SCUDDER CASH INVESTMENT TRUST, 497, 1998-08-07

SCUDDER CASH INVESTMENT TRUST
497, 1998-08-07

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Scudder Porfolio Builder

PROSPECTUS

Thirteen pure no-load(TM) (no sales charge) mutual funds:

Domestic Equity Funds seek to provide long-term growth of capital by investing
primarily in the U.S. equity markets.

Scudder Development Fund - November 1, 1997, as supplemented December 31, 1997

Scudder Small Company Value Fund - January 1, 1998

Scudder Growth and Income Fund - May 1, 1998

Scudder Large Company Growth Fund - March 1, 1998

Global Equity Funds seek to provide long-term capital appreciation by investing
primarily in foreign equity markets.

Scudder International Fund - August 1, 1998

Scudder Global Fund - November 1, 1997, as supplemented December 31, 1997

Scudder Emerging Markets Growth Fund - March 1, 1998

Scudder Latin America Fund - March 1, 1998

Domestic Fixed Income Funds seek to provide a high level of income by investing
primarily in domestic debt securities.

Scudder Income Fund - May 1, 1998

Scudder High Yield Bond Fund - July 1, 1998

Global Fixed Income Funds seek to provide income by investing in foreign debt
securities.

Scudder International Bond Fund - November 1, 1997, as supplemented December 31,
1997

Scudder Emerging Markets Income Fund - March 1, 1998

Money Market Fund seeks stability of capital while maintaining the liquidity of
capital and providing current income from money market securities.

Scudder Cash Investment Trust - November 1, 1997, as supplemented December 31,
1997

For more specific descriptions of each Fund's investment objective please refer
to each Fund's "Investment objective(s) and policies" section.

Each of the aforementioned Funds are series of Trusts or Corporations, each of
which is an open-end management investment company. This combined prospectus
sets forth concisely the information a prospective investor should know before
investing in the Funds (or class, if applicable). Please retain this prospectus
for future reference.

Shares of Scudder Cash Investment Trust are not insured or guaranteed by the
U.S. Government. The Fund seeks to maintain a constant net asset value of $1.00
per share but there can be no assurance that the stable net asset value will be
maintained.

Scudder High Yield Bond Fund invests without limitation in, and Scudder Emerging
Markets Income 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. They carry
greater risks, including the risk of default, than other debt securities.
Purchasers should carefully assess the risks associated with an investment in
these Funds. Refer to "Additional information about policies and investments"
and "Special risk considerations" for further information.

If you require more detailed information, each Fund's Statement of Additional
Information, 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 Statements, dated May 1, 1998 for
Scudder Growth and Income Fund and Scudder Income Fund; July 1, 1998 for Scudder
High Yield Bond Fund; November 1, 1997 for Scudder Development Fund, Scudder
Global Fund, Scudder International Bond Fund and Scudder Cash Investment Trust;
January 1, 1998 for Scudder Small Company Value Fund; August 1, 1998 for Scudder
International Fund and March 1, 1998 for Scudder Large Company Growth Fund,
Scudder Emerging Markets Growth Fund, Scudder Latin America Fund and Scudder
Emerging Markets Income Fund, as amended from time to time, which are
incorporated by reference into this prospectus, have been filed with the
Securities and Exchange Commission and are available along with other related
materials on the Securities and Exchange Commission's Internet Web site
(http://www.sec.gov).

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

Contents -- see page 14

as of August 1, 1998 SCUDDER [LOGO]
<PAGE>
This page
intentionally
left blank.

Prospectus
2
<PAGE>

Expense information

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

This information is designed to help you understand the various costs and
expenses of investing in the Funds. By reviewing this table and those in other
mutual funds' prospectuses, you can compare each 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 a Fund for various transactions.
<TABLE>
<S> <C> <C> <C> <C>
<CAPTION>

Scudder Scudder Small Scudder
Development Company Growth and
Fund Value Fund Income Fund
---- ---------- -----------
Sales commissions to purchase shares (sales load) NONE NONE NONE
Commissions to reinvest dividends NONE NONE NONE
Deferred sales charge NONE NONE NONE
Redemption fees payable to the Fund NONE* 1.00%* NONE*
Exchange fees payable to the Fund NONE 1.00%* NONE

2) Annual Fund operating expenses: Expenses paid by a Fund before it
distributes its net investment income, expressed as a percentage of its
average daily net assets for the fiscal year ended June 30, 1997 for
Scudder Development Fund, August 31, 1997 for Scudder Small Company Value
Fund and December 31, 1997 for Scudder Growth and Income Fund.

Investment management fee 0.98% 0.75%** 0.46%
12b-1 fees NONE NONE NONE
Other expenses 0.38% 0.88% 0.30%
----- ----- -----
Total Fund operating expenses 1.36% 1.63%** 0.76%
===== ===== =====
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 each Fund before it distributes its
net investment income to shareholders. (As noted above, the Scudder Development
Fund and Scudder Growth and Income Fund have no redemption fees of any kind.)

One year $ 14 $ 17 $ 8
Three years 43 51 24
Five years 75 89 42
Ten years 164 193 94

</TABLE>
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 Funds. If you wish to receive your
redemption proceeds via wire, there is a $5 wire service fee. For
additional information regarding Scudder Development Fund and Scudder
Growth and Income Fund, please refer to "Transaction information--Redeeming
shares." For additional information regarding Scudder Small Company Value
Fund, please refer to "Transaction information--Redeeming
shares--Exchanging and redeeming shares from Scudder Small Company Value
Fund, Scudder Emerging Markets Growth Fund or Scudder High Yield Bond
Fund." There is a 1% fee retained by Scudder Small Company Value Fund which
is imposed only on redemptions or exchanges of shares held less than one
year.

** Until December 31, 1997, the Adviser waived a portion of its investment
management fee to the extent necessary so that the total annualized
expenses of Scudder Small Company Value Fund did not exceed 1.50% of
average daily net assets. Expenses shown above are restated to reflect what
the Fund would have paid during the fiscal year ended August 31, 1997
absent such waiver.

Prospectus
3
<PAGE>

Expense information

How to compare a Scudder Family of Funds pure no-load(TM) fund This information
is designed to help you understand the various costs and expenses of investing
in the Funds (or, in the case of Scudder International Fund, investing in
Scudder International Shares).* By reviewing this table and those in other
mutual funds' prospectuses, you can compare each 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 a Fund for various transactions.
<TABLE>
<S> <C> <C> <C> <C>
<CAPTION>

Scudder Large Scudder Scudder
Company International Global
Growth Fund Fund Fund
----------- ---- ----
Sales commissions to purchase shares (sales load) NONE NONE NONE
Commissions to reinvest dividends NONE NONE NONE
Redemption fees NONE** NONE** NONE**
Fees to exchange shares NONE NONE NONE

2) Annual Fund operating expenses: Expenses paid by a Fund before it
distributes its net investment income, expressed as a percentage of its
average daily net assets for the fiscal year ended October 31, 1997 for
Scudder Large Company Growth Fund, March 31, 1998 for Scudder International
Fund and June 30, 1997 for Scudder Global Fund.

Investment management fee 0.70% 0.81% 0.95%
12b-1 fees NONE NONE NONE
Other expenses 0.51% 0.37% 0.42%
----- ----- -----
Total Fund operating expenses 1.21% 1.18% 1.37%
===== ===== =====
Example

One year $ 12 $ 12 $ 14
Three years 38 37 43
Five years 66 65 73
Ten years 147 143 165
</TABLE>

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.

* The information set forth on this page for Scudder International Fund
relates only to the Fund's International Shares. The Fund also offers
Barrett International Shares, which may have different fees and expenses
(which may affect performance), have different minimum investment
requirements and are entitled to different services. More information may
be obtained by contacting Scudder Investor Services, Inc., Two
International Place, Boston, MA 02110-4103 or calling 1-800-225-2470. **
You may redeem by writing or calling the Funds. 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."

Prospectus
4
<PAGE>

Expense information

How to compare a Scudder Family of Funds pure no-load(TM) fund This information
is designed to help you understand the various costs and expenses of investing
in the Funds. By reviewing this table and those in other mutual funds'
prospectuses, you can compare each 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 either Fund for various transactions.
<TABLE>
<S> <C> <C> <C>
<CAPTION>

Scudder Scudder
Emerging Latin
Markets America
Growth Fund Fund
----------- ----
Sales commissions to purchase shares (sales load) NONE NONE
Commissions to reinvest dividends NONE NONE
Deferred sales charge NONE NONE
Redemption fees payable to the Fund 2.00%* NONE*
Exchange fees payable to the Fund 2.00%* NONE

Investment management fee (after waiver, if applicable) 1.17%** 1.25%
12b-1 fees NONE NONE
Other expenses (after reimbursements, if applicable) 1.08%** 0.64%
----- -----
Total Fund operating expenses (after waiver and reimbursements) 2.25%** 1.89%
===== =====

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 each Fund before it distributes its
net investment income to shareholders. (As noted above, Scudder Latin America
Fund has no redemption fees of any kind.)

One year $ 23 $ 19
Three years 70 59
Five years 120 102
Ten years 258 221

* You may redeem by writing or calling the Funds. If you wish to receive your
redemption proceeds via wire, there is a $5 wire service fee. For
additional information regarding Scudder Emerging Markets Growth Fund,
please refer to "Transaction information--Redeeming shares--Exchanging and
redeeming shares from Scudder Small Company Value Fund, Scudder Emerging
Markets Growth Fund or Scudder High Yield Bond Fund." There may be a 2% fee
retained by Scudder Emerging Markets Growth Fund which is imposed only on
redemptions or exchanges of shares held less than one year. For additional
information regarding Scudder Latin America Fund, please refer to
"Transaction information--Redeeming shares."

** The Adviser and certain of its subsidiaries agreed not to impose all or a
portion of its management fee until February 28, 1998, in order to maintain
the annualized expenses of Scudder Emerging Markets Growth Fund at not more
than 2.00% of average daily net assets. Due to such waiver and
reimbursements for the fiscal year ended October 31, 1997, the total
annualized expenses of the Fund did not exceed 2.00% of average daily net
assets. From March 1, 1998, until August 31, 1998, the Adviser and certain
of its subsidiaries have agreed to waive and/or reimburse all or portions
of their fees and expenses payable by the Fund to the extent necessary so
that the total annualized expenses of the Fund do not exceed 2.25% of
average daily net assets. Expenses shown above are restated to reflect what
the Fund would have paid during the fiscal year ended October 31, 1997 if
expenses had been maintained at 2.25% throughout the period. If the Adviser
and its subsidiaries had not agreed to waive and/or reimburse all or
portions of their fees and expenses, Fund expenses would have been:
investment management fee 1.25%, other expenses 1.08% and total operating
expenses 2.33% for the fiscal year ending October 31, 1997.

Prospectus
5
<PAGE>

Expense information

1) Shareholder transaction expenses: Expenses charged directly to your
individual account in either Fund for various transactions.
<TABLE>
<S> <C> <C> <C>
<CAPTION>

Scudder Scudder
Income High Yield
Fund Bond Fund
---- ---------
Sales commissions to purchase shares (sales load) NONE NONE
Commissions to reinvest dividends NONE NONE
Deferred sales charge NONE NONE
Redemption fees payable to the Fund NONE* 1.00%*
Exchange fees payable to the Fund NONE 1.00%*

2) Annual Fund operating expenses: Expenses paid by a Fund before it
distributes its net investment income, expressed as a percentage of its
average daily net assets for the fiscal year ended December 31, 1997 for
Scudder Income Fund and for the fiscal year ending February 28, 1998 for
Scudder High Yield Bond Fund.

Investment management fee (after waiver, if applicable) 0.38%~ 0.00%**
12b-1 fees NONE NONE
Other expenses (after waiver and reimbursement, if applicable) 0.57%~ 0.50%**
----- -----
Total Fund operating expenses 0.95%~ 0.50%**
===== =====
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 each Fund before it distributes its
net investment income to shareholders. (As noted above, Scudder Income Fund has
no redemption fees of any kind.)

One year $ 10 $ 5
Three years 30 16
Five years 53 28
Ten years 117 63
</TABLE>

* You may redeem by writing or calling the Funds. If you wish to receive your
redemption proceeds via wire, there is a $5 wire service fee. For
additional information regarding Scudder Income Fund, please refer to
"Transaction information--Redeeming shares." For additional information
regarding Scudder High Yield Bond Fund, please refer to "Transaction
information--Redeeming shares--Exchanging and redeeming shares from Scudder
Small Company Value Fund, Scudder Emerging Markets Growth Fund or Scudder
High Yield Bond Fund." There may be a 1% fee retained by Scudder High Yield
Bond Fund which is imposed only on redemptions or exchanges of shares held
less than one year.

** Until December 31, 1998, the Adviser and certain of its subsidiaries have
agreed to waive and reimburse, respectively, all of their fees payable by
Scudder High Yield Bond Fund to the extent necessary so that the total
annualized expenses of the Fund do not exceed 0.50% of average daily net
assets. If the Adviser and its subsidiaries had not agreed to waive and
reimburse, respectively, all of their fees, annualized Fund expenses would
have been: investment management fee 0.70%, other expenses 0.53% and total
operating expenses 1.23% for the fiscal year ended February 28, 1998.

+ Until April 30, 1999, the Adviser and certain of its subsidiaries have
agreed to waive a portion of their fees payable by the Fund to the extent
necessary so that the total annualized expenses of the Fund do not exceed
0.95% of average daily net assets. Expenses shown above are restated to
reflect what the Fund would have paid for the fiscal year ended December
31, 1997 including the effect of such waiver. Actual expenses for the year
ended December 31, 1997 were: investment management fee 0.61%, other
expenses 0.57% and total operating expenses 1.18%.

Prospectus
6
<PAGE>

Expense information

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

<TABLE>
<S> <C> <C> <C> <C>
<CAPTION>
Scudder Scudder
Scudder Emerging Cash
International Markets Investment
Bond Fund Income Fund Trust
--------- ----------- -----
Sales commissions to purchase shares (sales load) NONE NONE NONE
Commissions to reinvest dividends NONE NONE NONE
Redemption fees NONE* NONE* NONE*
Fees to exchange shares NONE NONE NONE

2) Annual Fund operating expenses: Expenses paid by a Fund before it
distributes its net investment income, expressed as a percentage of its
average daily net assets for the fiscal year ended June 30, 1997 for
Scudder International Bond Fund, October 31, 1997 for Scudder Emerging
Markets Income Fund and June 30, 1997 for Scudder Cash Investment Trust.

Investment management fee (after waiver, if applicable) 0.85% 1.00% 0.40%**
12b-1 fees NONE NONE NONE
Other expenses 0.51% 0.49% 0.45%
----- ----- -----
Total Fund operating expenses (after waiver, if applicable) 1.36% 1.49% 0.85%**
===== ===== =====
Example

One year $ 14 $ 15 $ 9
Three years 43 47 27
Five years 74 81 47
Ten years 164 178 105
</TABLE>

* You may redeem by writing or calling the Funds or, for Scudder Cash
Investment Trust, by Write-A-Check. 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 October 31, 1998, the Adviser has agreed to waive all or a portion of
its investment management fee payable by the Fund to the extent necessary
so that the total annualized expenses of the Fund do not exceed 0.85% of
the average daily net assets. This expense information has been restated to
reflect current fees. Actual annualized Fund expenses for the fiscal year
ended June 30, 1997 were investment management fee 0.41%, other expenses
0.45% and total operating expenses 0.86%.

Prospectus
7
<PAGE>

Financial highlights

On the next six pages you will find tables including selected data for a share
outstanding throughout each period and other performance information derived
from the audited financial statements. Scudder Large Company Growth Fund changed
its name from Scudder Quality Growth Fund on March 1, 1997. If you would like
more detailed information concerning a Fund's performance, a complete portfolio
listing and audited financial statements are available in each Fund's most
recent Annual Report which may be obtained without charge by writing Scudder
Investor Services, Inc.
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>

Income from
investment
Income from operations: Less distribu-
investment Net realized Less dis- tions from
Net asset operations: & unrealized tributions net realized
Fund name and value, Net gain (loss) on Total from from net gains on
fiscal year beginning investment investment investment investment investment Total Redemp-
or period of period income (loss) transactions operations income transactions distributions tion fees
--------- --------- ------------- ------------ ---------- ------ ------------ ------------- ---------

Scudder Development Fund--For the years ended June 30:

1997(b) $ 45.56 (.40) (1.66) (2.06) -- (4.48) (4.48) --
1996(b) $ 37.35 (0.38) 12.79 12.41 -- (4.20) (4.20) --
1995(b) $ 27.58 (.31) 12.20 11.89 -- (2.12) (2.12) --
1994(b) $ 34.58 (.30) (3.63) (3.93) -- (3.07) (3.07) --
1993(b) $ 29.92 (.27) 6.63 6.36 -- (1.70) (1.70) --
1992(b) $ 27.33 (.23) 3.78 3.55 -- (0.96) (0.96) --
1991(b) $ 26.25 (.10) 2.41 2.31 -- (1.23) (1.23) --
1990(b) $ 22.54 (.08) 6.07 5.99 -- (2.28) (2.28) --
1989(b) $ 22.00 (.10) 1.06 .96 -- (.42) (.42) --
1988 $ 25.39 (.08) (1.41) (1.49) -- (1.90) (1.90) --

Scudder Small Company Value Fund:

8/31/97 $ 13.57 .01 6.03 6.04 (.03) (.01) (.04) .01
10/6/95+
- -8/31/96 $ 12.00 .07 1.53 1.60 (.05) -- (.05) .02

Scudder Growth and Income Fund--For the years ended December 31:

1997 (g) $ 23.23 .62 6.26 6.88 (.58) (2.20) (2.78) --
1996(g) $ 20.23 .60 3.84 4.44 (.57) (.87) (1.44) --
1995 $ 16.26 .55 4.46 5.01 (.56) (.48) (1.04) --
1994 $ 17.24 .49 (.05) .44 (.51) (.91) (1.42) --
1993(f) $ 16.20 .49 2.01 2.50 (.45) (1.01) (1.46) --
1992 $ 15.76 .57 .90 1.47 (.53) (.50) (1.03) --
1991 $ 12.77 .57 2.97 3.54 (.55) -- (.55) --
1990 $ 14.14 .65 (1.01) (.36) (.67) (.34) (1.01) --
1989 $ 13.18 .67 2.75 3.42 (.69) (1.77) (2.46) --
1988 $ 12.31 .60 .86 1.46 (.59) -- (.59) --

Scudder Large Company Growth Fund--For the years ended October 31:

1997(g) $ 21.19 (.01) 5.69 5.68 -- (1.77) (1.77) --
1996(g) $ 18.44 .08 3.41 3.49 (.14) (.60) (.74) --
1995 $ 16.17 .11 3.40 3.51 (.15) (1.09) (1.24) --
1994 $ 16.42 .16 (.09) .07 (.08) (.24) (.32) --
1993 $ 15.30 .06 1.09 1.15 (.03) -- (.03) --
1992 $ 13.65 .02 1.68 1.70 (.03) (.02) (.05) --
5/15/91+
-10/31/91 $ 12.00 .03 1.62 1.65 -- -- -- --
</TABLE>

+ Commencement of operations.
* Annualized
** Not annualized
(a) Average commission rate paid per share of common and preferred stocks is
calculated for fiscal years ending on or after June 30, 1996 for Scudder
Development Fund, for fiscal years beginning on or after September 1, 1995
for Scudder Large Company Growth Fund and for fiscal years beginning on or
after January 1, 1996 for Scudder Growth and Income Fund.
(b) Per share amounts have been calculated using the weighted average shares
outstanding during the period method.
(c) Total return is higher due to maintenance of the Fund's expenses.

