Supplement to the currently effective Prospectus of each of the listed funds:
Scudder California Tax Free Fund Scudder Small Company Value Fund
Classic Growth Fund (Class S only) Value Fund (Class S only)
Scudder New York Tax Free Fund
The applicable Board of each of the above-mentioned funds (identified in the
table below under the heading "Acquired Fund") recently approved an Agreement
and Plan of Reorganization (the "Plan") between each Fund and the corresponding
Acquiring Fund identified in the chart below. The proposed transaction is part
of Scudder Kemper's initiative to restructure and streamline the management and
operations of the funds it manages.
The Plan applicable to each Fund provides for the transfer of substantially all
of the assets and the assumption of all of the liabilities of the Fund solely in
exchange for voting shares of the corresponding Acquiring Fund. Following the
exchange, the Fund will distribute shares of the corresponding Acquiring Fund to
the Fund's shareholders as part of the Fund's cessation of operations as
provided for in the Plan. (Each transaction contemplated by a Plan is referred
to as a "Reorganization.")
Each Reorganization can be consummated only if, among other things, it is
approved by a majority vote of shareholders of the applicable Fund. A Special
Meeting (the "Meeting") of the shareholders of each Fund will be held on or
about May 24, 2001 and shareholders will be given the opportunity to vote on the
Plan and any other matters affecting the Fund at that time. In connection with
each Meeting, the applicable Fund will deliver to its shareholders: (i) a Proxy
Statement/Prospectus describing in detail the Reorganization and the Board's
considerations in recommending that shareholders approve the Reorganization, and
(ii) a Prospectus for the Acquiring Fund.
If the Plan for a Fund is approved at the Meeting and certain conditions
required by the Plan are satisfied, the Reorganization is expected to become
effective at 9:00 a.m. Eastern standard time on or about the appropriate
Proposed Reorganization Date identified in the chart below. If shareholder
approval of a Plan is delayed due to failure to obtain a quorum or otherwise,
the Reorganization will become effective as soon as practicable after the
receipt of shareholder approval.
In the event the shareholders of a Fund fail to approve the Plan for that Fund,
the Fund will continue to operate and the Fund's Board may resubmit the Plan for
shareholder approval or consider other proposals.
<TABLE>
<CAPTION>
Acquired Fund Acquiring Fund Proposed Reorganization Date
----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Scudder California Tax Free Fund Kemper California Tax-Free Income Fund June 18, 2001
----------------------------------------------------------------------------------------------------------------------------------
Classic Growth Fund Scudder Capital Growth Fund June 25, 2001
----------------------------------------------------------------------------------------------------------------------------------
Scudder New York Tax Free Fund Kemper New York Tax-Free Income Fund June 18, 2001
----------------------------------------------------------------------------------------------------------------------------------
Scudder Small Company Value Fund Kemper Small Cap Value Fund June 25, 2001
----------------------------------------------------------------------------------------------------------------------------------
Value Fund Scudder Large Company Value Fund June 25, 2001
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
November 30, 2000
