .....................................     34,118,840
                 Receivable on Fund shares sold .....................................         41,522
                 Unrealized appreciation forward currency exchange contracts 
                    (Notes A % D) ...................................................        247,497
                 Daily variation margin on futures contracts (Note A) ...............         36,130
                 Other assets .......................................................          6,114
                                                                                        ------------
                 Total assets .......................................................    254,027,339

Liabilities
- ----------------------------------------------------------------------------------------------------------------------------
                 Payable for investments purchased ..................................   $ 34,407,084
                 Dividends payable ..................................................        303,402
                 Payable for Fund shares redeemed ...................................        580,842
                 Accrued management fee (Note C) ....................................        114,427
                 Other accrued expenses (Note C) ....................................        285,418
                 Written options, at market (premiums received $524,777) (Note A) ...        460,499
                 Unrealized depreciation on forward currency exchange contracts 
                    (Note A & D} ....................................................        471,760
                                                                                        ------------
                 Total liabilities ..................................................     36,623,432
                 -----------------------------------------------------------------------------------
                 Net assets, at market value ........................................   $217,403,907
                 -----------------------------------------------------------------------------------
Net Assets
- ----------------------------------------------------------------------------------------------------------------------------
                 Net assets consist of:
                 Net unrealized appreciation (depreciation) on:
                    Investments .....................................................      1,589,151
                    Options .........................................................        954,662
                    Foreign currency related transactions ...........................       (234,052)
                 Accumulated net realized loss ......................................    (10,456,910)
                 Paid-in capital ....................................................    225,551,056
                 -----------------------------------------------------------------------------------
                 Net assets, at market value ........................................   $217,403,907
                 -----------------------------------------------------------------------------------


Net Asset Value
- ----------------------------------------------------------------------------------------------------------------------------
                 Net Asset Value, offering and redemption price per share
                   ($217,403,907 / 21,216,085 shares of capital stock outstanding,      ------------
                   $.01 par value, 300,000,000 shares authorized) ...................   $      10.25
                                                                                        ------------

</TABLE>

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

                         13 - SCUDDER GLOBAL BOND FUND

<PAGE>


                             Statement of Operations
                           year ended October 31, 1996
<TABLE>
<CAPTION>

 Investment Income
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                                                                     <C>         
                  Interest (net of foreign taxes withheld of $327,883) ..............   $ 21,178,465

                  Expenses:
                  Management fee (Note C) ...........................................   $  2,067,598
                  Services to shareholders (Note C) .................................        705,553
                  Custodian and accounting fees (Note C) ............................        418,177
                  Directors' fees and expenses (Note C) .............................         47,953
                  Reports to shareholders ...........................................        106,173
                  Auditing ..........................................................         96,563
                  Legal .............................................................         15,724
                  Registration fees .................................................         17,127
                  Amortization of organization expenses .............................          3,819
                  Other .............................................................         57,484
                                                                                        ------------
                  Total expenses before reductions ..................................      3,536,171
                  Expense reductions (Note C) .......................................       (775,310)
                                                                                        ------------
                  Expenses, net .....................................................      2,760,861
                  ----------------------------------------------------------------------------------
                  Net investment income .............................................     18,417,604
                  ----------------------------------------------------------------------------------

 Realized and unrealized gain (loss) on investment transactions
- ----------------------------------------------------------------------------------------------------------------------------
                  Net realized gain (loss) from:
                  Investments .......................................................      2,665,146
                  Options ...........................................................     (2,154,497)
                  Futures contracts .................................................     (4,520,374)
                  Foreign currency related transactions .............................     (5,151,255)
                                                                                        ------------
                                                                                          (9,160,980)

                  Net unrealized appreciation (depreciation) during the period on:
                  Investments .......................................................     (6,757,787)
                  Options ...........................................................      3,437,142
                  Foreign currency related transactions .............................      1,935,307
                                                                                        ------------
                                                                                          (1,385,338)
                                                                                        ------------
                  Net loss on investment transactions ...............................    (10,546,318)
                  ----------------------------------------------------------------------------------
                  Net increase in net assets resulting from operations ..............   $  7,871,286
                  ----------------------------------------------------------------------------------
</TABLE>

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

                         14 - SCUDDER GLOBAL BOND FUND

<PAGE>


                       Statements of Changes in Net Assets
<TABLE>
<CAPTION>

                                                                                Years Ended October 31,
 Increase (Decrease) in Net Assets                                               1996            1995
 ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>              <C>          
                 Operations:
                 Net investment income ..................................   $  18,417,604    $  33,340,295
                 Net realized loss from investment transactions .........      (9,160,980)     (28,162,456)
                 Net unrealized appreciation (depreciation) on investment
                 transactions during the period..........................      (1,385,338)      14,695,835
                                                                            -------------    -------------
                 Net increase in net assets resulting from operations ...       7,871,286       19,873,674
                                                                            -------------    -------------
                 Distributions to shareholders from:

                 Net investment income ..................................     (11,459,193)     (14,850,406)
                                                                            -------------    -------------
                 Tax return of capital ..................................      (6,958,411)     (18,185,444)
                                                                            -------------    -------------
                 Fund share transactions:
                 Proceeds from shares sold ..............................      18,750,629       51,277,133
                 Net asset value of shares issued to shareholders in
                 reinvestment of ........................................      14,288,523       23,158,972
                    distributions

                 Cost of shares redeemed ................................    (162,428,423)    (263,863,651)
                                                                            -------------    -------------
                 Net decrease in net assets from Fund share transactions     (129,389,271)    (189,427,546)
                                                                            -------------    -------------
                 Decrease in net assets .................................    (139,935,589)    (202,589,722)
                 Net assets at beginning of period ......................     357,339,496      559,929,218)
                                                                            -------------    -------------
                 Net assets at end of period ............................   $ 217,403,907    $ 357,339,496
                                                                            -------------    -------------

Other Information
- ------------------------------------------------------------------------------------------------------------------------------
                  Increase (decrease) in Fund shares
                  Shares outstanding at beginning of period .............      33,924,422       51,959,978
                                                                            -------------    -------------
                  Shares sold ...........................................       1,831,418        4,874,517
                  Shares issued to shareholders in reinvestment of 
                      distributions .....................................       1,396,784        2,204,979

                  Shares redeemed .......................................     (15,936,539)     (25,115,052)
                                                                            -------------    -------------
                  Net decrease in Fund shares ...........................     (12,708,337)     (18,035,556)
                                                                            -------------    -------------
                  Shares outstanding at end of period ...................      21,216,085       33,924,422
                                                                            -------------    -------------

</TABLE>


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

                         15 - SCUDDER GLOBAL BOND FUND


<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>
<CAPTION>

                                                                                                               For the Period  
                                                                                                                March 1, 1991   
                                                                                                              (commencement of 
                                                                                                               operations) to  
                                                                  Years Ended October 31,                        October 31,    
                                                    1996        1995         1994        1993        1992            1991       
 -------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>         <C>          <C>         <C>         <C>            <C>   
 Net asset value, beginning of period ........     $10.53      $10.78       $11.68      $11.84      $12.01         $12.00
                                                --------------------------------------------------------------------------------  
 Income from investment operations:
 Net investment income .......................        .67         .80          .87         .95        1.08           .76
 Net realized and unrealized gain (loss) on
    investment transactions ..................       (.28)       (.25)        (.90)       (.14)       (.17)          .01

                                                --------------------------------------------------------------------------------  
 Total from investment operations ............        .39         .55         (.03)        .81         .91           .77
                                                --------------------------------------------------------------------------------  
 Less distributions from:
 Net investment income .......................       (.42)       (.36)        (.02)       (.95)      (1.08)         (.76)
 Net realized gains on investments ...........         --          --           --        (.02)         --            --
 Tax return of capital .......................       (.25)       (.44)        (.85)         --          --            --
                                                --------------------------------------------------------------------------------  
 Total distributions .........................       (.67)       (.80)        (.87)       (.97)      (1.08)         (.76)
                                                --------------------------------------------------------------------------------  

                                                --------------------------------------------------------------------------------  
 Net asset value, end of period ..............     $10.25      $10.53       $10.78      $11.68      $11.84         $12.01
 -------------------------------------------------------------------------------------------------------------------------------
 Total Return (%) (a) ........................       3.97        5.43         (.25)       7.14        7.83           6.65**
 Ratios and Supplemental Data

 Net assets, end of period ($ millions) ......        217         357          560       1,041       1,369           205
 Ratio of operating expenses, net to average 
    daily net assets (%) .....................       1.00        1.00         1.00        1.00        1.00         1.00*
Ratio of operating expenses before expense
    reductions, to average daily net assets (%)      1.28        1.20         1.15        1.11        1.23         1.89*
 Ratio of net investment income to average ...       6.67        7.73         7.76        8.10        8.94         9.97*
    daily net assets (%)
 Portfolio turnover rate (%) .................      335.7       182.8        272.4       259.8       274.2         26.1*
 *  Annualized
 ** Not annualized

</TABLE>

(a)  Total returns would had been lower had certain expenses not been reduced.

     On December  27, 1995,  the Fund  adopted its current name and  objectives.
     Prior to that date,  the Fund was known as the  Scudder  Short Term  Global
     Income Fund and its investment objective was to provide high current income
     through short-term instruments. Financial information prior to December 27,
     1995 should not be considered representative of the present Fund.

                         16 - SCUDDER GLOBAL BOND FUND
<PAGE>

                          Notes to Financial Statements

                       A. Significant Accounting Policies

Scudder Global Bond 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 Board of Directors and the shareholders of the Fund approved, effective
December 27, 1995, a change to the Fund's name and investment objective, as well
as certain investment policies. The new objective of the Fund 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. Prior to
December 27, 1995, the name of the Fund was Scudder Short Term Global Income
Fund. The Fund's financial statements are prepared in accordance with generally
accepted accounting principles which require the use of management estimates.
The policies described below are followed consistently by the Fund in the
preparation of its financial statements.

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.
Short-term investments having a maturity of sixty days or less are valued at
amortized cost.

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 and the underlying collateral, is equal to at least 100.5% of the
resale price.

Options. An option contract is a contract in which the writer of the option
grants the buyer of the option the right to purchase from (call option), or sell
to (put option), the writer a designated instrument at a specified price within
a specified period of time. Certain options, including options on indices, will
require cash settlement by the Fund if the option is exercised. During the
period, the Fund purchased put options and wrote call options on currencies as a
hedge against potential adverse price movements in the value of portfolio
assets. In addition, during the period, the Fund purchased call options and
wrote put options on currencies to lock in the purchase price of a security or
currency which it expects to purchase in the near future and to enhance
potential gain. If the Fund writes an option and 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 Fund elects to close
out the option it would recognize a gain or loss based on the difference between
the cost of closing the option and the initial premium received. If the Fund
purchased an option and allows the option to expire it would realize a loss to
the extent of the premium paid. If the Fund elects to close out the option it
would recognize a gain or loss equal to the difference between the cost of
acquiring the option and the amount realized upon the sale of the option.

The gain or loss recognized by the Fund upon the exercise of a written call or
purchased put option is adjusted for the amount of option premium. If a written
put or purchased call option is exercised, the Fund's cost basis of the acquired
security or currency would be the exercise price adjusted for the amount of the
option premium.

The liability representing the Fund's obligation under an exchange traded
written option or investment in a purchased 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 


                         17 - SCUDDER GLOBAL BOND FUND

<PAGE>

asked price (bid for purchased options) if no bid and asked price are available.
Over-the-counter  written or purchased  options are valued using dealer supplied
quotations.

When the Fund writes a covered call option, the Fund foregoes, in exchange for
the 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. When the Fund writes a put option it accepts the risk of a decline in the
market value of the underlying security or currency below the exercise price.
Over-the-counter options have the risk of the potential inability of
counterparties to meet the terms of their contracts. The Fund's maximum exposure
to purchased options is limited to the premium initially paid. In addition,
certain risks may arise upon entering into option contracts including the risk
that an illiquid secondary market will limit the Fund's ability to close out an
option contract prior to the expiration date and, that a change in the value of
the option contract may not correlate exactly with changes in the value of the
securities or currencies hedged.

Futures Contracts. A futures contract is an agreement between a buyer or seller
and an established futures exchange or its clearinghouse in which the buyer or
seller agrees to take or make a delivery of a specific amount of an item at a
specified price on a specific date (settlement date). During the period, the
Fund purchased interest rate futures to increase the duration of the portfolio,
as a temporary substitute for purchasing selected investments, and to lock in
the purchase price of a security which it expects to purchase in the near
future. Also, during the period, the Fund sold interest rate futures to hedge
against declines in the value of portfolio securities.

Upon entering into a futures contract, the Fund is required to deposit with a
financial intermediary an amount ("initial margin") equal to a certain
percentage of the face value indicated in the futures contract. Subsequent
payments ("variation margin") are made or received by the Fund each day,
dependent on the daily fluctuations in the value of the underlying security, and
are recorded for financial reporting purposes as unrealized gains or losses by
the Fund. When entering into a closing transaction, the Fund will realize a gain
or loss equal to the difference between the value of the futures contract to
sell and the futures contract to buy. Futures contracts are valued at the most
recent settlement price.

Certain risks may arise upon entering into futures contracts including the risk
that an illiquid secondary market will limit the Fund's ability to close out a
futures contract prior to the settlement date and that a change in the value of
a futures contract may not correlate exactly with changes in the value of the
securities or currencies hedged. When utilizing futures contracts to hedge, the
Fund gives up the opportunity to profit from favorable price movements in the
hedged positions during the term of the contract.

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.


                         18 - SCUDDER GLOBAL BOND FUND

<PAGE>

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.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange
contract (forward contract) is a commitment to purchase or sell a foreign
currency at the settlement date at a negotiated rate. During the period, the
Fund utilized forward contracts as a hedge in connection with portfolio
purchases and sales of securities denominated in foreign currencies and as a
hedge against changes in exchange rates relating to foreign currency denominated
assets.

Forward contracts are valued at the prevailing forward exchange rate of the
underlying currencies and unrealized gain/loss is recorded daily. Forward
contracts having the same settlement date and broker are offset and any gain
(loss) is realized on the date of offset; otherwise, gain (loss) is realized on
settlement date. Realized and unrealized gains and losses which represent the
difference between the value of the forward contract to buy and the forward
contract to sell are included in net realized and unrealized gain (loss) from
foreign currency related transactions.

Certain risks may arise upon entering into forward contracts from the potential
inability of counterparties to meet the terms of their contracts. Additionally,
when utilizing forward contracts to hedge, the Fund gives up the opportunity to
profit from favorable exchange rate movements during the term of the contract.

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, 1996, the Fund had a net tax basis
capital loss carryforward of approximately $10,171,000 which may be applied
against any realized net taxable capital gains of each succeeding year until
fully utilized or until October 31, 2002 ($4,463,000), October 31, 2003
($5,009,000) and October 31, 2004 ($699,000), the respective expiration dates,
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
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.

For the fiscal year ending October 31, 1996, a portion of the Fund's income
dividends will be treated as nontaxable return of capital distributions under
U.S. tax rules. The final tax status of 1996 distributions will be provided to
shareholders in January 1997 on Form 1099-DIV.


                         19 - SCUDDER GLOBAL BOND FUND

<PAGE>

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 were deferred and 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.

                      B. Purchases and Sales of Securities

For the year ended October 31, 1996, purchases and sales of investment
securities (excluding short-term investments and U.S. Government obligations)
aggregated $802,183,339 and $948,089,057, respectively. Purchases and sales of
U.S. Government obligations aggregated $66,306,405 and $39,163,788,
respectively.

The aggregate face value of futures contracts opened and closed during the year
ended October 31, 1996 was $3,175,006,362, respectively.

Transactions in written options for the year ended October 31, 1996 are
summarized as follows:


<TABLE>
<CAPTION>
             -----------------------------------------------------------------------------------------
               Exchange Traded Options           Over-the-Counter (000 omitted}
             ---------------------------     -------------------------------------
                Number of     Premiums          AUD           CAD           DEM           Premiums
                Contracts
             -----------------------------------------------------------------------------------------
<S>                   <C>   <C>                   <C>        <C>            <C>        <C>        
Beginning
 of Period            297   $   407,879           8,158      29,201         33,750     $   886,688
 
 Written ...          400       929,996          35,470      10,500        161,841       2,062,624
 Closed ....         (697)   (1,337,875)             --     (29,201)       (80,434)     (1,086,716)
 Exercised .           --            --         (27,628)    (10,500)       (54,670)     (1,318,133)
 Expired ...           --            --         (16,000)         --        (53,876)       (475,073)
              -----------   -----------    -----------    ---------    -----------     -----------
 End of
 Period ....           --   $        --              --          --          6,611     $    69,390
              ===========   ===========    ============   =========    ===========     ===========
             -----------------------------------------------------------------------------------------
</TABLE>


                         20 - SCUDDER GLOBAL BOND FUND

<PAGE>


Transactions in written options for the year ended October 31, 1996 are
summarized as follows (continued):

<TABLE>
<CAPTION>
             ------------------------------------------------------------------------------------------------------

               Over-the Counter Options on Currencies (000 omitted)
             -------------------------------------------------------------------------------------
                   ECU           FRF          GBP           ITL           JPY           SEK            Premiums
             -------------------------------------------------------------------------------------  ---------------
<S>                 <C>                        <C>       <C>                           <C>          <C>        
 Beginning
 of Period          16,500            --       17,400    50,300,000          --        101,000      $ 1,904,190

 Written ...        16,500       100,000       17,400    53,128,354   9,758,180        318,829        2,782,996
 Closed ....            --      (100,000)     (17,400)           --  (3,095,684)      (217,236)      (1,380,147)
 Exercised .      (16,500)            --       (8,400)  (78,428,354) (3,577,790)      (202,593)      (2,166,210)
 Expired ...      (16,500)            --       (9,000)  (25,000,000)         --             --         (709,780)
               -----------  ------------  -----------  ------------   ---------    ------------     -----------
 End of
 Period ....            --            --           --            --   3,084,706             --      $   431,049
               ===========  ============  ===========  ============   =========    ============     ===========
             ------------------------------------------------------------------------------------------------------
</TABLE>


              -----------------------------------------------------------
               Over-the-Counter Options on Currencies (000 omitted)


                   NZD         SEK/DEM      GBP/DEM         Premiums
              -----------------------------------------------------------
 Beginning 
 of Period              --            --          --    $        --
 
 Written ...        23,360       103,208       5,102        227,516
 Closed ....            --       (80,603)         --        (88,083)
 Exercised .      (17,700)            --      (5,102)       (83,312)
 Expired ...            --       (22,605)         --        (31,783)
               -----------  ------------  -----------    ------------
 End of
 Period ....         5,660            --           --    $    24,338
               ===========  ============  ===========    ===========

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


                         21 - SCUDDER GLOBAL BOND FUND

<PAGE>

                               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, 1997, 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, 1996, the Adviser did not impose a portion of its management fee
aggregating $775,310 and the amount imposed aggregated $1,292,288 which was
equivalent to an annual effective rate of 0.47% of the Fund's average daily net
assets.

Scudder Service Corporation ("SSC"), a subsidiary of the Adviser, is the
transfer, dividend paying and shareholder service agent for the Fund. For the
year ended October 31, 1996, the amount charged to the Fund by SSC aggregated
$478,160, of which $34,371 is unpaid at October 31, 1996

Scudder Trust Company ("STC"), a subsidiary of the Adviser, provides
recordkeeping and other services in connection with certain retirement and
employee benefit plans invested in the Fund. For the year ended October 31,
1996, the amount charged to the Fund by STC aggregated $14,129, of which $2,398
is unpaid at October 31, 1996

Effective November 29, 1995, Scudder Fund Accounting Corporation ("SFAC"), a
subsidiary of the Adviser, assumed responsibility for determining the daily net
asset value per share and maintaining the portfolio and general accounting
records of the Fund. For the year ended October 31, 1996, the amount charged to
the Fund by SFAC aggregated $233,988, of which $19,368 is unpaid at October 31,
1996.