Prospectus
8
<PAGE>

<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>
Ratio of net
Ratio of op- Ratio of oper- investment
erating ating expenses income
expenses, to before expenses (loss) to av-
Net asset Net assets average reductions, to erage daily Portfolio Average
value, end Total end of period daily net average daily net assets turnover commission
of period Return (%) ($ millions) assets (%) net assets (%) % rate % rate paid
--------- ---------- ------------ ---------- -------------- ---------- ------ ---------

$ 39.02 (4.93) 862 1.36 -- (1.02) 52.2 $.0355(a)
$ 45.56 35.26 1,040 1.24 -- (0.91) 58.8 $.0554(a)
$ 37.35 45.41 727 1.32 -- (1.01) 41.6 $ --
$ 27.58 (12.91) 546 1.27 -- (.91) 48.3 $ --
$ 34.58 22.28 821 1.30 -- (.83) 49.2 $ --
$ 29.92 12.83 700 1.30 -- (.70) 53.5 $ --
$ 27.33 10.32 476 1.29 -- (.40) 70.8 $ --
$ 26.25 28.50 361 1.34 -- (.35) 40.1 $ --
$ 22.54 4.66 275 1.32 -- (.47) 32.0 $ --
$ 22.00 (5.35) 356 1.30 -- (.44) 39.2 $ --

$ 19.58 44.67 123 1.50 1.63 .07 43.64 $ .0332
$ 13.57 13.54(c,d)** 41 1.50* 2.61* .67* 33.97* $ .0364

$ 27.33 30.31 6,834 .76 -- 2.31 22.2 $.0605(a)
$ 23.23 22.18 4,186 .78 -- 2.77 26.6 $.0572(a)
$ 20.23 31.18 3,061 .80 -- 3.10 26.9 $ --
$ 16.26 2.60 1,992 .86 -- 2.98 42.3 $ --
$ 17.24 15.59 1,624 .86 -- 2.93 35.5 $ --
$ 16.20 9.57 1,166 .94(e) -- 3.60 27.5 $ --
$ 15.76 28.16 723 .97 -- 4.03 44.7 $ --
$ 12.77 (2.33) 491 .95 -- 5.03 64.7 $ --
$ 14.14 26.36 490 .87 -- 4.47 76.6 $ --
$ 13.18 12.01 402 .92 -- 4.63 47.6 $ --

$ 25.10 28.84 288 1.21 1.21 (0.05) 67.9 $.0546(a)
$ 21.19 19.49 221 1.07 1.07 0.41 68.8 $.0551(a)
$ 18.44 23.78 173 1.17 1.17 0.71 91.6 $ --
$ 16.17 .39 113 1.25 1.25 0.96 119.7 $ --
$ 16.42 7.49 126 1.20 1.20 0.39 111.4 $ --
$ 15.30 12.47 101 1.25 1.40 0.24 27.4 $ --
$ 13.65 13.75** 30 1.25* 2.67* 0.83* 11.5* $ --

</TABLE>

(d) Total return does not reflect the effect of the 1% redemption fee on shares
held less than one year.
(e) The Adviser did not impose a portion of its management fee amounting to
$.02 per share for the year ended December 31, 1992. If all expenses,
including the management fee not imposed, had been incurred by the Fund,
the annualized ratio of expenses to average net assets for such year would
have been 1.08% and the total return would have been lower. This ratio
includes costs associated with the acquisition of certain assets of Niagara
Share Corporation on July 27, 1992, exclusive of these charges the ratio
would have been .92%.
(f) Effective January 1, 1993, the Fund discontinued using equalization
accounting.
(g) Based on monthly average shares outstanding during the period.

Prospectus
9
<PAGE>

Scudder International Fund (International Shares class)++--For the years ended March 31(a):

1998 $ 48.07 .43 9.16 9.59 (.25) -- (5.35) (5.60)
1997 $ 45.71 .30 4.53 4.83 (1.28) -- (1.19) (2.47)
1996 $ 39.72 .38 7.19 7.57 (.40) -- (1.18) (1.58)
1995 $ 42.96 .21 (1.03) (.82) -- -- (2.42) (2.42)
1994 $ 35.69 .31 7.74 8.05 (.63) (.06) (.09) (.78)
1993 $ 34.36 .38 2.64 3.02 (.83) -- (.86) (1.69)
1992 $ 34.69 .44 (.37) .07 -- -- (.40) (.40)
1991 $ 37.00 .80 (.39) .41 (.74) -- (1.98) (2.72)
1990 $ 34.79 .49 5.30 5.79 (.43) -- (3.15) (3.58)
1989 $ 33.43 .40 4.15 4.55 (.13) -- (3.06) (3.19)

Scudder Global Fund--For the years ended June 30:

1997(e) $ 28.73 .17 6.58 6.75 (.28) -- (1.53) (1.81)
1996 $ 25.64 .24 3.94 4.18 (.25) -- (.84) (1.09)
1995 $ 23.93 .25 1.91 2.16 (.11) -- (.34) (.45)
1994(e) $ 21.63 .23 2.57 2.80 (.24) -- (.26) (.50)
1993 $ 19.56 .15 2.42 2.57 (.16) -- (.34) (.50)
1992 $ 18.06 .19 2.28 2.47 (.31) -- (.66) (.97)
1991 $ 20.36 .40 (1.50) (1.10) (.37) -- (.83) (1.20)
1990 $ 17.64 .19 3.28 3.47 (.20) -- (.55) (.75)
1989 $ 14.47 .19 3.20 3.39 (.14) -- (.08) (.22)
1988 $ 15.42 .18 (.82) (.64) (.06) -- (.25) (.31)

Scudder Emerging Markets Growth Fund(a)--For the years ended October 31:

1997 $ 12.85 .02 1.67 1.69 (.03) -- -- (.03)
5/8/96+
-10/31/96 $ 12.00 (.02) .86 .84 -- -- -- --

Scudder Latin America Fund--For the years ended October 31:

1997(a) $ 20.63 .26 4.49 4.75 (.26) -- -- (.26)
1996(a) $ 16.22 .25 4.30 4.55 (.15) -- -- (.15)
1995 $ 24.44 .09 (7.62) (7.53) -- -- (.73) (.73)
1994 $ 18.41 (.03) 6.10 6.07 -- (.06) (.06) (.12)
12/8/92+
-10/31/93 $ 12.00 .03 6.36 6.39 -- -- -- --

Scudder High Yield Bond Fund--For the years ended February 28:

2/28/98 $ 12.77 1.19 .57 1.76 (1.17) -- (.14) (1.31)
6/28/96+
-2/28/97 $ 12.00 .76 .77 1.53 (.76) -- (.01) (.77)
</TABLE>

++ Shares of the Fund outstanding as of April 3, 1998 were redesignated as the
International Shares class of shares of the Fund in connection with the
creation of a second class of shares of the Fund. The above table contains
performance data for the Fund prior to such date.
+ Commencement of operations.
* Annualized
** Not annualized
(a) Based on monthly average shares outstanding during the period.
(b) Average commission rate paid per share of common and preferred stocks. This
is calculated for fiscal years ending on or after March 31, 1997 for
Scudder International Fund and June 30, 1996 for Scudder Global Fund and
for fiscal years beginning on or after September 1, 1995 for Scudder Latin
America Fund.
(c) The Adviser absorbed a portion of the Fund's expenses exclusive of
management fees; the ratio of operating expenses before expense reductions,
to average daily net assets was 1.91%.
(d) The portfolio turnover rate on equity securities and debt securities was
62.7% and 174.4%, respectively, based on average monthly equity holdings
and average monthly debt holdings.

Prospectus
10
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>
Ratio of Ratio of net
operating Ratio of investment
expenses operating income
net to before expense (loss) to
Net asset Net assets average reductions, to average Portfolio Average
Redemp- value, end Total end of period daily net average daily daily net turnover commission
tion fees Return (%) Return (%) ($ millions) assets (%) net assets (%) assets % rate % rate paid
--------- ---------- --------- ------------ ---------- -------------- -------- ------- ----------

-- $ 52.06 21.57 2,885 1.18 -- .83 55.7 $.004
-- $ 48.07 10.74 2,583 1.15 -- .64 35.8 $ .0002(b)
-- $ 45.71 19.25 2,515 1.14 -- .86 45.2 --
-- $ 39.72 (2.02) 2,192 1.19 -- .48 46.3 --
-- $ 42.96 22.69 2,198 1.21 -- .75 39.9 --
-- $ 35.69 9.12 1,180 1.26 -- 1.13 29.2 --
-- $ 34.36 .18 933 1.30 -- 1.25 50.4 --
-- $ 34.69 1.46 929 1.24 -- 2.22 70.1 --
-- $ 37.00 17.08 783 1.18 -- 1.33 49.4 --
-- $ 34.79 14.34 550 1.22 -- 1.20 48.3 --

-- $ 33.67 24.91 1,604 1.37 -- .59 40.5 $ .0007
-- $ 28.73 16.65 1,368 1.34 -- .84 29.1 $ .0272(b)
-- $ 25.64 9.11 1,168 1.38 -- 1.03 44.4 $ --
-- $ 23.93 12.99 1,096 1.45 -- .97 59.7 $ --
-- $ 21.63 13.45 577 1.48 -- .90 64.9 $ --
-- $ 19.56 14.09 371 1.59 -- 1.09 44.6 $ --
-- $ 18.06 (5.20) 268 1.70 -- 2.21 85.0(d) $ --
-- $ 20.36 20.00 257 1.81 -- 1.77 38.3 $ --
-- $ 17.64 23.90 91 1.98 -- 1.22 30.7 $ --
-- $ 14.47 (4.45) 81 1.71(c) -- 1.23 53.8 $ --

.05 $ 14.56 13.51 220 2.00 2.33 .11 61.5 $ .0013
$ 12.85 7.08**(f,g) 76 2.00* 3.79* (.32)* 19.5* $ .0006(b)
.01

-- $ 25.12 23.25 883 1.89 1.89 .98 41.8 $ .0002
.01(h) $ 20.63 28.31(g) 622 1.96 1.96 1.32 22.4 $ .0001(b)
.04(h) $ 16.22 (30.96)(g) 519 2.08 2.11 .52 39.5 $ --
.08(h) $ 24.44 33.43(g) 809 2.01 2.05 (.20) 22.4 $ --
$ 18.41 53.42**(g) 261 2.00* 2.69* .44* 4.6* $ --
.02(h)
.01 $ 13.23 14.60 176 .03 1.23 9.28 112.7 $ --
.01 $ 12.77 13.23**(f,g) 74 0.00 1.75* 9.44* 39.8* $ --
</TABLE>

(e) Per share amounts have been calculated using weighted average shares
outstanding.
(f) Total return is higher due to maintenance of the Fund's expense.
(g) Total return does not reflect the effect of the 2% redemption fee on shares
held less than one year for Scudder Emerging Markets Growth Fund and
Scudder Latin America Fund, or the 1% redemption fee for Scudder High Yield
Bond Fund.
(h) Until September 5, 1996, upon redemption or exchange of shares held by
shareholders for less than one year, a fee of 2% was assessed and retained
by the Fund for the benefit of the remaining shareholders.

Prospectus
11
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>

Income from
investment
Income from operations: Less distribu-
investment Net realized Less dis- tions from Less distribu-
Net asset operations: & unrealized tributions Less distribu- net realized tions in ex-
Fund name and value, Net gain (loss) on Total from from net tions from gains on cess of net
fiscal year beginning investment investment investment investment paid-in investment realized
or period of period income (loss) transactions operations income capital transactins gains
--------- --------- ------------- ------------ ---------- ------ ------- ------------ -----

Scudder Income Fund--For the years ended December 31:

1997(b) $ 13.15 .80 .31 1.11 (.79) -- (.01) --
1996(b) $ 13.61 .80 (.36) .44 (.81) -- (.09) --
1995 $ 12.32 .83 1.41 2.24 (.86) -- (.03) (.06)
1994 $ 13.71 .84 (1.45) (.61) (.76) -- -- (.02)
1993 $ 13.48 .90 .77 1.67 (.87) -- (.45) (.12)
1992 $ 13.91 .95 (.05) .90 (.93) -- (.40) --
1991 $ 12.82 .93 1.22 2.15 (.92) -- (.14) --
1990 $ 12.89 1.03 (.01) 1.02 (1.03) (.06)(a) -- --
1989 $ 12.41 1.05 .49 1.54 (1.06) -- -- --
1988 $ 12.40 1.07 .01 1.08 (1.07) -- -- --

Scudder Emerging Markets Income Fund--For the years ended October 31:

1997(a) $ 12.98 1.06 .46 1.52 (1.10) (1.18) -- --
1996(b) $ 10.26 1.20 2.71 3.91 (1.19) -- -- --
1995 $ 11.05 1.14 (.82) .32 (1.11) -- -- --
12/31/93+
-10/31/94 $ 12.00 0.60 (1.04) (.44) (.51) -- -- --

Scudder Cash Investment Trust--For the years ended June 30:

1997 $ 1.000 .046 -- -- -- -- -- --
1996 $ 1.000 .048 -- -- -- -- -- --
1995 $ 1.000 .048 -- -- -- -- -- --
1994 $ 1.000 .027 -- -- -- -- -- --
1993 $ 1.000 .027 -- -- -- -- -- --
1992 $ 1.000 .047 -- -- -- -- -- --
1991 $ 1.000 .069 -- -- -- -- -- --
1990 $ 1.000 .080 -- -- -- -- -- --
1989 $ 1.000 .082 -- -- -- -- -- --
1988 $ 1.000 .064 -- -- -- -- -- --
</TABLE>

+ Commencement of operations.
(a) Distribution made (as a result of foreign currency related gains on the
disposition of foreign bonds) in order to avoid the payment of a 4% federal
excise tax under Internal Revenue Code section 4982.
(b) Based on monthly average shares outstanding during the period.

<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>
Income from Less dis-
Income investment tributions Less distribu-
from operations: from net tions in ex-
investment Net realized Less dis- realized cess of net
Fund name Net asset operations: gain (loss) on Total tributions gains on realized Less tax
and fiscal value, Net investment from in- from net investment gains on return
year beginning investment trans- vestment investment transac- investment of Total dis-
or period of period income actions (b) operations income tions transactions capital tributions
--------- --------- ------ ----------- ---------- ------ ----- ------------ ------- ----------

Scudder International Bond Fund--For the years ended June 30:
1997 $ 10.98 .58 (.46) .12 (.58) -- -- -- (.58)
1996 $ 11.43 .73 (.45) .28 (.12) -- -- (.61) (.73)
1995 $ 11.97 .98 (.54) .44 -- -- -- (.98) (.98)
1994(a) $ 13.57 .92 (1.22) (.30) (.91) -- (.39) -- (1.30)
1993 $ 13.68 1.03 .52 1.55 (1.04) (.62) -- -- (1.66)
1992 $ 12.35 1.08 2.15 3.23 (1.09) (.81) -- -- (1.90)
1991 $ 12.08 1.21 .56 1.77 (1.21) (.29) -- -- (1.50)
1990 $ 11.27 1.10 .80 1.90 (1.09) -- -- -- (1.09)
7/6/88+
-6/30/89 $ 12.00 1.00 (.73) .27 (1.00) -- -- -- (1.00)

</TABLE>

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

+ Commencement of operations.

Prospectus
12
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>
Less dis- Ratio of net
ributions Ratio of op- Ratio of oper- investment
from net in- erating ex- ating expenses income
vestment penses net, before expense (loss) to
income and Net asset Net assets to average reductions, to average Portfolio
net realized Total value, end Total end of period daily net average daily daily net turnover
capital gains Distributions of period Return (%) ($ millions) assets (%) net assets (%) assets (%) rate (%)
- ------------- ------------- --------- ---------- ------------ ---------- -------------- ---------- --------

-- (.80) $ 13.46 8.66 695 1.18 -- 6.00 61.9
-- (.90) $ 13.15 3.41 579 .98 -- 6.01 66.9
-- (.95) $ 13.61 18.54 578 .99 -- 6.35 128.25
-- (.78) $ 12.32 (4.43) 463 .97 -- 6.43 60.3
-- (1.44) $ 13.71 12.58 509 .92 -- 6.32 130.6
-- (1.33) $ 13.48 6.74 457 .93 -- 7.05 121.3
-- (1.06) $ 13.91 17.32 403 .97 -- 7.13 109.6
-- (1.09) $ 12.82 8.32 302 .95 -- 8.21 48.0
-- (1.06) $ 12.89 12.75 272 .93 -- 8.23 63.2
-- (1.07) $ 12.41 8.91 245 .94 -- 8.53 19.6

-- (2.28) $ 12.22 12.34 324 1.49 1.49 8.03 409.5
-- (1.19) $ 12.98 39.78 305 1.44 1.45 10.05 430.0(c)
-- (1.11) $ 10.26 3.46 169 1.50 1.68 12.83 302.2
(.51) $ 11.05 (3.54)** 95 1.50* 2.23* 9.17* 180.6*
--

(.046) (.046) $ 1.000 4.73 1,431 .86 .86 4.63 --
(.048) (.048) $ 1.000 4.89 1,387 .83 .83 4.79 --
(.048) (.048) $ 1.000 4.90 1,520 .78 .78 4.84 --
(.027) (.027) $ 1.000 2.77 1,430 .82 .82 2.78 --
(.027) (.027) $ 1.000 2.75 1,119 .78 .78 2.72 --
(.047) (.047) $ 1.000 4.76 1,361 .70 .70 4.58 --
(.069) (.069) $ 1.000 7.13 1,736 .66 .66 6.91 --
(.080) (.080) $ 1.000 8.23 1,644 .67 .67 7.93 --
(.082) (.082) $ 1.000 8.49 1,563 .66 .66 8.21 --
(.064) (.064) $ 1.000 6.59 1,370 68 .68 6.44 --
</TABLE>

(c) Economic and market conditions necessitated more active trading, resulting
in a higher portfolio turnover rate.
* Annualized
** Not annualized

<TABLE>
<S> <C> <C> <C> <C> <C>
<CAPTION>
Ratio of net
Ratio of operating investment
Net asset Net assets, expenses, net income to Portfolio
value, Total end of period to average average net turnover
end of period Return (%)(c) ($ millions) net assets (%)(a) assets (%) rate (%)
------------- ------------- ------------ ----------------- ---------- --------

$ 10.52 0.94 236 1.36 5.28 298.2
$ 10.98 2.59 515 1.26 6.50 275.7
$ 11.43 3.92 910 1.30 8.52 318.5
$ 11.97 (2.83) 1,231 1.27 6.86 232.9
$ 13.57 12.24 1,017 1.25 7.69 249.7
$ 13.68 28.25 542 1.25 8.31 147.9
$ 12.35 14.88 144 1.25 9.48 260.1
$ 12.08 17.59 73 1.25 9.57 215.6
$ 11.27 2.16** 13 1.00* 8.58* 103.8*
</TABLE>

(b) Includes exchange gain (loss) of $.01, $.01 and ($.02) for the periods
ended June 30, 1991, 1990 and 1989, previously included in net investment
income.
(c) Total returns for certain periods would have been lower had certain
expenses not been reduced.
* Annualized
** Not annualized

Prospectus
13
<PAGE>

A message from the President

Scudder Kemper Investments, Inc., investment adviser to the Scudder Family of
Funds, is one of the largest and most experienced investment management
organizations worldwide, managing more than $200 billion in assets globally for
mutual fund investors, retirement and pension plans, institutional and corporate
clients, and private family and individual accounts. It is one of the ten
largest mutual fund companies in the U.S.

We offered America's first no-load mutual fund in 1928, and today the Scudder
Family of Funds includes over 50 no-load mutual fund portfolios or classes of
shares. We also 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 numerous other open- and closed-end funds that invest in this
country and other 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 shareholders include toll-free access to professional
representatives, easy exchange among the Scudder Family of Funds, shareholder
reports, informative newsletters and the walk-in convenience of Scudder Investor
Centers.

Funds or fund classes in the Scudder Family of Funds are offered without
commissions to purchase or redeem 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/Edmond D. Vallani
President and CEO,
Scudder Kemper Investments, Inc.

Scudder Mutual Funds

o Scudder Development Fund

o Scudder Small Company Value Fund

o Scudder Growth and Income Fund

o Scudder Large Company Growth Fund

o Scudder International Fund

o Scudder Global Fund

o Scudder Emerging Markets Growth Fund

o Scudder Latin America Fund

o Scudder Income Fund

o Scudder High Yield Bond Fund

o Scudder International Bond Fund

o Scudder Emerging Markets Income Fund

o Scudder Cash Investment Trust

Contents

Investment characteristics 15
Scudder Development Fund 15
Scudder Small Company Value Fund 16
Scudder Growth and Income Fund 17
Scudder Large Company Growth Fund 18
Scudder International Fund 19
Scudder Global Fund 20
Scudder Emerging Markets Growth Fund 21
Scudder Latin America Fund 23
Scudder Income Fund 25
Scudder High Yield Bond Fund 26
Scudder International Bond Fund 28
Scudder Emerging Markets Income Fund 30
Scudder Cash Investment Trust 32
Investment experience 33
Additional information about policies
and investments 33
Distribution and performance information 43
Fund organization 44
Transaction information 47
Shareholder benefits 51
Appendix 56
Investment products and services 58
How to contact Scudder 59

Prospectus
14
<PAGE>

Investment characteristics

Scudder Development Fund, Scudder Small Company Value Fund, Scudder Growth and
Income Fund, Scudder Large Company Growth Fund, Scudder International Fund,
Scudder Global Fund, Scudder Emerging Markets Growth Fund, Scudder Latin America
Fund, Scudder Income Fund, Scudder High Yield Bond Fund, Scudder International
Bond Fund, Scudder Emerging Markets Income Fund and Scudder Cash Investment
Trust (the "Funds") are mutual funds advised by Scudder Kemper Investments, Inc.
(the "Adviser"). The prospectuses of the thirteen Funds are presented together
here so that you can understand their important differences and decide which
Fund or combination of Funds is most suitable for your investment needs.

Except as otherwise indicated, each 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 objective, shareholders should consider whether that
Fund remains an appropriate investment in light of their then current financial
position and needs. There can be no assurance that a Fund's objectives will be
met.

