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KEMPER RETIREMENT FUND
SERIES V
SUPPLEMENT TO PROSPECTUS
DATED OCTOBER 1, 1994
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KEMPER WORLDWIDE
2004 FUND
SUPPLEMENT TO PROSPECTUS
DATED OCTOBER 1, 1994
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Kemper Corporation, the parent of Kemper Financial Services, Inc. ("KFS,"
the investment manager for each Fund), has entered into an agreement in
principle with an investor group led by Zurich Insurance Company ("Zurich")
pursuant to which Kemper Corporation would be acquired by the investor group in
a merger transaction. As part of the transaction, Zurich or an affiliate would
purchase KFS.
A definitive agreement is expected in early May, 1995, subject to
completion of the investor group's due diligence. Consummation of the
transaction is subject to a number of contingencies, including approval by the
board and stockholders of Kemper Corporation and the Zurich board and regulatory
approvals. Because the transaction would constitute an assignment of the Funds'
investment management agreements with KFS under the Investment Company Act of
1940, and therefore a termination of such agreements, it is anticipated that KFS
would seek approval of new agreements from the Funds' boards and shareholders
prior to consummation of the transaction. The transaction is expected to close
early in the fourth quarter of 1995.
After consummation of the transaction, it is anticipated that the KFS
management team and the Kemper Fund portfolio managers would remain in place and
that the Kemper Funds would be operated in the same manner as they are
currently.
Separately, effective February 1, 1995, KFS transferred all its duties and
responsibilities as principal underwriter of the Funds to Kemper Distributors,
Inc., a wholly-owned subsidiary of KFS. KFS continues to provide investment
management services. See "Investment Manager and Underwriter" in the prospectus.
Also, in late November 1994, Kemper Corporation announced that the Conseco
merger agreement referred to under "Investment Manager and Underwriter" in the
prospectus had been terminated by mutual consent.
Finally, effective October 15, 1994, shares of each Fund may be purchased
at net asset value to the extent that the amount invested represents the net
proceeds from a redemption of shares of a mutual fund for which KFS does not
serve as investment manager ("non-Kemper fund") provided that: (i) the investor
has previously paid either an initial sales charge in connection with the
purchase of the non-Kemper fund shares redeemed or a contingent deferred sales
charge in connection with the redemption of the non-Kemper fund shares, and (ii)
the purchase of Fund shares is made within 90 days after the date of such
redemption. To make such a purchase at net asset value, the investor or the
investor's dealer must, at the time of purchase, submit a request that the
purchase be processed at net asset value pursuant to this privilege. The
redemption of the shares of the non-Kemper fund is, for federal income tax
purposes, a sale upon which a gain or loss may be realized.
Each Fund is a series of Kemper Target Equity Fund.
April 19, 1995
KTEF-1Z 4/95 (LOGO)printed on recycled paper