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, 1996, Directors' fees and expenses aggregated $47,953.


                         22 - SCUDDER GLOBAL BOND FUND

<PAGE>

                                 D. Commitments

As of October 31, 1996, the Fund had entered into the following forward foreign
currency exchange contracts resulting in net unrealized depreciation of
$224,263.

<TABLE>
<CAPTION>

                                                                               Net Unrealized
                                                                                Appreciation
                                                                               (Depreciation)
        Contracts to Deliver       In Exchange For        Settlement Date         (U.S.$)
       -----------------------  -----------------------  -------------------  -----------------
       <C>                      <C>                           <C>                <C>     
       SEK         15,341,595   USD          2,317,461        11/12/96             (12,179)
       ITL      2,274,823,569   DEM          2,269,762        11/18/96                 709
       FFR         29,350,803   DEM          8,682,000        11/25/96              (6,600)
       GBP            687,174   DEM          1,666,549        11/25/96             (18,229)
       GBP          4,065,000   DEM          9,954,047        11/25/96             (44,828)
       FFR         26,946,000   JPY        578,541,398        11/27/96            (173,049)
       JPY        583,394,373   FFR         26,946,000        11/27/96             130,346
       DEM         18,157,000   USD         11,907,010        12/09/96             (79,529)
       USD          4,447,000   DEM          6,777,762        12/09/96              27,413
       USD          7,423,098   DEM         11,379,238        12/09/96              89,029
       ITL     11,352,496,791   USD          7,367,418        12/09/96             (86,540)
       DKK         26,451,769   USD          4,521,670        12/10/96             (21,413)
       USD          4,572,475   DKK         26,451,769        12/10/96             (29,393)
                                                                              ------------
                                                                                  (224,263)
                                                                              ============ 
</TABLE>

                                E. Line of Credit

The Fund and several affiliated Funds ("The Participants") share in a $500
million revolving credit facility for temporary or emergency purposes, including
the meeting of redemption requests that otherwise might require the untimely
disposition of securities. The Participants are charged an annual commitment fee
which is allocated among each of the Participants. Interest is calculated based
on the market rates at the time of the borrowing. The Fund may borrow up to a
maximum of 33 percent of its net assets under the agreement. In addition, the
Fund also maintains an uncommitted line of credit.


                         23 - SCUDDER GLOBAL BOND FUND
<PAGE>

                        Report of Independent Accountants

                                 Tax Information

To the Board of Directors of Scudder Global Fund,  Inc. and to the  Shareholders
of Scudder Global Bond Fund:

We have audited the accompanying statement of assets and liabilities of Scudder
Global Bond Fund including the investment portfolio, as of October 31, 1996, 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 five 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, 1996, 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 Bond Fund as of October 31, 1996, 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 five
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, 1996


                         24 - SCUDDER GLOBAL BOND FUND

<PAGE>

                             Officers and Directors


Daniel Pierce*
     Chairman of the Board, Director and Vice President

Nicholas Bratt*
     President and Director

Paul Bancroft III
     Director; Venture Capitalist and Consultant

Sheryle J. Bolton
     Director; Consultant

Thomas J. Devine
     Director; Consultant

William H. Gleysteen, Jr.
     Director; Consultant

Dudley H. Ladd*
     Director

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

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

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

Susan E. Gray*
     Vice President

Adam M. Greshin*
     Vice President

Jerard K. Hartman*
     Vice President

Thomas W. Joseph*
     Vice President

Gerald J. Moran*
     Vice President

M. Isabel Saltzman*
     Vice President

Cornelia M. Small*
     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

Kathryn L. Quirk*
     Vice President and Assistant Secretary

Coleen Downs Dinneen*
     Assistant Secretary


*Scudder, Stevens & Clark, Inc.



                          25 - Scudder Global Bond Fund
<PAGE>


                        Investment Products and Services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------

Money Market
- ------------
   Scudder U.S. Treasury Money Fund
   Scudder Cash Investment Trust

Tax Free Money Market+
- ----------------------
   Scudder Tax Free Money Fund

   Scudder California Tax Free Money Fund*
   Scudder New York Tax Free Money Fund*

Tax Free+
- ---------
   Scudder Limited Term Tax Free Fund
   Scudder Medium Term Tax Free Fund
   Scudder Managed Municipal Bonds
   Scudder High Yield Tax Free Fund

   Scudder California Tax Free Fund*
   Scudder Massachusetts Limited Term
      Tax Free Fund*
   Scudder Massachusetts Tax Free Fund*
   Scudder New York Tax Free Fund*
   Scudder Ohio Tax Free Fund*
   Scudder Pennsylvania Tax Free Fund*

U.S. Income
- -----------
   Scudder Short Term Bond Fund
   Scudder GNMA Fund
   Scudder Income Fund
   Scudder Zero Coupon 2000 Fund
   Scudder High Yield Bond Fund

Global Income
- -------------
   Scudder Global Bond Fund
   Scudder International Bond Fund
   Scudder Emerging Markets Income Fund

Asset Allocation
- ----------------
   Scudder Pathway Conservative Portfolio
   Scudder Pathway Balanced Portfolio
   Scudder Pathway Growth Portfolio
   Scudder Pathway International Portfolio

U.S. Growth and Income
- ----------------------
   Scudder Balanced Fund
   Scudder Growth and Income Fund


U.S. Growth
- -----------
  Value
     Scudder Capital Growth Fund
     Scudder Value Fund
     Scudder Small Company Value Fund
     Scudder Micro Cap Fund

  Growth
     Scudder Classic Growth Fund
     Scudder Quality Growth Fund
     Scudder Development Fund
     Scudder 21st Century Growth Fund

Global Growth
- -------------
  Worldwide
     Scudder Global Fund
     Scudder International Fund
     Scudder Global Discovery Fund
     Scudder Gold Fund

  Regional
     Scudder Greater Europe Growth Fund
     Scudder Emerging Markets Growth Fund
     Scudder Pacific Opportunities Fund
     Scudder Latin America Fund
     The Japan Fund

Retirement Programs
- -------------------
   IRA
   SEP IRA
   SIMPLE IRA
   Keogh Plan
   401(k), 403(b) Plans
   Scudder Horizon Plan *+++ +++
    (a variable annuity)

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


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. +++Funds within categories are listed from expected
least to most risk. +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. 

                          26 - Scudder Global Bond Fund
<PAGE>

                             How to Contact Scudder

<TABLE>
<CAPTION>
Account Service and Information
- -----------------------------------------------------------------------------------------------------------------------------------
<S>             <C>    
                For existing account services and transactions

                  Scudder Investor Relations -- 1-800-225-5163

                For 24 hour account information, fund information, exchanges, and an overview of all the services available to you

                  Scudder Electronic Account Services -- http://funds.scudder.com

                For information about your Scudder accounts, exchanges and redemptions

                  Scudder Automated Information Line (SAIL) -- 1-800-343-2890

Investment Information
- -----------------------------------------------------------------------------------------------------------------------------------
                For information about the Scudder funds, including additional applications and prospectuses, or for answers to 
                investment questions

                  Scudder Investor Relations -- 1-800-225-2470
                                                [email protected]

                  Scudder's World Wide Web Site -- http://funds.scudder.com

                For establishing 401(k) and 403(b) plans

                  Scudder Defined Contribution Services -- 1-800-323-6105

Scudder Brokerage Services
- -----------------------------------------------------------------------------------------------------------------------------------
                To receive information about this discount brokerage service and to obtain an application

                  Scudder Brokerage Services* -- 1-800-700-0820

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            Chicago               San Francisco
                   Boston                New York

                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 Relations and Scudder Funds Centers are services provided through Scudder Investor Services, Inc., Distributor.

*    Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA 02061-- Member NASD/SIPC

**  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.
</TABLE>

                          27 - Scudder Global Bond Fund
<PAGE>


Celebrating Over 75 Years of Serving Investors

Established in 1919 by Theodore Scudder, Sidney Stevens, and F. Haven Clark,
Scudder, Stevens & Clark 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 over 40 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 us 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 long-standing
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.







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


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


SCUDDER    (logo)


<PAGE>
Scudder 
Global
Discovery  Fund  

Annual  Report  
October  31,  1996 

Pure No-Load(TM) Funds 

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.
               
SCUDDER
<PAGE>

                 Table of Contents
   2  In Brief
   3  Letter from the Fund's Chairman
   4  Performance Update
   5  Portfolio Summary
   6  Portfolio Management Discussion
  10  Investment Portfolio
  16  Financial Statements
  19  Financial Highlights
  20  Notes to Financial Statements
  24  Report of Independent Accountants
  25  Tax Information
  25  Officers and Trustees
  26  Investment Products and Services
  27  How to Contact Scudder
                               

                                    In Brief

o For its fiscal year ended  October 31, 1996,  Scudder  Global  Discovery  Fund
provided  a total  return of 20.97%,  significantly  outperforming  the  average
global  small  company  fund  tracked  by  Lipper  Analytical  Services  and the
unmanaged MSCI World Index.


o The Fund  continued  to focus on  individual  companies  rather  than  country
selection.  Replacing  SAP and  Atmel  as the  largest  portfolio  holdings  are
IHC/Caland NV and HBO & Co.

o Aggregate  holdings  in Japan have been  reduced  and a  restructuring  of the
remaining holdings to focus more on consumer stocks has been undertaken.  In the
United States, we have increased holdings in the healthcare service sector while
cutting  back on  technology  stocks.



                        2 - Scudder Global Discovery Fund
<PAGE>

                        Letter From the Fund's Chairman

Dear Shareholders,

     We hope you enjoy your newly redesigned  shareholder report. The new format
is designed  to enhance the  attractiveness  and  readability  of the annual and
semiannual reports. Let us know what you think.

     In this age of  electronic  information  we have  also  taken a look at our
short-form quarterly reports,  sent after the end of your fund's first and third
fiscal quarters. Many shareholders have told us that these reports are no longer
as useful as they once were, and so they have been discontinued.  Going forward,
portfolio  information  will be made  available  on a more timely  basis -- each
month  in  most  cases  --  through  Scudder's  Web  site,  Scudder's  automated
information  line  (SAIL),   and  by  calling  a  Scudder   Investor   Relations
representative.

     As outlined in the  management  discussion  that  follows,  Scudder  Global
Discovery  Fund's  performance  for the fiscal year ended October 31, 1996,  was
most  gratifying.  The Fund's total return of 20.97%  exceeded by a  comfortable
margin  returns for both the average global small company fund tracked by Lipper
Analytical Services and for stocks globally. We believe Scudder Global Discovery
Fund  remains  an  excellent  choice for  investors  seeking  long-term  capital
appreciation from smaller companies anywhere in the world poised to benefit from
expanding markets.

     Finally,  we'd like to take this  opportunity  to highlight  some additions
made this fall to the Scudder Family of Funds. Scudder Classic Growth Fund seeks
long-term capital  appreciation with a higher degree of principal stability than
the  average  growth  fund.  Scudder  21st  Century  Growth  Fund  takes  a more
aggressive approach, focusing primarily on emerging companies with the potential
to benefit from the rapidly  changing  industrial and economic  landscape.  Most
recently,   we  introduced  the  Scudder  Pathway  Series,  four  portfolios  --
Conservative,  Balanced, Growth, and International -- each of which include five
or more  Scudder  Funds  and  which  together  are  designed  to meet a range of
investor  needs.  For more  information on these and other Scudder Fund products
and services, please turn to page 26.

     Thank you for your continued  investment in Scudder Global  Discovery Fund.
Please do not hesitate to call  Investor  Relations at  1-800-225-2470  with any
questions regarding your account.

     Sincerely,

     /s/Daniel Pierce

     Daniel Pierce
     Chairman,
     Scudder Global Discovery Fund

                        3 - Scudder Global Discovery Fund
<PAGE>


 
PERFORMANCE UPDATE as of October 31, 1996
- ----------------------------------------------------------------
FUND INDEX COMPARISONS
- ----------------------------------------------------------------

                     Total Return
Period     Growth    --------------
Ended        of                Average
10/31/96  $10,000  Cumulative  Annual
- ---------------------------------------
SCUDDER GLOBAL DISCOVERY FUND
- ---------------------------------------
1 Year         $12,097   20.97%   20.97%
5 Year         $18,557   85.57%   13.16%
Life of Fund*  $18,433   84.33%   12.62%

- ---------------------------------------
MSCI WORLD INDEX
- ---------------------------------------
1 Year         $11,630   16.30%   16.30%
5 Year         $16,498   64.98%   10.52%
Life of Fund*  $16,760   67.60%   10.69%
- ---------------------------------------
*The Fund commenced operations on September 10, 1991.
 Index comparisons begin September 30, 1991.

- -----------------------------------------------------------------
GROWTH OF A $10,000 INVESTMENT
- ----------------------------------------------------------------- 
 
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 GLOBAL DISCOVERY FUND
Year            Amount
- ----------------------
9/91*          $10000
10/91          $ 9770
'92            $ 9894
'93            $13459
'94            $13837
'95            $14988
'96            $18140

INDEX
Year            Amount
- ----------------------
9/91*          $10000
10/91          $10159
'92            $ 9628
'93            $12228
'94            $13163
'95            $14412
'96            $16760

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      

                       1991    1992    1993    1994    1995    1996    
                     -----------------------------------------------
NET ASSET VALUE...   $11.92  $12.05  $16.14  $16.27  $17.54  $20.45  
INCOME DIVIDENDS..   $ --    $  .02  $  .07  $  .18  $  --   $  .20
CAPITAL GAINS 
DISTRIBUTIONS.....   $ --    $  --   $  .12  $  .15  $  .08  $  .44   
FUND TOTAL
RETURN (%)........     -.67    1.26   36.04    2.80    8.32   20.97
INDEX TOTAL
RETURN (%)........     1.59   -5.23   27.01    7.65    9.48   16.30   



On March 6, 1996, The Fund adopted its current name. Prior to that date, the
Fund was known as the Scudder Global Small Company Fund. 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 total returns for the five year and life of Fund periods would have been
lower.
                                       

                        4 - Scudder Global Discovery Fund
<PAGE>


PORTFOLIO SUMMARY as of October 31, 1996
- ---------------------------------------------------------------------------
GEOGRAPHICAL
(Excludes 13% Cash Equivalents)
- ---------------------------------------------------------------------------
Europe                            44%             
U.S. & Canada                     37%
Japan                             11%        
Pacific Basin                      4%
Latin America                      3%
Other                              1%        
- --------------------------------------                               
                                  100%
- --------------------------------------                                 

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

Portfolio weightings favor European
equities at the expense of Japan.
- --------------------------------------------------------------------------
SECTORS 
(Excludes 13% Cash Equivalents)
- --------------------------------------------------------------------------
Financial                                 17%             
Health                                    16% 
Service Industries                        13%
Consumer Staples                          10%      
Energy                                    10%
Consumer Discretionary                     7%
Technology                                 7%
Durables                                   6%
Manufacturing                              5%              
Other                                      9%        
- ---------------------------------------------                               
                                         100%
- ---------------------------------------------                         
                        
                       
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

Portfolio assets are broadly
diversified across a range of sectors.
- --------------------------------------------------------------------------
10 LARGEST EQUITY HOLDINGS
(22% of Portfolio)
- --------------------------------------------------------------------------
1. IHC CALAND N.V. 
   Dredging and offshore services in the Netherlands
2. HBO & COMPANY
   U.S. designer of computerized information systems to the healthcare industry
3. AUTOLIV AB
   Manufacturer of automobile safety bags in Sweden
4. BANK OF IRELAND PLC
   Bank
5. SERCO GROUP PLC
   Facilities management company in the United Kingdom
6. BILLING INFORMATION CONCEPTS
   Billing and information management services in the United States 
7. FRESENIUS AG
   Manufacturer and distributor of pharmaceutical and medical systems products
   in Germany
8. CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
   Owner and operator of national and regional private commercial television
   stations in Central Europe and Germany
9. BOSKALIS WESTMINISTER NV
   Netherlands international contractor specializing in dredging activities
10.JERONIMO MARTINS 
   Food producer and retailer in Portugal                           
                       
There were a number of changes in the top ten portfolio holdings
over the past year.
- -----------------------------------------------------------------------------
For more complete details about the Fund's investment portfolio,
see page 10. A monthly Investment Portfolio Summary and quarterly Portfolio
Holdings are available upon request.


                        5 - Scudder Global Discovery Fund
<PAGE>


                         Portfolio Management Discussion
Dear Shareholders,

For its fiscal year ended  October  31,  1996,  Scudder  Global  Discovery  Fund
provided  a total  return of 20.97%,  significantly  outperforming  the  average
global small company fund tracked by Lipper Analytical Services,  which returned
14.54%.  This performance also compared  favorably to that of the unmanaged MSCI
World Index,  which returned 16.30%.  The unmanaged  Salomon  Brothers  Extended
Market Index, which reflects the performance of small stocks globally,  returned
14.89% for the period.

                           Positive Market Environment

With the  exception  of Japan,  performance  of the  major  equity  markets  was
generally  robust  over the 12 months  covered  by this  report.  The  prolonged
expansion of the U.S.  economy  continued  through the end of the Fund's  fiscal
period,  as did the domestic stock  market's  upward swing,  despite  periods of
volatility  brought on by  investor  fears of  inflation.  In Europe,  growth is
moderate,  inflation is benign,  and  monetary  conditions  are easy.  Against a
backdrop of  relatively  high  unemployment,  the  prospects of a more  flexible
interpretation  of the convergence  criteria for joining European Monetary Union
(EMU) have emerged, and the markets have responded positively.

The Japanese economic recovery has not been as strong as initially  anticipated.
However,  low  interest  rates and a weaker yen should over time help to reflate
the economy.  Consumer  prices are stable after three years of inflation and the
fundamentals of the real estate market appear to be improving. Outside of Japan,
growth expectations in Asia have slowed from the torrid pace of recent years.

The global  environment for smaller stock  investing  during the fiscal year was
divided  into a  strong  first  half of the  year and a weak  second  half.  The
accompanying chart depicts the performance  differential each month of large cap
versus small cap stocks world wide.

BAR CHART TITLE:  Large Cap vs. Small Cap Stock Performance
                  Salomon Brothers:  Primary Market Index vs.
                  Extended Market Index
                  11/95 - 10/96
         
CHART DATA:
%                             Small Cap Outperforms

Monthly Differential          11/95          -1.28     
                                             -0.10     
                                             -0.51       
                               2/96           1.53      
                                              0.22       
                               4/96           2.63       
                                              0.05      
                               6/96          -1.78     
                                             -1.85       
                               8/96           1.36     
                                             -1.97      
                              10/96          -1.62

                              Large Cap Outperforms

Small stock performance softened over the latter part of the period.

                               Top Holdings Drive
                                   Performance

We continued to manage your portfolio actively  throughout the year, and many of
the changes had a positive  impact on  performance  for the period.  The biggest
gains for the portfolio, however, resulted from a handful of stocks owned at the
beginning  of the  year.  Of  particular  note  was  Fresenius  AG,  the  German
manufacturer  of  dialysis  equipment,   and  its  partially  owned  subsidiary,


                        6 - Scudder Global Discovery Fund
<PAGE>

Fresenius  USA.  The  former  doubled  in price in the period and the latter was
merged with the  National  Medical  Division of W.R.  Grace to form a new German
company  called  Fresenius  Medical Care, of which  Fresenius owns slightly more
than half. Combined,  these companies would constitute the Fund's second largest
holding, or 3.8% of the equities in the portfolio.  The attraction of the kidney
dialysis  business is simple.  Because of the aging  population in the developed
nations of the world,  the number of  candidates  for this  procedure is growing
three  to four  times  faster  than the  population  at  large,  and we see that
industry  consolidating  around  the  biggest  and the  best  providers  of that
service.  Vivra and Total Renal Care are two other participants in this business
held by the portfolio.