Scudder Development Fund

Investment objective and policies

Scudder Development Fund, a diversified series of Scudder Securities Trust,
seeks long-term growth of capital by investing primarily in securities of small
and medium-size growth companies. The Fund is designed for investors in search
of substantial long-term growth who can accept above-average stock market risk
and little or no current income.

Investments

The Fund generally invests in equity securities, including common stocks and
convertible securities, of small and medium-size companies, commonly referred to
as emerging growth companies, that the Adviser believes have above-average
earnings growth potential and/or may receive greater market recognition. Both
factors are believed to offer significant opportunity for capital appreciation
and the Adviser will attempt to identify these opportunities before their
potential is recognized by investors in general. Generally, small and
medium-size companies are those with $50 million to $5 billion in total market
capitalization.

To help reduce risk, the Fund allocates its investments among many companies and
different industries. In selecting industries and companies for investment, the
Adviser will consider overall growth prospects, financial condition, competitive
position, technology, research and development, productivity, labor costs, raw
material costs and sources, profit margins, return on investment, structural
changes in local economies, capital resources, the degree of governmental
regulation or deregulation, management and other factors.

For temporary defensive purposes the Fund may vary from its investment policy
during periods in which conditions in securities markets or other economic or
political conditions warrant. In such cases, the Fund may invest without limit
in cash and may invest in high quality debt securities without equity features,
U.S. Government securities and money market instruments which are rated in the
two highest categories by Moody's Investor Services, Inc. ("Moody's") or
Standard & Poor's Corporation ("S&P"), or, if unrated, are deemed by the Adviser
to be of equivalent quality. It is impossible to accurately predict how long
such alternative strategies may be utilized.

In addition, the Fund may invest in preferred stocks when management anticipates
that the capital appreciation is likely to equal or exceed that of common stocks
over a selected time.

The Fund may enter into repurchase agreements, and invest in illiquid or
restricted securities, foreign securities, convertible bonds, and may engage in
strategic transactions. More information about these investment techniques is
provided under "Additional information about policies and investments."

Why invest in the Fund?

Scudder Development Fund offers participation in the potential growth of small
and medium-size growth companies with favorable long-term prospects. The Fund
offers the benefits of professional management of investments chiefly in U.S.
companies with histories of rapid earnings growth and like prospects for the
future. In return for accepting above-average risk, investors gain access to a
large, diversified portfolio designed for above-average capital appreciation
compared to that available from larger companies such as those in the Standard &
Poor's 500 Stock Index.

Prospectus
15
<PAGE>

Scudder Small Company Value Fund

Investment objective and policies

Scudder Small Company Value Fund, a diversified series of Scudder Securities
Trust, invests for long-term growth of capital by seeking out undervalued stocks
of small U.S. companies. The Adviser uses a systematic, proprietary investment
approach to identify small, domestic companies that, in the opinion of the
Adviser, are selling at prices that do not reflect adequately their long-term
business potential. These companies are often out of favor or not closely
followed by investors and, as a result, may offer substantial appreciation
potential over time.

The Fund is expected to provide little, if any, current income and is designed
for the aggressive portion of an investor's portfolio. Although the Fund
typically holds a large number of securities identified through a quantitative,
value-driven investment strategy, it does entail above-average investment risk
in comparison to larger stocks. Shares of the Fund should be purchased with a
long-term horizon in mind. To encourage long-term investment, a 1% redemption
and exchange fee, described more fully below, is payable to the Fund for the
benefit of remaining shareholders on shares held less than one year.

Investments

In pursuit of long-term growth of capital, the Fund invests, under normal
circumstances, at least 90% of its assets in the common stock of small U.S.
companies. The Fund will invest in securities of companies that are similar in
size to those in the Russell 2000(R) Index of small stocks. The Fund will sell
securities of companies that have grown in market capitalization above the
maximum of the Russell 2000 Index as necessary to keep the Fund focused on
smaller companies.

The Fund takes a diversified approach to investing in small capitalization
issues. It will not be unusual for the Fund to participate in more than one
hundred small companies, representing a variety of U.S. industries.

While the Fund invests predominantly in common stocks, it can purchase other
types of equity securities including preferred stocks (convertible securities),
rights, warrants and restricted and illiquid securities. Securities may be
listed on national exchanges or, more commonly, traded over-the-counter. The
Fund also may invest up to 20% of its assets in U.S. Treasury, agency and
instrumentality obligations on a temporary basis, may enter into repurchase
agreements and reverse repurchase agreements and may engage in strategic
transactions, using such derivatives contracts as index options and futures, to
increase stock market participation, enhance liquidity and manage transaction
costs. The Fund currently intends to borrow only for temporary or emergency
purposes, such as providing for redemptions or distributions, and not for
investment leverage purposes.

For temporary defensive purposes, the Fund may invest without limit in cash and
cash equivalents when the Adviser deems such a position advisable in light of
economic or market conditions. It is impossible to predict accurately how long
such alternate strategies may be utilized. More information about these
investment techniques is provided under "Additional information about policies
and investments."

Value investment approach

The Fund is actively managed using a disciplined, value-oriented investment
management approach. The Adviser uses a proprietary, computerized model to
identify for investment small public U.S. companies selling at prices that, in
the opinion of the Adviser, do not reflect adequately their long-term business
potential. Companies purchased for the Fund typically have the following
characteristics:

o Attractive valuations relative to the Russell 2000 Index--a widely used
benchmark of small stock performance--based on measures such as price to
earnings, price to book value and price to cash flow ratios.

o Favorable trends in earnings growth rates and stock price momentum.

The Fund's holdings are often out of favor or simply overlooked by investors.
Accordingly, their prices can rise either as a result of improved business
fundamentals, particularly when earnings grow faster than general expectations,
or as more investors come to recognize the full extent of a company's underlying
potential.

While the Fund involves above-average equity risk, the Fund's value-oriented,
systematic approach to investing is designed to mitigate volatility of the
Fund's share price relative to the small capitalization sector of the U.S. stock
market. This risk is further managed by purchasing a large number of stocks, and
employing specialized portfolio management techniques, such as portfolio
optimization.

Why invest in the Fund?

Scudder Small Company Value Fund combines the long-term growth potential of
small company stocks with the defensive nature of value investing. The Fund
focuses on U.S. small capitalization issues that may be out of favor or not
closely followed by investors, yet which, in the opinion of the Adviser, will
reward investors with substantial returns over time. U.S. small capitalization
stocks have outperformed large capitalization stocks over time, albeit

Prospectus
16
<PAGE>

with greater volatility in returns. Since the Fund involves both above-average
performance opportunity and risk, it may be suitable for those individuals who
are investing for a long-term goal, such as accumulating assets for retirement,
funding a child's college education or building wealth for future generations.

While the Fund may invest in a broad range of industries, it is not, by itself,
a complete investment program. Nonetheless, it can help improve the
diversification of an investment portfolio already holding other types of stock
and fixed-income securities. Historically, the prices of value stocks, and in
particular small company value stocks, have not always moved in tandem with the
prices of either large company stocks or higher-risk small company "growth"
issues. Thus, Fund shares can add balance to a personal investment portfolio.

The Fund offers low-cost, convenient access to a sector of the U.S. stock market
in which investors might otherwise find it difficult to participate. On their
own, individual investors might find it a challenge to analyze data on hundreds
of small companies, receive complete, up-to-date financial information, and buy
and sell securities at favorable prices. The Fund's portfolio management team
assumes the burden of these varied responsibilities for investors.

What are the Fund's special risks?

While historically small company stocks have outperformed the stocks of large
companies, the former have customarily involved more risk as well. 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.

Also, because small companies normally have fewer shares outstanding and these
shares trade less frequently than large companies, 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.

The securities of small companies are often traded over-the-counter and may not
be traded in the volumes typical on a national securities exchange.
Consequently, in order to sell this type of holding, the Fund may need to
discount the securities from recent prices or dispose of the securities over a
long period of time.

Scudder Growth and Income Fund

Investment objective and policies

Scudder Growth and Income Fund, a diversified series of Scudder Investment
Trust, seeks long-term growth of capital, current income and growth of income.
The Fund invests primarily in common stocks, preferred stocks, and securities
convertible into common stocks of companies which offer the prospect for growth
of earnings while paying current dividends. Over time, continued growth of
earnings tends to lead to higher dividends and enhancement of capital value. The
Fund allocates its investments among different industries and companies, and
adjusts its portfolio securities for investment considerations and not for
trading purposes.

Investments

The Fund attempts to achieve its investment objective by investing primarily in
dividend-paying common stocks, preferred stocks and securities convertible into
common stocks. The Fund may also purchase such securities which do not pay
current dividends but which offer prospects for growth of capital and future
income. Convertible securities (which may be current coupon or zero coupon
securities) are bonds, notes, debentures, preferred stocks and other securities
which may be converted or exchanged at a stated or determinable exchange ratio
into underlying shares of common stock. The Fund may also invest in
nonconvertible preferred stocks consistent with the Fund's objective. From time
to time, for temporary defensive purposes, when the Fund's investment Adviser
feels such a position is advisable in light of economic or market conditions,
the Fund may invest, without limit, in cash and cash equivalents. It is
impossible to predict how long such alternative strategies will be utilized. The
Fund may invest in foreign securities, real estate investment trusts, illiquid
securities, repurchase agreements and reverse repurchase agreements. It may also
loan securities and may engage in strategic transactions. More information about
investment techniques is provided under "Additional information about policies
and investments."

The Fund's share price fluctuates with changes in interest rates and market
conditions. These fluctuations may cause the value of shares to be higher or
lower than when purchased.

Why invest in the Fund?

The Fund seeks to provide participation in the long-term growth of the economy
through the potential investment returns offered by common stocks and securities
convertible into common stocks. It maintains a diversified

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portfolio consisting primarily of common stocks, preferred stocks and
convertible securities of companies with long-standing records of earnings
growth. These companies, many of which are mainstays of the domestic U.S.
economy, offer prospects for future growth of earnings and profits, and
therefore may offer investors attractive long-term investment opportunities.
This strategy, with an emphasis on income, may be more appropriate for the
conservative portions of your equity portfolio.

Scudder Large Company Growth Fund

Investment objective and policies

Scudder Large Company Growth Fund, a diversified series of Scudder Investment
Trust, seeks to provide long-term growth of capital through investment primarily
in the equity securities of seasoned, financially strong U.S. growth companies.
Although current income is an incidental consideration, many of the Fund's
securities should provide regular dividends which are expected to grow over
time.

The Fund's equity investments consist of common stocks, preferred stocks,
securities convertible into common stocks, rights and warrants of companies
which are of above-average financial quality and offer the prospect for
above-average growth in earnings, cash flow or assets relative to the overall
market as defined by the Standard & Poor's 500 Composite Price Index (S&P 500).
The prospect for above-average growth in assets is evaluated in terms of the
potential future earnings such growth in assets can produce.

The Fund allocates its investments among different industries and companies, and
adjusts its portfolio securities based on long-term investment considerations as
opposed to short-term trading. While the Fund emphasizes U.S. investments, it
can commit a portion of assets to the equity securities of foreign growth
companies which meet the criteria applicable to domestic investments.

Investments

The Fund invests primarily in the equity securities issued by large-sized
domestic companies that offer above-average appreciation potential. In seeking
such investments, the Adviser invests in companies with the following
characteristics:

o companies that have exhibited above-average growth rates over an extended
period with prospects for maintaining greater than average rates of growth
in earnings, cash flow or assets in the future;

o companies that are in a strong financial position with high credit
standings and profitability;

o companies with important business franchises, leading products or dominant
marketing and distribution systems;

o companies guided by experienced, motivated management;

o companies selling at attractive prices relative to potential growth in
earnings, cash flow or assets.

The Adviser utilizes a combination of qualitative and quantitative research
techniques to identify companies that have above-average quality and growth
characteristics and that are deemed to be selling at attractive market
valuations. In-depth fundamental research is used to evaluate various aspects of
corporate performance, with a particular focus on consistency of results,
long-term growth prospects and financial strength. Quantitative valuation models
are designed to help determine which growth companies offer the best values at a
given point in time. From time to time, for temporary defensive or emergency
purposes, the Fund may invest a portion of its assets in cash and cash
equivalents when the Adviser deems such a position advisable in light of
economic or market conditions. It is impossible to predict accurately how long
such alternate strategies may be utilized. The Fund also may invest in foreign
securities, repurchase agreements and reverse repurchase agreements, and may
engage in strategic transactions. In addition, the Fund may invest, to a limited
extent, in illiquid or restricted securities.

The Fund invests at least 65% of its total assets in the equity securities of
large U.S. growth companies, i.e., those with total market capitalization of $1
billion or more. The Fund looks for companies with above-average financial
quality.

When assessing financial quality, the Adviser weighs four elements of business
risk. These factors are the Adviser's assessment of the strength of a company's
balance sheet, the accounting practices a company follows, the volatility of a
company's earnings over time and the vulnerability of earnings to changes in
external factors, such as the general economy, the competitive environment,
governmental action and technological change.

More information about investment techniques is provided under "Additional
information about policies and investments."

Why invest in the Fund?

The Fund provides investors with convenient and low-cost access to a diversified
equity portfolio involving seasoned, financially-strong U.S. growth companies.
The Fund's investment strategy is to acquire the equity

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18
<PAGE>

securities of well-managed large- and medium-sized companies, primarily located
in the U.S., which have established records of above-average earnings growth and
are judged to have potential for the future. The Adviser believes that companies
with relatively consistent and above-average rates of growth will be rewarded by
the market with higher stock prices over time and investment returns in excess
of the market as a whole. Also, while the business results of such companies
will be affected by slowdowns in economic growth, they should be less affected
by adverse business conditions than more leveraged or cyclical companies.

The Fund is only appropriate for those investors who understand and can accept
the risks of stock market investing. While the Fund emphasizes the securities of
companies with above-average growth and quality characteristics, movements in
the overall stock market will affect the Fund's price. The Adviser, however,
attempts to lessen the effects of stock market fluctuation through portfolio
diversification and disciplined security selection. The Adviser has been
involved in quality growth investing for over 20 years.

While the Fund is broadly diversified, it does not, in itself, represent a
complete investment program. Nonetheless, because of its emphasis on quality
growth companies, the Fund may be appropriate as a core equity component of an
investment portfolio containing money market, bond and more specialized equity
investments.

Scudder International Fund

Investment objective and policies

Scudder International Fund, a diversified series of Scudder International Fund,
Inc., seeks long-term growth of capital primarily from foreign equity
securities. These securities are selected primarily to permit the Fund to
participate in non-United States companies and economies with prospects for
growth. The Fund invests in companies, wherever organized, which do business
primarily outside the United States. The Fund intends to diversify investments
among several countries and to have represented in the portfolio, in substantial
proportions, business activities in not less than three different countries
other than the U.S.

Investments

The Fund generally invests in equity securities of established companies, listed
on foreign exchanges, which the Adviser believes have favorable characteristics.

When the Adviser believes that it is appropriate to do so in order to achieve
the Fund's investment objective of long-term capital growth, the Fund may invest
up to 20% of its total assets in debt securities. Such debt securities include
debt securities of foreign governments, supranational organizations and private
issuers, including bonds denominated in the European Currency Unit (ECU).
Portfolio debt investments will be selected on the basis of, among other things,
yield, 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. The value of fixed-income
investments will fluctuate with changes in interest rates and bond market
conditions, tending to rise as interest rates decline and decline as interest
rates rise. The 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 by the Adviser to be of equivalent quality. The Fund may also invest up
to 5% of its total assets in debt securities which are rated below
investment-grade (see "Risk factors").

In addition, the Fund may enter into repurchase agreements and reverse
repurchase agreements, invest in trust preferred and illiquid securities, and
may engage in securities lending and strategic transactions, which may include
derivatives.

When the Adviser determines that exceptional conditions exist abroad, the Fund
may, for temporary defensive purposes, invest all or a portion of its assets in
Canadian or U.S. Government obligations or currencies, or securities of
companies incorporated in and having their principal activities in Canada or the
U.S. It is impossible to predict how long such alternative strategies may be
utilized.

Why invest in the Fund?

The Fund is designed for investors seeking investment opportunity and
diversification through an actively managed portfolio of foreign securities.

One reason that some investors may wish to invest overseas is that certain
foreign economies may grow more rapidly than the U.S. economy and may offer
opportunities for achieving superior investment returns. Another reason is that
foreign stock and bond markets do not always move in step with each other or
with the U.S. markets. A portfolio invested in a number of markets worldwide
will be better diversified than one which is subject to the movements of a
single market.

Another benefit of the Fund is that it eliminates the complications and extra
costs associated with direct investment in individual foreign securities.

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19
<PAGE>

Individuals investing directly in foreign stocks may find it difficult to make
purchases and sales, to obtain current information, to hold securities in
safekeeping, and to convert the value of their investments from foreign
currencies into U.S. dollars. The Fund manages these tasks for the investor.
With a single investment, the investor has a diversified international
investment portfolio, which is actively managed by experienced professionals.
The Adviser has had long experience in dealing in foreign markets and with
brokers and custodian banks around the world. The Adviser also has the benefit
of an established information network and believes the Fund affords a convenient
and cost-effective method of investing internationally.

The Fund's investments are generally denominated in foreign currencies. The
strength or weakness of the U.S. dollar against these currencies is responsible
for part of the Fund's investment performance. If the dollar falls in value
relative to the Japanese yen, for example, the dollar value of a Japanese stock
held in the portfolio will rise even though the price of the stock remains
unchanged. Conversely, if the dollar rises in value relative to the yen, the
dollar value of the Japanese stock will fall.

Scudder Global Fund

Investment objective and policies

Scudder Global Fund, a diversified series of Scudder Global Fund, Inc., seeks
long-term growth of capital through a diversified portfolio of marketable
securities, primarily equity securities, including common stocks, preferred
stocks and debt securities convertible into common stocks. The Fund invests on a
worldwide basis in equity securities of companies which are incorporated in the
U.S. or in foreign countries. It also may invest in the debt securities of U.S.
and foreign issuers. Income is an incidental consideration.

Investments

The Fund invests in companies that the Adviser believes will benefit from global
economic trends, promising technologies or products and specific country
opportunities resulting from changing geopolitical, currency or economic
relationships. It is expected that investments will be spread broadly around the
world. The Fund will be invested usually in securities of issuers located in at
least three countries, one of which may be the U.S. The Fund may be invested
100% in non-U.S. issues, and for temporary defensive purposes may be invested
100% in U.S. issues, although under normal circumstances it is expected that
both foreign and U.S. investments will be represented in the Fund's portfolio.
It is expected that investments will include companies of varying size as
measured by assets, sales or capitalization.

The Fund generally invests in equity securities of established companies listed
on U.S. or foreign securities exchanges, but also may invest in securities
traded over-the-counter. It also may invest in debt securities convertible into
common stock, and convertible and non-convertible preferred stock, and
fixed-income securities of governments, government agencies, supranational
agencies and companies when the Adviser believes the potential for appreciation
will equal or exceed that available from investments in equity securities. These
debt and fixed-income securities will be predominantly investment-grade
securities, that is, those rated Aaa, Aa, A or Baa by Moody's or AAA, AA, A or
BBB by S&P or those of equivalent quality as determined by the Adviser. The Fund
may not invest more than 5% of its total assets in debt securities rated Baa or
below by Moody's, or BBB or below by S&P or deemed by the Adviser to be of
comparable quality (commonly referred to as "high yield" or "junk" bonds) (see
"Additional information about policies and investments --Risk factors").

The Fund may invest in zero coupon securities which pay no cash income and are
issued 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.
Fixed-income securities and cash equivalents (including foreign money market
instruments, such as bankers' acceptances, certificates of deposit, commercial
paper, short-term government and corporate obligations and repurchase
agreements) may be held for temporary investment purposes and for liquidity. In
addition, for temporary defensive purposes, the Fund may vary from its
investment policies during periods when the Adviser determines that it is
advisable to do so because of conditions in the securities markets or other
economic or political conditions. During such periods, the Fund may hold without
limit cash and cash equivalents. It is impossible to accurately predict how long
such alternative strategies may be utilized. The Fund may invest in closed-end
investment companies holding foreign securities and may make loans of portfolio
securities. In addition, the Fund may engage in strategic transactions.

Risks of global investing

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,
non-negotiable brokerage commissions, less publicly available information,
different accounting standards, lower trading volume and greater market
volatility, the

Prospectus
20
<PAGE>

difficulty of enforcing obligations in other countries, less securities
regulation, different tax provisions (including withholding on dividends and
interest 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 revolution and
the dependence on foreign economic assistance may be greater in these countries
than in developed countries. The management of the Fund seeks to mitigate the
risks associated with these considerations through diversification and active
professional management.

