[LOGO] KEMPER FUNDS
KEMPER NEW EUROPE FUND, INC.
222 South Riverside Plaza
Chicago, Illinois 60606
December 5, 2000
Dear Stockholders:
We are pleased to invite you to the Annual Meeting of Stockholders (the
"Meeting") of Kemper New Europe Fund, Inc. (the "Fund"). The Meeting is
scheduled to be held on December 28, 2000, at 2:00 p.m., Eastern time, at the
offices of Scudder Kemper Investments, Inc. ("Scudder Kemper"), 13th Floor, Two
International Place, Boston, Massachusetts 02110. At the Meeting, you will be
asked to vote on the following matters:
o A proposal to elect nominees to serve on the Fund's Board of Directors
as Class III Directors (See Proposal 1); and
o A proposal to ratify or reelect the selection of Ernst & Young LLP as
independent auditors of the Fund for the current fiscal year (See
Proposal 2).
YOUR FUND'S BOARD OF DIRECTORS RECOMMEND THAT YOU VOTE FOR EACH PROPOSAL.
Your vote is important. PLEASE TAKE A MOMENT
NOW TO SIGN AND RETURN YOUR PROXY CARD IN THE ENCLOSED POSTAGE-PAID RETURN
ENVELOPE. If we do not receive your executed proxy card after a reasonable
amount of time, you may receive a telephone call from our proxy solicitor,
Shareholder Communications Corporation, reminding you to vote.
Respectfully,
/s/ Mark S. Casady
Mark S. Casady
President
WE URGE YOU TO SIGN AND RETURN YOUR PROXY CARD IN THE ENCLOSED POSTAGE-PAID
ENVELOPE TO ENSURE A QUORUM AT THE MEETING. YOUR VOTE IS IMPORTANT REGARDLESS OF
THE NUMBER OF SHARES YOU OWN.
<PAGE>
KEMPER NEW EUROPE FUND, INC.
---------------------
Notice Of Annual Meeting Of Stockholders
To Be Held December 28, 2000
---------------------
Please take notice that the Annual Meeting of Stockholders of Kemper New
Europe Fund, Inc. (the "Fund") has been called to be held at the offices of
Scudder Kemper Investments, Inc., 13th Floor, Two International Place, Boston,
Massachusetts 02110 on December 28, 2000 at 2:00 p.m., Eastern time, for the
following purposes:
Proposal 1: To elect nominees to serve on the Fund's Board of Directors as
Class III Directors.
Proposal 2: To ratify the selection of Ernst & Young LLP as independent
auditors of the Fund for the current fiscal year.
The appointed proxies will vote on any other business as may properly come
before the meeting or any adjournments thereof. Holders of record of the shares
of common stock of the Fund at the close of business on November 29, 2000, the
Record Date, are entitled to vote at the meeting and any adjournments thereof.
By Order of the Board of Directors of the Fund,
/s/ Philip J. Corrola
Philip J. Collora, Secretary
December 5, 2000
THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE FOR EACH OF THE FOREGOING ITEMS.
IMPORTANT--We urge you to sign and date the enclosed proxy card and return
it in the enclosed addressed envelope which requires no postage and is intended
for your convenience. Your prompt return of the enclosed proxy card may save the
Fund the necessity and expense of further solicitations to ensure a quorum at
the Annual Meeting.
<PAGE>
KEMPER NEW EUROPE FUND, INC.
222 South Riverside Plaza
Chicago, Illinois 60606
---------------------
PROXY STATEMENT FOR THE ANNUAL MEETING
OF STOCKHOLDERS
To Be Held December 28, 2000
---------------------
General
This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Directors (the "Board") of Kemper New Europe Fund, Inc.
(the "Fund") for use at the Annual Meeting of the Stockholders, to be held at
the offices of Scudder Kemper Investments, Inc., 13th Floor, Two International
Place, Boston, Massachusetts 02110 on December 28, 2000, at 2:00 p.m., Eastern
time, and at any adjournments thereof (collectively, the "Meeting").