Another  corporate  restructuring  also  resulted  in a  large  portfolio  gain.
Sterling  Software's  spinoff of its  electronic  commerce  division  provided a
straightforward  benefit to shareholders in that the new company was capitalized
by the market at an amount  greater than the value of the parent  company at the
beginning of the year. Together, Sterling Software and the new Sterling Commerce
now constitute 3.1% of the portfolio's equity assets and,  combined,  would make
up its third largest holding.

There were a number of changes in the largest ten  portfolio  holdings  over the
past year.  Notable in their  departure  were the top two holdings at the end of
fiscal '95 --  German-based  software  company SAP and U.S.-based  semiconductor
producer  Atmel.  Both  had  reached   "oversized"   status  after  contributing
significantly  to the Fund's  performance.  SAP, for example,  had  increased in
price by 919% in U.S. dollars from the time of the first purchase by the Fund in
April of 1993 to the last sale. Replacing SAP and Atmel as the largest portfolio
holdings are IHC/Caland NV, the  Netherlands-based  manufacturer of dredgers and
offshore  production  platforms for the oil industry,  and the  U.S.-based HBO &
Co.,  the leading  consolidator  in the  booming  hospital  information  systems
industry.

- -------------------------------------------------------
 Scudder Global Discovery Fund
 Ten Largest Percentage Gainers
 (in order of U.S. dollar returns)
 One Year Ending 10/31/96
=======================================================
            Company                            USD
                                % Equities    % Gain
- -------------------------------------------------------
 BE Aerospace                      1.44       176.19
 Fresenius Non Vtg Pfd             2.31       170.92
 Lojas Renner                      0.37       134.04
 Saipem                            1.24       131.17
 Gucci Group                       1.72       130.00
 Dalmine Siderca                   0.40       112.00
 MLP Pfd                           1.71       109.25
 Benton Oil & Gas                  1.59       102.06
 IHC Caland                        4.09       96.52
 Wandel & Goltermann               0.75       95.00
- -------------------------------------------------------
 

                        7 - Scudder Global Discovery Fund
<PAGE>

Other new arrivals to the top ten were Fresenius,  BosKalis, Billing Information
Concepts, Central European Media (CETV), and Jeronimo Martins.


                               Focus on Individual
                               Companies in Global
                              Business Environment

The  role  of  emerging  countries  in  the  performance  of  the  portfolio  is
understated by the conventional  statistical breakdown shown in this report. The
domicile of the  headquarters of a company is becoming less and less relevant in
an  increasingly  global  business  environment.  Thus, our investment  focus on
companies rather than countries is working to our advantage  because it prevents
our  analysis  from  getting  bogged  down  in  fine  and   increasingly   murky
distinctions.

CETV and Jeronimo Martins  illustrate the impact of  globalization  and emerging
markets.  The former is a holding company with executive  offices in Bermuda and
London, whose main asset is its dominant television station in Prague. Since the
Fund's first purchase the company has expanded into the  broadcasting  market in
six more Central European countries.  Jeronimo Martins has recorded an excellent
record of growth in the food  business in its home country of  Portugal,  and is
now looking to grow its earnings  through the development of a similar  business
in Poland.  There are many other examples of this  phenomenon in your portfolio.
For  example,  Benton Oil (1.6% of equities)  derives all of its  earnings  from
Venezuela, and future earnings will come from Russia and the China Sea. Millicom
(1.5%), based in Luxembourg, focuses on providing cellular telephone services in
those areas where basic telephone service does not meet demand.  Over 40% of its
revenues are attributable to Latin America and Africa.

As we noted above, the country  weightings are becoming residual in nature as we
focus more on companies. However, the aggregate performance of regional holdings
can still be assessed.  Within this context, your portfolio has fared quite well
in Europe  over the last 12  months  both in  absolute  terms  and  relative  to
European  stocks in the  aggregate.  We enter  fiscal '97 as we did the previous
year -- overweighted in this market.  Our Japanese holdings represent the mirror
image -- underweighted and  underperforming  that large-cap dominated market. We
have reduced aggregate  holdings in Japan and have undertaken a restructuring of
the remaining  holdings to focus more on consumer stocks with defined niches and
strong growth prospects, such as Matsumotokiyoshi (drug stores). In the U.S., we
think that wrenching changes in the financing of healthcare service will provide
both risk and  opportunity in the years to come. We have  increased  holdings in
this  sector,  while  cutting back rather  dramatically  on  technology  stocks.
Finally,  our  experience  --  especially  in the  Far  East -- has led us to be
increasingly  selective  when  investing in emerging  markets,  focusing only on
those companies in which management and shareholder  stakes are clearly in close
alliance.  Growth  at the GNP  level is  definitely  not  enough -- our focus on
company selection is heightened when investing in these markets.


                        8 - Scudder Global Discovery Fund
<PAGE>

Looking forward, we remain cautious regarding the level of markets especially in
the  United  States and  Europe.  Nonetheless,  we  believe  that there are many
companies  already in the portfolio  that are built to weather  whatever  storms
arise,  and we intend to add to these  positions  if  presented  with  favorable
prices.  As we enter a new  fiscal  year,  the Fund  will  continue  to seek out
individual  small  companies we believe are positioned to benefit from expanding
markets  anywhere  in the  world.  Scudder  Global  Discovery  Fund  remains  an
appropriate  vehicle for long-term  investors seeking capital  appreciation.  We
thank you for your continued investment.



Sincerely,
Your Portfolio Management Team



/s/Gerald J. Moran               /s/Sewall P. Hodges
Gerald J. Moran                  Sewall P. Hodges

/s/Elizabeth J. Allan            /s/Joan R. Gregory
Elizabeth J. Allan               Joan R. Gregory


           Scudder Global Discovery Fund: A Team Approach to Investing

Scudder  Global  Discovery  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  Discovery 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 and has been a portfolio  manager since 1985.  Sewall Hodges,  Portfolio
Manager,  joined Scudder in 1995 and the team in 1996. Sewall, who has ten years
in global  analysis and  portfolio  management,  focuses on stock  selection and
research.  Portfolio  Manager  Elizabeth  Allan,  who  joined  the team in 1994,
concentrates  on the Fund's  Pacific  Basin  investments.  Elizabeth  has been a
portfolio  manager  at Scudder  since  1991 and  joined  the firm in 1987.  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. Joan has been
involved  with  investment  in global and  international  stocks as an assistant
portfolio  manager since 1989. 

Your Portfolio Management Team: Gerald J. Moran, Sewall P. Hodges,  Elizabeth J.
Allan and Joan R. Gregory



                        9 - Scudder Global Discovery Fund
<PAGE>


                   Investment Portfolio as of October 31, 1996
<TABLE>
<CAPTION>
                                                                                               Principal             Market
                                                                                               Amount ($)            Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                          <C>                   <C>
Repurchase Agreements 1.0%
- ------------------------------------------------------------------------------------------------------------------------------
Repurchase Agreement with Donaldson, Lufkin & Jenrette dated 10/31/96 at 5.52%, to be
  repurchased at $3,689,566 on 11/1/96, collateralized by a $3,754,000 U.S. Treasury                               -----------
  Note, 5.125%, 4/30/98 (Cost $3,689,000) .............................................        3,689,000             3,689,000
                                                                                                                   -----------

Commercial Paper 2.8%
- ------------------------------------------------------------------------------------------------------------------------------
American Express Credit Corp. Discount Note, 11/19/96 (Cost $ 9,973,750) ..............       10,000,000             9,973,750
                                                                                                                   -----------
Short Term Notes 9.0%
- ------------------------------------------------------------------------------------------------------------------------------
Federal Home Loan Bank, 5.5%, 11/1/96 (Cost $32,000,000) ..............................       32,000,000            32,000,000
                                                                                                                   -----------

                                                                                                 Shares
- ------------------------------------------------------------------------------------------------------------------------------
Common Stocks 87.2%
- ------------------------------------------------------------------------------------------------------------------------------

Argentina 0.9%

Dalmine Siderca (Steel producer) ......................................................          776,200             1,234,343

Quilmes Industrial S.A. (Leading beer distributor) ....................................           51,800               527,713

Quilmes Industrial S.A. (ADR) .........................................................          125,900             1,321,950
                                                                                                                    ----------
                                                                                                                     3,084,006
                                                                                                                    ----------
Australia 0.9%

Coca Cola Amatil Ltd. (Soft drink bottler and distributor) ............................          241,882             3,325,638
                                                                                                                    ----------
Bermuda 0.6%

Terra Nova (Bermuda) Holdings Ltd. "A" (Property, casualty and marine insurance and 
  reinsurance company) ................................................................           94,500             2,008,125
                                                                                                                    ----------
Brazil 1.1%

Banco Bradesco S.A.* (pfd.) (Commercial bank) .........................................      333,000,000             2,839,284

Lojas Renner S.A. (pfd.) (Specialty retailer of apparel, cosmetics, electronics, 
  household appliances and furniture) .................................................       21,400,000             1,145,610
                                                                                                                    ----------
                                                                                                                     3,984,894
                                                                                                                    ----------
Canada 0.3%

Renaissance Energy Ltd.* (Exploration, production and marketing of crude oil and natural 
  gas, operating in Alberta) ...........................................................          30,000               950,818

Stressgen Biotechnologies Corp. "A"* (Developer of products for treatment of cancer and 
  certain infectious diseases) .........................................................         105,000               274,059
                                                                                                                    ----------
                                                                                                                     1,224,877
                                                                                                                    ----------
Czech Republic 1.9%

Central European Media Enterprises Ltd. "A"* (Owner and operator of national and regional 
  private commercial television stations in central Europe and Germany) ................         237,700             6,655,600
                                                                                                                    ----------
France 2.0%

Dassault Systemes SA* (Computer aided design, manufacturing and engineering software 
  products) ............................................................................          75,000             3,228,078
</TABLE>

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

                      10 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>

<TABLE>
<CAPTION>
                                                                                                                     Market
                                                                                                Shares              Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                              <C>                <C>
Essilor International (Manufacturer of various types of lenses, eyeglasses, contact lenses and
  optical measuring instruments) .........................................................        14,100             3,710,236
                                                                                                                    ----------
                                                                                                                     6,938,314
                                                                                                                    ----------
Germany 5.7%

Fresenius Medical Care AG* (ADR) (Manufacturer of products and systems for treatment of kidney
  failure) ................................................................................      153,460             4,565,448

Fresenius AG (pfd.) (Manufacturer and distributor of pharmaceutical and medical systems
  products) ...............................................................................       32,900             7,117,449

Leica Camera AG* (Leading manufacturer of cameras and optical equipment) ..................        5,900               199,544

Marschollek Lautenschlaeger und Partner AG (pfd.) (Leading independent life insurance
  company) ................................................................................       38,000             5,271,328

Marschollek Lautenschlaeger und Partner AG Rights .........................................       38,000                47,693

Moebel Walther AG (pfd.) (Furniture retailer) .............................................       45,500             2,813,225

Pfeifer Vacuum Technology AG* (Manufacturer of various pumps and vacuum systems) ..........       20,000               320,000
                                                                                                                    ----------
                                                                                                                    20,334,687
                                                                                                                    ----------
Hong Kong 0.3%

Jinhui Shipping and Transportation Ltd. (Operator of cargo fleet of ships transporting steel,
  iron ore, non-ferrous metals and agricultural products) .................................    1,068,600             1,068,600
                                                                                                                    ----------
Indonesia 1.2%

Kalbe Farma (Ordinary) (Pharmaceutical producer and distributor) ..........................          280                   331

Merck-Indonesia (Foreign registered) (Pharmaceutical company) (b) .........................      100,000               485,239

Modern Photo Film Co.(Foreign registered) (Photographic film distributor) .................      238,000               656,640

Mustika Ratu (Foreign registered) (Consumer cosmetics producer) (b) .......................      677,500             1,047,343

Panin Bank (Foreign registered) (Bank) ....................................................      373,000               372,399

Sekar Bumi (Foreign registered) (Producer of frozen raw shrimp, prawns and fish) ..........      382,000               213,247

Steady Safe Transportation Service (Operator of taxis and buses in Jakarta) ...............      551,933               533,269

Unilever-Indonesia (Foreign registered) (Consumer products manufacturer) ..................       51,743               777,673
                                                                                                                    ----------
                                                                                                                     4,086,141
                                                                                                                    ----------
Ireland 3.2%

Bank of Ireland PLC (Bank) ................................................................      915,068             7,571,547

Irish Continental Group PLC (Transport of passengers, freight and containers between 
  Ireland, the U.K. and the continent) ....................................................      133,305               944,503

Irish Life PLC (Provider of life and disability insurance and pensions) ...................      640,750             2,776,118
                                                                                                                    ----------
                                                                                                                    11,292,168
                                                                                                                    ----------
Italy 4.8%

Bulgari SpA (Manufacturer and retailer of fine jewelry, luxury watches and perfumes .......      111,200             1,928,907

De Rigo SpA (ADR)* (Manufacturer and distributor of sunglasses and prescription 
  eyeglass frames) ........................................................................       47,000               511,125

Esaote Biomedica SpA* (Manufacturer of biomedical diagnostic equipment) ...................      143,000               477,712
</TABLE>

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

                      11 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

<TABLE>
<CAPTION>
                                                                                                                     Market
                                                                                                Shares              Value ($)
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                              <C>                <C>
Gucci Group (New York Shares) (Designer and producer of personal luxury accessories and
  apparel) .................................................................................      77,000             5,313,000

Luxottica Group SpA (ADR) (Manufacturer and marketer of eyeglasses) ........................      32,300             2,051,050

Mediolanum SpA* (Life insurance company) ...................................................     145,300             1,440,853

Saes Getters SpA di Risparmio (Manufacturer of getters, refined chemicals used in cathode ray
  tubes and other monitors) ................................................................     112,000             1,381,371

Saipem SpA (International contractor in oil and gas exploration and drilling, construction of
  refineries and pipelines) ................................................................     748,000             3,818,504
                                                                                                                    ----------
                                                                                                                    16,922,522
                                                                                                                    ----------
Japan 9.9%

Albis Co Limited (Food wholesaler) .........................................................      71,000               886,096

FCC Co., Ltd. (Manufacturer of motorcycle and automobile clutches) .........................      38,000             1,118,826

Fast Retailing Co., Ltd. (Operator of casual clothes retail chain) .........................      27,500               729,917

Genki Sushi Co., Ltd. (North Kanto-based fast-food sushi chain) ............................      57,000             1,102,127

Japan Associated Finance Co. (Venture capital company) .....................................      51,000             4,199,947

Matsumotokiyoshi (Operator of supermarket chain) ...........................................      92,000             2,773,422

Nichiei Co., Ltd. (Finance company for small- and medium-sized firms) ......................      63,000             4,197,047

Nippon Electric Glass Co., Ltd. (Leading producer of cathode-ray tube glass) ...............     129,000             1,972,754

Riso Kagaku Corp. (Manufacturer of copying machines) .......................................      30,500             2,173,976

Rock Field Co., Ltd. (Major delicatessen food processor) ...................................      14,000               178,414

Royal Ltd. (Wholesaler and retailer of automobile equipment and parts) .....................     103,400             2,335,542

Sagami Chain Co., Ltd. (Operator of noodle restaurant chain) ...............................      79,000             1,478,907

ShinMaywa Industries, Ltd. (Leading maker of dump trucks and other specialty vehicles) .....     114,000               986,905

Shohkoh Fund & Co., Ltd. (Finance company for small and medium-sized firms) ................      28,000             5,881,526

Square Co., Ltd. (Producer of software for video games) ....................................      78,000             4,044,648

Sundrug Co., Ltd. (Operator of outlet drug store chain) ....................................      30,000             1,120,584
                                                                                                                   -----------
                                                                                                                    35,180,638
                                                                                                                   -----------
Korea 0.2%

Korea 1990 Trust IDR* (Investment company) (c) ..............................................  180 units               765,000
                                                                                                                   -----------
Luxembourg 1.3%

Millicom International Cellular SA* (Developer and operator of cellular telephone 
  networks) .................................................................................    116,500             4,630,875
                                                                                                                   -----------
Mexico 0.9%

Grupo Casa Autrey SA (ADR) (Consumer specialty manufacturer) ................................    166,600             3,144,575
                                                                                                                   -----------
Netherlands 5.9%

Boskalis Westminster NV (International contractor specializing in dredging activities) ......    310,000             6,301,741

De Telegraaf Holding NV (Leading publisher of newspapers, magazines and books) ..............     69,600             1,496,862

IHC Caland N.V. (Dredging and offshore services) ............................................    225,800            12,599,511
</TABLE>

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

                      12 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

<TABLE>
<CAPTION>
                                                                                                                     Market
                                                                                                Shares              Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                            <C>                 <C>

Qiagen N.V.* (Biopharmaceutical company) ...............................................          22,800               624,146
                                                                                                                   -----------
                                                                                                                    21,022,260
                                                                                                                   -----------
Philippines 0.1%

Republic Glass Holdings Corp. (Maker of glass products for passenger cars and light 
  commercial vehicles) .................................................................       1,000,000               194,064
                                                                                                                   -----------
Poland 0.7%

Gorazdze Cement SA (Cement producer) ...................................................          33,800               877,703

Pioneer Poland Fund (Closed-end investment company) (b) (d) ............................               3             1,433,547
                                                                                                                   -----------
                                                                                                                     2,311,250
                                                                                                                   -----------
Portugal 1.8%

Jeronimo Martins (Food producer and retailer) ..........................................          68,760             6,271,739
                                                                                                                   -----------

Singapore 0.3%

GP Batteries International, Ltd. (Developer, manufacturer and distributor of batteries 
  and battery-related products) ........................................................         400,000             1,160,000
                                                                                                                   -----------
Sweden 2.2%

Autoliv AB (Manufacturer of automobile safety bags) ....................................         180,400             7,658,316
                                                                                                                   -----------
Switzerland 1.2%

Phoenix Mecano AG (Bearer) (Manufacturer of housings and components for computers) .....           3,000             1,473,734

Schindler Holdings AG (PC) (Leading elevator and escalator manufacturer) ...............           2,650             2,704,382
                                                                                                                   -----------
                                                                                                                     4,178,116
                                                                                                                   -----------
Thailand 0.1%

American Standard Sanitaryware (Foreign registered) (Manufacturer of bathroom 
  fixtures) (b) ........................................................................          28,200               375,926

Bangkok Dusit Medical Services Co., Ltd. (Health services) .............................              99                   131
                                                                                                                   -----------
                                                                                                                       376,057
                                                                                                                   -----------
United Kingdom 7.5%

Brake Brothers PLC (Specialist supplier of frozen foods to the catering industry) ......         180,300             2,221,600

Expro International Group PLC (Provider of oilfield services) ..........................         325,700             2,274,308

Hambros Insurance Services Group PLC (Insurance company) ...............................         903,300             1,345,325

Hardy Oil & Gas PLC (Oil and gas exploration and development) ..........................         886,000             3,828,886

Provident Financial PLC (Personal finance group) .......................................         496,300             3,720,045

Serco Group PLC (Facilities management company) ........................................         703,700             7,227,551

Tibbett and Britten Group PLC (Transportation services for manufacturing and retail 
  industries) ..........................................................................         574,100             6,003,920
                                                                                                                   -----------
                                                                                                                    26,621,635
                                                                                                                   -----------
United States 32.2%

Abercrombie & Fitch Co. "A"* (Retails casual apparel for men and women) ................          21,700               477,400

Alaska Air Group Inc.* (Scheduled and charter airline services) ........................          66,000             1,452,000

Aptargroup, Inc. (Manufacturer of packaging equipment components) ......................          97,100             3,131,475
</TABLE>

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

                      12 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

<TABLE>
<CAPTION>
                                                                                                                     Market
                                                                                                Shares              Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                            <C>                 <C>
BE Aerospace* (Airline audio/video control systems) ....................................         203,200             4,419,600