The Fund is designed for long-term investors who can accept international
investment risk. Since the 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. The Fund's share price will
reflect the movements of both the different stock and bond markets in which it
is invested and 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. As with any long-term investment,
the value of shares when sold may be higher or lower than when purchased.
Because of the Fund's global investment policies and the investment
considerations discussed above, investment in shares of the Fund should not be
considered a complete investment program.

Why invest in the Fund?

The management of the Fund believes that there is substantial opportunity for
long-term capital growth from a professionally managed portfolio of securities
selected from the U.S. and foreign equity markets. This global investment
framework seeks to take advantage of the investment opportunities created by the
global economy. The world has become highly integrated in economic, industrial
and financial terms. Companies increasingly operate globally as they purchase
raw materials, produce and sell their products and raise capital. As a result,
international trends such as movements in currency and trading relationships are
becoming more important to many industries than purely domestic influences. To
understand a company's business, it is frequently more important to understand
how it is linked to the world economy than whether or not it is, for example, a
U.S., French or Swiss company. Just as a company takes a global perspective in
deciding where to operate, so too may an investor benefit from looking globally
in deciding which industries are growing, which producers are efficient and
which companies' shares are undervalued. The Fund affords the investor access to
opportunities wherever they arise, without being constrained by the location of
a company's headquarters or the trading market for its shares.

The Fund is designed for investors seeking worldwide equity opportunities in
developed, newly industrialized and developing countries (some of these
developing countries are located in Latin America and Africa). Like consumers
who seek to buy a good product wherever it is made, the Fund seeks to find
investment opportunities regardless of location. Because the Fund's portfolio
invests globally, it provides the potential to augment returns available from
the U.S. stock market. In addition, since U.S. and foreign markets do not always
move in step with each other, a global portfolio will be more diversified than
one invested solely in U.S. securities.

Investing directly in foreign securities is usually impractical for most
investors because it presents complications and extra costs. Investors often
find it difficult to arrange purchases and sales, to obtain current information,
to hold securities in safekeeping and to convert the value of their investments
from foreign currencies into dollars. The Fund manages these problems for the
investor. With a single investment, the investor has a diversified worldwide
investment portfolio which is managed actively by experienced professionals. The
Adviser has had many years of experience investing in foreign markets and
dealing with trading, custody and currency transactions around the world. The
Adviser has the benefit of information it receives from worldwide sources and
believes the Fund affords investors an efficient and cost-effective method of
investing worldwide.

Scudder Emerging Markets Growth Fund

Investment objective and policies

Scudder Emerging Markets Growth Fund, a non-diversified series of Scudder
International Fund, Inc., seeks long-term growth of capital primarily through
equity investment in emerging markets around the globe.

The Fund will invest in the Asia-Pacific region, Latin America, less developed
nations in Europe, the Middle East and Africa, focusing investments in countries
and regions where there appears to be the best value and appreciation potential,
subject to considerations of portfolio diversification and liquidity. In the
opinion of the Adviser, many emerging nations around the globe are likely to
continue to experience economic growth rates well in excess of those found in
the U.S., Japan and other developed markets. In the opinion of the Adviser, this
economic growth should translate into strong stock market performance over the
long term.

While the Fund offers the potential for substantial price appreciation over
time, it also involves above-average investment risk. The Fund is designed as a
long-term investment and not for short-term trading purposes. It should

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<PAGE>

not be considered a complete investment program. The Fund's net asset value
(price) can fluctuate significantly with changes in stock market levels,
political developments, movements in currencies, investment flows and other
factors. To encourage a long-term investment horizon, a 2% redemption and
exchange fee, described more fully below, is payable to the Fund for the benefit
of remaining shareholders on shares held less than one year.

Investments

At least 65% of the Fund's total assets will be invested in the equity
securities of emerging market issuers. The Fund considers "emerging markets" to
include any country that is defined as an emerging or developing economy by any
one of the International Bank for Reconstruction and Development (i.e., the
World Bank), the International Finance Corporation or the United Nations or its
authorities. The Fund intends to allocate its investments among at least three
countries at all times, and does not expect to concentrate in any particular
industry. There is no limitation, however, on the amount the Fund can invest in
a specific country or region of the world.

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

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
(directly or indirectly through subsidiaries) from assets or activities
located in emerging markets.

The Fund's equity investments are common stock, preferred stock (either
convertible or non-convertible), depository receipts and warrants. Equity
securities may also be purchased through rights. Securities may be listed on
securities exchanges, traded over-the-counter, or have no organized market. The
Fund may invest in illiquid securities.

The Fund may invest up to 35% of its total assets in emerging market and
domestic debt securities if the Adviser determines that the capital appreciation
of debt securities is likely to equal or exceed the capital appreciation of
equity securities. 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.

Under normal market conditions, the Fund may invest up to 35% of its assets in
equity securities of issuers in the U.S. and other developed markets. In
evaluating the appropriateness of such investments for the Fund, the Adviser
takes into account the issuer's involvement in the emerging markets and the
potential impact of that involvement on business results. The Fund may also
purchase securities on a when-issued or forward delivery basis, may enter into
reverse repurchase agreements, and may engage in various strategic transactions,
including derivatives.

For temporary defensive purposes, the Fund may hold, without limit, debt
instruments as well as cash and cash equivalents, including foreign and domestic
money market instruments, short-term government and corporate obligations, and
repurchase agreements. It is impossible to accurately predict how long such
alternative strategies will be utilized. The Fund may also invest in closed-end
investment companies investing primarily in the emerging markets. To the extent
the Fund invests in such closed-end investment companies, shareholders will
incur certain duplicate fees and expenses. Such closed-end investment company
investments will generally only be made when market access or liquidity
restricts direct investment in the market.

More information about the investments and policies of the Fund is provided
under "Additional information about policies and investments."

Investment strategy

The Adviser takes a top-down approach to evaluating investments for the Fund,
using extensive fundamental and field research. The process begins with a study
of the economic fundamentals of each country and region as well as an
examination of regional themes such as growing trade, increases in direct
foreign investment and deregulation of capital markets. Understanding regional
themes allows the Adviser to identify the industries and companies most likely
to benefit from the political, social and economic changes taking place in a
given region of the world.

Within a market, the Adviser looks for individual companies with exceptional
business prospects, which may be due to market dominance, unique franchises,
high growth potential, or innovative services, products or technologies. The
Adviser seeks to identify companies with favorable potential for appreciation
through growing earnings or greater market recognition over time. While these
companies may be among the largest in their local markets, they may be small by
the standards of U.S. stock market capitalization.

Why invest in the Fund?

This Fund is designed as a convenient, low cost way for investors to participate
in the growth opportunities afforded by a broad range of emerging markets.
Through one actively managed, pure no-load(TM) fund, investors can tap into
developing regions throughout the world, without the burden of deciding where
and when to invest on their own.

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<PAGE>

The Adviser believes the emerging markets will continue to experience some of
the fastest rates of economic growth over the next decade and continue to offer
attractive stock market potential. In the Pacific Rim and other parts of Asia,
economies are typically characterized by large, relatively low cost labor pools,
high savings rates and worldwide demand for their products. The Adviser believes
that the economies of the Pacific Basin, although experiencing many economic
challenges currently, could return to above average rates of economic growth
within a few years. In Latin America, the region has benefited from governmental
efforts to reduce inflation and budget deficits, invest in much needed
infrastructure, deregulate or privatize industry and liberalize their capital
markets. Eastern European countries are experiencing strong economic growth as
capitalism takes hold. Many African and Middle Eastern countries are also
benefiting from the shift to market based economies and from improved fiscal and
monetary discipline. These regions, as a whole, are attracting a growing pool of
foreign investment and benefiting from growing regional trade, which is helping
fuel rapid economic growth. Stock markets in many of these countries have
outperformed our own and those of the other more developed countries.

Investors should be aware that participation in the Fund involves special
considerations and risks not typically associated with a mutual fund investing
principally in the securities of U. S. issuers. However, movements in the Fund's
share price may have a low correlation with movements in the U.S. markets, so
adding shares of the Fund to an investor's portfolio may, over time, increase
the investor's overall diversification, and reduce overall risk.

Investing directly in emerging market securities is usually impractical for
individual investors. Investors frequently find it difficult to arrange
purchases and sales, obtain current market, industry or corporate information,
hold securities for safekeeping, and convert profits from foreign currencies to
U.S. dollars. The Fund offers professional management and administrative
convenience to shareholders wishing to invest in these more dynamic, emerging
markets of the world.

Scudder Latin America Fund

Investment objective and policies

Scudder Latin America Fund, a non-diversified series of Scudder International
Fund, Inc., seeks to provide long-term capital appreciation through investment
primarily in the securities of Latin American issuers.

The Fund seeks to benefit from economic and political trends emerging throughout
Latin America. These trends are supported by governmental initiatives designed
to promote freer trade and market-oriented economies. The Adviser believes that
efforts by Latin American countries to, among other things, reduce government
spending and deficits, control inflation, lower trade barriers, stabilize
currency exchange rates, increase foreign and domestic investment and privatize
state-owned companies, will set the stage for attractive investment returns over
time.

The Fund involves above-average investment risk. It is designed as a long-term
investment and not for short-term trading purposes, and should not be considered
a complete investment program.

Investments

At least 65% of the Fund's total assets will be invested in the securities of
Latin American issuers, and 50% of the Fund's total assets will be invested in
Latin American equity securities. To meet its objective to provide long-term
capital appreciation, the Fund normally invests at least 65% of its total assets
in equity securities. For purposes of this prospectus, Latin America is defined
as Mexico, Central America, South America and the Spanish-speaking islands of
the Caribbean. The Fund defines securities of Latin American issuers as follows:

o Securities of companies organized under the laws of a Latin American
country or for which the principal securities trading market is in Latin
America;

o Securities issued or guaranteed by the government of a country in Latin
America, its agencies or instrumentalities, political subdivisions or the
central bank of such country;

o Securities of companies, wherever organized, when at least 50% of an
issuer's non-current assets, capitalization, gross revenue or profit in any
one of the two most recent fiscal years represents (directly or indirectly
through subsidiaries) assets or activities located in Latin America; or

o Securities of Latin American issuers, as defined above, in the form of
depositary shares.

Although the Fund may participate in markets throughout Latin America, under
present conditions the Fund expects to focus its investments in Argentina,
Brazil, Chile, Colombia, Mexico and Peru. In the opinion of the Adviser, these
six countries offer the most developed capital markets in Latin America. The
Fund may invest in other countries in Latin America when the Adviser deems it
appropriate. The Fund intends to allocate investments among at least three
countries at all times.

The Fund's equity investments are common stock, preferred stock (either
convertible or non-convertible), depositary receipts and warrants. These may be
illiquid securities and may also be purchased through rights. Securities may be
listed on securities exchanges, traded over-the-counter, or have no organized
market.

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The Fund may invest in debt securities when management anticipates that the
potential for capital appreciation is likely to equal or exceed that of equity
securities. Capital appreciation in debt securities may arise from a favorable
change in relative foreign exchange rates, in relative interest rate levels, or
in the creditworthiness of issuers. Receipt of income from such debt securities
is incidental to the Fund's objective of long-term capital appreciation. Most
debt securities in which the Fund invests are not rated. When debt securities
are rated, it is expected that such ratings will generally be below investment
grade; that is, rated below Baa by Moody's or below BBB by S&P. For more
information about the debt securities in which the Fund may invest, including
risks, please see "Additional information about policies and investments."

The Fund may invest up to 35% of its total assets in the equity securities of
U.S. and other non-Latin American issuers. In evaluating non-Latin American
investments, the Adviser seeks investments where an issuer's Latin American
business activities and the impact of developments in Latin America may have a
positive effect on the issuer's business results.

In selecting companies for investment, the Fund typically evaluates industry
trends, a company's financial strength, its competitive position in domestic and
export markets, technology, recent developments and profitability, together with
overall growth prospects. Other considerations generally include quality and
depth of management, government regulation, and availability and cost of labor
and raw materials. Investment decisions are made without regard to arbitrary
criteria as to minimum asset size, debt-equity ratios or dividend history of
portfolio companies.

The allocation between equity and debt, and among countries in Latin America,
varies based on a number of factors, including?: expected rates of economic and
corporate profit growth; past performance and current and comparative valuations
in Latin American capital markets; the level and anticipated direction of
interest rates; changes or anticipated changes in Latin American government
policy; and the condition of the balance of payments and changes in the terms of
trade. The Fund, in seeking undervalued markets or individual securities, also
considers the effects of past economic crises or ongoing financial and political
uncertainties.

To provide for redemptions, or in anticipation of investment in Latin American
securities, the Fund may hold cash or cash equivalents (in U.S. dollars or
foreign currencies) and other short-term securities, including money market
securities denominated in U.S. dollars or foreign currencies. The Fund may
assume a defensive position when, due to political or other factors, the Adviser
determines that opportunities for capital appreciation in Latin American markets
would be significantly limited over an extended period or that investing in
those markets poses undue risk to investors. The Fund may, for temporary
defensive purposes, invest without limit in cash or cash equivalents and money
market instruments, or invest all or a portion of its assets in securities of
U.S. or other non-Latin American issuers when the Adviser deems such a position
advisable in light of economic or market conditions. It is impossible to
accurately predict how long such alternative strategies may be utilized. The
Fund may also invest in closed-end investment companies investing primarily in
Latin America. In addition, the Fund may invest in loan participations and
assignments, when-issued securities, convertible securities, illiquid and
restricted securities, repurchase agreements and reverse repurchase agreements,
and may engage in strategic transactions, including derivatives. See "Additional
information about policies and investments" for more information about these
investment techniques.

Why invest in the Fund?

The Fund seeks to take advantage of evolving economic and political trends in
Latin America. These trends are largely a result of efforts by Latin American
governments to institute democratic and market-oriented economic reforms.

Although the pace and success in accomplishing these objectives vary
significantly throughout Latin America, there has been a general trend in recent
years towards reducing government's role in economic affairs and creating a
business environment conducive to investment and growth. To take better
advantage of Latin America's abundant natural resources and other strengths,
many countries in the region have established policies to control inflation,
reduce government deficits and external debt, stabilize currency exchange rates,
reduce taxes and interest rates, and modernize and open securities markets.
Governments have also privatized state-owned enterprises, including telephone
companies, utilities, banks, petrochemical concerns and railroads, and are
beginning to invest heavily in infrastructure, which is necessary for a strong
economy. In some Latin American countries these initiatives have already led to
more stable economic conditions, stronger economic growth, reduction of capital
outflows, and increased interest by foreign investors in Latin America, all of
which have helped boost capital market returns in recent years.

Investors should be aware that participation in the Fund involves special
considerations and risks not typically associated with a mutual fund investing
principally in the securities of U.S. issuers. However, for investors who can
accept the risks of Latin American investing and have a long-term investment
horizon, the Fund offers the potential for substantial capital appreciation over
time. See "Additional information about policies and investments--Risk factors."

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24
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The Fund is the first pure no-load fund to invest in Latin America.

Scudder Income Fund

Investment objective and policies

Scudder Income Fund, a diversified series of Scudder Portfolio Trust, seeks a
high level of income, consistent with the prudent investment of capital, through
a flexible investment program emphasizing high-grade bonds.

The Fund invests primarily in a broad range of high-grade, income-producing
securities such as corporate bonds and government securities. The Fund may
invest, from time to time, in municipal obligations. There is no limitation as
to the proportions of the portfolio which may be invested in each of these types
of securities.

Proportions among the types of securities vary, depending on the prospects for
income related to the outlook for the economy and the securities markets, the
quality of available investments, the level of interest rates and other factors.
However, it is a policy of the Fund to allocate investments among industries and
companies. The Fund changes its portfolio securities for investment
considerations, not for trading purposes.

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

The majority of the Fund's assets are usually invested in intermediate- and
long-term fixed-income securities. Long-term bonds have remaining maturities of
longer than eight years and usually pay a higher rate of income than short-term
fixed-income securities and common stocks. The Fund, however, has the
flexibility to invest in securities within any maturity range and has
consistently held investments with short and intermediate maturities as well as
long maturities. The Fund may invest in bonds, notes, zero coupon securities,
adjustable rate bonds, convertible bonds, preferred and convertible preferred
securities, commercial paper, debt securities issued by real estate investment
trusts ("REITs"), mortgage and asset-backed securities and other money market
instruments and illiquid securities such as certain securities issued in private
placements.

Under normal market conditions, the Fund will invest at least 65% of its assets
in securities rated within the three highest quality rating categories of
Moody's Investors Service, Inc. ("Moody's") (Aaa, Aa and A) or Standard & Poor's
("S&P") (AAA, AA and A), or if unrated, in bonds judged by the Fund's investment
Adviser to be of comparable quality at the time of purchase. The Fund may invest
up to 20% of its assets in debt securities rated lower than Baa or BBB or, if
unrated, of equivalent quality as determined by the Adviser, but will not
purchase bonds rated below B by Moody's or S&P or their equivalent. During the
fiscal year ended December 31, 1997, the average monthly dollar-weighted market
value of the bonds in the Fund's portfolio was rated as follows: 52% Aaa, 1% Aa,
14% A, 17% Baa, 8% Ba and 9% B.

o The Fund may also invest in U.S. Government securities which include:

o securities issued and backed by the full faith and credit of the U.S.
Government, such as U.S. Treasury bills, notes and bonds;

o securities, including mortgage-backed securities, issued by an agency or
instrumentality of the U.S. Government, including those backed by the full
faith and credit of the U.S. Government and those issued by agencies and
instrumentalities which, while neither direct obligations of, nor
guaranteed by the U.S. Government, are backed by the credit of the issuer
itself and may be supported as well by the issuer's right to borrow from
the U.S. Treasury; and

o securities of the U.S. Government, its agencies or instrumentalities on a
when-issued or forward delivery basis.

The Fund may invest in foreign securities and certificates of deposit issued by
foreign and domestic branches of U.S. banks. It may also invest in when-issued
or forward delivery securities, indexed securities, repurchase agreements,
restricted securities, and may engage in dollar-roll transactions and strategic
transactions. More information about these investment techniques is provided
under "Additional information about policies and investments."

The Fund's share price fluctuates with changes in interest rates and market
conditions. The Fund's share price tends to rise as interest rates decline and
decline as interest rates rise. These fluctuations may cause the value of an
investor's shares to be higher or lower than when purchased.

Why invest in the Fund?

Scudder Income Fund seeks to provide investment income from a professionally
managed portfolio consisting primarily of intermediate- and long-term,
high-grade fixed-income securities.

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25
<PAGE>

Fixed-income securities purchased by the Fund will be primarily high-grade
bonds: those rated Aaa, Aa or A by Moody's, or AAA, AA or A by S&P, or those of
equivalent quality as determined by the Adviser. By focusing on intermediate-
and long-term securities, the Fund offers investors willing to accept greater
principal risk the possibility of earning a higher rate of income than is
generally available from funds investing in short-term or money market
securities.

The Fund may also invest up to 20% of its assets in lower quality domestic debt
securities, sometimes referred to as "high-yield" or "junk" bonds. These bonds
offer higher income, as well as the prospect for price appreciation, but involve
more risk, particularly a greater risk of default, than U.S. Government bonds or
other high quality, corporate fixed-income securities. The Fund's Adviser seeks
to reduce these risks through investment diversification and ongoing research
and analysis.

The Adviser has been researching and managing fixed-income investments since
1929 and currently oversees more than $55 billion in U.S. and foreign bonds. As
America's oldest no-load mutual fund, Scudder Income Fund has not missed a
quarterly dividend payment in over 60 years.

Scudder High Yield Bond Fund

Investment objectives and policies

Scudder High Yield Bond Fund, a diversified series of Scudder Portfolio Trust,
seeks a high level of current income and, secondarily, capital appreciation
through investment primarily in below investment-grade domestic debt securities.

While the Fund's primary investment objective is high current income, it also
pursues capital appreciation. Capital appreciation can occur, for example, from
an improvement in the financial condition or credit rating of issuers whose
securities are held by the Fund, or from a general drop in the level of interest
rates, or a combination of both factors.

The Fund can invest without limit in lower-quality domestic debt securities,
sometimes referred to as "high yield" or "junk" bonds. These are non-investment
grade debt securities, which are considered speculative investments by the major
credit rating agencies. High yield bonds involve a greater risk of default and
price volatility than U.S. Government bonds and other high quality fixed-income
securities. Please refer to "Special risk considerations" for further
information.

The Fund is designed as a long-term investment for investors able to bear
credit, interest rate and other risks in exchange for the potential for high
current income and capital appreciation. To encourage a long-term investment
horizon, the Fund maintains a 1% redemption and exchange fee for shares held
less than one year. This fee, described more fully below, is payable to the Fund
for the benefit of remaining shareholders.