This Proxy Statement, the Notice of Annual Meeting and the proxy card are
first being mailed to stockholders on or about December 5, 2000 or as soon as
practicable thereafter. Any stockholder giving a proxy has the power to revoke
it by mail (addressed to the Secretary at the principal executive office of the
Fund, c/o Scudder Kemper Investments, Inc., 222 South Riverside Plaza, Chicago,
Illinois 60606) or in person at the Meeting, by executing a superseding proxy or
by submitting a notice of revocation to the Fund. All properly executed proxies
received in time for the Meeting will be voted as specified in the proxy or, if
no specification is made, in favor of each Proposal referred to in the Proxy
Statement.
The presence at any stockholders' meeting, in person or by proxy, of the
holders of a majority of the votes of the shares of the Fund entitled to be cast
shall be necessary and sufficient to constitute a quorum for the transaction of
business. In the event that the necessary quorum to transact business or the
vote required to approve any Proposal is not obtained at the Meeting, the
persons named as proxies may propose one or more adjournments of the Meeting in
accordance with applicable law to permit further solicitation of proxies with
respect to the Proposal that did not receive the vote necessary for its passage
or to obtain a quorum. Any such adjournment as to a matter will require the
affirmative vote of the holders of a majority of the Fund's shares present in
person or by proxy at the Meeting. The persons named as proxies will vote in
favor of such adjournment those proxies which they are entitled to vote in favor
of that Proposal and will vote against any such adjournment those proxies to be
voted against that Proposal. For purposes of determining the presence of a
quorum for transacting business at the Meeting, abstentions and broker
"non-votes" will be treated as
<PAGE>
shares that are present but which have not been voted. Broker non-votes are
proxies received by the Fund from brokers or nominees when the broker or nominee
has neither received instructions from the beneficial owner or other persons
entitled to vote nor has discretionary power to vote on a particular matter.
Accordingly, stockholders are urged to forward their voting instructions
promptly.
Abstentions and broker non-votes will not be counted in favor of, but will
have no other effect on the votes for Proposal 1 and Proposal 2, which require,
respectively, the approval of the plurality and a majority of the votes cast at
the Meeting.
Stockholders of the Fund will vote separately with respect to each
Proposal.
The Board fixed the close of business on November 29, 2000 as the record
date for the determination of shareholders entitled to notice of and to vote at
the Annual Meeting. Shareholders are entitled to one vote for each share held.
As of November 20, 2000, there were 21,074,840 shares of the Fund outstanding,
comprised of 17,355,600 Class A shares, 2,657,318 Class B shares and 1,061,922
Class C shares. Shareholders shall vote on each Proposal in the aggregate,
without regard to class.
The Fund provides periodic reports to all of its stockholders which
highlight relevant information, including investment results and a review of
portfolio changes. You may receive an additional copy of the most recent annual
report for the Fund, without charge, by calling 800-349-4281 or writing the
Fund, c/o Scudder Kemper Investments, Inc., 222 South Riverside Plaza, Chicago,
Illinois 60606.
Introduction of Proposals
Proposal 1 is a recommendation for the election of certain nominees to the
Fund's Board of Directors. You are being asked to reelect both Class III
Directors whose terms are set to expire at the end of this year. Proposal 2 is a
recommendation to ratify or reject Ernst & Young LLP as independent auditors of
the Fund for the current fiscal year.
2
<PAGE>
PROPOSAL 1: ELECTION OF THE BOARD OF DIRECTORS
Pursuant to the Fund's Articles of Incorporation, the Board is currently
divided into three classes, each class having a term of three years. At the
annual meeting of stockholders in each year, the term of one class of Directors
expires. Proposal 1 recommends the reelection of the Class III Directors whose
current term is set to expire at the upcoming stockholders' meeting.
The persons named on the accompanying proxy card intend, in the absence of
contrary instructions, to vote all proxies in favor of the election of the two
nominees listed below as Directors of the Fund (Class III) to serve for a term
of three years, or until their successors are duly elected and qualified. All
nominees have consented to stand for reelection and to serve if elected. If any
such nominee should be unable to serve, an event not now anticipated, the
proxies will be voted for such person, if any, as shall be designated by the
Audit and Governance Committee to replace any such nominee.