Barrett Resources Corp.* (Oil and gas exploration and production) ......................          74,000             2,839,750

Bell & Howell Holdings Co.* (Information access and dissemination services) ............          90,600             2,423,550

Benton Oil & Gas Co.* (Oil and gas exploration, development and production) ............         200,000             4,900,000

Billing Information Concepts* (Billing and information management services) ............         275,500             7,197,438

CapMAC Holdings Inc. (Provider of financial guaranty insurance) ........................         133,300             4,448,888

Cintas Corp. (Uniform rentals) .........................................................          45,000             2,621,250

ContiFinancial Corp.* (Provider of financing for a broad range of loans) ...............          90,900             2,954,250

CytoTherapeutics, Inc.* (Developer of therapeutic products for treatment of certain chronic and
  disabling diseases) ..................................................................          80,000               710,000

Enron Global Power & Pipelines L.L.C. (Owner and manager of power plants and a natural gas
  pipeline system) .....................................................................         120,800             3,397,500

Factset Research Systems Inc.* (Provides on-line integrated financial database services)          14,300               343,200

Fiserv Inc.* (Data processing services) ................................................         120,775             4,634,741

HBO & Company (Designer of computerized information systems to the healthcare industry)          129,200             7,768,150

IGEN Inc.* (Producer of medical supplies) ..............................................         313,300             1,879,800

Karrington Health, Inc.* (Owner and operator of private pay assisted living residences)           98,700             1,554,525

M.S. Carriers Inc.* (Truckload carrier of general freight) .............................          96,300             1,805,625

Matrix Pharmaceutical, Inc.* (Developer of site-specific treatments for cancer and serious
  skin diseases) .......................................................................          81,100               613,319

Midwest Express Holding, Inc.* (Operator of passenger airline catering to business travelers)     60,000             2,040,000

National Processing, Inc.* (Low-cost, high-volume card and check transaction processing)          85,700             1,628,300

Neurogen Corp.* (Developer of biopharmaceuticals for treatment of psychiatric and neurological
  disorders) ...........................................................................         100,000             2,175,000

Nordson Corp. (Industrial application equipment) .......................................          17,900               984,500

OccuSystems Inc.* (Provider of primary care physician and case management services) ....         117,300             3,211,088

PHAMIS, Inc.* (Developer and installer of patient-centered healthcare information systems)       100,000             1,500,000

R.P. Scherer Corp.* (Manufacturer of drug delivery system) .............................          72,300             3,352,913

Raytel Medical Corp.* (Provider of healthcare services) ................................         188,000             2,068,000

Ribozyme Pharmaceuticals, Inc.* (Developer of human therapeutics) ......................         100,000               975,000

Rofin-Sinar Technologies Inc.* (Manufacturer of laser products use for cutting and welding)      214,200             2,623,950

Rohr Industries Inc.* (Manufacturer of jet engine assemblies) ..........................         167,000             3,089,500

Silicon Valley Group Inc.* (Manufacturer of equipment for semiconductor industry) ......         120,400             2,001,650

Somatogen Inc.* (Developer of human blood substitute) ..................................         100,000             1,062,500

Sterling Commerce, Inc.* (Producer of electronic data interchange products and services)         198,134             5,572,519

Sterling Software Inc. (Computer software products) ....................................         119,700             3,890,250
</TABLE>

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

                      14 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>

<TABLE>
<CAPTION>
                                                                                                                     Market
                                                                                                Shares              Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                            <C>                 <C>
Stillwater Mining Co.* (Exploration and development of mines in Montana producing platinum,
  palladium and associated metals) .....................................................          80,800             1,393,800

Thomas Nelson, Inc. (Publisher) ........................................................         120,962             1,481,785

Tiffany & Co. (Retailer of jewelry and gift items) .....................................         100,000             3,700,000

Total Renal Care Holdings* (Provides dialysis services for sufferers of chronic kidney 
  failure) .............................................................................          50,600             1,973,400

Trimedyne Inc. Warrants (expire 2/11/97) (b) ...........................................           8,500                   468

Triton Energy Ltd.* (Independent oil and gas exploration and production company) .......          34,200             1,526,175

U.S. Long Distance Corp. (Long distance telecommunication and information services) ....          58,500               489,938

Vincam Group Inc.* (Provider of solutions to complexities and costs of employment and personnel)  20,000               635,000

Vivra, Inc.* (Provider of dialysis services) ..........................................          101,850             3,246,469

Wandel & Goltermann Technologies, Inc.* (Manufacturer of test, measurement, diagnostic and
  monitoring products for local and wide area networks) ...............................          118,200             2,304,900

Watson Pharmaceuticals, Inc.* (Producer of medications and drug delivery systems) .....           40,700             1,358,363
                                                                                                                   -----------
                                                                                                                   113,857,929
- ------------------------------------------------------------------------------------------------------------------------------
Total Common Stocks (Cost $233,474,430)                                                                            308,298,026
- ------------------------------------------------------------------------------------------------------------------------------

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

- ------------------------------------------------------------------------------------------------------------------------------
Total Investment Portfolio - 100.0% (Cost $279,137,180) (a)                                                        353,960,776
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

  (a) The cost for federal income tax purposes was $281,532,448. At October 31,
      1996, net unrealized appreciation for all securities based on tax cost was
      $72,428,328. This consisted of aggregate gross unrealized appreciation for
      all securities in which there was an excess of market value over tax cost
      of $89,362,733 and aggregate gross unrealized depreciation for all
      securities in which there was an excess of tax cost over market value of
      $16,934,405.

  (b) Securities valued in good faith by the Valuation Committee of the Board of
      Directors. The cost of these securities at October 31, 1996, aggregated
      $3,601,521. See Note A of the Notes to Financial Statements.

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

  (d) Market value and cost reflect full payment. The remaining installments
      which total $1,108,125 will be payable upon thirty days prior notice from
      Pioneering Management Limited.

    * Non-income producing security.

      Sector breakdown of the Fund's equity securities is noted on page 5.

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

                      15 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

                                           Financial Statements

                                   Statement of Assets and Liabilities

                                          as of October 31, 1996
<TABLE>
<S>               <C>                                                                        <C>
Assets
- ----------------------------------------------------------------------------------------------------------------------------
                  Investments, at market (identified cost $279,137,180) (Note A)             $ 353,960,776
                  Cash ........................................................                     10,982
                  Unrealized appreciation on forward currency exchange contracts (Notes
                     A and D) .................................................                    458,135
                  Receivable for investments sold .............................                  1,557,361
                  Receivable for Fund shares sold .............................                    394,326
                  Dividends and interest receivable ...........................                    218,609
                  Foreign taxes recoverable ...................................                     66,332
                                                                                             ----------------
                  Total assets ................................................                356,666,521
                                                                                             ----------------
Liabilities
- ----------------------------------------------------------------------------------------------------------------------------
                  Payable for investments purchased ...........................              $   4,813,021
                  Payable for Fund shares redeemed ............................                    385,358
                  Accrued management fee (Note C) .............................                    320,586
                  Other accrued expenses (Note C) .............................                    271,400
                  Unrealized depreciation on forward currency exchange contracts (Notes
                     A and D) .................................................                     45,317
                  Other payables ..............................................                        859
                                                                                             ----------------
                  Total liabilities ...........................................                  5,836,541
                  -------------------------------------------------------------------------------------------
                  Net assets, at market value .................................              $ 350,829,980
                  -------------------------------------------------------------------------------------------
Net Assets
 ----------------------------------------------------------------------------------------------------------------------------
                  Net assets consist of:
                  Accumulated distributions in excess of net investment income                    (747,671)
                  Unrealized appreciation on:
                     Investments ..............................................                 74,823,596
                     Foreign currency related transactions ....................                    417,093
                  Accumulated net realized gain ...............................                 14,752,222
                  Paid-in capital .............................................                261,584,740
                  -------------------------------------------------------------------------------------------
                  Net assets, at market value .................................              $ 350,829,980
                  -------------------------------------------------------------------------------------------
Net Asset Value
 ----------------------------------------------------------------------------------------------------------------------------
                  Net Asset Value, offering and redemption price per share
                     ($350,829,980 / 17,152,364 shares of capital stock outstanding,         ----------------
                     $.01 par value, 100,000,000 shares authorized) ...........                  $20.45
                                                                                             ----------------
</TABLE>

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

                      16 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>

                                         Statement of Operations

                                       year ended October 31, 1996

<TABLE>
<S>               <C>                                                                        <C>
Investment Income
- ------------------------------------------------------------------------------------------------------------------------------
                  Income:
                  Dividends (net of foreign taxes withheld of $278,065) ..............       $   2,551,488
                  Interest ...........................................................           1,570,549
                                                                                             -----------------
                                                                                                 4,122,037
                                                                                             -----------------
                  Expenses:
                  Management fee (Note C) ............................................           3,201,957
                  Services to shareholders (Note C) ..................................             728,216
                  Custodian and accounting fees (Note C) .............................             403,890
                  Directors' fees and expenses (Note C) ..............................              48,589
                  Reports to shareholders ............................................             134,828
                  Auditing ...........................................................              72,410
                  Legal ..............................................................              21,885
                  Registration fees ..................................................              40,605
                  Amortization of organization expense (Note A) ......................               8,849
                  Other ..............................................................              34,173
                                                                                             -----------------
                                                                                                 4,695,402
                  -------------------------------------------------------------------------------------------
                  Net investment loss ................................................            (573,365)
                  -------------------------------------------------------------------------------------------

Realized and unrealized gain (loss) on investment transactions
- ------------------------------------------------------------------------------------------------------------------------------
                  Net realized gain from:
                  Investments ........................................................          14,927,055
                  Foreign currency related transactions ..............................           2,009,871
                                                                                             -----------------
                                                                                                 16,936,926
                  Net unrealized appreciation during the period on:
                  Investments ........................................................          36,860,474
                  Foreign currency related transactions ..............................             204,652
                                                                                             -----------------
                                                                                                37,065,126
                                                                                             -----------------
                  Net gain on investment transactions ................................          54,002,052
                  -------------------------------------------------------------------------------------------
                  Net increase in net assets resulting from operations ...............       $  53,428,687
                  -------------------------------------------------------------------------------------------
</TABLE>

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

                      17 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>


                                   Statements of Changes in Net Assets

<TABLE>
<CAPTION>
                                                                                    Years Ended October 31,
Increase (Decrease) in Net Assets                                                    1996            1995
- ------------------------------------------------------------------------------------------------------------------------------
<S>               <C>                                                            <C>             <C>
                  Operations:
                  Net investment loss .......................................    $   (573,365)   $   (292,576)
                  Net realized gain from investment transactions ............      16,936,926       8,877,150
                  Net unrealized appreciation on investment transactions
                     during the period ......................................      37,065,126       8,320,983
                                                                                 --------------  --------------
                  Net increase in net assets resulting from operations ......      53,428,687      16,905,557
                                                                                 --------------  --------------
                  Distributions to shareholders from:
                     Net investment income ..................................      (2,817,790)             --
                                                                                 --------------  --------------
                     Net realized gains .....................................      (6,128,748)     (1,236,433)
                                                                                 --------------  --------------
                  Fund share transactions:
                  Proceeds from shares sold .................................     140,375,546      77,102,527
                  Net asset value of shares issued to shareholders in
                     reinvestment of distributions ..........................       8,373,037       1,187,647
                  Cost of shares redeemed ...................................     (97,489,394)    (94,864,766)
                                                                                  --------------  -------------
                  Net increase (decrease) in net assets from Fund share
                     transactions ...........................................      51,259,189     (16,574,592)
                                                                                 --------------  --------------
                  Increase (decrease) in net assets .........................      95,741,338        (905,468)
                  Net assets at beginning of period .........................     255,088,642     255,994,110
                                                                                 --------------  --------------
                  Net assets at end of period (including accumulated
                     distributions in excess of net investment income of 
                     $747,671 and undistributed net investment                   --------------  --------------
                     income of $2,587,566, respectively) ....................    $350,829,980    $255,088,642
                                                                                 --------------  --------------
Other Information
- ------------------------------------------------------------------------------------------------------------------------------
                  Increase (decrease) in Fund shares
                  Shares outstanding at beginning of period .................      14,547,124      15,734,564
                                                                                 --------------  --------------
                  Shares sold ...............................................       7,361,025       4,678,309
                  Shares issued to shareholders in reinvestment of
                     distributions ..........................................         487,939          79,071
                  Shares redeemed ...........................................      (5,243,724)     (5,944,820)
                                                                                 --------------  --------------
                  Net increase (decrease) in Fund shares ....................       2,605,240      (1,187,440)
                                                                                 --------------  --------------
                  Shares outstanding at end of period .......................      17,152,364      14,547,124
                                                                                 --------------  --------------
</TABLE>
 
   The accompanying notes are an integral part of the financial statements.

                      18 -- SCUDDER GLOBAL DISCOVERY FUND

<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>
<CAPTION>
                                                                                                            For the Period  
                                                                                                             September 10,  
                                                                                                                 1991       
                                                                                                           (commencement of 
                                                                                                            operations) to  
                                                                Years Ended October 31,                       October 31,   
                                               1996 (a)      1995        1994         1993        1992           1991       
 ----------------------------------------------------------------------------------------------------------------------------
 <S>                                           <C>          <C>         <C>         <C>          <C>            <C>
 Net asset value, beginning of period ......   $17.54       $16.27      $16.14      $12.05       $11.92         $12.00
                                               ------------------------------------------------------------------------------
 Income from investment operations:
 Net investment income (loss) ..............     (.04)        (.03)       (.02)        .04          .07            .01
 Net realized and unrealized gain (loss) on
    investment transactions ................     3.59         1.38         .48        4.24          .08           (.09)
                                               ------------------------------------------------------------------------------
 Total from investment operations ..........     3.55         1.35         .46        4.28          .15           (.08)
                                               ------------------------------------------------------------------------------
 Less distributions:
 From net investment income ................     (.20)          --          --        (.07)        (.02)            --
 In excess of net investment income ........       --           --        (.18)         --           --             --
 From net realized gains on investment       
    transactions ...........................     (.44)        (.08)       (.15)       (.12)           --            --
                                               ------------------------------------------------------------------------------
 Total distributions .......................     (.64)        (.08)       (.33)       (.19)        (.02)            --
                                               ------------------------------------------------------------------------------

 Net asset value, end of period                $20.45       $17.54      $16.27      $16.14       $12.05         $11.92
 ----------------------------------------------------------------------------------------------------------------------------
 Total Return (%) ..........................    20.97         8.32        2.80       36.04         1.26           (.67)*
 Ratios and Supplemental Data
 Net assets, end of period ($ millions)           351          255         256         198           55              9
 Ratio of operating expenses, net to             
    average daily net assets (%) ...........     1.60         1.69        1.70        1.50         1.50           1.50**
 Ratio of operating expenses before expense      
    reductions, to average daily net assets
    (%) ....................................     1.60         1.69        1.76        2.01         2.53          15.34**
 Ratio of net investment income (loss) to        
    average daily net assets (%) ...........     (.20)        (.12)       (.28)        .53          .78           2.47**
 Portfolio turnover rate (%) ...............     63.0         43.7        45.8        54.6         23.4             --
 Average commission rate paid (b) ..........   $.0026       $   --      $   --      $   --       $   --          $  --
</TABLE>

  (a) Based on monthly average shares outstanding during the period.

  (b) Average commission rate paid per share of common and preferred stocks is
      calculated for fiscal years beginning on or after September 1, 1995.

  *   Not annualized

  **  Annualized

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

                      19 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>


                          Notes to Financial Statements

 
                       A. Significant Accounting Policies

Scudder Global Discovery Fund (the "Fund"), formerly Scudder Global Small
Company 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 Fund's financial statements are prepared in accordance with generally
accepted accounting principles which require the use of management estimates.
The policies described below are followed consistently by the Fund in the
preparation of its financial statements.

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 $3,342,523 (0.95% of net assets) and have been noted in the
investment portfolio as of October 31, 1996.

Their values have been estimated by the Board of Directors in the absence of
readily ascertainable market values. However, because of the inherent
uncertainty of valuation, those estimated values may differ significantly from
the values that would have been used had a ready market for the securities
existed, and the difference could be material.

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.

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.


                      20 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

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.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange
contract (forward contract) is a commitment to purchase or sell a foreign
currency at the settlement date at a negotiated rate. During the period, the
Fund utilized forward contracts as a hedge in connection with portfolio
purchases and sales of securities denominated in foreign currencies and as a
hedge against changes in exchange rates relating to foreign currency denominated
assets.

Forward contracts are valued at the prevailing forward exchange rate of the
underlying currencies and unrealized gain/loss is recorded daily. Forward
contracts having the same settlement date and broker are offset and any gain
(loss) is realized on the date of offset; otherwise, gain (loss) is realized on
settlement date. Realized and unrealized gains and losses which represent the
difference between the value of the forward contract to buy and the forward
contract to sell are included in net realized and unrealized gain (loss) from
foreign currency related transactions.

Certain risks may arise upon entering into forward contracts from the potential
inability of counterparties to meet the terms of their contracts. Additionally,
when utilizing forward contracts to hedge, the Fund gives up the opportunity to
profit from favorable exchange rate movements during the term of the contract.

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.


                      21 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

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

During the year ended October 31, 1996, purchases and sales of investment
securities (excluding short-term investments) aggregated $202,015,627 and
$168,485,247, respectively.

                               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. For the year ended October 31, 1996, the fee pursuant to the Agreement
amounted to $3,201,957.

Scudder Service Corporation ("SSC"), a subsidiary of the Adviser, is the
transfer, dividend-paying and shareholder service agent for the Fund. Included
in services to shareholders is $514,910 charged to the Fund by SSC during the
year ended October 31, 1996, of which $45,204 is unpaid at October 31, 1996.

Scudder Trust Company ("STC"), a subsidiary of the Adviser, provides
recordkeeping and other services in connection with certain retirement and
employee benefit plans invested in the Fund. For the year ended October 31,
1996, the amount charged to the Fund by STC aggregated $92,508, of which $16,738
is unpaid at October 31, 1996.

Scudder Fund Accounting Corporation ("SFAC"), a subsidiary of the Adviser, is
responsible for determining the daily net asset value per share and maintaining
the portfolio and general accounting records of the Fund. For the year ended
October 31, 1996, the amount charged to the Fund by SFAC aggregated $189,560, of
which $17,695 is unpaid at October 31, 1996.

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, 1996, Directors' fees and expenses aggregated $48,589.


                      22 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>

                                 D. Commitments

As of October 31, 1996, the Fund had entered into the following forward foreign
currency exchange contracts resulting in net unrealized appreciation of
$412,818.

<TABLE>
<CAPTION>
                                                                                                 Net Unrealized
                                                                                                  Appreciation
                                                                               Settlement        (Depreciation)
            Contracts to Deliver                  In Exchange For                 Date               (U.S.$)
      ---------------------------------   ---------------------------------   --------------   --------------------
      <S>                <C>              <C>                  <C>             <C>                  <C>
      Japanese Yen         193,000,000    U.S. Dollars           1,790,353       1/8/97              78,197
      Japanese Yen       1,638,300,000    U.S. Dollars          15,112,813      4/16/97             379,938
      U.S. Dollars           1,780,478    Japanese Yen         192,950,417      4/16/97             (45,317)
                                                                                                    -------
                                                                                                    412,818
                                                                                                    =======
</TABLE>

                               E. Lines of Credit

The Fund and several affiliated Funds (the "Participants") share in a $500
million revolving credit facility for temporary or emergency purposes, including
the meeting of redemption requests that otherwise might require the untimely
disposition of securities. The Participants are charged an annual commitment fee
which is allocated among each of the Participants. Interest is calculated based
on the market rates at the time of the borrowing. The Fund may borrow up to a
maximum of 33 percent of its net assets under the agreement. In addition, the
Fund also maintains an uncommitted line of credit.