Investments

In pursuit of its investment objectives, the Fund, under normal market
conditions, invests at least 65% of its total assets in high yield, below
investment-grade domestic debt securities. The Fund defines "domestic debt
securities" as securities of companies domiciled in the U.S. or organized under
the laws of the U.S. or for which the U.S. trading market is a primary market.
Below investment-grade securities are rated "Baa" or below by Moody's or "BBB"
or below by S&P or, if unrated, are of equivalent quality as determined by the
Adviser. During the fiscal year ended February 28, 1998, based upon the
dollar-weighted average ratings of the Fund's portfolio holdings at the end of
each month during that period, the Fund had the following percentages of its net
assets invested in debt securities rated below investment-grade (or if unrated,
considered by the Adviser to be equivalent to rated securities) in the
categories indicated: 20.63% BB, 74.53% B and 1.32% CCC. The Fund's Adviser
intends to focus investments on those securities qualifying for a Ba or B rating
from Moody's or a BB or B rating from S&P, but has the flexibility to acquire
securities qualifying for any rating category, as well as defaulted securities
and non-rated securities. Below investment-grade securities are considered
predominantly speculative with respect to their 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. Please refer to the attached "Appendix" for further information.

In addition to domestic debt securities, the Fund may invest in a variety of
other securities consistent with its investment objectives. These other
investments may include convertible and preferred securities, U.S. Treasury and
Agency bonds, Brady bonds, mortgage-backed and asset-backed securities, common
stocks and warrants, debt securities issued by real estate investment trusts
("REITs"), trust preferred securities, bank loans, loan participations, dollar
rolls, indexed securities, illiquid securities and reverse repurchase
agreements.

The Fund may invest up to 25% of its total assets in foreign securities. While
it is anticipated that the majority of the Fund's foreign investments will be
denominated in U.S. dollars, the Fund may invest, within the aforementioned
limit, in foreign bonds denominated in local currencies, including those issued
in emerging markets. The Fund

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26
<PAGE>

considers "emerging markets" to include any country that is defined as an
emerging or developing economy by any one of the International Bank for
Reconstruction and Development (i.e., the World Bank), the International Finance
Corporation or the United Nations or its authorities.

The Fund invests primarily in medium- and long-term fixed-income securities.
However, there is no limitation as to the weighted average maturity of the
Fund's portfolio and no restriction on the maturity of any individual security
held in the portfolio. The Adviser will adjust the average portfolio maturity in
light of actual or projected changes in economic and market conditions.
Longer-term bonds generally are more volatile than bonds with shorter
maturities.

Although the Fund is designed to provide monthly income to shareholders, it can
invest in non-income producing debt securities. Such securities include zero
coupon or other original issue discount bonds, which may pay interest only at
maturity, or pay-in-kind bonds, which pay interest in the form of additional
securities.

The Fund may invest in when-issued or forward-delivery securities, and may
engage in strategic transactions and utilize derivatives. More information about
these investment techniques is provided under "Additional information about
policies and investments."

To provide for redemptions, or in anticipation of investment in longer-term debt
securities, the Fund may hold a portion of its portfolio investments in cash or
cash equivalents including repurchase agreements and other types of money market
instruments. In addition, to provide for redemptions or distributions, the Fund
may borrow from banks. The Fund does not expect to borrow for investment
purposes.

For temporary defensive purposes, the Fund may invest up to 100% of its assets
in cash or money market instruments or invest all or a substantial portion of
its assets in high quality domestic debt securities. It is impossible to
accurately predict for how long such alternate strategies may be utilized.

Investment process

The Fund involves above-average bond fund risk. Investing in high yielding,
lower-quality bonds involves various types of risks including the risk of
default; that is, the chance that issuers of bonds held in the portfolio will
not make timely payment of either interest or principal. Risk of default can
increase with changes in the financial condition of a company or with changes in
the overall economy, such as a recession. In comparison to investing in higher
quality issues, high yield bond investors may be rewarded for the additional
risk of high yield bonds through higher interest payments and the opportunity
for capital appreciation.

The Adviser attempts to manage the risks of high yield investing, as well as to
enhance investment return, through careful monitoring of business and economic
conditions in the U.S. and abroad, and through conducting its own credit
research, along with utilizing the ratings and analysis provided by major rating
agencies such as Moody's and S&P. The Adviser monitors, on a regular basis, the
creditworthiness and business prospects of companies represented in the
portfolio.

Further, the Adviser attempts to manage risk through portfolio diversification.
The Fund will typically invest in a variety of issuers and industries. Using a
research-intensive security selection process, the Adviser will focus primarily
on the following types of high yield opportunities:

o Young, growing companies with attractive business opportunities and
positive credit trends

o Companies with stable to growing cash flows that have the ability to
improve the strength of their balance sheets

o Established companies that may have experienced financial setbacks, but are
displaying evidence of improving business trends

o Securities judged to be undervalued

The Adviser will rely on fundamental corporate credit analysis, incorporating
proprietary credit screening tools.

Why invest in the Fund?

Scudder High Yield Bond Fund offers investors a convenient way to participate in
a diversified, professionally managed portfolio of potentially higher yielding
domestic debt securities.

Over the course of this decade, the market for higher yielding domestic debt
securities has changed dramatically. U.S. high yield bonds now total over $520
billion, about a quarter of the entire U.S. corporate bond market. The average
quality of the overall high yield bond category has improved. Growing companies
that may not have access to more traditional sources of financing are using high
yield bonds to raise capital. As a result of their need to borrow in order to
fuel growth, they must pay out higher levels of income in order to compensate
investors for additional credit risk. The conditions of these companies can
improve over time, thus offering the prospect for price appreciation as well.

By owning shares in the Fund, investors enjoy the opportunity to receive high
monthly income and growth of investment capital over time. In return for these
potential benefits, shareholders must be willing to accept a significantly
higher amount of risk when compared with most funds owning U.S. Government bonds
and other

Prospectus
27
<PAGE>

investment-grade debt securities. The value of fixed-income investments will
fluctuate with changes in interest rates and bond market conditions, tending to
rise as interest rates decline and decline as interest rates rise. Changes in
interest rates may have a less direct or dominant impact on high yield bonds
than on higher quality issues of similar maturities. However, the price of high
yield bonds can change significantly or suddenly due to a host of factors
including changes in interest rates, fundamental credit quality, market
psychology, government regulations, U.S. economic growth and, at times, stock
market activity. As a result, investors should be comfortable with the
possibility of wide fluctuations in the Fund's share price and should not rely
on the Fund as a sole source of investment income. Instead, the Fund should be
only one part of a balanced investment program.

The Fund provides diversification and the other advantages of professional fund
management. The Adviser has been managing bond portfolios since the 1920's and
as of December 31, 1997, was responsible for managing more than $200 billion in
assets globally.

Scudder International Bond Fund

Investment objectives and policies

Scudder International Bond Fund, a non-diversified series of Scudder Global
Fund, Inc., seeks to provide income primarily by investing in a managed
portfolio of high-grade international bonds. 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.
Securities denominated in foreign currencies are referred to as "international"
securities.

International bond investing

Opening of foreign markets

In recent years, opportunities for investment in international 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 the markets have grown in number thereby
providing better liquidity. Finally, a number of international 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 international
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 international bond markets,
some of which may outperform U.S. dollar-denominated bond markets in U.S. dollar
terms during certain periods of time.

International participation

Although the Fund is non-diversified under the Investment Company Act of 1940
(the "1940 Act"), investing in the Fund can provide international diversity to
an investor's existing portfolio of U.S. dollar-denominated bonds ("U.S.
bonds"), thereby reducing volatility or risk over time. Historically, returns of
international 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 opportunity

International bonds may provide, at times, higher investment returns than U.S.
bonds. For example, international bonds may provide higher current income than
U.S. bonds and/or the local price of international 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.

Why invest in the Fund?

The Fund provides an easy, efficient and relatively low cost way of investing in
international bonds. Direct investment in international securities is usually
impractical for most individual and smaller institutional investors. Investors
often find it difficult to purchase and sell international 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 income and potential
capital protection and appreciation associated with a professionally managed
portfolio of high-grade international bonds. The Adviser has had extensive
experience investing in international markets and dealing with trading, custody
and currency transactions around the world.

Prospectus
28
<PAGE>

Special risk considerations

The Fund is intended for long-term investors who can accept the risks associated
with investing in international bonds. 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.

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 control 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.

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

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 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 may 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.

Investments

To achieve its objectives, the Fund will primarily invest in a managed portfolio
of high-grade international bonds that are denominated in 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 price risk. The Fund will normally invest at least 65%
of its total assets in bonds denominated in foreign currencies.

The high-grade debt securities in which the Fund primarily invests will be rated
in one of the three highest rating categories of one of the major U.S. rating
services or, if not rated, considered to be of equivalent quality in local
currency terms by the Adviser. These securities are rated AAA, AA or A by S&P or
Aaa, Aa, or A by Moody's.

The Fund may also purchase debt securities rated BBB, BB or B by S&P or Baa, Ba
or B by Moody's and unrated securities considered to be of equivalent quality by
the Adviser. The Fund will do so to avail itself of the higher yields available
with these securities, but only to the extent that up to 15% of the Fund's total
assets may be invested in securities rated below BBB by S&P or below Baa by
Moody's. Securities rated below investment-grade (commonly referred to as "high
yield" or "junk" bonds) (i.e., below BBB by S&P or below Baa by Moody's) entail
greater risks than investment-grade debt securities (see "Risk factors").

During the year ended June 30, 1997, based upon the dollar-weighted average
ratings of the Fund's portfolio holdings at the end of each month during that
period, the Fund had the following percentages of its net assets invested in
debt

Prospectus
29
<PAGE>

securities rated (or, if unrated, considered by the Adviser to be equivalent to
rated securities) in the categories indicated: 33.3% Aaa, 42.4% Aa, 15.0% A,
6.4% Baa and 2.9% Ba.

The Fund's investments may include:

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 purchase securities which are not publicly offered. If such
securities are purchased, they may be subject to restrictions applicable to
restricted securities.

The Fund intends to select its investments from a number of country and market
sectors. It may substantially invest in the issuers of one or more countries and
intends to have investments in securities of issuers from a minimum of three
different countries; however, the Fund may invest substantially all of its
assets in securities of issuers located in one country. Under normal
circumstances, the Fund will invest no more than 35% of the value of its total
assets in U.S. debt securities.

In addition, for temporary defensive purposes, the Fund may vary from its
investment policies during periods when the Adviser determined that it is
advisable to do so because of conditions in the securities markets or other
economic or political conditions. During such periods, the Fund may hold without
limit U. S. debt securities, cash and cash equivalents. It is impossible to
accurately predict for how long such alternative strategies may be utilized.

Also, the Fund may invest in indexed securities, may enter into repurchase
agreements and dollar roll transactions, may purchase securities on a
when-issued or forward delivery basis and may engage in strategic transactions.

Scudder Emerging Markets Income Fund

Investment objectives and policies

Scudder Emerging Markets Income 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 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.

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.

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.

The Fund takes a global approach to portfolio management. The Adviser currently
weights its investments toward countries in Latin America, which has offered the
largest and most liquid debt markets of the emerging nations

Prospectus
30
<PAGE>

around the globe in the past few years. However, 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

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 total
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 total 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 or longer. 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 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. During the fiscal year ended October 31, 1997, the
average monthly dollar-weighted market value of the bonds in the Fund's
portfolio was rated as follows: 1.48% A-1+, 12.72% BB+, 35.99% BB, 10.00% BB-,
10.62% B+ and 17.22% 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.

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<PAGE>

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,
including derivatives.

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.

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,
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.

Scudder Cash Investment Trust

Investment objective and policies

Scudder Cash Investment Trust, a diversified, open-end management investment
company, seeks to maintain the stability of capital and, consistent therewith,
to maintain the liquidity of capital and to provide current income. The Fund
seeks to achieve its objective by investing in money market securities. The Fund
also seeks to maintain a constant net asset value of $1.00 per share and
declares dividends daily.

Investments

The Fund purchases U.S. dollar-denominated securities with remaining maturities
of 397 calendar days or less, except in the case of U.S. Government securities
which may have remaining maturities of 762 calendar days or less. The
dollar-weighted average maturity of the Fund's portfolio will vary with money
market conditions, but is always 90 days or less. All securities in the Fund's
portfolio must meet credit quality standards pursuant to procedures established
by the Trustees. Generally, the Fund may purchase only securities which are
rated, or issued by a company with comparable securities rated, within the two
highest quality rating categories of one or more of the following rating
agencies: Moody's, S&P and Fitch Investors Service, Inc. ("Fitch"). If a
security is unrated, the Fund may purchase the security if, in the opinion of
the Adviser, the credit quality of the security is deemed equivalent to the
rated securities mentioned above. Amendments have been proposed to the federal
rules regulating quality,

Prospectus
32
<PAGE>

maturity and diversification requirements of money market funds, like the Fund.
If the amendments are adopted, the Fund intends to comply with such new
requirements.

The Fund may invest in short-term securities consisting of: obligations issued
or guaranteed by the U.S. Government, its agencies or instrumentalities;
obligations of supranational organizations such as the International Bank for
Reconstruction and Development (the World Bank); obligations of domestic banks
and foreign branches of domestic banks, including bankers' acceptances,
certificates of deposit, deposit notes and time deposits; and obligations of
savings and loan institutions.

The Fund may also invest in: instruments whose credit has been enhanced by banks
(letters of credit), insurance companies (surety bonds) or other corporate
entities (corporate guarantees); corporate obligations, including commercial
paper, notes, bonds, loans and loan participations; securities with variable or
floating interest rates; when-issued securities; asset-backed securities,
including certificates, participations and notes; municipal securities,
including notes, bonds and participation interests, either taxable or tax free;
and illiquid or restricted securities.

In addition, the Fund may invest in repurchase agreements and securities with
put features.

Each of the above referenced eligible investments and investment practices have
certain risks associated with them. For a more complete description, please
refer to the Fund's Statement of Additional Information.

Why invest in the Fund?

The Fund can be appropriate for investors who are concerned about stability of
principal. If investors are just starting out and want their assets to grow in a
stable investment, if they want to keep their nest egg safe and handy, or if
they are simply looking to "park" their investment capital for a short time, a
money market fund may be a good choice.

One appealing characteristic of a money market fund is that it seeks to maintain
a stable share price. Thus, not only should investors have the value of their
initial investment maintained, they ordinarily will have earnings on that
investment, plus earnings on those earnings, if dividends are reinvested.

In general, the level of income from a money market fund is affected by the
quality of the Fund's investments. The Fund invests in a broad range of money
market securities which are of high quality.

Another important feature of the Fund is daily liquidity. Investors can gain
access to their cash by toll-free telephone redemption or with our convenient
check writing option. Shareholders may write checks of at least $100.

Investment experience

The Adviser is one of America's largest investment managers and has been
involved in U.S. equity investing for over 75 years. The Adviser manages more
than $200 billion in assets globally. The Adviser has also been a leader in
international investment management for over 40 years. Scudder International
Fund was initially incorporated in Canada in 1953 as the first foreign
investment company registered with the United States Securities and Exchange
Commission.

Additional information about policies and investments

Investment restrictions

Each Fund has certain investment restrictions which are designed to reduce a
Fund's investment risk. Fundamental investment restrictions may not be changed
without a vote of shareholders; non-fundamental investment restrictions may be
changed by a vote of the Fund's Board of Directors or Trustees. A complete
listing of investment restrictions is contained under "Investment Restrictions"
in each Fund's (or class', if applicable) Statement of Additional Information.

As a matter of fundamental policy, each Fund may not borrow money, except as
permitted under Federal law. Further, as a matter of non-fundamental policy,
each Fund may not borrow money in an amount greater than 5% of total assets,
except for temporary or emergency purposes and by engaging in reverse repurchase
agreements and dollar rolls. However, Scudder Development Fund, Scudder Small
Company Value Fund, Scudder Growth and Income Fund, Scudder Large Company Growth
Fund, Scudder International Fund, Scudder Global Fund, Scudder Emerging Markets
Growth Fund and Scudder Latin America Fund may engage only up to 5% of total
assets in reverse repurchase agreements or dollar rolls.

As a matter of fundamental policy, each Fund may not make loans except through
the lending of portfolio securities, the purchase of debt securities or
interests in indebtedness, or through repurchase agreements. Each Fund, except
Scudder Growth and Income Fund, has adopted a non-fundamental policy restricting
the lending of portfolio securities to no more than 5% of total assets. Scudder
Growth and Income Fund has adopted a non-fundamental policy restricting the
lending of portfolio securities to no more than 30% of total assets.

Scudder Cash Investment Trust invests in high quality securities which are
divided into "first tier" and "second tier" securities. First tier securities
are those securities generally rated in the highest category by at least two
rating

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33
<PAGE>

agencies (or one, if only one rating agency has rated the security). Securities
which are generally rated in the two highest categories by at least two rating
agencies (or one, if only one rating agency has rated the security) and which do
not qualify as first tier securities are second tier securities. The Adviser may
determine, pursuant to procedures approved by the Trustees, that an unrated
security is equivalent to a first tier or second tier security.

Other Funds may invest to a limited extent in the investments described below,
please refer to each Fund's "Investment objective(s) and policies" section above
for additional information.

Common stocks. Under normal circumstances, Scudder Development Fund, Scudder
Large Company Growth Fund, Scudder Small Company Value, Scudder Growth and
Income Fund, Scudder International Fund, Scudder Global Fund, Scudder Emerging
Markets Growth Fund and Scudder Latin America Fund invest primarily in common
stocks. Common stock is issued by companies to raise cash for business purposes
and represents a proportionate interest in the issuing companies. Therefore,
each such Fund participates in the success or failure of any company in which it
holds stock. The market values of common stock can fluctuate significantly,
reflecting the business performance of the issuing company, investor perception
and general economic or financial market movements. Smaller companies are
especially sensitive to these factors and may even become valueless. Despite the
risk of price volatility, however, common stocks also offer the greatest
potential for gain on investment, compared to other classes of financial assets
such as bonds or cash equivalents.

Convertible securities. Scudder Small Company Value Fund, Scudder Development
Fund, Scudder Large Company Growth Fund, Scudder Growth and Income Fund, Scudder
Large Company Growth Fund, Scudder Global Fund, Scudder Emerging Markets Growth
Fund, Scudder Latin America Fund, Scudder High Yield Bond Fund, Scudder
International Bond Fund and Scudder Emerging Markets Income Fund may invest in
convertible securities. Convertible securities in which each Fund may invest
include bonds, notes, debentures, preferred stocks and other securities
convertible into common stocks. Prior to their conversion, convertible
securities may have characteristics similar to both nonconvertible debt
securities and equity securities. In addition, convertible securities in which
Scudder Large Company Growth Fund, Scudder Growth and Income Fund and Scudder
Latin America Fund may invest include 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. Scudder Emerging Markets
Income 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, Scudder Emerging Markets Income Fund may not be able to
control whether the issuer of a convertible security chooses to convert that
security. If the issuer choose to do so, this action could have an adverse
effect on the Fund's ability to achieve its investment objectives.

Repurchase agreements. As a means of earning income for periods as short as
overnight, each Fund may enter into repurchase agreements with selected banks
and broker/dealers. Under a repurchase agreement, each Fund acquires securities,
subject to the seller's agreement to repurchase at a specified time and price.
If the seller under a repurchase agreement becomes insolvent, the Funds' right
to dispose of the securities might be restricted, or the value of the securities
may decline before each 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 under a repurchase agreement, a Fund may
encounter delay and incur costs, including a decline in the value of the
securities, before being able to sell the securities. Scudder High Yield Bond
Fund, Scudder Income Fund, Scudder Small Company Value Fund and Scudder Emerging
Markets Income Fund may enter into repurchase agreements 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. Scudder Latin America Fund, Scudder Emerging Markets Growth
Fund and Scudder International Bond Fund may also enter into repurchase
commitments for investment purposes for periods of 30 days or more. Such
commitments involve investment risk similar to that of debt securities. Please
see "Risk factors-- Repurchase agreements" for more information.

Reverse repurchase agreements. Scudder Emerging Markets Income Fund may enter
into "reverse repurchase agreements," which are repurchase agreements in which
the Fund, as the seller of the securities, agrees to repurchase them at an
agreed time and price. The Fund maintains a segregated account in connection
with outstanding reverse repurchase agreements. The Fund will enter into reverse
repurchase agreements only when the Adviser believes that the interest income to
be earned from the investment of the proceeds of the transaction will be greater
than the interest expense of the transaction.

Synthetic investments. Under certain circumstances, Scudder Emerging Markets
Income Fund may wish to obtain the price performance of a security without
actually purchasing the security in circumstances where, for example, the
security is illiquid, or is unavailable for direct investment or available only
on less attractive investments. In such circumstances, the Fund may invest in
synthetic or derivative alternative investments ("synthetic investments") that
are based upon or otherwise relate to the economic performance of the underlying
securities.