Information Concerning Nominees
The following table sets forth certain information concerning the two
nominees for Director of the Fund. Unless otherwise noted, each of the nominees
has engaged in the principal occupation listed in the following table for more
than five years, but not necessarily in the same capacity.
Class III -- Nominees to serve until 2003 Annual Meeting of Stockholders:
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if any; Beneficially
Principal Occupation or Year First Owned as of
Employment and Directorships in Became September 30,
Name (Date of Birth) Publicly Held Companies(1) a Director 2000
-------------------- ------------------------------------- ----------- -------------
<S> <C> <C> <C>
Linda C. Coughlin* Managing Director, Scudder Kemper Nominee 0
(01/01/52) Investments, Inc.
John G. Weithers Director, Retired; Formerly, Chairman 1999 463
(08/08/33) of the Board and Chief Executive
Officer, Chicago Stock Exchange;
Director, Federal Life Insurance
Company; President of the Members of
the Corporation and Trustee, DePaul
University.
</TABLE>
---------------
* Interested persons of the Funds as defined in the Investment Company Act
of 1940 ("1940 Act").
3
<PAGE>
Information Concerning Directors
The terms of Class I and II Directors do not expire this year. The
following table sets forth certain information regarding the Directors in such
classes. Unless otherwise noted, each Director has engaged in their principal
occupation listed in the following table during the past five years, but not
necessarily in the same capacity.
Class I -- Directors serving until 2002 Annual Meeting of Stockholders:
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if any; Beneficially
Principal Occupation or Year First Owned as of
Employment and Directorships in Became September 30,
Name (Date of Birth) Publicly Held Companies(1) a Director 2000
-------------------- ------------------------------------- ----------- -------------
<S> <C> <C> <C>
James E. Akins Director, Consultant on International, 1999 0
(10/15/26) Political, and Economic Affairs;
formerly, a career United States
Foreign Service Officer; Energy
Adviser for the White House; United
States Ambassador to Saudi Arabia.
Arthur R. Gottschalk Director, Retired; formerly, President, 1999 0
(02/13/25) Illinois Manufacturers Association;
Trustee, Illinois Masonic Medical
Center; formerly, Illinois State
Senator; formerly, Vice President,
The Reuben H. Donnelley Corp.;
formerly, attorney.
</TABLE>
4
<PAGE>
Class II-- Directors serving until 2001 Annual Meeting of Stockholders:
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if any; Beneficially
Principal Occupation or Year First Owned as of
Employment and Directorships in Became September 30,
Name (Date of Birth) Publicly Held Companies(1) a Director 2000
-------------------- ------------------------------------- ----------- -------------
<S> <C> <C> <C>
James R. Edgar Director, Distinguished Fellow, 1999 0
(07/22/46) University of Illinois Institute of
Government and Public Affairs;
Director, Kemper Insurance Companies
(not affiliated with the Kemper
Funds); formerly, Governor State of
Illinois.
Frederick T. Kelsey Director, Retired; formerly, 1999 0
(04/25/27) consultant to Goldman, Sachs & Co.;
formerly, President, Treasurer and
Trustee of Institutional Liquid Assets
and its affiliated mutual funds;
formerly President and Trustee of the
Northern Institutional Funds;
formerly, President and Trustee of the
Pilot Funds.
Fred B. Renwick Director, Professor of Finance, 1999 0
(02/01/30) New York University, Stern School of
Business; Director, the Wartburg
Foundation; Chairman, Investment
Committee of Morehouse College of
Board of Trustees; Director, American
Bible Society Investment Committee;
previously member of the Investment
Committee of Atlanta University Board
of Trustees; formerly Director of Board
of Pensions, Evangelical Lutheran Church
of America.