                      23 -- SCUDDER GLOBAL DISCOVERY FUND
<PAGE>

                        Report of Independent Accountants

To the Board of Directors of Scudder Global Fund, Inc. and to the Shareholders
of Scudder Global Discovery Fund:

We have audited the accompanying statement of assets and liabilities of Scudder
Global Discovery Fund (formerly Scudder Global Small Company Fund) including the
investment portfolio, as of October 31, 1996, 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 five years in the period ended October 31, 1996, 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, 1996 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 Discovery Fund as of October 31, 1996, the results of its
operations for the year then ended, the changes in net assets for each of the
two years in the period the year then ended, and the financial highlights for
each of the five years in the period ended October 31, 1996, 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 16, 1996


                      24 -- SCUDDER GLOBAL DISCOVERY FUND

<PAGE>

                                 Tax Information

The Fund will mail  shareholders IRS Form 1099-Div in late January,  summarizing
all taxable distributions paid for 1996.

The Fund paid  distributions of $.435 per share from net long-term capital gains
during its year ended October 31, 1996.  Pursuant to Section 852 of the Internal
Revenue Code, the Fund designates  $12,865,256 as capital gain dividends for its
taxable year ended October 31, 1996.

The Fund paid  foreign  taxes of $278,065  and the Fund  recognized  $809,194 of
foreign  source income during the taxable year ended October 31, 1996.  Pursuant
to section 853 of the Internal  Revenue Code, the Fund designates $.02 per share
of foreign taxes and $.05 of income from foreign  sources as having been paid in
the taxable year ended October 31, 1996.

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  Investor  Relations
Representative at 1-800-225-5163.


                              Officers and Trustees

Daniel Pierce*
Chairman of the Board, Director, and Vice President

William E. Holzer
President

Nicholas Bratt*
President and Director

Paul Bancroft III
Director; Venture Capitalist and Consultant

Sheryle J. Bolton
Director; Consultant

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.
Honorary Director; Chairman of the Board and Director, Kirby Corporation

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

Adam Greshin*
Vice President

Jerard K. Hartman*
Vice President

Thomas W. Joseph*
Vice President

Gerald J. Moran*
Vice President

M. Isabel Saltzman*
Vice President

David S. Lee*
Vice President and Assistant Treasurer

Thomas F. McDonough*
Vice President and Secretary

Pamela A. McGrath*
Vice President and 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.



                       25 - Scudder Global Discovery Fund
<PAGE>

                        Investment Products and Services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------
Money Market
- ------------
   Scudder U.S. Treasury Money Fund
   Scudder Cash Investment Trust

Tax Free Money Market+
- ----------------------
   Scudder Tax Free Money Fund
   Scudder California Tax Free Money Fund*
   Scudder New York Tax Free Money Fund*

Tax Free+
- ---------
   Scudder Limited Term Tax Free Fund
   Scudder Medium Term Tax Free Fund
   Scudder Managed Municipal Bonds
   Scudder High Yield Tax Free Fund
   Scudder California Tax Free Fund*
   Scudder Massachusetts Limited Term
      Tax Free Fund*
   Scudder Massachusetts Tax Free Fund*
   Scudder New York Tax Free Fund*
   Scudder Ohio Tax Free Fund*
   Scudder Pennsylvania Tax Free Fund*

U. S. Income
- ------------
   Scudder Short Term Bond Fund
   Scudder GNMA Fund
   Scudder Income Fund
   Scudder Zero Coupon 2000 Fund
   Scudder High Yield Bond Fund

Global Income
- -------------
   Scudder Global Bond Fund
   Scudder International Bond Fund
   Scudder Emerging Markets Income Fund

Asset Allocation
- ----------------
   Scudder Pathway Conservative Portfolio
   Scudder Pathway Balanced Portfolio
   Scudder Pathway Growth Portfolio
   Scudder Pathway International Portfolio

U.S. Growth and Income
- ----------------------
   Scudder Balanced Fund
   Scudder Growth and Income Fund

U.S. Growth
- -----------
  Value
     Scudder Capital Growth Fund
     Scudder Value Fund
     Scudder Small Company Value Fund
     Scudder Micro Cap Fund

  Growth
     Scudder Classic Growth Fund
     Scudder Quality Growth Fund
     Scudder Development Fund
     Scudder 21st Century Growth Fund

Global Growth
- -------------
  Worldwide
     Scudder Global Fund
     Scudder International Fund
     Scudder Global Discovery Fund
     Scudder Gold Fund

  Regional
     Scudder Greater Europe Growth Fund
     Scudder Emerging Markets Growth Fund
     Scudder Pacific Opportunities Fund
     Scudder Latin America Fund
     The Japan Fund

Retirement Programs
- -------------------
   IRA
   SEP IRA
   SIMPLE IRA
   Keogh Plan
   401(k), 403(b) Plans
   Scudder Horizon Plan *+++ +++
    (a variable annuity)

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

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.  +++Funds  within  categories are listed from expected
least to most risk.  +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.

                       26 - Scudder Global Discovery Fund
<PAGE>


                             How to Contact Scudder

Account Service and Information
- --------------------------------------------------------------------------------
For existing account services and transactions
  Scudder Investor Relations -- 1-800-225-5163

For 24 hour account information, fund information, exchanges, and an overview 
of all the services available to you
  Scudder Electronic Account Services -- http://funds.scudder.com

For information about your Scudder accounts, exchanges and redemptions
   Scudder Automated Information Line (SAIL) -- 1-800-343-2890
     
Investment Information
- --------------------------------------------------------------------------------
 For information  about the Scudder funds,  including  additional
 applications  and  prospectuses,  or for  answers to  investment
 questions
   Scudder Investor Relations -- 1-800-225-2470
                                 [email protected]

   Scudder's World Wide Web Site -- http://funds.scudder.com

 For establishing 401(k) and 403(b) plans
   Scudder Defined Contribution Services -- 1-800-323-6105
   
Scudder Brokerage Services
- --------------------------------------------------------------------------------
To receive  information  about this discount  brokerage service and to obtain an
application
   Scudder Brokerage Services* -- 1-800-700-0820

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            Chicago               San Francisco
    Boston                New York
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  Relations  and Scudder  Funds  Centers are services  provided
through Scudder Investor Services, Inc., Distributor.
* Scudder Brokerage  Services,  Inc., 42 Longwater Drive,  Norwell,  MA 02061 --
Member NASD/SIPC
** 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 - Scudder Global Discovery Fund
<PAGE>

Celebrating Over 75 Years of Serving Investors

Established in 1919 by Theodore  Scudder,  Sidney  Stevens,  and F. Haven Clark,
Scudder,  Stevens & Clark 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  over 40 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 us 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  long-standing
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.







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


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

<PAGE>

                            SCUDDER GLOBAL FUND, INC.

                            PART C. OTHER INFORMATION

<TABLE>
<CAPTION>
Item 24.          Financial Statements and Exhibits
- --------          ---------------------------------

         <S>         <C>             <C>    
         a.       Financial Statements

                  Included in Part A of this Registration Statement:

                           For Scudder Global Fund:
                                    Financial Highlights for the period July 23, 1986 (commencement of  
                                    operations) to June 30, 1987 and for the nine fiscal years ended June 30, 1996. 
                                    (Incorporated by reference to Post-Effective  Amendment No. 27 to the
                                    Registration Statement.)

                           For Scudder International Bond Fund:
                                    Financial  Highlights for the period July 6, 1988  (commencement of  
                                    operations) to June 30,  1989  and for the  seven  fiscal  years ended  June  30,  1996.   
                                    (Incorporated by reference to Post-Effective Amendment No. 27 to the 
                                    Registration Statement.)

                           For Scudder Global Discovery Fund:
                                    Financial Highlights for the period September 10, 1991 (commencement of
                                    operations)  to October 31, 1991 and for the five fiscal years ended 
                                    October 31, 1996.

                           For Scudder Global Bond Fund:
                                    Financial Highlights for the period March 1, 1991 (commencement of 
                                    operations) to October 31, 1991 and for the five fiscal years ended
                                    October 31, 1996.

                           For Scudder Emerging Markets Income Fund:
                                    Financial Highlights for the period December 31, 1993 (commencement of 
                                    operations) to October  31,  1994  and for  the two fiscal years ended 
                                    October 31, 1996.

                  Included in Part B of this Registration Statement:

                           For Scudder Global Fund:
                                    Investment  Portfolio  as of June  30,  1996
                                    Statement  of Assets and  Liabilities  as of June 30, 1996  
                                    Statement of  Operations  for the  fiscal   year   ended  June  30,   1996
                                    Statements  of Changes in Net Assets for the two  fiscal   years   ended  
                                    June  30,  1996
                                    Financial Highlights for the period July 23, 1986  (commencement  of 
                                    operations) to June 30, 1987 and for the nine fiscal years ended June 30, 1996 
                                    Notes to Financial  Statements
                                    Report    of     Independent     Accountants
                                    (Incorporated by reference to Post-Effective Amendment No. 27 to the   
                                    Registration Statement.)

                                 Part C - Page 1
<PAGE>

                           For Scudder International Bond Fund:
                                    Investment Portfolio as of June 30, 1996
                                    Statement of Assets and Liabilities as of June 30, 1996
                                    Statement of Operations  for the fiscal year ended June 30, 1996 
                                    Statements of Changes in Net Assets for the two fiscal years ended
                                    June 30, 1996  
                                    Financial Highlights for the period July 6, 1988 (commencement of operations) 
                                    to June 30, 1989 and for the seven fiscal years ended June 30, 1996 
                                    Notes to Financial Statements    
                                    Report of Independent Accountants   
                                    (Incorporated  by reference to Post-Effective Amendment No. 27 to the 
                                    Registration Statement.)

                           For Scudder Global Discovery Fund:  
                                    Investment Portfolio  as of October 31, 1996  
                                    Statement of Assets and  Liabilities as of October 31, 1996  
                                    Statement of Operations for the fiscal year ended October 31, 1996  
                                    Statements of Changes in Net Assets for the two fiscal years ended 
                                    October 31, 1996
                                    Financial Highlights for the period September 10, 1991 (commencement of 
                                    operations)to October 31, 1991 and for the five fiscal years ended  
                                    October 31, 1996
                                    Notes to Financial Statements  
                                    Report of Independent Accountants

                           For Scudder Global Bond Fund:
                                    Investment  Portfolio as of October 31, 1996
                                    Statement  of Assets and  Liabilities  as of October 31, 1996 
                                    Statement of Operations for the  fiscal  year ended October 31, 1996
                                    Statements  of Changes in Net Assets for the two fiscal years ended 
                                    October 31, 1996
                                    Financial Highlights for the period March 1, 1991 (commencement of 
                                    operations) to October 31, 1991 and for the five fiscal years ended
                                    October 31, 1996   
                                    Notes to Financial Statements 
                                    Report of Independent Accountants

                           For Scudder Emerging Markets Income Fund:
                                    Investment Portfolio as of October 31, 1996
                                    Statement of Assets and Liabilities as of October 31, 1996
                                    Statement of Operations for the fiscal year ended October 31, 1996
                                    Statement  of  Changes in Net Assets for the period December 31, 1993 
                                    (commencement of operations) to October 31, 1994 and for the fiscal 
                                    year ended October 31, 1996 
                                    Financial Highlights for the period  December 31, 1993
                                    (commencement of operations) to October 31, 1994 and for the two fiscal 
                                    years ended October 31, 1996   
                                    Notes to Financial Statements 
                                    Report of Independent Accountants

                           Statements,   schedules  and  historical  information other than those listed above have been 
                           omitted since they are either not applicable or are not required.


                                 Part C - Page 2
<PAGE>

                   b.        Exhibits:

                             1.       (a)     Articles of Amendment and Restatement dated December 13, 1990.
                                              (Incorporated by reference to Exhibit 1(a) to Post-Effective
                                              Amendment No. 8 to the Registration Statement.)

                                      (b)     Articles Supplementary dated February 14, 1991.
                                              (Incorporated by reference to Exhibit 1(b) to Post-Effective
                                              Amendment No. 9 to the Registration Statement.)

                                      (c)     Articles Supplementary dated July 11, 1991.
                                              (Incorporated by reference to Exhibit No. 1(c) to Post-Effective
                                              Amendment No. 12 to the Registration Statement.)

                                      (d)     Articles Supplementary dated November 24, 1992.
                                              (Incorporated by reference to Exhibit 1(d) to Post-Effective
                                              Amendment No. 18 to the Registration Statement.)

                                      (e)     Articles Supplementary dated October 20, 1993.
                                              (Incorporated by reference to Exhibit 1(e) to Post-Effective
                                              Amendment No. 19 to the Registration Statement.)

                                      (f)     Articles Supplementary dated December 14, 1995.
                                              (Incorporated by reference to Exhibit 1(f) to Post-Effective
                                              Amendment No. 26 to the Registration Statement.)

                                      (g)     Articles Supplementary dated March 6, 1996 is filed herein.

                             2.       (a)     By-Laws dated May 15, 1986.
                                              (Incorporated   by   reference  to Exhibit 2 to original Registration
                                              Statement.)

                                      (b)     Amendment dated May 4, 1987 to the By-Laws.
                                              (Incorporated by reference to Exhibit 2(b) to Post-Effective
                                              Amendment No. 2 to the Registration Statement.)

                                      (c)     Amendment dated September 14, 1987 to the By-Laws.
                                              (Incorporated by reference to Exhibit 2(c) to Post-Effective
                                              Amendment No. 5 to the Registration Statement.)

                                      (d)     Amendment dated July 27, 1988 to the By-Laws.
                                              (Incorporated by reference to Exhibit 2(d) to Post-Effective
                                              Amendment No. 5 to the Registration Statement.)

                                      (e)     Amendment dated September 15, 1989 to the By-Laws.
                                              (Incorporated by reference to Exhibit 2(e) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                      (f)     Amended and Restated By-Laws dated March 4, 1991.
                                              (Incorporated by reference to Exhibit 2(f) to Post-Effective
                                              Amendment No. 12 to the Registration Statement.)

                                      (g)     Amendment dated September 20, 1991 to the By-Laws.
                                              (Incorporated by reference to Exhibit No. 2(g) to Post-Effective
                                              Amendment No. 15 to the Registration Statement.)


                                Part C - Page 3
<PAGE>

                                      (h)     Amendment dated December 12, 1991 to the By-Laws.
                                              (Incorporated by reference to Exhibit No. 2(h) to Post-Effective
                                              Amendment No. 23 to the Registration Statement.)

                                      (i)     Amendment dated October 1, 1996 to the By-Laws.
                                              (Incorporated by reference to Exhibit No. 2(i) to Post-Effective
                                              Amendment No. 27 to the Registration Statement.)

                             3.               Inapplicable.

                             4.       (a)     Specimen Share Certificate representing shares of capital stock of
                                              $.01 par value of Scudder Global Fund.
                                              (Incorporated by reference to Exhibit 4(a) to Post-Effective
                                              Amendment No. 6 to the Registration Statement.)

                                      (b)     Specimen Share Certificate representing shares of capital stock of
                                              $.01 par value of Scudder International Bond Fund.
                                              (Incorporated by reference to Exhibit 4(b) to Post-Effective
                                              Amendment No. 6 to the Registration Statement.)

                             5.       (a)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder Global Fund) and Scudder, Stevens & Clark, Inc. dated
                                              December 14, 1990.
                                              (Incorporated by reference to Exhibit 5(a) to Post-Effective
                                              Amendment No. 12 to the Registration Statement.)

                                      (b)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder International Bond Fund) and Scudder, Stevens & Clark, Inc.
                                              dated December 14, 1990.
                                              (Incorporated by reference to Exhibit 5(b) to Post-Effective
                                              Amendment No. 12 to the Registration Statement.)

                                      (c)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder Short Term Global Income Fund) and Scudder, Stevens & Clark,
                                              Inc. dated September 7, 1993.
                                              (Incorporated by reference to Exhibit 5(c) to Post-Effective
                                              Amendment No. 20 to the Registration Statement.)

                                      (d)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder Global Small Company Fund) and Scudder, Stevens & Clark,
                                              Inc. dated September 3, 1991.
                                              (Incorporated by reference to Exhibit 5(d) to Post-Effective
                                              Amendment No. 15 to the Registration Statement.)

                                      (e)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder Emerging Markets Income Fund) and Scudder, Stevens & Clark,
                                              Inc. dated December 29, 1993.
                                              (Incorporated by reference to Post-Effective Amendment No. 21 to the
                                              Registration Statement.)

                                      (f)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder International Bond Fund) and Scudder, Stevens & Clark, Inc.
                                              dated September 8, 1994.
                                              (Incorporated by reference to Post-Effective Amendment No. 22 to the
                                              Registration Statement.)

                                Part C - Page 4
<PAGE>

                                      (g)     Investment Management Agreement between the Registrant (on behalf of
                                              Scudder Global Fund) and Scudder, Stevens & Clark, Inc. dated
                                              September 6, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 24 to the
                                              Registration Statement.)

                             6.               Underwriting Agreement between the Registrant and Scudder Investor
                                              Services, Inc. dated July 24, 1986.
                                              (Incorporated by reference to Exhibit 6 to Post-Effective Amendment
                                              No. 1 to the Registration Statement.)

                             7.               Inapplicable.

                             8.       (a)     Custodian Agreement between the Registrant and State Street Bank and
                                              Trust Company dated July 24, 1986.
                                              (Incorporated by reference to Exhibit 8(a) to Post-Effective
                                              Amendment No. 1 to the Registration Statement.)

                                      (b)     Fee schedule for Exhibit 8(a).
                                              (Incorporated by reference to Exhibit 8(b) to Post-Effective
                                              Amendment No. 4 to the Registration Statement.)

                                      (c)     Custodian Agreement between the Registrant (on behalf of Scudder
                                              International Bond Fund) and Brown Brothers Harriman & Co. dated
                                              July 1, 1988.
                                              (Incorporated by reference to Exhibit 8(c) to Post-Effective
                                              Amendment No. 5 to the Registration Statement.)

                                      (d)     Fee schedule for Exhibit 8(c).
                                              (Incorporated by reference to Exhibit 8(d) to Post-Effective
                                              Amendment No. 5 to the Registration Statement.)

                                      (e)     Amendment dated September 16, 1988 to the Custodian Contract 
                                              between the Registrant and State Street Bank and Trust Company 
                                              dated July 24, 1986.    
                                              (Incorporated by reference to Exhibit 8(d) to Post-Effective  
                                              Amendment No. 6 to the Registration Statement.)

                                      (f)     Amendment  dated  December 7, 1988 to the Custodian Contract 
                                              between the Registrant and State  Street Bank and Trust Company 
                                              dated July 24, 1986.    
                                              (Incorporated by reference to Exhibit 8(e) to Post-Effective 
                                              Amendment No. 6 to the Registration Statement.)

                                      (g)     Amendment dated November 30, 1990 to the Custodian Contract 
                                              between the Registrant and State Street Bank and Trust Company 
                                              dated July 24, 1986.
                                              (Incorporated by reference to Post-Effective Amendment No. 10 to 
                                              the Registration Statement.)

                                      (h)     Custodian Agreement between the Registrant (on behalf of Scudder
                                              Short Term Global Income Fund) and Brown Brothers Harriman & 
                                              Co. dated February 28, 1991.
                                              (Incorporated by reference to Post-Effective Amendment No. 15 to 
                                              the Registration Statement.)

                                Part C - Page 5
<PAGE>

                                      (i)     Custodian Agreement between the Registrant (on behalf of Scudder
                                              Global Small Company Fund) and Brown Brothers Harriman & Co. 
                                              dated August 30, 1991.
                                              (Incorporated by reference to Post-Effective Amendment No. 16 to 
                                              the Registration Statement.)

                                      (j)     Custodian Agreement between the Registrant (on behalf of Scudder
                                              Emerging Markets Income Fund) and Brown Brothers Harriman & Co.
                                              dated December 31, 1993.
                                              (Incorporated by reference to Post-Effective Amendment No. 23 to the
                                              Registration Statement.)