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<PAGE>

Synthetic investments may include swap transactions, notes or units with
variable redemption amounts, and other similar instruments and contracts.
Synthetic investments typically do not represent beneficial ownership of the
underlying security, usually are not collateralized or otherwise secured by the
counterparty and may or may not have any credit enhancements attached to them.
Accordingly, synthetic investments involve exposure not only to the
creditworthiness of the issuer of the underlying security, changes in exchange
rates and future governmental actions taken by the jurisdiction in which the
underlying security is issued but also to the creditworthiness and legal
standing of the counterparties involved. In addition, Synthetic investments
typically are illiquid. As such, investments in the securities will be limited
to the fund's policy of investing in illiquid securities.

Securities lending. Scudder Growth and Income Fund may lend portfolio securities
to registered broker/dealers as a means of increasing its income. These loans
may not exceed 30% of Scudder Growth and Income Fund's total assets taken at
market value. Loans of portfolio securities will be secured continuously by
collateral consisting of U.S. Government securities or fixed-income obligations
that are maintained at all times in an amount at least equal to the current
market value of the loaned securities. The Fund will earn any interest or
dividends paid on the loaned securities and may share with the borrower some of
the income received on collateral for the loan or will be paid a premium for the
loan.

Investment company securities. Securities of other investment companies may be
acquired by Scudder Global Fund to the extent permitted under the 1940 Act.
Investment companies incur certain expenses such as management, custodian, and
transfer agency fees, and, therefore, any investment by the Fund in shares of
other investment companies may be subject to such duplicate expenses.

Indexed securities. Scudder Income Fund, Scudder International Bond Fund and
Scudder 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"). 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, a
Fund will bear the market risk of the reference instrument.

Dollar roll transactions. Scudder Income Fund and Scudder International Bond
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 a Funds' borrowing restrictions and consist of the
sale by a 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, each Fund receives compensation as consideration for
entering into the commitment to repurchase. The compensation is paid in the form
of a fee. Dollar rolls may be renewed after cash settlement and initially may
involve only a firm commitment agreement by the Fund to buy securities.

When-issued securities. Scudder Emerging Markets Growth, Scudder Latin America
Fund, Scudder Income Fund, Scudder High Yield Bond Fund, Scudder International
Bond Fund, Scudder Emerging Markets Income Fund and Scudder Cash Investment
Trust 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 a Fund. At the time of settlement, the market
value of the security may be more or less than the purchase price.

Foreign securities in domestic Funds. In addition to investments in companies
domiciled in the U.S., each of Scudder Development Fund, Scudder Growth and
Income Fund, Scudder Large Company Growth Fund, Scudder Income Fund and Scudder
High Yield Bond Fund may invest a portion of its assets in listed and unlisted
foreign securities of the same type as the domestic securities in which it is
permitted to invest. Each Fund may invest outside of the U.S. when the
anticipated performance of foreign securities is believed by the Adviser to
offer more return potential than domestic alternatives in keeping with the
investment objectives of the Fund. However, Scudder Development Fund has no
current intention of investing more than 20% of its net assets in foreign
securities. Scudder Growth and Income Fund may enter into forward foreign
currency exchange contracts in connection with the purchase and sale of
securities denominated in a foreign currency. Scudder High Yield Bond Fund and
Scudder Income Fund may invest in certificates of deposit issued by foreign and
domestic branches of U.S. banks.

Brady Bonds. Scudder High Yield Bond Fund and Scudder Emerging Markets Income
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

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<PAGE>

Plan debt restructurings have been implemented to date in Argentina, Bulgaria,
Brazil, Costa Rica, the Dominican Republic, Ecuador, Jordan, Mexico, Nigeria,
the Philippines, Poland and Uruguay.

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.

Illiquid securities. Each Fund, except Scudder Cash Investment Trust, may invest
a portion of its assets in securities for which there is not an active trading
market, or which have resale restrictions. These illiquid or restricted
securities generally offer a higher return than more readily marketable
securities, but carry the risk that the Fund may not be able to dispose of them
at an advantageous time or price. Some restricted securities purchased by a
Fund, however, may be considered liquid despite resale restrictions. The Board
of Trustees or Directors of Scudder Emerging Markets Growth Fund, Scudder Income
Fund, Scudder Emerging Markets Income Fund and Scudder High Yield Bond Fund has
delegated to the Adviser the authority to determine the liquidity of restricted
securities that can be resold to institutional investors ("Rule 144A
Securities") and privately placed commercial paper pursuant to guidelines
approved by each Fund's Board of Trustees or Directors.

Mortgage and other asset-backed securities. Scudder Income Fund and Scudder High
Yield Bond 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, each 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,
each Fund may invest in debt securities which are secured with collateral
consisting of mortgage-backed securities and in other types of mortgage-related
securities.

Each 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.

Real estate-related instruments. Scudder High Yield Bond Fund may purchase
instruments such as real estate investment trusts ("REITs"), commercial and
residential mortgage-backed securities, and real estate financings. Scudder
Income Fund may invest in debt securities issued by REITs as well as mortgage
backed securities.

Real estate investment trusts. Scudder Growth and Income Fund may purchase real
estate investment trusts, which pool investors' funds for investment primarily
in income-producing real estate or real estate-related loans or interests. REITs
can generally be classified as equity REITs, mortgage REITs and hybrid REITs.
Equity REITs, which invest the majority of their assets directly in real
property, derive their income primarily from rents. Equity REITs can also
realize capital gains by selling properties that have appreciated in value.
Mortgage REITs, which invest the majority of their assets in real estate
mortgages, derive their income primarily from interest payments on real estate
mortgages in which they are invested. Hybrid REITs combine the characteristics
of both equity REITs and mortgage REITs.

Zero coupon securities. Scudder Income Fund and Scudder High Yield Bond Fund may
invest in zero coupon securities, which pay no cash income and are sold at
substantial discounts from their maturity value. When held to maturity, their
entire income, which consists of accretion of discount, comes from the
difference between the issue price and their maturity value.

Debt securities. Scudder Emerging Markets Growth Fund may invest in debt
securities which are predominantly denominated in U.S. dollars, however, the
Fund may also invest in debt securities denominated in foreign currencies. Such
securities may be rated below investment-grade; that is, rated below Baa by
Moody's or below BBB

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36
<PAGE>

by S&P, or may be unrated but equivalent to those rated below investment-grade
by internationally recognized rating agencies such as S&P or Moody's.

Loan participations and assignments. Scudder Latin America Fund and Scudder
Emerging Markets Income 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, each
Fund's investments in loans are expected to take the form of loan participations
and assignments of portions of loans from third parties.

When investing in a participation, a 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, a Fund typically
will be able to enforce its rights only through the lender, and not directly
against the borrower. As a result, a Fund will assume the credit risk of both
the borrower and the lender that is selling the participation.

When a 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 "Risk
factors--Illiquid securities" for more information.

Portfolio turnover rate. Recent economic and market conditions have necessitated
more active trading, resulting in higher portfolio turnover rates for Scudder
High Yield Bond Fund, Scudder Large Company Growth Fund and Scudder Emerging
Markets Income Fund. A higher rate involves greater transaction costs to each
Fund and may result in the realization of net capital gains, which would be
taxable to shareholders when distributed.

Trust preferred securities. Scudder Income Fund and Scudder High Yield Bond Fund
may invest in special purpose trust securities ("trust preferred securities"),
which are hybrid instruments issued by a special purpose trust (the "Special
Trust"), the entire equity interest of which is owned by a single issuer. The
proceeds of the issuance to the Fund of trust preferred securities are typically
used to purchase a junior subordinated debenture, and distributions from the
Special Trust are funded by the payments of principal and interest on the
subordinated debenture. These securities tend to be affected by interest rates
in a manner similar to debt securities.

Strategic Transactions and derivatives.

Each of the Funds with the exception of Scudder Cash Investment Trust 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, 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"). In
addition, Scudder Emerging Markets Growth Fund may engage in equity swaps.

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 each Funds' portfolio resulting from securities markets or currency exchange
rate fluctuations, to protect the Fund's unrealized gains in the value of their
portfolio securities, to facilitate the sale of such securities for investment
purposes, to manage the effective maturity or duration of fixed-income
securities in a Fund's portfolio, or to establish a position in the derivatives
markets as a temporary substitute for purchasing or selling particular
securities. Some Strategic Transactions may also be used to enhance potential
gain although no more than 5% of a Fund's assets will be committed to Strategic
Transactions entered into for non-hedging purposes. Any or all of these
investment techniques may be used at any time and in any combination, and there
is no particular strategy that dictates the use of one technique rather than
another, as use of any Strategic Transaction is a function of numerous variables
including market conditions. The ability of a Fund to utilize these Strategic
Transactions successfully will depend on the Adviser's ability to predict
pertinent market movements, which cannot be assured. Each Fund will comply with
applicable regulatory requirements when implementing these strategies,
techniques and instruments. Strategic Transactions involving financial futures
and options thereon will be purchased, sold or entered into only for bona fide
hedging, risk management or portfolio management purposes and not to create
leveraged exposure in a Fund. Please refer to "Risk factors--Strategic
Transactions and derivatives" for more information.

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Risk factors

Each 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
each Fund may use from time to time. A complete description of these and other
risk factors can be found in each Fund's Statement of Additional Information.
Other Funds may invest to a limited extent in the investments described below,
please refer to each Fund's "Investment objective(s) and policies" section above
for additional information.

Foreign securities. All of the Funds except for Scudder Cash Investment Trust
may invest in 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 governmental 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, a Fund may
incur currency conversion costs, experience conversion difficulties and
uncertainties, 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 each 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. Each 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. Each
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.

Each 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 each 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 each Fund's portfolio securities are denominated may have a detrimental
impact on each Fund's net asset value.

Investing in emerging growth companies. Scudder Development Fund may invest in
emerging growth companies. The investment risk associated with emerging growth
companies, which are generally small to medium-size, is higher than that
normally associated with larger, older companies due to the greater business
risks of smaller size, the relative age of the company, limited product lines,
distribution channels and financial and managerial resources. Further, there is
typically less publicly available information concerning smaller companies than
for larger, more established ones.

The securities of small and medium-size companies are often traded
over-the-counter and may not be traded in the volumes typical on a national
securities exchange. Consequently, in order to sell this type of holding, the
Scudder Development Fund may need to discount the securities from recent prices
or dispose of the securities over a long period of time. The prices of this type
of security may be more volatile than those of larger companies which are often
traded on a national securities exchange.

Investing in emerging markets. Scudder Emerging Markets Growth Fund, Scudder
High Yield Bond Fund and Scudder Emerging Markets Income Fund may invest 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 a Fund is uninvested and no return is earned thereon. The inability of
a Fund to make intended security purchases due to settlement problems could
cause a Fund to miss attractive investment opportunities. Inability to dispose
of portfolio securities due to settlement problems could result either 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, 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.

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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 a Fund. Certain emerging markets require
prior governmental approval of investments by foreign 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. 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 a 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 a 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 each 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 a 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,
please refer to each Fund's Statement of Additional Information.

Investing in Latin America. Scudder Latin America Fund invests 65% of its total
assets in the securities of Latin American issuers, and 50% of the Fund's total
assets will be invested in Latin American equity securities.

The Adviser believes that investment opportunities may result from recent trends
in Latin America encouraging greater market orientation and less governmental
intervention in economic affairs. Investors, however, should be aware that the
Latin American economies have experienced considerable difficulties in the past
decade. Although there have been significant improvements in recent years, the
Latin American economies continue to experience challenging problems, including
high inflation rates and high interest rates relative to the U.S. The emergence
of the Latin American economies and securities markets will require continued
economic and fiscal discipline which has been lacking at times in the past, as
well as stable political and social conditions. Recovery may also be influenced
by international economic conditions, particularly those in the U.S., and by
world prices for oil and other commodities. There is no assurance that recent
economic initiatives will be successful.

Certain risks associated with international investments and investing in
smaller, developing capital markets are heightened for investments in Latin
American countries. For example, some of the currencies of Latin American
countries have experienced steady devaluations relative to the U.S. dollar, and
major adjustments have been made in certain of these currencies periodically. In
addition, although there is a trend toward less government involvement in
commerce, governments of many Latin American countries have exercised and
continue to exercise substantial influence over many aspects of the private
sector. In certain cases, the government still owns or controls many companies,
including some of the largest in the country. Accordingly, government actions in
the future could have a significant effect on economic conditions in Latin
American countries, which could affect private sector companies and the Fund, as
well as the value of securities in the Fund's portfolio.

Most Latin American countries 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 negative
effects on the economies and securities markets of certain Latin American
countries.

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Certain Latin American countries are among the largest debtors to commercial
banks and foreign governments. Some of these countries have in the past
defaulted on their sovereign debt. Holders of sovereign debt (including Scudder
Latin America 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.

The limited size of many Latin American securities markets and limited trading
volume in issuers compared to the volume of trading in U.S. securities could
cause prices to be erratic for reasons apart from factors that affect the
quality of securities.

The portion of Scudder Latin America Fund's assets invested directly in Chile
may be less than the portions invested in other countries in Latin America
because, at present, capital invested in Chile normally cannot be repatriated
for as long as five years.

Repurchase agreements. Each Fund may utilize repurchase agreements. If the
seller under a repurchase agreement becomes insolvent, a Fund's right to dispose
of a security may be restricted, or the value of the securities may decline
before a 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, a
Fund may encounter delay and incur costs, including a decline in the value of
the securities, before being able to sell the securities. Repurchase commitment
transactions may not provide a Fund with collateral marked-to-market during the
term of the commitment.

Securities lending. From time to time Scudder International Fund, Scudder Global
Fund and Scudder Growth and Income Fund may lend its portfolio securities to
registered broker/dealers as described above. The risks of lending portfolio
securities, as with other extensions of secured credit, consist of possible
delays in receiving additional collateral or in the recovery of the securities
or possible loss of rights in the collateral should the borrower fail
financially. Loans will be made to registered broker/dealers deemed by the
Adviser to be of good standing and will not be made unless, in the judgment of
the Adviser, the consideration to be earned from such loans would justify the
risk.

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

Convertible securities. While convertible securities generally offer lower yield
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. Convertible securities
purchased by the Scudder Large Company Growth Fund must be rated
investment-grade, or if unrated, judged of equivalent quality by the Adviser.
Investment-grade convertible securities are rated Aaa, Aa, A or Baa by Moody's,
or AAA, AA, A or BBB by S&P. Moody's considers securities it rates Baa to have
speculative elements as well as investment-grade characteristics.

Borrowing. Although the principal of each Fund's borrowing will be fixed, a
Fund's assets may change in value during the time a borrowing is outstanding,
increasing exposure to capital risk.

Non-diversified investment company. Scudder Emerging Markets Growth Fund,
Scudder Latin America Fund, Scudder International Bond Fund and Scudder Emerging
Markets Income Fund are classified as non-diversified investment companies under
the 1940 Act, which means that these Funds are not limited by the 1940 Act in
the proportion of their assets that they may invest in the obligations of a
single issuer. The investment of a large percentage of a Fund's assets in the
securities of a small number of issuers may cause the a Fund's share price to
fluctuate more than that of a diversified investment company.

Dollar roll transactions. Scudder Income Fund and Scudder International Bond
Fund may invest in dollar roll transactions. If the broker/dealer to whom a Fund
sells the securities underlying a dollar roll transaction becomes insolvent, a
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.

When-issued securities. Delivery of and payment for these securities may take
place as long as a month or more after the date of the purchase commitment. The
value of these securities is subject to market fluctuation during this period
and no income accrues to a Fund until settlement takes place. A Fund segregates
with its Custodian liquid securities in an amount at least equal to these
commitments. When entering into a when-issued or delayed delivery transaction, a
Fund will rely on the other party to consummate the transaction; if the other
party fails to do so, a Fund may be disadvantaged.

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Zero coupon securities. Scudder Growth and Income Fund, Scudder Global Fund,
Scudder Income Fund, Scudder High Yield Bond Fund and Scudder International Bond
Fund may invest in zero coupon securities. Zero coupon securities are subject to
greater market value fluctuations from changing interest rates than debt
obligations of comparable maturities that make current cash distributions of
interest.

Debt securities. High quality bonds (rated AAA or AA by S&P or Aaa or Aa by
Moody's) characteristically have strong capacity to pay interest and repay
principal. Medium-grade bonds (rated A or BBB by S&P or A or Baa by Moody's) are
defined as having adequate capacity to pay interest and repay principal. Moody's
considers bonds it rates Baa to have speculative elements as well as
investment-grade characteristics.

Securities rated BBB or Baa are neither highly protected nor poorly secured.
These securities normally pay higher yield but involve potentially greater price
variability than higher quality securities. They are regarded as having adequate
capacity to repay principal and pay interest, although adverse economic
conditions or changing circumstances are more likely to lead to a weakened
capacity to do so.

Debt securities rated below BBB by S&P or below Baa by Moody's (commonly
referred to as "junk bonds") are considered to be below investment grade. The
lower the ratings of such debt securities, the greater their risks render them
like equity securities. These types of high yield/high risk debt obligations 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. The market price of such lower
rated debt securities may decline significantly in periods of general economic
difficulty. The trading market for these securities is generally less liquid
than for higher rated securities making it more difficult for a Fund to obtain
accurate market quotations for purposes of valuing its portfolio and calculating
its net asset value, and a Fund may have difficulty disposing of these
securities at the time it wishes to do so. Securities rated D by S&P, or of
equivalent quality if unrated, 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.

Scudder International Fund may invest no more than 5% of its total assets in
debt securities which are rated below investment grade. The Fund may invest in
securities which are rated D by S&P, or if unrated, are of equivalent quality.

Scudder Global Fund will invest no more than 5% of its total assets in debt
securities rated BBB or Baa or below or in unrated securities. The Fund may
invest in securities which are rated as low as C by Moody's or D by S&P at the
time of purchase.

Scudder Emerging Markets Growth Fund may invest in debt securities with varying
degrees of credit quality. The Fund may invest in securities whose quality is
comparable to securities rated as low as C by Moody's or D by S&P.

Scudder Latin America Fund may invest in debt securities which are unrated,
rated or the equivalent of those rated below investment grade. The Fund will
invest no more than 10% of its net assets in securities rated B or lower by
Moody's or S&P, and may invest in securities rated C by Moody's or D by S&P.

Scudder Income Fund may invest up to 20% of its assets in debt securities rated
lower than Baa or BBB or, if unrated, of equivalent quality as determined by the
Adviser, but will not purchase bonds rated below B by Moody's or S&P or their
equivalent.

Scudder International Bond Fund will invest no more than 15% of its total assets
in debt securities rated below BBB or Baa but no lower than B by S&P or Moody's.

High yield/high risk securities. Scudder High Yield Bond Fund, Scudder Income
Fund and Scudder Emerging Markets Income Fund may invest in debt securities
which are rated below investment-grade, commonly referred to as "junk bonds,"
(hereinafter referred to as "low rated securities") or which are unrated, but
deemed equivalent to those rated below investment-grade by the Adviser. The
lower the ratings of such debt securities, the greater their risks. These debt
instruments generally offer a higher current yield than that available from
higher grade issues, but typically involve greater risk. The yields on high
yield/high risk bonds will fluctuate over time. In general, prices of all bonds
rise when interest rates fall and fall when interest rates rise. Lower rated and
unrated securities are especially subject to adverse changes in general economic
conditions and to changes in the financial condition of their issuers. 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.

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In cases where market quotations are not available, low rated securities are
valued using guidelines established by each Fund's Board of Trustees or
Directors. 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.

Please refer to the attached "Appendix" for further information concerning debt
securities ratings. For a more complete description of the risks of high
yield/high risk securities, please refer to each Fund's Statement of Additional
Information.

Real estate-related instruments. Scudder High Yield Bond Fund may invest in real
estate-related instruments. Real estate-related instruments are sensitive to
factors such as changes in real estate values and property taxes, interest
rates, cash flow of underlying real estate assets, supply and demand, and the
management skill and creditworthiness of the issuer. Real estate-related
instruments may also be affected by tax and regulatory requirements, such as
those relating to the environment.

Real estate investment trusts. Scudder Growth and Income Fund may invest in real
estate investment trusts. Scudder Income Fund may invest in debt securities
issued by REITs. Investment in REITs may subject Scudder Growth and Income Fund
and Scudder Income Fund to risks similar to those associated with the direct
ownership of real estate (in addition to securities markets risks). REITs are
sensitive to factors such as changes in real estate values and property taxes,
interest rates, cash flow of underlying real estate assets, supply and demand,
and the management skill and creditworthiness of the issuer. REITs may also be
affected by tax and regulatory requirements.

Mortgage and other asset-backed securities. Scudder Income Fund and Scudder High
Yield Bond Fund may invest in 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. A 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. Because principal may be
prepaid at any time, mortgage-backed securities may involve significantly
greater price and yield volatility than traditional debt securities.

Indexed securities. Scudder Income Fund, Scudder International Bond Fund and
Scudder Emerging Markets Income Fund may invest in 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 addition to the credit risk of
the security's issuer, each Fund will bear the market risk of the reference
instrument. Scudder Income Fund may invest in debt securities issued by REITs.