</TABLE>
5
<PAGE>
Information Concerning Director Not Standing for Re-election
The following table sets forth certain information concerning Mr. Littauer,
the Director of the Fund, who is not standing for re-election. Unless otherwise
noted, Mr. Littauer has engaged in the principal occupation listed in the
following table for more than five years, but not necessarily in the same
capacity.
Class III-- Director Not Standing for Re-election:
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if any; Beneficially
Principal Occupation or Year First Owned as of
Employment and Directorships in Became September 30,
Name (Date of Birth) Publicly Held Companies(1) a Director 2000
-------------------- ------------------------------------- ----------- -------------
<S> <C> <C> <C>
Thomas W. Littauer* Director, Chairman, and Vice 1999 0
(04/26/55) President; formerly, Managing
Director; Adviser; Head of Broker
Dealer Division of Putnam Investment
Management; formerly, President of
Client Management Services for
Fidelity Investments.
</TABLE>
-----------
* Interested persons of the Fund as defined in the Investment Company Act of
1940 ("1940 Act").
(1) Ms. Coughlin serves as a board member of 53 investment companies with 101
portfolios managed by Scudder Kemper Investments, Inc. (the "Adviser").
Mr. Littauer serves as a board member of 39 investment companies with 97
portfolios managed by the Adviser. All other Directors, including Nominee
Director Mr. Weithers, serve as board members of 16 investment companies
with 58 portfolios managed by the Adviser.
The Fund pays Directors who are not "interested persons" of the Fund an
annual retainer plus expenses, and an attendance fee for each Board meeting and
committee meeting attended. As reflected above, the Directors currently serve as
board members of various investment companies for which the Adviser serves as
investment manager. Directors or officers of the Fund who are "interested
persons" receive no compensation from the Fund. The Board of Directors met 11
times during its 2000 fiscal year. The Board of Directors has an Audit and
Governance Committee that is comprised of Mr. Akins, Mr. Edgar, Mr. Gottschalk,
Mr. Kelsey, Mr. Renwick and Mr. Weithers. Each then current Director attended
75% or more of the respective meetings of the Board and the Audit and Governance
Committee (if then a member thereof) held during its 2000 fiscal year.
6
<PAGE>
The table below shows, for each Director entitled to receive compensation
from the Fund, the aggregate compensation paid or accrued during the Fund's 2000
fiscal year and the total compensation that the Kemper Funds paid or accrued
during calendar year 1999.
Aggregate
Aggregate Compensation
Compensation from the Fund and Other
Name of Director from the Fund Kemper Funds(3)
------------------ ------------- -----------------------
James E. Akins................. $4,000 168,700
James R. Edgar(1).............. $4,000 84,600
Arthur R. Gottschalk........... $4,000 171,200(2)
Frederick T. Kelsey............ $4,100 168,700
Fred B. Renwick................ $4,100 168,700
John G. Weithers............... $4,700 171,200
------------
(1) Appointed to the Boards on May 27, 1999.
(2) Includes deferred fees.
(3) Includes compensation for service on the boards of 16 Kemper Funds with 60
fund portfolios.
Fund Officers. Information about the executive officers of the Fund, with
their respective dates of birth, terms as Fund officers indicated and principal
occupation for the past five years, is set forth below.
Mark S. Casady (9/21/60), president of the Fund since 9/29/99, is a
managing director of the Adviser.
Philip J. Collora (11/15/45), vice president and secretary of the Fund
since 9/29/99, is a senior vice president of the Adviser.
Thomas W. Littauer (4/26/55), vice president of the Fund since 9/29/99, is
a managing director of the Adviser.
Ann M. McCreary (11/6/56), vice president of the Fund since 9/29/99, is a
managing director of the Adviser.
Kathryn L. Quirk (12/3/52), vice president of the Fund since 9/29/99, is a
managing director of the Adviser.
Linda J. Wondrack (9/12/64), vice president of the Fund since 9/29/99, is a
senior vice president of the Adviser.
Carol L. Franklin (12/3/52), vice president of the Fund since 9/29/99, is a
managing director of the Adviser.