                                      (k)     Amendment  (on behalf of Scudder Global Fund) dated October 3, 1995
                                              to the Custodian Agreement between the Registrant and Brown Brothers
                                              Harriman & Co. dated March 7, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 24 to the
                                              Registration Statement.)

                             9.       (a)(1)  Transfer Agency and Service Agreement between the Registrant and
                                              Scudder Service Corporation dated October 2, 1989.
                                              (Incorporated by reference to Exhibit 9(a)(1) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                      (a)(2)  Fee schedule for Exhibit 9(a)(1).
                                              (Incorporated by reference to Exhibit 9(a)(2) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                      (a)(3)  Revised fee schedule dated October 1, 1995 for Exhibit 9(a)(1).
                                              (Incorporated by reference to Exhibit 9(a)(3) to Post-Effective
                                              Amendment No. 27 to the Registration Statement.)

                                      (a)(4)  Revised fee schedule dated October 1, 1996 for Exhibit 9(a)(1) is filed herein.

                                      (b)(1)  COMPASS Service Agreement with Scudder Trust Company dated
                                              January 1, 1990.
                                              (Incorporated by reference to Exhibit 9(b)(1) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                      (b)(2)  Fee schedule for Exhibit 9(b)(1).
                                              (Incorporated by reference to Exhibit 9(b)(2) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                      (b)(3)  COMPASS Service Agreement between Scudder Trust Company and the
                                              Registrant dated October 1, 1995.
                                              (Incorporated by reference to Exhibit 9(b)(3) to Post-Effective
                                              Amendment No. 26 to the Registration Statement.)

                                      (b)(4)  Revised fee schedule dated October 1, 1996 for Exhibit 9(b)(3) is filed herein.

                                      (c)(1)  Shareholder Services Agreement with Charles Schwab & Co., Inc. 
                                              dated June 1, 1990.
                                              (Incorporated by reference to Exhibit 9(c) to Post-Effective
                                              Amendment No. 7 to the Registration Statement.)

                                Part C - Page 6
<PAGE>

                                      (c)(2)  Service Agreement between Copeland Associates, Inc. and Scudder
                                              Service Corporation (on behalf of Scudder Global Fund and Scudder
                                              Global Small Company Fund) dated June 8, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 24 to the
                                              Registration Statement.)

                                      (c)(3)  Administrative Services Agreement between McGladvey & Pullen, Inc.
                                              and the Registrant dated September 30, 1995.
                                              (Incorporated by reference to Exhibit 9(c)(3) to Post-Effective
                                              Amendment No. 26 to the Registration Statement.)

                                      (d)(1)  Fund Accounting Services Agreement between the Registrant (on behalf
                                              of Scudder Global Fund) and Scudder Fund Accounting Corporation
                                              dated March 14, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 24 to the
                                              Registration Statement.)

                                      (d)(2)  Fund Accounting Services Agreement between the Registrant (on behalf
                                              of Scudder International Bond Fund) and Scudder Fund Accounting
                                              Corporation dated August 3, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 25 to the
                                              Registration Statement.)

                                      (d)(3)  Fund Accounting Services Agreement between the Registrant (on behalf
                                              of Scudder Global Small Company Fund) and Scudder Fund Accounting
                                              Corporation dated June 15, 1995.
                                              (Incorporated by reference to Post-Effective Amendment No. 25 to the
                                              Registration Statement.)

                                      (d)(4)  Fund Accounting Services Agreement between the  Registrant (on 
                                              behalf of Scudder Global Bond Fund (formerly Scudder Short Term
                                              Global  Income  Fund)) and Scudder Fund Accounting  Corporation 
                                              dated November 29,  1995.  
                                              (Incorporated by reference to Exhibit 9(d)(4) to Post-Effective 
                                              Amendment No. 26 to the Registration Statement.)

                                      (d)(5)  Fund Accounting Services Agreement between the  Registrant (on 
                                              behalf of Scudder Emerging Markets Income Fund) and Scudder 
                                              Fund Accounting Corporation dated February 1, 1996.  
                                              (Incorporated by reference to Exhibit 9(d)(5) to Post-Effective 
                                              Amendment No. 27 to the Registration Statement.)

                             10.              Inapplicable.

                             11.              Consent of Independent Accountants is filed herein.

                             12.              Inapplicable.

                             13.      (a)     Letter of Investment Intent (on behalf of Scudder Global Fund)
                                              (Incorporated by reference to Exhibit 13 to Pre-Effective 
                                              Amendment No. 2 to the Registration Statement.)

                                      (b)     Letter of Investment Intent (on behalf of Scudder International
                                              Bond Fund)
                                              (Incorporated by reference to Exhibit 13(b) to Post-Effective
                                              Amendment No. 4 to the Registration Statement.)

                                Part C - Page 7
<PAGE>

                                      (c)     Letter of Investment Intent (on behalf of Scudder Short Term Global
                                              Income Fund)
                                              (Incorporated by reference to Exhibit 13(c) to Post-Effective
                                              Amendment No. 9 to the Registration Statement.)

                             14.      (a)     Scudder Flexi-Plan for Corporations and Self-Employed Individuals.
                                              (Incorporated by reference to Exhibit 14(a) to Scudder Income Fund
                                              Post-Effective Amendment No. 46 to its Registration Statement on
                                              Form N-1A [File Nos. 2-13627 and 811-42].)

                                      (b)     Scudder Individual Retirement Plan.
                                              (Incorporated by reference to Exhibit 14(b) to Scudder Income Fund
                                              Post-Effective Amendment No. 46 to its Registration Statement on
                                              Form N-1A [File Nos. 2-13627 and 811-42].)

                                      (c)     Scudder Funds 403(b) Plan.
                                              (Incorporated by reference to Exhibit 14(c) to Scudder Income Fund
                                              Post-Effective Amendment No. 46 to its Registration Statement on
                                              Form N-1A [File Nos. 2-13627 and 811-42].)

                                      (d)     Scudder Employer-Select 403(b) Plan.
                                              (Incorporated by reference to Exhibit 14(e)(2) to Scudder Income
                                              Fund, Inc. Post-Effective Amendment No. 43 to its Registration
                                              Statement on Form N-1A [File Nos. 2-13627 and 811-42].)

                                      (e)     Scudder Cash or Deferred Profit Sharing Plan under Section 401(k).
                                              (Incorporated by reference to Exhibit 14(f) to Scudder Income Fund,
                                              Inc. Post-Effective Amendment No. 43 to its Registration Statement
                                              on Form N-1A [File Nos. 2-13627 and 811-42].)

                             15.              Inapplicable.

                             16.              Schedule for Computation of Performance Quotation.
                                              (Incorporated by reference to Exhibit 16 to Post-Effective Amendment
                                              No. 6 to the Registration Statement.)

                             17.              Financial Data Schedules for the series designated as Scudder Global
                                              Bond Fund, Scudder Global Discovery Fund and Scudder Emerging
                                              Markets Income Fund are filed herein.

                             18.              Inapplicable.

                                              Power of Attorney for Edmond D. Villani, Paul Bancroft, III,
                                              Nicholas Bratt, Thomas J. Devine, William H. Gleysteen, Jr., William
                                              H. Luers and Robert G. Stone, Jr.
                                              (Incorporated by reference to the Signature Page to Post-Effective
                                              Amendment No. 10 to the Registration Statement.)

                                              Power of Attorney for William E. Holzer.
                                              (Incorporated by reference to the Signature Page to Post-Effective
                                              Amendment No. 18 to the Registration Statement.)

                                              Power of Attorney for Daniel Pierce.

                                Part C - Page 8
<PAGE>

                                              (Incorporated by reference to the Signature Page to Post-Effective
                                              Amendment No. 19 to the Registration Statement.)

                                              Power of Attorney for Dudley H. Ladd.
                                              (Incorporated by reference to the Signature Page to Post-Effective
                                              Amendment No. 27 to the Registration Statement.)
</TABLE>

Item 25.          Persons Controlled by or under Common Control with Registrant
- --------          -------------------------------------------------------------

                  None

<TABLE>
<CAPTION>
Item 26.          Number of Holders of Securities (as of January 31, 1997).
- --------          ---------------------------------------------------------

                                         (1)                                             (2)

                                   Title of Class                              Number of Shareholders
                                   --------------                              ----------------------

                   <S>                                                                    <C>    
                   Shares of capital stock
                   ($.01 par value)
                     Scudder Global Fund                                                84,590
                     Scudder International Bond Fund                                    20,506
                     Scudder Global Bond Fund                                           12,577
                     Scudder Global Discovery Fund                                      27,455
                     Scudder Emerging Markets Income Fund                               16,221
</TABLE>

Item 27.          Indemnification.
- --------          ----------------

                  A policy of insurance covering Scudder, Stevens & Clark, Inc.,
                  its subsidiaries  including Scudder Investor  Services,  Inc.,
                  and all of the  registered  investment  companies  advised  by
                  Scudder,  Stevens  &  Clark,  Inc.  insures  the  Registrant's
                  Directors and officers and others against liability arising by
                  reason of an alleged  breach of duty  caused by any  negligent
                  error or accidental omission in the scope of their duties.

         Article  Tenth  of  Registrant's  Articles  of  Incorporation  state as
follows:

TENTH:            Liability and Indemnification
- ------            -----------------------------

         To the fullest extent permitted by the Maryland General Corporation Law
and  the  Investment  Company  Act  of  1940,  no  director  or  officer  of the
Corporation  shall be  liable  to the  Corporation  or to its  stockholders  for
damages.  This limitation on liability applies to events occurring at the time a
person serves as a director or officer of the  Corporation,  whether or not such
person is a director or officer at the time of any proceeding in which liability
is asserted.  No amendment to these  Articles of Amendment  and  Restatement  or
repeal of any of its provisions  shall limit or eliminate the benefits  provided
to  directors  and  officers  under this  provision  with  respect to any act or
omission which occurred prior to such amendment or repeal.

         The Corporation,  including its successors and assigns, shall indemnify
its directors and officers and make advance  payment of related  expenses to the
fullest extent  permitted,  and in accordance  with the  procedures  required by
Maryland law,  including Section 2-418 of the Maryland General  Corporation Law,
as may be amended from time to time, and the Investment Company Act of 1940. The
By-laws may provide that the Corporation  shall  indemnify its employees  and/or
agents in any manner and within such limits as permitted by applicable law. Such
indemnification  shall be in  addition  to any other right or claim to which any
director, officer, employee or agent may otherwise be entitled.

         The  Corporation  may purchase and maintain  insurance on behalf of any
person who is or was a director,  officer,  employee or agent of the Corporation
or is or was serving at the request of the  Corporation as a director,  officer,
partner,  trustee, employee or agent of another foreign or domestic corporation,
partnership,  joint venture,  trust or other enterprise or employee benefit plan

                                Part C - Page 9
<PAGE>

against any liability  asserted  against and incurred by such person in any such
capacity  or  arising  out  of  such  person's  position,  whether  or  not  the
Corporation would have had the power to indemnify against such liability.

         The rights  provided to any person by this Article shall be enforceable
against the Corporation by such person who shall be presumed to have relied upon
such  rights in  serving  or  continuing  to serve in the  capacities  indicated
herein. No amendment of these Articles of Amendment and Restatement shall impair
the rights of any person  arising at any time with  respect to events  occurring
prior to such amendment.

         Nothing in these Articles of Amendment and Restatement  shall be deemed
to (i) require a waiver of compliance  with any provision of the  Securities Act
of 1933, as amended,  or the Investment  Company Act of 1940, as amended,  or of
any valid rule,  regulation or order of the Securities  and Exchange  Commission
under  those Acts or (ii)  protect any  director  or officer of the  Corporation
against any liability to the  Corporation or its  stockholders to which he would
otherwise  be  subject  by reason  of  willful  misfeasance,  bad faith or gross
negligence  in the  performance  of his or her duties or by reason of his or her
reckless disregard of his or her obligations and duties hereunder.

Item 28.          Business or Other Connections of Investment Adviser
- --------          ---------------------------------------------------

                  The Adviser has stockholders and employees who are denominated
                  officers   but   do   not  as   such   have   corporation-wide
                  responsibilities. Such persons are not considered officers for
                  the purpose of this Item 28.

<TABLE>
<CAPTION>
                           Business and Other Connections of Board
           Name            of Directors of Registrant's Adviser
           ----            ------------------------------------

<S>                        <C>    
Stephen R. Beckwith        Director, Vice President, Assistant Treasurer, Chief Operating Officer & Chief
                                 Financial Officer, Scudder, Stevens & Clark, Inc. (investment adviser)**

Lynn S. Birdsong           Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           President & Director, The Latin America Dollar Income Fund, Inc.  (investment company)**
                           President & Director, Scudder World Income Opportunities Fund, Inc.  (investment
                                 company)**
                           President, The Japan Fund, Inc. (investment company)**
                           Supervisory Director, The Latin America Income and Appreciation Fund N.V. (investment
                                 company) +
                           Supervisory Director, The Venezuela High Income Fund N.V. (investment company) xx
                           Supervisory Director, Scudder Mortgage Fund (investment company)+
                           Supervisory Director, Scudder Floating Rate Funds for Fannie Mae Mortgage Securities 
                                 I & II (investment company) +
                           Director,   Canadian  High  Income  Fund  (investment company)#  
                           Director,  Hot  Growth   Companies  Fund (investment company)# 
                           Director,  Sovereign High Yield Investment Company  (investment  company)+  
                           Director, Scudder,  Stevens  &  Clark (Luxembourg) S.A. (investment manager) #

Nicholas Bratt             Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           President & Director, Scudder New Europe Fund, Inc. (investment company)**
                           President & Director, The Brazil Fund, Inc. (investment company)**
                           President & Director, The First Iberian Fund, Inc. (investment company)**
                           President & Director, Scudder International Fund, Inc.  (investment company)**
                           President & Director, Scudder Global Fund, Inc. (President on all series except Scudder
                                 Global Fund) (investment company)**
                           President & Director, The Korea Fund, Inc. (investment company)**
                           President & Director, Scudder New Asia Fund, Inc. (investment company)**
                           President, The Argentina Fund, Inc. (investment company)**


                                Part C - Page 10
<PAGE>

                           Vice President, Scudder, Stevens & Clark Corporation (Delaware) (investment adviser)**
                           Vice President, Scudder, Stevens & Clark Japan, Inc. (investment adviser)###
                           Vice President, Scudder, Stevens & Clark of Canada Ltd. (Canadian investment adviser)
                                 Toronto, Ontario, Canada
                           Vice President, Scudder, Stevens & Clark Overseas Corporation oo

E. Michael Brown           Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Trustee, Scudder GNMA Fund (investment company)*
                           Trustee, Scudder U.S. Treasury Fund (investment company)*
                           Trustee, Scudder Tax Free Money Fund (investment company)*
                           Trustee, Scudder State Tax Free Trust (investment company)*
                           Trustee, Scudder Cash Investment Trust (investment company)*
                           Assistant Treasurer, Scudder Investor Services, Inc. (broker/dealer)*
                           Director & President, Scudder Realty Holding Corporation (a real estate holding
                                 company)*
                           Director & President,  Scudder Trust Company (a trust company)+++
                           Director, Scudder Trust (Cayman) Ltd.

Mark S. Casady             Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Director & Vice President, Scudder Investor Services, Inc. (broker/dealer)*
                           Director & Vice President, Scudder Service Corporation (in-house transfer agent)*
                           Director, SFA, Inc. (advertising agency)*

Linda C. Coughlin          Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Chairman & Trustee, AARP Cash Investment Funds  (investment company)**
                           Chairman & Trustee, AARP Growth Trust (investment company)**
                           Chairman & Trustee, AARP Income Trust (investment company)**
                           Chairman & Trustee, AARP Tax Free Income Trust  (investment company)**
                           Chairman & Trustee, AARP Managed Investment Portfolios Trust  (investment company)**
                           Director & Senior Vice President, Scudder Investor Services, Inc. (broker/dealer)*
                           Director, SFA, Inc. (advertising agency)*

Margaret D. Hadzima        Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Assistant Treasurer, Scudder Investor Services, Inc. (broker/dealer)*

Jerard K. Hartman          Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Vice President, Scudder California Tax Free Trust (investment company)*
                           Vice President, Scudder Equity Trust (investment company)**
                           Vice President, Scudder Cash Investment Trust (investment company)*
                           Vice President, Scudder Fund, Inc. (investment company)**
                           Vice President, Scudder Global Fund, Inc. (investment company)**
                           Vice President, Scudder GNMA Fund (investment company)*
                           Vice President, Scudder Portfolio Trust (investment company)*
                           Vice President, Scudder Institutional Fund, Inc. (investment company)**
                           Vice President, Scudder International Fund, Inc. (investment company)**
                           Vice President, Scudder Investment Trust (investment company)*
                           Vice President, Scudder Municipal Trust (investment company)*
                           Vice President, Scudder Mutual Funds, Inc. (investment company)**
                           Vice President, Scudder New Asia Fund, Inc. (investment company)**
                           Vice President, Scudder New Europe Fund, Inc. (investment company)**
                           Vice President, Scudder Securities Trust (investment company)*
                           Vice President, Scudder State Tax Free Trust (investment company)*
                           Vice President, Scudder Funds Trust (investment company)**
                           Vice President, Scudder Tax Free Money Fund (investment company)*


                                Part C - Page 11
<PAGE>

                           Vice President, Scudder Tax Free Trust (investment company)*
                           Vice President, Scudder U.S. Treasury Money Fund (investment company)*
                           Vice President, Scudder Pathway Series (investment company)*
                           Vice President, Scudder Variable Life Investment Fund (investment company)*
                           Vice President, The Brazil Fund, Inc. (investment company)**
                           Vice President, The Korea Fund, Inc. (investment company)**
                           Vice President, The Argentina Fund, Inc. (investment company)**
                           Vice President & Director, Scudder, Stevens & Clark of Canada, Ltd. (Canadian
                                   investment adviser) Toronto, Ontario, Canada
                           Vice President, The First Iberian Fund, Inc. (investment company)**
                           Vice President, The Latin America Dollar Income Fund, Inc. (investment company)**
                           Vice President, Scudder World Income Opportunities Fund, Inc. (investment
                                   company)**

Richard A. Holt            Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Vice President, Scudder Variable Life Investment Fund (investment company)*

Dudley H. Ladd             Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Vice President & Trustee, Scudder Cash Investment Trust  (investment company)*
                           Director, Scudder Global Fund, Inc. (investment company)**
                           Director, Scudder International Fund, Inc. (investment company)**
                           Director, Scudder Mutual Fund, Inc. (investment company)**
                           Trustee, Scudder Investment Trust (investment company)*
                           Trustee, Scudder Portfolio Trust (investment company)*
                           Trustee, Scudder Municipal Trust (investment company)*
                           Trustee, Scudder Securities Trust (investment company)*
                           Trustee, Scudder State Tax Free Trust (investment company)*
                           Trustee, Scudder Equity Trust (investment company)**
                           Trustee, Scudder Funds Trust (investment company)**
                           Vice President, Scudder U.S. Treasury Money Fund  (investment company)*
                           President & Director, SFA, Inc. (advertising agency)*
                           Senior Vice President & Director, Scudder Investor Services, Inc. (broker/dealer)*

John T. Packard            Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           President, Montgomery Street Income Securities, Inc. (investment company) ^o
                           Chairman, Scudder Realty Advisors, Inc. (realty investment adviser) x