Trust preferred securities. Scudder Income Fund and Scudder High Yield Bond Fund
may invest in trust preferred securities. If payments on the underlying junior
subordinated debentures held by the Special Trust are deferred by the debenture
issuer, the debentures would be treated as original issue discount ("OID")
obligations for the remainder of their term. As a result, holders of trust
preferred securities, such as the Fund, would be required to accrue daily for
Federal income tax purposes, their share of the stated interest and the de
minimis OID on the debentures (regardless of whether the Fund receives any cash
distributions from the Special Trust), and the value of trust preferred
securities would likely be negatively affected. Trust preferred securities may
be subject to mandatory prepayment under certain circumstances. The market
values of trust preferred securities may be more volatile than those of
conventional debt securities.

Strategic Transactions and derivatives. All Funds with the exception of Scudder
Cash Investment Trust may invest in 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 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

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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 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 a Fund may
use and some of their risks are described more fully in each Fund's respective
Statement of Additional Information.

Distribution and performance information

Dividends and capital gains distributions

Scudder Development Fund, Scudder Large Company Growth Fund, Scudder Latin
America Fund and Scudder Emerging Markets Growth Fund each intends to distribute
any dividends from net investment income and any net realized capital gains
after utilization of capital loss carryforwards, if any, in December to prevent
application of federal excise tax. Scudder Small Company Value Fund, Scudder
International Fund and Scudder Global Fund each intends to distribute any
dividends from net investment income and any net realized capital gains after
utilization of capital loss carryforwards, if any, in November or December to
prevent application of federal excise tax. Each fund may make an additional
distribution, if necessary.

Scudder Growth and Income Fund, Scudder Income Fund and Scudder Emerging Markets
Income Fund each intends to distribute dividends from its net investment income
quarterly in March, June, September and December. Scudder Growth and Income
Fund, Scudder Income Fund, Scudder High Yield Bond and Scudder International
Bond Fund each intends to distribute any net realized capital gains after
utilization of capital loss carryforwards, if any, in November or December to
prevent application of a Federal excise tax. An additional distribution may be
made, if necessary. Scudder Emerging Markets Income Fund intends to distribute
any realized capital gains after utilization of capital loss carryforwards, if
any, in December.

Scudder High Yield Bond Fund, Scudder International Bond Fund and Scudder Cash
Investment Trust's dividends from its net investment income are declared daily
and distributed monthly. Scudder Cash Investment Trust may take into account
capital gains and losses (other than long-term capital gains) in its daily
dividend declaration, and each Fund may make additional distributions for tax
purposes, if necessary.

For all Funds, 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 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 a Fund (of the same class, if applicable). If
an investment is in the form of a retirement plan, all dividends and capital
gains distributions must be reinvested in the shareholder's account.

For all Funds, generally dividends from net investment income are taxable to
shareholders as ordinary income. Long-term capital gains distributions, if any,
are taxable to individual shareholders, at a maximum 20% or 28% capital gains
rate (depending on a Fund's holding period for the assets giving rise to the
gain) 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. Except for Scudder Cash Investment Trust, a portion of
dividends from net investment income may qualify for the dividends-received
deduction for corporations.

For Scudder Emerging Markets Income Fund and Scudder International Bond Fund,
certain realized gains or losses on the sale or retirement of foreign bonds held
by the Funds, to the extent attributable to exchange rate fluctuations, must be
treated as ordinary income or loss. Such income or loss may increase or decrease
a Fund's income available for distribution to shareholders. If, under the rules
governing the tax treatment of foreign currency gains or 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.

For Scudder International Fund, Scudder Global Fund, Scudder Latin America Fund
and Scudder Emerging Markets Growth Fund, 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 each Fund to foreign countries.

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

For Scudder Emerging Markets Growth Fund, distributions are not subject to the
2% redemption fee, whether paid in cash or reinvested. 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. For Scudder Small Company
Value Fund and Scudder High Yield Bond Fund, distributions are not subject to
the 1% redemption fee, whether paid in cash or reinvested.

For Scudder Small Company Value Fund, under normal investment conditions, it is
anticipated that the Fund's portfolio turnover rate will not exceed 75% per
year. For Scudder Emerging Markets Growth Fund, under normal investment
conditions, it is anticipated that the Fund's portfolio turnover rate will not
exceed 100% per year. However, economic and market conditions may necessitate
more active trading, resulting in a higher portfolio turnover rate. A higher
rate involves greater brokerage expenses to the Fund and may result in the
realization of net capital gains, which would be taxable to shareholders when
distributed.

Performance information

From time to time, quotations of the Funds' (or class', if applicable)
performance may be included in advertisements, sales literature or shareholder
reports. When applicable, performance information is computed separately for
each class of shares of a Fund, in accordance with formulae prescribed by the
Securities and Exchange Commission. 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 a Fund for a specified
period.

"Average annual total return" of a Fund is the average annual compound rate of
return of an investment in a Fund assuming the investment has been held for one
year, five years and ten years as of a stated ending date. (If a Fund has not
been in operation for at least ten years, the life of the Fund will be used
where applicable.)

"Cumulative total return" represents the cumulative change in value of an
investment in a 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 a Fund.

For Scudder Income Fund, Scudder Emerging Markets Income Fund, Scudder
International Bond Fund and Scudder High Yield Bond Fund, the "SEC yield" of a
Fund is an annualized expression of the net income generated by a Fund over a
specified 30-day (one month) period as a percentage of a Fund's share price on
the last day of that period. The yield is calculated according to methods
required by the SEC, and therefore may not equate to the level of income paid to
shareholders. Yield is expressed as an annualized percentage.

For Scudder Cash Investment Trust, "yield" refers to income generated by an
investment in the Fund over a specified seven-day period. Yield is expressed as
an annualized percentage. 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.

Performance for any of the Funds will vary based upon, among other things,
changes in market conditions and the level of a Fund's expenses (or class
expenses, if applicable).

Fund organization

Each Fund is a series of a Trust or Corporation which is an open-end management
investment company registered under the 1940 Act.

The activities of the Funds are supervised by their respective Boards of
Trustees or Directors. Shareholders have one vote for each share held on matters
on which they are entitled to vote. The Trusts or Corporations are not required
to and have no current intention of holding annual shareholder meetings,
although special meetings may be called for purposes such as electing or
removing Trustees or 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 Trustee or
Director as if Section 16(c) of the 1940 Act were applicable.

The prospectuses of each of the thirteen Funds are combined in this prospectus.
Each Fund offers only its own shares, yet it is possible that a Fund might
become liable for a misstatement or omission regarding another Fund. The
Trustees and Directors of each Trust or Corporation have considered this and
approved the use of a combined prospectus.

Scudder Securities Trust, formerly known as Scudder Development Fund, was
organized as a Massachusetts business trust in October 1985 and on December 31,
1985 assumed the business of its predecessor. Its predecessor was organized as a
Delaware corporation in February, 1970.

Scudder Investment Trust, formerly known as Scudder Growth and Income Fund, was
organized as a Massachusetts business trust in September 1984 and on December
31, 1984 assumed the business of its predecessor, which was

Prospectus
44
<PAGE>

organized as a Massachusetts corporation in May 1929. Scudder Large Company
Growth Fund, formerly known as Scudder Quality Growth Fund changed its name on
March 1, 1997.

Scudder Global Fund, Inc. was organized as a Maryland corporation in May 1986.

Scudder Portfolio Trust was organized as a Massachusetts business trust in
September 1984 and on December 31, 1984 assumed the business of its predecessor,
which was organized as a Massachusetts corporation in 1928.

Scudder Cash Investment Trust was organized as a Massachusetts business trust in
December 1975.

Scudder International Fund, Inc. was organized as a Maryland corporation in July
1975, its predecessor was organized in 1953.

Scudder International Fund, Inc. has adopted a plan pursuant to Rule 18f-3 (the
"Plan") under the 1940 Act to permit it to establish a multiple class
distribution system for the Fund.

Under the Plan, shares of each class of Scudder International Fund represent an
equal pro rata interest in Scudder International Fund and, generally, shall have
identical voting, dividend, liquidation, and other rights, preferences, powers,
restrictions, limitations, qualifications and terms and conditions, except that:
(1) each class shall have a different designation; (2) each class of shares
shall bear its own "class expenses;" (3) each class shall have exclusive voting
rights on any matter submitted to shareholders that relates to its
administrative services, shareholder services or distribution arrangements; (4)
each class shall have separate voting rights on any matter submitted to
shareholders in which the interests of one class differ from the interests of
any other class; (5) each class may have separate and distinct exchange
privileges; (6) each class may have different conversion features, and (7) each
class may have separate account size requirements. Expenses currently designated
as "Class Expenses" by Scudder International Fund, Inc.'s Board of Directors
under the Plan include, for example, transfer agency fees attributable to a
specific class, and certain securities registration fees.

In addition to Scudder International Shares class of shares offered herein, the
Fund offers one other class of shares, Barrett International Shares, which may
have different fees and expenses (which may affect performance), have different
minimum investment requirements and be entitled to different services.
Additional information about this other class of shares of the Fund may be
obtained by contacting Scudder Investor Services, Inc. at 1-800-854-8525.

Each share of a class of Scudder International Fund shall be entitled to one
vote (or fraction thereof in respect of a fractional share) on matters that such
shares (or class of shares) shall be entitled to vote. Shareholders of Scudder
International Fund shall vote together on any matter, except to the extent
otherwise required by the 1940 Act, or when the Board of Directors of Scudder
International Fund, Inc. has determined that the matter affects only the
interest of shareholders of one class of the Fund, in which case only the
shareholders of such class of the Fund shall be entitled to vote thereon. Any
matter shall be deemed to have been effectively acted upon with respect to the
Fund if acted upon as provided in Rule 18f-2 under the 1940 Act, or any
successor rule, and in Scudder International Fund, Inc.'s Articles of
Incorporation.

Investment adviser

The Funds retain the investment management firm of Scudder Kemper Investments,
Inc., a Delaware corporation formerly known as Scudder, Stevens & Clark, Inc.
("Scudder"), to manage each Fund's daily investment and business affairs subject
to the policies established by the relevant Trust's Board of Trustees or
Corporation's Board of Directors. The Trustees have overall responsibility for
the management of their respective funds under Massachusetts law. The Directors
have overall responsibility for the management of their respective funds under
Maryland law.

Pursuant to the terms of an agreement, Scudder and Zurich Insurance Company
("Zurich"), an international insurance and financial services organization, have
formed a new global investment organization by combining Scudder with Zurich's
subsidiary, Zurich Kemper Investments, Inc. As a result of the transaction,
Zurich owns approximately 70% of the Adviser, with the balance owned by the
Adviser's officers and employees.

Under each Fund's Investment Management Agreement with the Adviser, a Fund is
responsible for all of its expenses, including fees and expenses incurred in
connection with membership in investment company organizations; brokers'
commissions; legal, auditing and accounting expenses; taxes and governmental
fees; the fees and expenses of the transfer agent; the expenses of and the fees
for registering or qualifying securities for sale; the fees and expenses of
Trustees or Directors, officers and employees of the respective Trust or
Corporation 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.

The management fees for Scudder Development Fund, Scudder Growth and Income
Fund, Scudder International Fund, Scudder Global Fund, Scudder Latin America
Fund, Scudder Income Fund and Scudder Cash Investment Trust are graduated so
that increases in a Fund's net assets may result in a lower fee and decreases in
a Fund's assets may result in a higher fee.

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45
<PAGE>

For the fiscal year ended December 31, 1997 the Adviser received investment
management fees of 0.46% and 0.61% of each Fund's average daily net assets for
Scudder Growth and Income Fund and Scudder Income Fund, respectively. For the
fiscal year ended March 31, 1998, the Adviser received an investment management
fee of 0.81% of Scudder International Fund's average daily net assets. For the
fiscal year ended June 30, 1997 the Adviser received investment management fees
of 0.98%, 0.95%, 0.85% and 0.41% of each Fund's average daily net assets for
each of Scudder Development Fund, Scudder Global Fund, Scudder International
Bond Fund and Scudder Cash Investment Trust, respectively.

As of September 6, 1995, Scudder Global Fund pays the Adviser an annual fee of
1.00% of the first $500 million of average daily net assets, 0.95% of such
assets in excess of $500 million and 0.90% of such assets in excess of $1
billion. From July 1, 1997 to September 11, 1997, the Adviser has agreed to
waive 0.05% of that portion of its investment management fee payable by the Fund
based on the average daily net assets of the Fund in excess of $1.5 billion. It
is expected that the Fund's Board of Directors will approve an Investment
Management Agreement effective September 11, 1997 containing a similar reduction
in the investment management fee. Prior to September 6, 1995, the Adviser
received on an annual basis, an investment management fee for its services equal
to 1.00% of the first $500 million of average daily net assets and 0.95% of such
assets in excess of $500 million.

Scudder Latin America Fund pays the Adviser an annual fee of 1.25% of the first
$1 billion and 1.15% of such assets in excess of $1 billion of the Fund's
average daily net assets.

Until October 31, 1998, the Adviser has agreed to waive all or a portion of its
investment management fee payable by Scudder Cash Investment Trust to the extent
necessary so that the total annualized expenses of the Fund do not exceed 0.85%
of average daily net assets of the Fund.

Scudder Small Company Value Fund, Scudder Large Company Growth Fund, Scudder
Emerging Markets Growth Fund, Scudder High Yield Bond Fund and Scudder Emerging
Markets Income Fund each pay the Adviser an annual fee of 0.75%, 0.70%, 1.25%,
0.70% and 1.00%, respectively, of each Fund's average daily net assets. The
Adviser agreed to maintain the annualized expenses of Scudder Small Company
Value Fund at no more than 1.50% of the average daily net assets of the Fund
until December 31, 1997. As a result of this waiver the Adviser received an
investment management fee of 0.62% of Scudder Small Company Value Fund's daily
net assets for the fiscal period ended August 31, 1997. The Adviser has agreed
to waive the annualized expenses of Scudder Emerging Markets Growth Fund at no
more than 2.25% of the average daily net assets of the Fund from March 1, 1998
until August 31, 1998. For the fiscal year ended October 31, 1997, the Adviser
maintained expenses at no more than 2.00% of average daily net assets of Scudder
Emerging Markets Growth Fund and as a result received an investment management
fee of 0.92% of the Fund's average daily net assets. The Adviser had agreed to
maintain the annualized expenses of Scudder Emerging Markets Income Fund at not
more than 1.50% of the average daily net assets until February 29, 1996.
Accordingly, the Adviser received an investment management fee of 0.99% of
Scudder Emerging Markets Income Fund's average daily net assets. The Adviser has
agreed to maintain the annualized expenses of Scudder High Yield Bond Fund at no
more than 0.50% of the average daily net assets of the Fund until December 31,
1998. For the fiscal period ended February 28, 1998, the Adviser did not receive
a management fee.

Because of the higher cost of research for Scudder Development Fund, the
investment management fee is higher than that charged by most funds, but not
necessarily higher than fees charged to funds with investment objectives similar
to those of this Fund. The investment management fee is higher than the average
management fee for Scudder Small Company Value Fund, but not necessarily higher
than that charged by funds with a similar investment objective. The investment
management fee for Scudder International Fund, Scudder Global Fund, Scudder
Emerging Markets Growth Fund, Scudder Latin America Fund, Scudder Emerging
Markets Income Fund and Scudder International Bond Fund is higher than that
charged by many funds which invest primarily in U.S. securities, though it is
not necessarily higher than fees charged to funds with similar investment
objectives. Management of Scudder International Bond Fund involves market,
credit and currency relationships in a number of economies throughout the world.
Because Scudder International Bond Fund's annual portfolio turnover rate may
continue to be over 100%, the Fund may have higher transaction costs and
shareholders may incur taxes on any realized gains.

The management fees are payable monthly, provided that 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.

All of a Fund's expenses are paid out of gross investment income or in the case
of Scudder Development Fund, assets of a Fund. Shareholders pay no direct
charges or fees for investment or administrative services.

Prospectus
46
<PAGE>

Scudder Kemper Investments, Inc. maintains offices at Two International Place,
Boston, Massachusetts and 345 Park Avenue, New York, New York.

Like other mutual funds and financial and business organizations worldwide, the
Funds could be adversely affected if computer systems on which the Funds rely,
which primarily include those used by the Adviser, its affiliates or other
service providers, are unable to correctly process date-related information on
and after January 1, 2000. This risk is commonly called the Year 2000 Issue.
Failure to successfully address the Year 2000 Issue could result in
interruptions to and other material adverse effects on the Funds' business and
operations. The Adviser has commenced a review of the Year 2000 Issue as it may
affect the Funds and is taking steps it believes are reasonably designed to
address the Year 2000 Issue, although there can be no assurances that these
steps will be sufficient. In addition, there can be no assurances that the Year
2000 Issue will not have an adverse effect on the companies whose securities are
held by the Funds or on global markets or economies generally.

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 each Fund.

Underwriter

Scudder Investor Services, Inc., a subsidiary of the Adviser, is each Fund's
principal underwriter. Scudder Investor Services, Inc. confirms, as agent, all
purchases of shares of the Funds. 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 each Fund.

Custodian

State Street Bank and Trust Company is the custodian for Scudder Development
Fund, Scudder Small Company Value Fund, Scudder Growth and Income Fund, Scudder
Large Company Growth Fund, Scudder Income Fund, Scudder High Yield Bond Fund and
Scudder Cash Investment Trust.

Brown Brothers Harriman & Co. is the custodian for Scudder International Fund,
Scudder Global Fund, Scudder Emerging Markets Growth Fund, Scudder Latin America
Fund, Scudder International Bond Fund and Scudder Emerging Markets Income Fund.

Transaction information

Purchasing shares

Purchases are executed at the next calculated net asset value per share after
the Funds' 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 (and class, if applicable) 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.

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47
<PAGE>

By exchange. Each Fund (or class, if applicable) may be exchanged for shares of
other funds in the Scudder Family of Funds unless otherwise determined by each
Fund's respective Board of Directors or Trustees. 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.

By telephone order. Existing shareholders for all Funds, except Scudder
International Bond Fund, Scudder High Yield Bond Fund and Scudder Cash
Investment Trust, 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.

For Scudder International Bond Fund and Scudder High Yield Bond Fund, to a
limited extent, certain financial institutions may place orders to purchase
shares unaccompanied by payment prior to the close of regular trading on the
Exchange, normally 4 p.m. eastern time, and receive that day's price. Such
purchased shares will begin to earn dividends on the day on which the payment is
received by the Fund. If payment by check or wire is not received from the
financial institution within three business days, the order is subject to
cancellation and the financial institution will be responsible for any loss to
the Fund resulting from this cancellation. Please call 1-800-854-8525 for more
information.

By "QuickBuy." If you elected "QuickBuy" 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
"QuickBuy," call 1-800-225-5163 for more information.

To purchase additional shares, call 1-800-225-5163. Purchases may not be for
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. "QuickBuy" 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 "QuickBuy" 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. "QuickBuy" transactions are not
available for most retirement plan accounts. However, "QuickBuy" transactions
are available for Scudder IRA accounts.

Redeeming shares

The Funds allow you to redeem shares (i.e., sell them back to a Fund) without
redemption fees, with the exceptions of Scudder Emerging Markets Growth Fund,
Scudder Small Company Value Fund and Scudder High Yield Bond Fund. Scudder
Emerging Markets Growth Fund charges a 2% fee upon the redemption or exchange of
shares held less than one year, and Scudder Small Company Value Fund and Scudder
High Yield Bond Fund each charge a 1% redemption fee upon the redemption or
exchange of shares held less than one year. (Please see "Redeeming shares --
Exchanging and redeeming shares from Scudder Emerging Markets Growth Fund,
Scudder Small Company Value Fund and Scudder High Yield Bond Fund" for complete
information.)

By telephone. This is the quickest and easiest way to sell Fund shares. If you
provided your banking information on your application, you can call to request
that federal funds be sent to your authorized bank account. If you did not
include your banking information 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.

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48
<PAGE>

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 "QuickSell." If you elected "QuickSell" 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 "QuickSell,"
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. "QuickSell" 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.

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

By "Write-A-Check." For Scudder Cash Investment Trust, you may redeem shares by
writing checks against your account balance for at least $100. Your Fund
investments will continue to earn dividends until your check is presented to the
Fund for payment.

Checks will be returned by the Fund's transfer agent if there are insufficient
shares to meet the withdrawal amount. You should not attempt to close an account
by check because the exact balance at the time the check clears will not be
known when the check is written.