John R. Hebble (6/27/59), treasurer of the Fund since 9/29/99, is a senior
vice president of the Adviser.
7
<PAGE>
Brenda Lyons (2/21/63), assistant treasurer of the Fund since 9/29/99, is a
senior vice president of the Adviser.
Caroline Pearson (4/1/62), assistant secretary of the Fund since 9/29/99.
Ms. Pearson is a senior vice president of the Adviser; formerly, Associate,
Dechert Price & Rhodes (law firm) 1989 to 1997.
Maureen E. Kane (2/14/62), assistant secretary of the Fund since 9/29/99.
Ms. Kane is a vice president of the Adviser; formerly, Assistant Vice President
of an unaffiliated investment management firm; prior thereto, Staff Attorney of
an unaffiliated investment management firm; Associate, Peabody & Arnold (law
firm).
The officers of each Fund are elected by the Board of the Fund on an annual
basis to serve until their successors are elected and qualified.
Required Vote
Election of each of the listed nominees for Director of the Fund requires
the affirmative vote of a plurality of the votes cast at the Meeting in person
or by proxy. The Fund's Directors recommend that Stockholders vote in favor of
each of the nominees.
PROPOSAL 2: SELECTION OF INDEPENDENT AUDITORS
THE BOARD RECOMMENDS THAT YOU VOTE FOR THE RATIFICATION OF ERNST & YOUNG
LLP AS INDEPENDENT AUDITORS FOR THE FUND.
A majority of the Directors who are "non-interested" persons of the Fund
selected Ernst & Young LLP ("E&Y"), independent auditors, to audit the books and
records of the Fund for the current fiscal year. The selection of E&Y as
independent auditors of the Fund is being submitted to the stockholders for
ratification. A representative of E&Y is expected to be available by telephone
at the Meeting to respond to any appropriate questions raised at the Meeting and
may make a statement.
E&Y has been the Fund's independent auditors since the Fund was converted
to an open-end fund in September of 1999 when it replaced PricewaterhouseCoopers
LLP ("PwC") as independent auditors of the Fund. The decision to change auditors
did not involve a disagreement between PwC and the Fund nor was there any
disagreement since the Fund's commencement of operations and the decision was
not related to PwC's reports on the financial condition of the Fund. The
decision to replace PwC was made because there were efficiencies for the Fund in
establishing a relationship with E&Y because E&Y was and still is
8
<PAGE>
independent auditor to several other funds in the Kemper family of funds.
Neither E&Y nor any of its partners has direct or indirect financial interest in
the Fund except as independent auditors.
Required Vote
Ratification of the selection of independent auditors requires the
affirmative vote of a majority of the votes cast at the Meeting in person or by
proxy. The Directors recommend that stockholders ratify the selection of E&Y as
independent auditors for the Fund.
ADDITIONAL INFORMATION
General
The cost of preparing, printing and mailing the enclosed proxy card and
Proxy Statement and all other costs incurred in connection with the solicitation
of proxies, including any additional solicitation made by letter, telephone or
telegraph will be paid by the Fund. In addition to solicitation by mail, certain
officers and representatives of the Fund, officers and employees of Scudder
Kemper and certain financial services firms and their representatives, who will
receive no extra compensation for their services, may solicit proxies by
telephone, telegram or personally.
Shareholder Communications Corporation ("SCC") has been engaged to assist
in the solicitation of proxies. The cost of SCC's services is estimated at
approximately $7,000 plus expenses. As the Meeting date approaches, certain
stockholders of the Fund may receive a telephone call from a representative of
SCC if their votes have not yet been received. Authorization to permit SCC to
execute proxies may be obtained by telephonic or electronically transmitted
instructions from stockholders of the Fund. Proxies that are obtained
telephonically will be recorded in accordance with the procedures, set forth
below, which the Fund believes are reasonably designed to ensure that the
identity of the stockholder casting the vote is accurately determined and that
the voting instructions of the stockholder are accurately determined.