Daniel Pierce              Chairman & Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Chairman, Vice President & Director, Scudder Global Fund, Inc.  (investment company)**
                           Chairman & Director, Scudder New Europe Fund, Inc. (investment company)**
                           Chairman & Director, The First Iberian Fund, Inc. (investment company)**
                           Chairman & Director, Scudder International Fund, Inc. (investment company)**
                           Chairman & Director, Scudder New Asia Fund, Inc. (investment company)**
                           President & Trustee, Scudder Equity Trust (investment company)**
                           President & Trustee, Scudder GNMA Fund (investment company)*
                           President & Trustee, Scudder Portfolio Trust (investment company)*
                           President & Trustee, Scudder Funds Trust (investment company)**
                           President & Trustee, Scudder Securities Trust (investment company)*
                           President & Trustee, Scudder Investment Trust (investment company)*
                           President & Director, Scudder Institutional Fund, Inc. (investment company)**
                           President & Director, Scudder Fund, Inc. (investment company)**
                           President & Director, Scudder Mutual Funds, Inc. (investment company)**
                           Vice President & Trustee, Scudder Municipal Trust (investment company)*
                           Vice President & Trustee, Scudder Variable Life Investment Fund (investment 
                                 company)*

                                Part C - page 12
<PAGE>

                           Vice President & Trustee, Scudder Pathway Series (investment company)*
                           Trustee, Scudder California Tax Free Trust (investment company)*
                           Trustee, Scudder State Tax Free Trust (investment company)*
                           Vice President, Montgomery Street Income Securities, Inc. (investment company)^o
                           Chairman & President, Scudder, Stevens & Clark of Canada, Ltd. (Canadian investment
                                 adviser), Toronto, Ontario, Canada
                           Chairman & Director, Scudder Global Opportunities Funds (investment company) 
                                 Luxembourg
                           Chairman, Scudder, Stevens & Clark, Ltd. (investment adviser) London, England
                           President & Director, Scudder Precious Metals, Inc. xxx
                           Vice President, Director & Assistant Secretary, Scudder Realty Holdings Corporation
                                 (a real estate holding company)*
                           Vice President, Director & Assistant Treasurer, Scudder Investor Services, Inc.
                                 (broker/dealer)*
                           Director,  Scudder Latin America Investment Trust PLC (investment company)@  
                           Director, Fiduciary Trust Company (banking & trust company) Boston, MA
                           Director,  Fiduciary Company Incorporated  (banking & trust  company) Boston, MA  
                           Trustee, New England Aquarium,  Boston,  MA  
                           Incorporator,  Scudder  Trust Company (a trust company)+++

Kathryn L. Quirk           Director & Secretary, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Director, Vice President & Assistant Secretary, The Argentina Fund, Inc. (investment
                                 company)**
                           Director, Vice President & Assistant Secretary, Scudder International Fund, Inc.
                                 (investment company)**
                           Director, Vice President & Assistant Secretary, Scudder New Asia Fund (investment
                                 company)**
                           Trustee, Vice President & Assistant Secretary, Scudder Equity Trust (investment
                                 company)**
                           Trustee, Vice President & Assistant Secretary, Scudder Securities Trust (investment
                                 company)*
                           Trustee, Vice President & Assistant Secretary, Scudder Funds Trust (investment
                                 company)**
                           Trustee, Scudder Investment Trust (investment company)*    
                           Trustee, Scudder Municipal Trust (investment company)*  
                           Vice President & Trustee, Scudder  Tax Free  Money Fund (investment  company)*
                           Vice President & Trustee,  Scudder Tax Free Trust (investment  company)* 
                           Vice  President & Secretary, AARP Growth Trust (investment company)**   
                           Vice President & Secretary,  AARP Income Trust (investment company)** 
                           Vice President & Secretary,  AARP Tax Free Income Trust (investment  company)** 
                           Vice President & Secretary,  AARP Cash  Investment  Funds  (investment company)**
                           Vice President & Secretary, AARP Managed Investment Portfolios Trust (investment
                                 company)**
                           Vice President & Secretary, The Japan Fund, Inc. (investment company)**
                           Vice President & Assistant Secretary, Scudder World Income Opportunities Fund, Inc.
                                 (investment company)**
                           Vice President & Assistant Secretary, The Korea Fund, Inc. (investment company)**
                           Vice President & Assistant Secretary, The Brazil Fund, Inc. (investment company)**
                           Vice President & Assistant Secretary, Scudder Global Fund, Inc. (investment company)**
                           Vice President & Assistant Secretary, Montgomery Street Income Securities, Inc.
                                 (investment company^o
                           Vice President & Assistant Secretary, Scudder Mutual Funds, Inc. (investment company)**
                           Vice President & Assistant Secretary, Scudder Pathway Series (investment company)*


                                Part C - Page 13
<PAGE>

                           Vice President & Assistant Secretary, Scudder New Europe Fund, Inc. (investment
                                 company)**
                           Vice President & Assistant Secretary, Scudder Variable Life Investment Fund (investment
                                 company)*
                           Vice President & Assistant Secretary, The First Iberian Fund, Inc. (investment
                                 company)**
                           Vice President & Assistant Secretary, The Latin America Dollar Income Fund, Inc.
                                 (investment company)**
                           Vice President, Scudder Fund, Inc. (investment company)**
                           Vice President, Scudder Institutional Fund, Inc. (investment company)**
                           Vice President, Scudder GNMA Fund (investment company)*
                           Director, Senior Vice President & Clerk, Scudder Investor Services, Inc.
                                 (broker/dealer)*
                           Director, Vice President & Secretary, Scudder Fund Accounting Corporation (in-house
                                 fund accounting agent)*
                           Director, Vice President & Secretary, Scudder Realty Holdings Corporation (a real
                                 estate holding company)*
                           Director & Clerk, Scudder Service Corporation (in-house transfer agent)*
                           Director, SFA, Inc. (advertising agency)*
                           Vice President & Assistant Secretary, Scudder Precious Metals, Inc. xxx

Cornelia M. Small          Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           President, AARP Cash Investment Funds (investment company)**
                           President, AARP Growth Trust (investment company)**
                           President, AARP Income Trust (investment company)**
                           President, AARP Tax Free Income Trust (investment company)**
                           President, AARP Managed Investment Portfolio Trust (investment company)**

Edmond D. Villani          Director, President & Chief Executive Officer, Scudder, Stevens & Clark, Inc.
                                 (investment adviser)**
                           Chairman & Director, The Argentina Fund, Inc. (investment company)**
                           Chairman & Director, The Latin America Dollar Income Fund, Inc. (investment company)**
                           Chairman & Director, Scudder World Income Opportunities Fund, Inc.  (investment
                                 company)**
                           Supervisory Director, Scudder Mortgage Fund (investment company) +
                           Supervisory Director, Scudder Floating Rate Funds for Fannie Mae Mortgage Securities I
                                 & II (investment company)+
                           Director, Scudder, Stevens & Clark Japan, Inc. (investment adviser)###
                           Director, The Brazil Fund, Inc. (investment company)**
                           Director, Indosuez High Yield Bond Fund (investment company) Luxembourg
                           President & Director, Scudder, Stevens & Clark Overseas Corporation oo
                           President & Director, Scudder, Stevens & Clark Corporation (Delaware) (investment
                                 adviser)**
                           Director, Scudder Realty Advisors, Inc. (realty investment adviser) x
                           Director, IBJ Global Investment Management S.A., (Luxembourg investment 
                                 management company) Luxembourg, Grand-Duchy of Luxembourg

Stephen A. Wohler          Director, Scudder, Stevens & Clark, Inc. (investment adviser)**
                           Vice President, Montgomery Street Income Securities, Inc. (investment company^o

         *        Two International Place, Boston, MA
         x        333 South Hope Street, Los Angeles, CA
         **       345 Park Avenue, New York, NY
         ++       Two Prudential Plaza, 180 N. Stetson Avenue, Chicago, IL
         +++      5 Industrial Way, Salem, NH

                                Part C - Page 14
<PAGE>

         ^o        101 California Street, San Francisco, CA
         #        Societe Anonyme, 47, Boulevard Royal, L-2449 Luxembourg, R.C. Luxembourg B 34.564
         +        John B. Gorsiraweg 6, Willemstad Curacao, Netherlands Antilles
         xx       De Ruyterkade 62, P.O. Box 812, Willemstad Curacao, Netherlands Antilles
         ##       2 Boulevard Royal, Luxembourg
         ***      B1 2F3F 248 Section 3, Nan King East Road, Taipei, Taiwan
         xxx      Grand Cayman, Cayman Islands, British West Indies
         oo       20-5, Ichibancho, Chiyoda-ku, Tokyo, Japan
         ###      1-7, Kojimachi, Chiyoda-ku, Tokyo, Japan
         @        c/o Sinclair Hendersen Limited, 23 Cathedral Yard, Exeter, Devon, U.K.
</TABLE>

Item 29.          Principal Underwriters.
- --------          -----------------------

         (a)      Scudder California Tax Free Trust
                  Scudder Cash Investment Trust
                  Scudder Equity Trust
                  Scudder Fund, Inc.
                  Scudder Funds Trust
                  Scudder Global Fund, Inc.
                  Scudder GNMA Fund
                  Scudder Institutional Fund, Inc.
                  Scudder International Fund, Inc.
                  Scudder Investment Trust
                  Scudder Municipal Trust
                  Scudder Mutual Funds, Inc.
                  Scudder Pathway Series
                  Scudder Portfolio Trust
                  Scudder Securities Trust
                  Scudder State Tax Free Trust
                  Scudder Tax Free Money Fund
                  Scudder Tax Free Trust
                  Scudder U.S. Treasury Money Fund
                  Scudder Variable Life Investment Fund
                  AARP Cash Investment Funds
                  AARP Growth Trust
                  AARP Income Trust
                  AARP Tax Free Income Trust
                  AARP Managed Investment Portfolios Trust
                  The Japan Fund, Inc.

<TABLE>
<CAPTION>
         (b)

         (1)                               (2)                                     (3)

         Name and Principal                Position and Offices with               Positions and
         Business Address                  Scudder Investor Services, Inc.         Offices with Registrant
         ----------------                  -------------------------------         -----------------------

         <S>                                <C>                                        <C>  
         E. Michael Brown                  Assistant Treasurer
         Two International Place
         Boston, MA  02110

         Mark S. Casady                    Director and Vice President
         Two International Place
         Boston, MA  02110

                                Part C - Page 15
<PAGE>
         Name and Principal                Position and Offices with               Positions and
         Business Address                  Scudder Investor Services, Inc.         Offices with Registrant
         ----------------                  -------------------------------         -----------------------

         Linda Coughlin                    Director and Senior Vice President
         Two International Place
         Boston, MA  02110

         Richard W. Desmond                Vice President
         345 Park Avenue
         New York, NY  10154

         Paul J. Elmlinger                 Senior Vice President and Assistant
         345 Park Avenue                   Clerk
         New York, NY  10154

         Margaret D. Hadzima               Assistant Treasurer
         Two International Place
         Boston, MA  02110

         Thomas W. Joseph                  Director, Vice President,
         Two International Place           Treasurer and Assistant Clerk
         Boston, MA 02110

         Dudley H. Ladd                    Director and Senior Vice President
         Two International Place
         Boston, MA 02110

         David S. Lee                      Director, President and Assistant
         Two International Place           Treasurer
         Boston, MA 02110

         Thomas F. McDonough               Assistant Clerk
         Two International Place
         Boston, MA 02110

         Thomas H. O'Brien                 Assistant Treasurer
         345 Park Avenue
         New York, NY  10154

         Edward J. O'Connell               Assistant Treasurer
         345 Park Avenue
         New York, NY 10154

         Daniel Pierce                     Director, Vice President
         Two International Place           and Assistant Treasurer
         Boston, MA 02110

         Kathryn L. Quirk                  Director, Senior Vice President and
         345 Park Avenue                   Clerk
         New York, NY  10154

         Edmund J. Thimme                  Vice President
         345 Park Avenue
         New York, NY  10154

                                Part C - Page 16
<PAGE>

         Name and Principal                Position and Offices with               Positions and
         Business Address                  Scudder Investor Services, Inc.         Offices with Registrant
         ----------------                  -------------------------------         -----------------------

         Benjamin Thorndike                Vice President
         Two International Place
         Boston, MA 02110

         David B. Watts                    Assistant Treasurer
         Two International Place
         Boston, MA 02110

         Linda J. Wondrack                 Vice President
         Two International Place
         Boston, MA 02110
</TABLE>

         The  Underwriter  has  employees  who are  denominated  officers  of an
         operational   area.   Such   persons   do  not  have   corporation-wide
         responsibilities  and are not  considered  officers  for the purpose of
         this Item 29.

<TABLE>
<CAPTION>
         (c)

                     (1)                     (2)                 (3)                 (4)                 (5)
                                       Net Underwriting    Compensation on
              Name of Principal         Discounts and        Redemptions          Brokerage            Other 
                 Underwriter             Commissions       and Repurchases       Commissions        Compensation
                 -----------             -----------       ---------------       -----------        ------------

               <S>                          <C>                   <C>                <C>                <C>    
               Scudder Investor              None                None                None               None
                Services, Inc.
</TABLE>

Item 30.          Location of Accounts and Records.
- --------          ---------------------------------

                  Certain  accounts,  books and other  documents  required to be
                  maintained  by  Section  31(a) of the  1940 Act and the  Rules
                  promulgated  thereunder are  maintained by Scudder,  Stevens &
                  Clark,  Inc.,  345 Park Avenue,  New York,  NY 10154.  Records
                  relating  to the  duties  of the  Registrant's  custodian  (on
                  behalf of Scudder  Global Fund) are maintained by State Street
                  Bank  and  Trust  Company,   Heritage  Drive,   North  Quincy,
                  Massachusetts.   Records   relating   to  the  duties  of  the
                  Registrant's  custodian  (on behalf of  Scudder  International
                  Bond Fund,  Scudder  Short Term Global  Income  Fund,  Scudder
                  Global Small Company Fund and Scudder  Emerging Markets Income
                  Fund) are  maintained  by Brown  Brothers  Harriman & Co.,  40
                  Water Street, Boston, Massachusetts.

Item 31.          Management Services.
- --------          --------------------

                  Inapplicable.

Item 32.          Undertakings.
- --------          -------------

                  None.

                                Part C - Page 17
<PAGE>
                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this amendment to its Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly
caused this amendment to its Registration Statement to be signed on its behalf
by the undersigned, thereto duly authorized, in the City of Boston and the
Commonwealth of Massachusetts on the 14th day of February, 1997.


                                              SCUDDER GLOBAL FUND, INC.

                                              By  /s/Thomas F. McDonough
                                                  ----------------------
                                                  Thomas F. McDonough,
                                                  Vice President and Secretary


     Pursuant to the requirements of the Securities Act of 1933, this amendment
to its Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.


<TABLE>
<S>                                         <C>                                          <C>
SIGNATURE                                   TITLE                                        DATE
- ---------                                   -----                                        ----


/s/Daniel Pierce
- --------------------------------------
Daniel Pierce*                              Chairman of the Board and Director           February 14, 1997


/s/Nicholas Bratt 
- --------------------------------------
Nicholas Bratt*                             President, Scudder Global Bond Fund,         February 14, 1997
                                            Scudder International Bond Fund,
                                            Scudder Global Small Company Fund 
                                            and Scudder Emerging Markets 
                                            Income Fund (Principal Executive 
                                            Officer of these Series) and Director


/s/Paul Bancroft III 
- --------------------------------------
Paul Bancroft III*                          Director                                     February 14, 1997


/s/Sheryle J. Bolton 
- --------------------------------------
Sheryle J. Bolton*                          Director                                     February 14, 1997


/s/Thomas J. Devine
- --------------------------------------
Thomas J. Devine*                           Director                                     February 14, 1997


/s/William H. Gleysteen, Jr. 
- -------------------------------------       Director                                     February 14, 1997
William H. Gleysteen, Jr.*




<PAGE>

SIGNATURE                                   TITLE                                        DATE
- ---------                                   -----                                        ----


/s/Dudley H. Ladd 
- --------------------------------------
Dudley H. Ladd*                             Director                                     February 14, 1997


/s/William H. Luers 
- --------------------------------------
William H. Luers*                           Director                                     February 14, 1997


/s/Pamela A. McGrath 
- --------------------------------------
Pamela A. McGrath                           Vice President and Treasurer                 February 14, 1997
                                            (Principal Financial and Accounting
                                            Officer)
</TABLE>



*By:  /s/Thomas F. McDonough
         Thomas F. McDonough,
         Attorney-in-fact pursuant to powers of attorney included 
         with the signature pages of Post-Effective Amendment 
         No. 10 to the Registration Statement filed July 1, 1991, 
         Post-Effective Amendment No. 18 to the Registration 
         Statement filed September 2, 1993, Post-Effective
         Amendment No. 19 to the Registration Statement filed
         November 1, 1993, Post-Effective Amendment No. 26 to 
         the Registration Statement filed February 28, 1996 and
         Post-Effective Amendment No. 27 to the Registration 
         Statement filed October 29, 1996.

<PAGE>

                                                          File No. 33-5724
                                                          File No. 811-4670


                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                    EXHIBITS

                                       TO

                                    FORM N-1A


                         POST-EFFECTIVE AMENDMENT NO. 28
                            TO REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                                       AND

                                AMENDMENT NO. 31
                            TO REGISTRATION STATEMENT

                                      UNDER

                       THE INVESTMENT COMPANY ACT OF 1940



                            SCUDDER GLOBAL FUND, INC.


<PAGE>


                            SCUDDER GLOBAL FUND, INC.

                                  Exhibit Index

                                  Exhibit 1(g)

                                 Exhibit 9(a)(4)

                                 Exhibit 9(b)(4)

                                   Exhibit 11

                                   Exhibit 17



                            SCUDDER GLOBAL FUND, INC.
                             ARTICLES SUPPLEMENTARY

     SCUDDER GLOBAL FUND, INC., a Maryland corporation having a principal office
in New York,  New York and  having The  Corporation  Trust  Incorporated  as its
resident   agent  located  at  32  South  Street,   Baltimore,   Maryland  21202
(hereinafter called the "Corporation"), hereby certifies to the State Department
of Assessments and Taxation of Maryland that:

     FIRST:  Pursuant to and in accordance with Section 2-105(c) of the Maryland
General  Corporation  Law,  the  aggregate  number  of  shares  of  stock of the
Corporation,  being  registered  as an  open-end  investment  company  under the
Investment  Company Act of 1940,  as amended (the "1940 Act"),  that may be duly
issued is eight hundred million (800,000,000) shares, and the Board of Directors
has duly  designated  the  eight  hundred  million  (800,000,000)  shares of the
Corporation  as  follows:  one  hundred  million  (100,000,000)  shares  as  the
"Emerging Markets Income Fund";  three hundred million  (300,000,000)  shares as
the  "Global  Bond  Fund,"  two  hundred  million  (200,000,000)  shares  as the
"International  Bond  Fund," one  hundred  million  (100,000,000)  shares as the
"Global Fund," and one hundred million (100,000,000) shares as the "Global Small
Company Fund."

     SECOND:  Pursuant  to  the  authority  expressly  vested  in the  Board  of
Directors of the Corporation by Article FIFTH of the Charter of the Corporation,
the  Board  of  Directors  has  duly   redesignated   the  one  hundred  million
(100,000,000)  shares of authorized  capital stock previously  designated as the
"Global Small Company Fund," as the "Global Discovery Fund."

     THIRD: A description of the Series,  including the preferences,  conversion
and other rights,  voting  powers,  restrictions,  limitations  as to dividends,
qualifications,  and terms and  conditions  for  redemptions is set forth in the
Amended  and  Restated  Articles  of the  Corporation  and is not changed by the
Articles  Supplementary,  except that "Global  Small  Company Fund" series shall
hereafter be known as "Global Discovery Fund" series.

     FOURTH: The Board of Directors of the Corporation,  acting at a duly called
meeting held on March 5, 1996, adopted  resolutions  redesignating the shares of
"Global  Small Company  Fund" as "Global  Discovery  Fund" as set forth in these
Articles Supplementary.

     IN WITNESS  WHEREOF,  Scudder  Global Fund,  Inc. has caused these Articles
Supplementary to be signed and acknowledged in its name and on its behalf by its
Vice President and its corporate seal to be hereunto affixed and attested by its
Secretary, on the 5th day of March, 1996.