Exchanging and redeeming shares from Scudder Emerging Markets Growth Fund,
Scudder Small Company Value Fund or Scudder High Yield Bond Fund

Upon the redemption or exchange of shares held less than one year, a fee of 2%
in Scudder Emerging Markets Growth Fund and a fee of 1% in Scudder Small Company
Value Fund and Scudder High Yield Bond Fund of the current net asset value of
the shares will be assessed and retained by the Fund for the benefit of the
remaining shareholders. The fee is waived for all shares purchased through
certain retirement plans, including 401(k) plans, 403(b) plans, 457 plans, Keogh
accounts, and Profit Sharing and Money Purchase Pension Plans. In addition, the
fee is waived for certain categories of clients of the Adviser or its
affiliates. However, if such shares are purchased through a broker, financial
institution or recordkeeper maintaining an omnibus account for the shares, such
waiver may not apply. (Before purchasing shares, please check with your account
representative concerning the availability of the fee waiver.) In addition, this
fee waiver does not apply to any IRA or SEP-IRA accounts. This fee is intended
to encourage long-term investment in each Fund, to avoid transaction and other
expenses caused by early redemptions, and to facilitate portfolio management.
The fee is not a deferred sales charge, is not a commission paid to the Adviser
or its subsidiaries, and does not benefit the Adviser in any way. The Funds
reserve the right to modify the terms of or terminate their fees at any time.
The fee applies to redemptions from these Funds and exchanges to other Scudder
funds, but not to dividend or capital gains distributions which have been
automatically reinvested in a Fund. The fee is applied to the shares being
redeemed or exchanged in the order in which they were purchased. See "Exchanges
and Redemptions" in each Fund's Statement of Additional Information for a more
detailed description of the redemption fee.

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. (Each 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 SEC. 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. Each 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 a Fund does not follow such
procedures, it may be liable for losses due to

Prospectus
49
<PAGE>

unauthorized or fraudulent telephone instructions. Each 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.
There is a 2% fee payable to Scudder Emerging Markets Growth Fund and a 1% fee
payable to Scudder Small Company Value Fund and Scudder High Yield Bond Fund for
exchanges or redemptions of shares held less than one year. 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, for all Funds except for Scudder Cash Investment
Trust, which determines its net asset value per share as of twelve o'clock noon
and as of the close of regular trading (normally 4:00 p.m. eastern time). Net
asset value per share (or of a class, if applicable) is calculated by dividing
the value of total Fund (or of a class, if applicable) assets, less all
liabilities, by the total number of shares outstanding. In calculating the net
asset value per share, Scudder Cash Investment Trust uses the current market
value of the securities, except for securities with sixty days or less to
maturity, the Fund uses the amortized cost value.

Trading in securities on foreign 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 a 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 each Board of Trustees or Directors.

Processing time

All purchase and redemption requests must be received in good order by the
Funds' transfer agent.

For all Funds except Scudder Cash Investment Trust. Those requests received by
the close of regular trading on the Exchange are executed at the net asset value
per share of the Fund (or class, if applicable) calculated at the close of
regular trading that day. Those requests received after the close of regular
trading on the Exchange will be executed the following business day.

For Scudder Cash Investment Trust. Purchases made by wire and received by the
Fund's transfer agent before noon on any business day are executed at noon on
that day and begin earning income the same day. Those made by wire between noon
and the close of regular trading on the Exchange on any business day are
executed at the close of trading the same day and begin earning income the next
business day. Purchases made by check are executed on the day the check is
received in good order by the Fund's transfer agent and begin earning income on
the next business day. Redemption requests received in good order by the Fund's
transfer agent between noon and the close of regular trading on the Exchange are
executed at the net asset value calculated at the close of regular trading on
that day and will earn a dividend on the redeemed shares that day. If a
redemption request is received by noon, proceeds will normally be wired that
day, if requested by the shareholder, but no dividend will be earned on the
redeemed shares on that day.

For all Funds. If you wish to make a purchase of $500,000 or more you should
notify the Funds' transfer agent of such a purchase by calling 1-800-225-5163.

The Funds 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
Funds and Scudder Investor Services, Inc. each reserve 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 a 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 these Funds to
withhold 31% of taxable dividends, capital gains distributions from accounts
(other than those of certain exempt payees) without a correct 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
Funds reserve the right to reject new account applications without a correct
certified Social Security or tax identification number. The Funds also reserve
the right, following 30 days' notice to shareholders, to redeem all shares in
accounts without a correct certified Social Security or tax identification
number. A shareholder may avoid

Prospectus
50
<PAGE>

involuntary redemption by providing the Fund with a tax identification number
during the 30-day notice period. Redemptions for failure to provide a tax
identification number are not subject to the 2% redemption fee on Scudder
Emerging Markets Growth Fund or the 1% redemption fee on Scudder Small Company
Value Fund or Scudder High Yield Bond Fund.

Minimum balances

Shareholders of a Fund (or class, if applicable) should maintain a share balance
worth at least $2,500, which amount may be changed by a Fund's Board of Trustees
or Directors. Scudder retirement plans and certain other accounts have similar
or lower minimum balance requirements. The initial investment and minimum
account balance for fiduciary accounts such as IRAs is $1,000 per fund account,
while the subsequent minimum investment is $50. A shareholder of a Fund (or
class, if applicable) may open a regular account with a minimum of $1,000, if an
investment program of at least $100 per month is established.

Shareholders of a Fund (or class, if applicable) with non-fiduciary accounts who
maintain an account balance of less than $2,500 in a Fund without establishing a
regular investment program may be assessed an annual $10.00 per fund charge with
the fee to be paid to a Fund. The $10.00 charge will not apply to shareholders
with a combined household account balance (same surname, same address) 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, where a reduction in value has occurred due to a redemption or exchange
out of the account. The shareholder may restore the share balance to $250 or
more during the 60-day notice period and must maintain it at no lower than that
minimum to avoid an involuntary redemption. A 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 each Fund's Statement of Additional 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

Each Fund, except Scudder Cash Investment Trust, 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 a Fund and valued as they are for purposes of
computing each 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. Each Trust or Corporation has elected,
however, to be governed by Rule 18f-1 under the 1940 Act, as a result of which a
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 each Fund at the beginning of the period.

Shareholder benefits

Experienced professional management

Scudder Kemper Investments, 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

Each of the Funds is managed by a team of Scudder Kemper's 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 the Adviser's offices across the United States and abroad. Scudder
Kemper believes its team approach benefits Fund investors by bringing together
many disciplines and leveraging the Adviser's extensive resources.

Scudder Development Fund. Lead Portfolio Manager Roy C. McKay assumed
responsibility for the Fund's day-to-day management when he joined the Adviser
in 1988. Mr. McKay has more than 30 years of investment experience, with over 20
years specializing in small and medium-size company growth stocks. Peter Chin,
who has been with the Adviser since 1973, joined the Adviser's small company
group in 1986 and became a Portfolio Manager of the Fund in 1993. Mr. Chin
contributes expertise in manufacturing, service and energy companies. Mr. Chin
has 28 years of investment experience including ten years in small and
medium-size company growth stocks.

Prospectus
51
<PAGE>

Scudder Small Company Value Fund. Co-lead Portfolio Managers Philip S. Fortuna
and James M. Eysenbach have responsibility for the Fund's day-to-day management
and investment strategies. Mr. Fortuna joined the Adviser in 1986 as a manager
of institutional equity accounts, served as director of quantitative services
from 1987 to 1993 and director of investment operations from 1993 to 1995. From
1995 to 1997 he was involved in global planning and new product development in
addition to his portfolio management responsibilities. Mr. Fortuna is currently
director of the Adviser's quantitative group.

Mr. Eysenbach joined the Adviser in 1991 as a senior quantitative analyst,
served as director of quantitative services from 1993 to 1997 and has been
co-manager of quantitative equity products at the Adviser since 1995. He is
currently managing portfolios full-time. Mr. Eysenbach has more than 10 years
investment management experience, specializing in quantitative research,
analysis and portfolio management.

Calvin S. Young serves as Portfolio Manager for the Fund. Mr. Young joined the
Adviser in 1990 as a quantitative analyst. Since 1995 he has been providing
analytical support for the Adviser's quantitative equity products. Mr. Young has
more than nine years of investment industry experience with a special focus on
small companies.

Scudder Growth and Income Fund. Lead Portfolio Manager, Robert T. Hoffman leads
a team of investment professionals responsible for the management of the Fund
and other portfolios managed in a similar fashion. Mr. Hoffman has had
responsibility for setting the Fund's stock investing strategy and overseeing
the Fund's day-to-day operations since 1991. Mr. Hoffman, who joined the Adviser
in 1990 as a portfolio manager, has 14 years of experience in the investment
industry, including several years of pension fund management experience.

Lori Ensinger, Portfolio Manager joined the portfolio management team in 1993,
and the Fund in 1996. Ms. Ensinger focuses on stock selection and investment
strategy. She has worked as a portfolio manager since 1983, and joined the
Adviser in 1993.

Benjamin W. Thorndike, Portfolio Manager, is the Fund's chief analyst and
strategist for convertible securities. Mr. Thorndike, who has 19 years of
investment experience, joined the Adviser in 1983 as a portfolio manager, and
the Fund in 1986.

Kathleen T. Millard, Portfolio Manager, has been involved in the investment
industry since 1983 and has worked as a portfolio manager since 1986. Ms.
Millard, who joined the portfolio management team and the Adviser in 1991,
focuses on strategy and stock selection.

Scudder Large Company Growth Fund. Lead Portfolio Manager Valerie F. Malter
joined the Adviser in 1995 and is responsible for the Fund's investment strategy
and daily operation. Ms. Malter has 11 years of experience as an analyst
covering a wide range of industries, and four years of portfolio management
experience focusing on the stocks of companies with large-sized market
capitalizations. Portfolio Manager George Fraise joined the Adviser and the Fund
in 1997 and has ten years' industry experience an an international research
analyst. Mr. Fraise is responsible for co-managing the Fund with Ms. Malter.

Scudder International Fund. Irene Cheng, Lead Portfolio Manager, joined the
Adviser in 1993 as a portfolio manager. Ms. Cheng, who has over 14 years of
industry experience, focuses on portfolio management and equity strategy for the
Adviser's international equity accounts. Nicholas Bratt, Portfolio Manager,
directs the Adviser's overall global equity investment strategies. Mr. Bratt
joined the Adviser and the team in 1976. Deborah A. Chaplin, Portfolio Manager,
has focused on stock selection and investment strategy since joining the
portfolio management team in 1998. Ms. Chaplin, who joined the Adviser in 1996
as a portfolio manager, has six years of experience in investment management as
both a securities analyst and equity portfolio manager. Carol L. Franklin,
Portfolio Manager, joined Scudder International Fund's portfolio management team
in 1986. Ms. Franklin, who has over 20 years of experience in finance and
investing, joined the Adviser in 1981. Joan Gregory, Portfolio Manager, focuses
on stock selection, a role she has played since she joined the Adviser in 1992.
Ms. Gregory, who joined the team in 1994, has been involved with investment in
global and international stocks. Sheridan Reilly, Portfolio Manager, joined the
Adviser in 1995 and is a member of the Adviser's Global Equity Group. Mr. Reilly
has over 10 years of industry experience focusing on strategies for global
portfolios, currency hedging and foreign equity markets.

Scudder Global Fund. Lead Portfolio Manager William E. Holzer has had day-to-day
responsibility for Scudder Global Fund's worldwide strategy and investment
themes since its inception in 1986. Mr. Holzer, who has over 20 years'
experience in global investing, joined the Adviser in 1980. Diego Espinosa,
Portfolio Manager, joined the team in 1997 and the Adviser in 1996. Mr. Espinosa
is also responsible for development of the Fund's strategy and management of the
portfolio on a daily basis. Mr. Espinosa has six years of investment industry
experience. Nicholas Bratt, Portfolio Manager, directs the Adviser's overall
global equity investment strategies. Mr. Bratt joined Scudder in 1976 and the
team in 1993.

Scudder Emerging Markets Growth Fund. Joyce E. Cornell, Lead Portfolio Manager,
has responsibility for the Fund's day-to-day management and investment
strategies. Ms. Cornell has been a portfolio manager at the Adviser since

Prospectus
52
<PAGE>

1993, and joined the firm in 1991 after eight years of investment experience as
a research analyst. Elizabeth Allan, Portfolio Manager, helps set the Fund's
general investment strategies. Ms. Allan joined the Adviser in 1987, and has
numerous years of Pacific Basin research and investing experience. Tara C.
Kenney, Portfolio Manager, assists with the Fund's research and investment
strategy by focusing on the Latin American securities in the portfolio. Ms.
Kenney joined the Adviser in 1995 and has ten years of financial industry
experience. Ms. Kenney joined the Adviser in 1995 and has over ten years of
financial industry experience. Ms. Kenney was a vice president of corporate
finance for an investment banking firm for seven years, and most recently, a
portfolio manager for two years.

Elizabeth Allan, Portfolio Manager, helps set the Fund's general investment
strategies. Ms. Allan joined the Adviser in 1987, and has numerous years of
Pacific Basin research and investing experience.

Andre J. DeSimone, Portfolio Manager, assists in investment selection. Mr.
DeSimone joined the Adviser in 1997 after three years as Chief Executive Officer
of a stock brokerage company in Kenya. Mr. DeSimone also has six years of
experience in investment banking.

Scudder Latin America Fund. Lead Portfolio Manager Edmund B. Games, Jr. has set
the Fund's investment strategy and overseen its daily operation since the Fund
was introduced in 1992. Mr. Games joined the Adviser's equity research area in
1960 and has focused on Latin American stocks since 1988. Tara C. Kenney,
Portfolio Manager, assists with the Fund's research and investment strategy
since joining the team in 1996. Ms. Kenney joined the Adviser in 1995 and has
over ten years of financial industry experience. Ms. Kenney was a vice president
of corporate finance for an investment banking firm for seven years, and most
recently, a portfolio manager for two years. Paul Rogers, Portfolio Manager,
also joined the Fund's team in 1996 and is primarily responsible for research on
Latin American corporations. Mr. Rogers joined the Adviser in 1994 and has over
10 years of investment experience.

Scudder Income Fund. Lead Portfolio Manager William M. Hutchinson has been
responsible for the Fund's day-to-day operations and overall investment strategy
since he joined the Adviser in 1986. Mr. Hutchinson has over 20 years of
investment experience. Stephen A. Wohler, Portfolio Manager, joined the team in
1994 and is also responsible for implementing the Fund's strategy. Mr. Wohler
has over 17 years experience managing fixed-income investments and has been with
Scudder since 1979.

Scudder High Yield Bond Fund. Kelly D. Babson, Lead Portfolio Manager, is a
portfolio manager in the Adviser's Global Bond Group, with 17 years' experience
in fixed-income investing including ten years of high yield portfolio management
prior to joining the Adviser. Stephen A. Wohler, Portfolio Manager, is currently
Director of the Adviser's Global Bond Group, overseeing all of fixed-income
investing for the firm. Mr. Wohler has over 17 years of experience managing
fixed-income investments and has been with the Adviser since 1979.

Scudder International Bond Fund. Lead Portfolio Manager Gary P. Johnson assumed
responsibility for the Fund's day-to-day management and investment strategies in
February 1997. Mr. Johnson, who has 16 years of investment industry experience,
joined the Adviser in 1987. Portfolio Manager Adam M. Greshin specializes in
global and international bond investments. Mr. Greshin was involved in the
original design of Scudder International Bond Fund and has been a portfolio
manager of the Fund since its inception in 1988.

Scudder Emerging Markets Income Fund. Lead Portfolio Manager Susan E. Dahl
assumed responsibility for the Fund's investment strategies and day-to-day
management in 1996. Ms. Dahl, who has over seven years of investment experience
in emerging markets, joined the Fund's team in 1994 and has worked at Scudder
since 1987. Ms. Dahl is the market strategist and a senior portfolio manager for
the Adviser's Emerging Markets/High Yield Bond Group. Prior to assuming these
responsibilities, Ms. Dahl headed the Emerging Markets fixed income trading and
managed several Emerging Markets fixed income and balanced portfolios. M. Isabel
Saltzman, Portfolio Manager, assists with the development and execution of
investment strategy. Ms. Saltzman, who joined Scudder in 1990 as a portfolio
manager, has been involved in credit analysis, corporate finance, and foreign
finance and investing since 1979 and contributes special expertise in Latin
America.

Scudder Cash Investment Trust. Lead Portfolio Manager David Wines assumed
responsibility for the Fund's day-to-day management in 1996. Mr. Wines focuses
on overall investment strategy and has over 14 years of experience as a
portfolio manager in the securities business, including 8 years in the mutual
fund business. K. Sue Cote, Portfolio Manager, joined Scudder in 1983 and has 14
years of experience working with short-term fixed-income investments. Debra A.
Hanson, Portfolio Manager, who joined the team in 1995, develops and executes
investment strategy for the Fund. Ms. Hanson joined Scudder in 1983 and has over
14 years' experience trading and managing fixed-income portfolios.

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

Prospectus
53
<PAGE>

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. (The exchange
privilege may not be available for certain Scudder funds or classes thereof. For
more information, please call 1-800-225-5163.) 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 Kemper Investments, Inc., combines the benefits of a
customized portfolio of no-load mutual funds with ongoing portfolio monitoring
and individualized service, for an annual fee of generally 1.25% or less of
assets. In addition, it draws upon the Adviser'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 will receive a detailed statement summarizing account activity, including
dividend and capital gain reinvestment, purchases and redemptions. 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 Investor Centers

As a convenience to shareholders who like to conduct business in person, Scudder
Investor Services, Inc. maintains Investor 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.

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 up to $2,000 per person for anyone with earned income (up
to $2,000 per individual for married couples filing jointly, even if only
one spouse has earned income). Many people can deduct all or part of their
contributions from their taxable income,

Prospectus
54
<PAGE>

and all investment earnings accrue on a tax-deferred basis. The Scudder
No-Fee IRA charges you no annual custodial fee.

o Scudder Roth No-Fee IRAs. Similar to the traditional IRA in many respects,
these retirement plans provide a unique opportunity for qualifying
individuals to accumulate investment earnings tax free. Unlike a
traditional IRA, with a Roth IRA, if you meet the distribution
requirements, you can withdraw your money without paying any taxes on the
earnings. No tax deduction is allowed for contributions to a Roth IRA. The
Scudder Roth 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.

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. The Scudder SEP-IRA charges
you no annual custodial fee.

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, 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 and most 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.

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55
<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
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.

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<PAGE>

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.

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<PAGE>

Investment products and services

The Scudder Family of Funds+++
- --------------------------------------------------------------------------------
Money Market
- ------------
Scudder U.S. Treasury Money Fund
Scudder Cash Investment Trust
Scudder Money Market Series--
Premium Shares*
Managed Shares*
Scudder Government Money Market Series--
Managed Shares*

Tax Free Money Market+
- ----------------------
Scudder Tax Free Money Fund
Scudder Tax Free Money Market Series--
Managed Shares*
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 Zero Coupon 2000 Fund
Scudder GNMA Fund
Scudder Income 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 Dividend & Growth Fund
Scudder Growth and Income Fund
Scudder S&P 500 Index Fund
Scudder Real Estate Investment 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 Equity
- -------------
Worldwide
Scudder Global Fund
Scudder International Value Fund
Scudder International Growth and Income Fund
Scudder International Fund++
Scudder International Growth 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, Inc.

Industry Sector Funds
- ---------------------
Choice Series
Scudder Financial Services Fund
Scudder Health Care Fund
Scudder Technology Fund

Retirement Programs and Education Accounts
- --------------------------------------------------------------------------------
Retirement Programs
- -------------------
Traditional IRA
Roth IRA
SEP-IRA
Keogh Plan
401(k), 403(b) Plans
Scudder Horizon Plan **+++ +++
(a variable annuity)

Education Accounts
- ------------------
Education IRA
UGMA/UTMA

Closed-End Funds#
- --------------------------------------------------------------------------------
The Argentina Fund, Inc.
The Brazil Fund, Inc.
The Korea Fund, Inc.
Montgomery Street Income Securities, Inc.
Scudder Global High Income Fund, Inc.
Scudder New Asia Fund, Inc.
Scudder New Europe Fund, Inc.
Scudder Spain and Portugal 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. Certain Scudder funds or classes thereof may
not be available for purchase or exchange. +A portion of the income from the
tax-free funds may be subject to federal, state, and local taxes. *A class of
shares of the Fund. **Not available in all states. ***Only the Scudder Shares of
the Fund are part of the Scudder Family of Funds. ++Only the International
Shares of the Fund are part of the Scudder Family of Funds. +++ +++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 Kemper Investments, Inc., are traded on the New
York Stock Exchange and, in some cases, on various foreign stock exchanges.

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58
<PAGE>

How to contact Scudder

Account Service and Information:
<S> <C>

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 Investor Center:

Many shareholders enjoy the personal, one-on-one service of the Scudder
Investor Centers. Check for an Investor Center near you--they can be
found in the following cities:

Boca Raton Chicago San Francisco
Boston New York

Scudder Investor Relations and Scudder Investor Centers are services provided
through Scudder Investor Services, Inc., Distributor.
</TABLE>
* Scudder Brokerage Services, Inc., 42 Longwater Drive, Norwell, MA
02061--Member NASD/SIPC.

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59