In all cases where a telephonic proxy is solicited, the SCC representative
is required to ask for each stockholder's full name and address, or the last
four digits of the shareholder's social security or employer identification
number or both, title (if the stockholder is authorized to act on behalf of an
entity, such as a corporation), and to confirm that the shareholder has received
the proxy materials in the mail. If the information solicited agrees with the
information provided to SCC, then the SCC representative has the responsibility
to explain the process,
9
<PAGE>
read the Proposals on the proxy card, and ask for the stockholder's instructions
on the Proposals. The SCC representative, although he or she is permitted to
answer questions about the process, is not permitted to recommend to the
stockholder how to vote, other than to read any recommendation set forth in the
Proxy Statement. SCC will record the stockholder's instructions on the card.
Within 72 hours, but in any event before the Meeting, the stockholder will be
sent a letter or mailgram to confirm his or her vote and asking the stockholder
to call SCC immediately if his or her instructions are not correctly reflected
in the confirmation.
If a stockholder wishes to participate in the Meeting, but does not wish to
give a proxy by telephone, the stockholder may still submit the proxy card
originally sent with the Proxy Statement or attend in person. Should
stockholders require additional information regarding the proxy or replacement
proxy cards, they may contact SCC toll-free at 1-877-651-8852. Any proxy given
by a stockholder, whether in writing or by telephone, is revocable until voted
at the Meeting.
Stockholders
To the best of the Fund's knowledge, as of September 30, 2000, no
stockholder held 5% or more of the Fund's Shares, except as noted below. As of
September 30, 2000, the Fund's Directors and officers as a group owned less than
1% of the outstanding voting securities of the Fund.
Name Percentage
------ ----------
National Financial Services Company 7.10%
200 Liberty Street
New York, NY 10281
Salomon Smith Barney 7.05%
Mutual Fund Dept.
333 W. 34th Street
New York, NY 10001
Charles Schwab & Co. 6.70%
101 Montgomery Street
San Francisco, CA 94104
10
<PAGE>
Investment Manager
Scudder Kemper Investments, Inc., 345 Park Avenue, New York, New York
10154, serves as the Fund's investment adviser and manager pursuant to an
investment management agreement.
Principal Underwriter
Kemper Distributors Inc., 222 South Riverside Plaza, Chicago, Illinois
60606, serves as the Fund's principal underwriter pursuant to an underwriting
agreement.
Legal Proceedings
The Fund is a defendant in a class action filed in the Southern District of
New York that also names the Fund's Directors and investment adviser (Brautigam
v. Bratt, et al. No. 98 Civ. 9060 (AKH)). The complaint alleges breaches of
fiduciary duty under Sections 36(a) and 48 of the 1940 Act and common law by the
defendants in allegedly failing to take adequate steps to diminish the discount
to net asset value at which shares of the Fund have traded in recent years. The
action was dismissed as moot when the Fund converted to open-end status. The
plaintiff then petitioned the District Court for recovery of attorneys' fees,
which the court denied. The plaintiff has filed a notice of appeal on the issue
of attorneys' fees. The Fund has been advised by counsel that it has meritorious
defenses to this appeal and will oppose any effort by plaintiff to recover
attorneys' fees.
Other Matters To Come Before the Meeting
No Board member is aware of any matters that will be presented for action
at the Meeting other than the matters set forth herein. Should any other matters
requiring a vote of stockholders arise, the proxy in the accompanying form will
confer upon the person or persons entitled to vote the shares represented by
such proxy the discretionary authority to vote the shares as to any such other
matters in accordance with their best judgment in the interest of the Fund.
Proposals of Stockholders
The Fund delayed its 2000 Annual Meeting of Stockholders from July to
December. It is currently anticipated that the 2001 Annual Meeting will be held
in May. A stockholder wishing to submit a proposal for inclusion in the Fund's
proxy statement for the 2001 annual meeting of stockholders pursuant to Rule
14a-8 under the Securities Exchange Act of 1934 should send such written
proposal to the Secretary of the Fund as soon as possible in order to be
received
11
<PAGE>
with sufficient time before the solicitation of proxies for the 2001 Annual
Meeting. A stockholder wishing to provide notice in the manner prescribed by
Rule 14a-4(c)(1) to the Fund of a proposal submitted outside of the process of
Rule 14a-8 must submit such written notice to the Secretary of the Fund within
a reasonable time before the solicitation of proxies for such meeting. The Fund
will treat any such notice received no later than January 19, 2001 as timely.