ATTEST:                                        SCUDDER GLOBAL FUND, INC.


By:   /s/Thomas F. McDonough                    By: /s/David S. Lee
      ----------------------                        ----------------
      Thomas F. McDonough                           David S. Lee
      Secretary                                     Vice President


SEAL

<PAGE>


                                  Verification
                                  ------------

     I,  Thomas F.  McDonough,  Secretary  of Scudder  Global  Fund,  Inc.  (the
"Corporation")   do  hereby   verify  that  I  have  executed   these   Articles
Supplementary  and  acknowledge  the same to be my act;  that  adoption of these
Articles  Supplementary  by the  Corporation was a valid corporate act; that, to
the best of my  knowledge,  information  and  belief,  the matters and facts set
forth herein are true in all material respects;  and that this statement is made
under the penalties for perjury.



                                                  /s/Thomas F. McDonough
                                                  Thomas F. McDonough
                                                  Secretary

SEAL

                                       2

                           SCUDDER SERVICE CORPORATION

                   FEE INFORMATION FOR SERVICES PROVIDED UNDER
                      TRANSFER AGENCY AND SERVICE AGREEMENT
                             Scudder Family of Funds
                     (Except Scudder Cash Investment Trust)

Annual service charge for each account
- --------------------------------------
1/12th of the annual service charge shall be charged and payable each month. It
will be charged for any account which at any time during the month had a share
balance in the fund. The minimum monthly charge to any portfolio is $1,500.00
per relationship for an omnibus account, or $10.00 per subaccount, whichever is
greater.

<TABLE>
<S>                                                 <C>                  <C> 
                                                    Regular Accounts     Retirement Accounts
                                                    ----------------     -------------------
Money Market Funds                                  $31.50               $34.50
Non-Money Market Funds                               26.00                29.00
Additional Charge per Account for Funds with
    Redemption Fee                                    2.00                 2.00

Other fees
- ----------
Closed Account                                        4.00                 5.00
New Account Setup Charge                              7.50                 7.50**
Maintenance Charge                                    5.00                 5.00**
National Securities Clearing Corporation
(NSCC) Charge per Transaction                         1.00                 1.00
Information Access:
      VRU Access Charge per Call                      0.20                 0.20
      Internet                                     To be determined     To be determined

</TABLE>
                   ** = Applies to retail retirement accounts

Out of  pocket  expenses  shall be  reimbursed  by the fund to  Scudder  Service
Corporation  or paid  directly by the fund.  Such  expenses  include but are not
limited to the following:

     Telephone (portion allocable to servicing accounts) 
     Postage, overnight service or  similar  services  
     Stationery  and  envelopes  
     Shareholder Statements - printing and postage 
     Checks - stock supply,  printing and postage 
     Data circuits 
     Forms 
     Microfilm and microfiche 
     Expenses incurred at the  specific  direction  of  the  fund  
     Bank  check  clearing  and processing charges

This schedule covers representative assisted services offered from Monday
through Friday, 8:00 a.m. to 8:00 p.m. EST.

<PAGE>

Payment
- -------
The above will be billed  within the first five (5) business  days of each month
and will be paid by wire within five (5) business days of receipt.

On behalf of the Funds listed on
Attachment A:                            Scudder Service Company


By: /s/David S. Lee                       By: /s/Daniel Pierce
    -------------------                       --------------------
    David S. Lee                              Daniel Pierce
    President or Vice President               President

    Date: October 1, 1996                 Date: October 1, 1996




                                       2
<PAGE>

                                  ATTACHMENT A
                      TRANSFER AGENCY AND SERVICE AGREEMENT

MONEY MARKET FUND SERVICE ACCOUNT
Money Market Accounts

     Scudder California Tax Free Money Fund
     Scudder New York Tax Free Money Fund
     Scudder Tax Free Money Fund
     Scudder U.S. Treasury Money Fund

NON-MONEY MARKET FUND SERVICE ACCOUNT
Monthly Income Funds

     Scudder California Tax Free Fund 
     Scudder Global Bond Fund 
     Scudder GNMA Fund  
     Scudder High Yield Bond Fund  
     Scudder High Yield Tax Free Fund
     Scudder International Bond Fund  
     Scudder Limited Term Tax Free Fund
     Scudder Managed Municipal Bonds
     Scudder Massachusetts Limited Term Tax Free Fund 
     Scudder Massachusetts Tax Free Fund  
     Scudder Medium Term Tax Free Fund 
     Scudder New York Tax Free Fund  
     Scudder Ohio Tax Free Fund  
     Scudder Pennsylvania Tax Free Fund 
     Scudder Short Term Bond Fund

Quarterly Distribution Funds

     Scudder Balanced Fund
     Scudder Emerging Markets Income Fund
     Scudder Growth and Income Fund
     Scudder Income Fund

Annual Distribution Funds

Scudder Capital Growth Fund                   Scudder Latin America Fund
Scudder Classic Growth Fund                   Scudder Micro Cap Fund
Scudder Development Fund                      Scudder Pacific Opportunities Fund
Scudder Global Discovery Fund                 Scudder Quality Growth Fund
Scudder Global Fund                           Scudder Small Company Value Fund
Scudder Gold Fund                             Scudder 21st Century Growth Fund
Scudder Emerging Markets Growth Fund          Scudder Value Fund
Scudder Greater Europe Growth Fund            Scudder Zero Coupon 2000 Fund
Scudder International Fund

dated as of October 1, 1996


                                       3





                              SCUDDER TRUST COMPANY

                   FEE INFORMATION FOR SERVICES PROVIDED UNDER
                     COMPASS AND TRAK 2000 SERVICE AGREEMENT


Annual  service  charge  for each  participant's  account  in a  retirement  and
employee benefit plan:

                                           Each Account or
                                           Sub Account
                                           -----------

      Money Market Funds                      $ 34.50
      Non-Money Market Funds                    29.00
      Closed Account                             5.00
      Information Access:
         o  VRU Access Charge per Call           0.20
         o  Internet                       To be determined

1/12th of the annual service charge shall be charged and payable each month.  It
will be charged for any account or subaccount which at any time during the month
had a share or unit account balance in the fund.

Out of pocket  expenses  shall be paid by the Fund directly to the Vendor.  Such
expenses include but are not limited to the following:

         Supplies:
         Stationery and envelopes in connection with participant  statements and
         administrative   
         Reports  
         Telephone  (portion allocable to servicing accounts) 
         Postage, overnight service or similar services 
         Microfilm and Microfiche
         Checks


On behalf of the Funds listed on
Attachment A:                              Scudder Trust Company

                    
By: /s/David S. Lee                     By: /s/Dennis M. Cronin, Jr.
    -------------------                     ------------------------
    David S. Lee                            Dennis M. Cronin, Jr.
    President or Vice President             Senior Vice President and Treasurer

Date:  October 1, 1996                  Date: October 1, 1996




<PAGE>




                                  ATTACHMENT A

                     COMPASS and TRAK 2000 SERVICE AGREEMENT

MONEY MARKET FUND SERVICE ACCOUNTS
Money Market Accounts

          Scudder Cash Investment Trust
          Scudder U.S. Treasury Money Fund

NON-MONEY MARKET FUND SERVICE ACCOUNTS
Monthly Income Funds

          Scudder Global Bond Fund
          Scudder GNMA Fund
          Scudder High Yield Bond Fund
          Scudder International Bond Fund
          Scudder Short Term Bond Fund

Quarterly Distribution Funds

          Scudder Balanced Fund
          Scudder Emerging Markets Income Fund
          Scudder Growth and Income Fund
          Scudder Income Fund

Annual Distribution Funds

          Scudder  Capital  Growth Fund  
          Scudder Classic Growth Fund
          Scudder Development Fund
          Scudder Global Discovery Fund
          Scudder Global Fund 
          Scudder Gold Fund
          Scudder Emerging Markets Growth Fund
          Scudder Greater Europe Growth Fund
          Scudder International Fund
          Scudder Latin America Fund
          Scudder Micro Cap Fund
          Scudder Pacific Opportunities Fund
          Scudder Quality Growth Fund
          Scudder Small Company Value Fund
          Scudder 21st Century Growth Fund
          Scudder Value Fund
          Scudder Zero Coupon 2000 Fund



October 1, 1996

                                       2

                                                                      Exhibit 11
Coopers & Lybrand L.L.P.
Consent of Independent Accountants

To the Trustees of Scudder Global Fund, Inc.:

We consent to the incorporation by reference in Post-Effective
Amendment No. 28 to the Registration Statement of Scudder Global
Fund, Inc. on Form N-1A, of our reports dated December 17, 1996,
December 20, 1996 and December 16, 1996, on our audits of the
financial statements and financial highlights of Scudder
Emerging Markets Income Fund, Scudder Global Bond Fund and
Scudder Global Discovery Fund (formerly Scudder Global Small
Company Fund, respectively, which reports are included in the
respective Annual Reports to Shareholders for the year ended
October 31, 1996 which are incorporated by reference in the
Post-Effective Amendment to the Registration Statement.

We also consent to the reference to our Firm under the caption,
"Experts."



                                                      /s/Coopers & Lybrand L.L.P
Boston, Massachusetts                                   Coopers & Lybrand L.L.P.
February 20, 1997

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
This schedule contains summary financial  information extracted from the Scudder
Emerging Markets Income Annual Report for the fiscal year ended October 31, 1996
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<SERIES>
  <NUMBER> 5
  <NAME> Scudder Emerging Markets Income Fund
       
<S>                           <C>
<PERIOD-TYPE>                 YEAR
<FISCAL-YEAR-END>                     OCT-31-1996
<PERIOD-START>                        NOV-01-1995
<PERIOD-END>                          OCT-31-1996
<INVESTMENTS-AT-COST>                 279,338,700
<INVESTMENTS-AT-VALUE>                293,067,196
<RECEIVABLES>                          26,384,191
<ASSETS-OTHER>                             33,664
<OTHER-ITEMS-ASSETS>                        9,526
<TOTAL-ASSETS>                        319,494,577
<PAYABLE-FOR-SECURITIES>               14,079,479
<SENIOR-LONG-TERM-DEBT>                         0
<OTHER-ITEMS-LIABILITIES>                 807,114
<TOTAL-LIABILITIES>                    14,886,593
<SENIOR-EQUITY>                                 0
<PAID-IN-CAPITAL-COMMON>              260,543,043
<SHARES-COMMON-STOCK>                  23,465,219
<SHARES-COMMON-PRIOR>                  16,511,433
<ACCUMULATED-NII-CURRENT>                 226,767
<OVERDISTRIBUTION-NII>                          0
<ACCUMULATED-NET-GAINS>                30,276,620
<OVERDISTRIBUTION-GAINS>                        0
<ACCUM-APPREC-OR-DEPREC>               13,561,554
<NET-ASSETS>                          304,607,984
<DIVIDEND-INCOME>                          13,291
<INTEREST-INCOME>                      27,886,760
<OTHER-INCOME>                                  0
<EXPENSES-NET>                          3,494,240
<NET-INVESTMENT-INCOME>                24,405,811
<REALIZED-GAINS-CURRENT>               35,677,374
<APPREC-INCREASE-CURRENT>              15,111,903
<NET-CHANGE-FROM-OPS>                  75,195,088
<EQUALIZATION>                                  0
<DISTRIBUTIONS-OF-INCOME>              23,976,386
<DISTRIBUTIONS-OF-GAINS>                        0
<DISTRIBUTIONS-OTHER>                           0
<NUMBER-OF-SHARES-SOLD>                22,121,034
<NUMBER-OF-SHARES-REDEEMED>            16,851,262
<SHARES-REINVESTED>                     1,684,014
<NET-CHANGE-IN-ASSETS>                135,205,183
<ACCUMULATED-NII-PRIOR>                   613,098
<ACCUMULATED-GAINS-PRIOR>             (6,217,701)
<OVERDISTRIB-NII-PRIOR>                         0
<OVERDIST-NET-GAINS-PRIOR>                      0
<GROSS-ADVISORY-FEES>                   2,427,833
<INTEREST-EXPENSE>                              0
<GROSS-EXPENSE>                         3,525,806
<AVERAGE-NET-ASSETS>                  242,821,481
<PER-SHARE-NAV-BEGIN>                       10.26
<PER-SHARE-NII>                              1.20
<PER-SHARE-GAIN-APPREC>                      2.71
<PER-SHARE-DIVIDEND>                         1.19
<PER-SHARE-DISTRIBUTIONS>                       0
<RETURNS-OF-CAPITAL>                            0
<PER-SHARE-NAV-END>                         12.98
<EXPENSE-RATIO>                              1.44
<AVG-DEBT-OUTSTANDING>                          0
<AVG-DEBT-PER-SHARE>                            0
        


</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
This schedule contains summary financial
information extracted from the Scudder Global Bond
Fund Annual Report for the period ended October
31, 1996 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<SERIES>
  <NUMBER> 4
  <NAME> SCUDDER GLOBAL BOND FUND
       
<S>                           <C>
<PERIOD-TYPE>                 YEAR
<FISCAL-YEAR-END>                     OCT-31-1996
<PERIOD-START>                        NOV-01-1995
<PERIOD-END>                          OCT-31-1996
<INVESTMENTS-AT-COST>                 211,798,960
<INVESTMENTS-AT-VALUE>                214,278,495
<RECEIVABLES>                          39,354,335
<ASSETS-OTHER>                            147,012
<OTHER-ITEMS-ASSETS>                      247,497
<TOTAL-ASSETS>                        254,027,339
<PAYABLE-FOR-SECURITIES>               34,407,084
<SENIOR-LONG-TERM-DEBT>                         0
<OTHER-ITEMS-LIABILITIES>               2,216,348
<TOTAL-LIABILITIES>                    36,623,432
<SENIOR-EQUITY>                                 0
<PAID-IN-CAPITAL-COMMON>              225,551,056
<SHARES-COMMON-STOCK>                  21,216,085
<SHARES-COMMON-PRIOR>                  33,924,422
<ACCUMULATED-NII-CURRENT>                       0
<OVERDISTRIBUTION-NII>                          0
<ACCUMULATED-NET-GAINS>              (10,456,910)
<OVERDISTRIBUTION-GAINS>                        0
<ACCUM-APPREC-OR-DEPREC>                2,309,761
<NET-ASSETS>                          217,403,907
<DIVIDEND-INCOME>                               0
<INTEREST-INCOME>                      21,178,465
<OTHER-INCOME>                                  0
<EXPENSES-NET>                          2,760,861
<NET-INVESTMENT-INCOME>                18,417,604
<REALIZED-GAINS-CURRENT>              (9,160,980)
<APPREC-INCREASE-CURRENT>             (1,385,338)
<NET-CHANGE-FROM-OPS>                   7,821,286
<EQUALIZATION>                                  0
<DISTRIBUTIONS-OF-INCOME>            (11,459,193)
<DISTRIBUTIONS-OF-GAINS>                        0
<DISTRIBUTIONS-OTHER>                 (6,958,411)
<NUMBER-OF-SHARES-SOLD>                 1,831,418
<NUMBER-OF-SHARES-REDEEMED>          (15,936,539)
<SHARES-REINVESTED>                     1,396,784
<NET-CHANGE-IN-ASSETS>              (139,935,589)
<ACCUMULATED-NII-PRIOR>                         0
<ACCUMULATED-GAINS-PRIOR>             (8,376,015)
<OVERDISTRIB-NII-PRIOR>                         0
<OVERDIST-NET-GAINS-PRIOR>                      0
<GROSS-ADVISORY-FEES>                   2,067,598
<INTEREST-EXPENSE>                              0
<GROSS-EXPENSE>                         3,536,171
<AVERAGE-NET-ASSETS>                  275,977,815
<PER-SHARE-NAV-BEGIN>                       10.53
<PER-SHARE-NII>                               .67
<PER-SHARE-GAIN-APPREC>                     (.28)
<PER-SHARE-DIVIDEND>                        (.42)
<PER-SHARE-DISTRIBUTIONS>                       0
<RETURNS-OF-CAPITAL>                        (.25)
<PER-SHARE-NAV-END>                         10.25
<EXPENSE-RATIO>                              1.28
<AVG-DEBT-OUTSTANDING>                          0
<AVG-DEBT-PER-SHARE>                            0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
This schedule contains summary financial
information extracted from the Scudder Global
Discovery Fund Annual Report for the period ended
October 31, 1996 and is qualified in its entirety
by reference to such financial statements.
</LEGEND>
<SERIES>
  <NUMBER> 3
  <NAME> SCUDDER GLOBAL DISCOVERY FUND
       
<S>                           <C>
<PERIOD-TYPE>                 YEAR
<FISCAL-YEAR-END>                     OCT-03-1996
<PERIOD-START>                        NOV-01-1995
<PERIOD-END>                          OCT-31-1996
<INVESTMENTS-AT-COST>                 279,137,180
<INVESTMENTS-AT-VALUE>                353,960,776
<RECEIVABLES>                           2,236,628
<ASSETS-OTHER>                             10,982
<OTHER-ITEMS-ASSETS>                      458,135
<TOTAL-ASSETS>                        356,666,521
<PAYABLE-FOR-SECURITIES>                4,813,021
<SENIOR-LONG-TERM-DEBT>                         0
<OTHER-ITEMS-LIABILITIES>               1,023,520
<TOTAL-LIABILITIES>                     5,836,541
<SENIOR-EQUITY>                                 0
<PAID-IN-CAPITAL-COMMON>              261,584,740
<SHARES-COMMON-STOCK>                  17,152,364
<SHARES-COMMON-PRIOR>                  14,547,124
<ACCUMULATED-NII-CURRENT>                       0
<OVERDISTRIBUTION-NII>                  (747,671)
<ACCUMULATED-NET-GAINS>                14,752,222
<OVERDISTRIBUTION-GAINS>                        0
<ACCUM-APPREC-OR-DEPREC>               75,240,689
<NET-ASSETS>                          350,829,980
<DIVIDEND-INCOME>                       2,551,488
<INTEREST-INCOME>                       1,570,549
<OTHER-INCOME>                                  0
<EXPENSES-NET>                          4,695,402
<NET-INVESTMENT-INCOME>                 (573,365)
<REALIZED-GAINS-CURRENT>               16,936,926
<APPREC-INCREASE-CURRENT>              37,065,126
<NET-CHANGE-FROM-OPS>                  53,428,687
<EQUALIZATION>                                  0
<DISTRIBUTIONS-OF-INCOME>             (2,817,790)
<DISTRIBUTIONS-OF-GAINS>              (6,128,748)
<DISTRIBUTIONS-OTHER>                           0
<NUMBER-OF-SHARES-SOLD>                 7,631,025
<NUMBER-OF-SHARES-REDEEMED>           (5,243,724)
<SHARES-REINVESTED>                       487,939
<NET-CHANGE-IN-ASSETS>                 95,741,338
<ACCUMULATED-NII-PRIOR>                 2,587,566
<ACCUMULATED-GAINS-PRIOR>               3,999,959
<OVERDISTRIB-NII-PRIOR>                         0
<OVERDIST-NET-GAINS-PRIOR>                      0
<GROSS-ADVISORY-FEES>                   3,210,957
<INTEREST-EXPENSE>                              0
<GROSS-EXPENSE>                         4,695,402
<AVERAGE-NET-ASSETS>                  292,728,932
<PER-SHARE-NAV-BEGIN>                       17.54
<PER-SHARE-NII>                             (.04)
<PER-SHARE-GAIN-APPREC>                      3.59
<PER-SHARE-DIVIDEND>                        (.20)
<PER-SHARE-DISTRIBUTIONS>                   (.44)
<RETURNS-OF-CAPITAL>                            0
<PER-SHARE-NAV-END>                         20.45
<EXPENSE-RATIO>                              1.60
<AVG-DEBT-OUTSTANDING>                          0
<AVG-DEBT-PER-SHARE>                            0
        

</TABLE>


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