The timely submission of a proposal under this rule, however, does not guarantee
its inclusion.
By Order of the Board of Directors of the Fund,
/s/ Philip J. Collora
Philip J. Collora
Secretary
December 5, 2000
WHETHER OR NOT YOU PLAN TO ATTEND, YOU ARE URGED TO COMPLETE, DATE, SIGN
AND RETURN THE ENCLOSED PROXY OR VOTING INSTRUCTION CARD IN THE ACCOMPANYING
ENVELOPE. PROMPT RESPONSE WILL GREATLY FACILITATE ARRANGEMENTS FOR THE MEETING
AND YOUR COOPERATION WILL BE APPRECIATED.
12
<PAGE>
For more information, please call Shareholder Communications Corporation
your Fund's information agent at 1-877-651-8852.
KNEF
<PAGE>
YOUR VOTE IS IMPORTANT!
P.O. Box 219151 Kansas City, MO 64121-9151
ADDRESS SERVICE REQUESTED
Please fold and detach card at perforation before mailing
PROXY ANNUAL MEETING OF SHAREHOLDERS - DECEMBER 28, 2000 PROXY
The undersigned hereby appoints Philip J. Collora, Maureen Kane,
Caroline Pearson and Kathryn L. Quirk, and each of them, the proxies and
attorneys ofthe undersigned, with the power of substitution to each of them, to
vote all shares which the undersigned is entitled to vote of the Kemper New
Europe Fund,Inc. at the Annual Meeting of Shareholders of the Kemper New Europe
Fund, Inc. to be held at the offices of Scudder Kemper Investments, Inc.,Two
International Place, Boston, MA 02110, on December 28, 2000, at 2:00 p.m.,
Eastern time, and at any adjournments thereof.
PLEASE SIGN AND RETURN PROMPTLY IN THE
ENCLOSED ENVELOPE. NO POSTAGE IS REQUIRED.
Dated , 2000
----------------
Please sign exactly as your name or names
appear.
When signing as an attorney, executor,
administrator, trustee or guardian, please
give your full title as such.
------------------------------------------
------------------------------------------
Signature(s) of Shareholder(s)
NEW EUROPE
<PAGE>
YOUR VOTE IS IMPORTANT!
Please fold and detach card at perforation before mailing
All properly executed proxies will be voted as directed. If no instructions
are indicated on a properly executed proxy, the proxy will be voted FOR approval
of the proposals.
THE PROXY IS SOLICITED ON BEHALF OF THE BOARD OF THE FUND. THE DIRECTORS
RECOMMEND A VOTE FOR THE PROPOSALS.
Please vote by filling in the boxes below.
<TABLE>
<CAPTION>
FOR all WITHHOLD
nominees listed authority to vote
(except as noted for all nominees
in space provided) listed
<S> <C> <C>
PROPOSAL 1: To elect Class III Directors to hold office until there
respective successors have been duly elected and qualified or until
their earlier resignation or removal.
NOMINEES: / / / /
Linda C. Coughlin, John G. Weithers
INSTRUCTION: To withhold authority to vote for any individual nominee,
write the name(s) on the line immediately below.
----------------------------------------------------------------------
FOR AGAINST ABSTAIN
PROPOSAL 2: To ratify the selection of Ernst & Young LLP as the / / / / / /
Fund's independent auditors for the current fiscal year.
</TABLE>
The proxies are authorized to vote in their discretion and in accordance with
their best judgment, on any other business which may properly come before the
meeting and any adjournments thereof.
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.
PLEASE SIGN ON REVERSE SIDE
NEW EUROPE
