SCUDDER INTERNATIONAL FUND INC
497, 2000-07-20
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The prospectus and statement of additional information for Scudder Emerging
Markets Growth Fund and Scudder International Fund filed on January 5, 2000 are
incorporated by reference in their entirety and will be distributed with these
supplements.

The prospectus and statement of additional information for Scudder Greater
Europe Growth Fund, Scudder Latin America Fund, and Scudder Pacific
Opportunities Fund on March 6, 2000 are incorporated by reference in their
entirety and will be distributed with these supplements.


<PAGE>
Barrett International
Shares    Fund #401











Prospectus
July 14, 2000

This prospectus applies to the Barrett International Shares of the Scudder
International Fund.

As with all mutual funds, the Securities and Exchange Commission (SEC) does not
approve or disapprove these shares or determine whether the information in this
prospectus is truthful or complete. It is a criminal offense for anyone to
inform you otherwise.

<PAGE>

Barrett International Shares

How the fund works

   2 Investment Approach

   3 Main Risks to Investors

   4 The Fund's Track Record

   5 How Much Investors Pay

   6 Other Policies and Risks

   7 Who Manages and Oversees the Fund

  10 Financial Highlights

How to invest in the fund

  12 How to Buy and Sell Shares

  13 Policies You Should Know About

  17 Understanding Distributions and Taxes

<PAGE>

How the fund works

On the next few pages, you'll find information about this fund's investment
goal, the main strategies it uses to pursue that goal, and the main risks that
could affect its performance.

You'll also be able to look at the fund's track record and get an idea of the
costs you should expect to pay as a fund shareholder.

Whether you are considering investing in the fund or are already a shareholder,
you'll probably want to look this information over carefully. You may want to
keep it on hand for reference as well.

Scudder Kemper Investments, Inc. serves as investment adviser to the Scudder
International Fund. Barrett Associates, Inc. sponsors the Barrett
International Shares, a class of the International Fund, which are described
herein.

Remember that mutual funds are investments, not bank deposits. They're not
insured or guaranteed by the FDIC or any other organization. Their share prices
could go up and down, so be aware that you could lose money.

<PAGE>

--------------------------------------------------------------------------------
ticker symbol | SIBIX                                      fund number | 401


Barrett International Shares
--------------------------------------------------------------------------------

Investment Approach

The fund seeks long-term growth of capital by investing at least 65% of its
total assets in foreign equities (equities issued by foreign-based companies and
listed on foreign exchanges). Although the fund can invest in companies of any
size and from any country, it invests mainly in common stocks of established
companies in countries with developed economies (other than the United States).

In choosing common stocks, the portfolio managers use a combination of three
analytical disciplines:

Bottom-up research. The managers look for individual companies that have
financial strength, good business prospects, competitive positioning and
earnings growth that is above-average for their market segment, among other
factors.

Top-down analysis. The managers consider the economic outlooks for various
countries and geographical regions, favoring countries that they believe have
sound economic conditions and open markets.

Analysis of global themes. The managers look for significant changes in the
business environment, seeking to identify industries that may benefit from these
changes.

The managers intend to divide the fund's holdings across industries and
geographical areas, although, depending on their outlook, they may increase or
reduce the fund's exposure to a given industry or area.

The fund will normally sell a stock when the managers believe its price is
unlikely to go much higher, its fundamentals have deteriorated, other
investments offer better opportunities or in the course of adjusting its
emphasis on a given country.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

OTHER INVESTMENTS

The fund may invest up to 20% of net assets in foreign debt securities,
including convertible securities.

Although the managers are permitted to use various types of derviatives
(contracts whose value is based on, for example, indices, commodities,
currencies, or securities), the managers don't intend to use them as principal
investments.

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

                                       2
<PAGE>

--------------------------------------------------------------------------------
[ICON]   This fund was designed for investors who want a broadly diversified
         international investment with the emphasis squarely on long-term growth
         of capital.
--------------------------------------------------------------------------------

Main Risks to Investors

There are several risk factors that could hurt the fund's performance, cause you
to lose money, or make the fund perform less well than other investments.

As with most stock funds, the most important factor with this fund is how stock
markets perform -- in this case, foreign markets. When foreign stock prices
fall, you should expect the value of your investment to fall as well. Foreign
stocks also tend to be more volatile than their U.S. counterparts, for reasons
ranging from political and economic uncertainties to a higher risk that
essential information may be incomplete or wrong. While developed foreign
markets may be less risky than emerging markets, increasing globalization can
make any market vulnerable to events elsewhere in the world.

A second major factor is currency exchange rates. When the dollar value of a
foreign currency falls, so does the value of any investments the fund owns that
are denominated in that currency. This is separate from market risk, and may add
to market losses or reduce market gains.

Because a stock represents ownership in its issuer, stock prices can be hurt by
poor management, shrinking product demand and other business risks. These may
affect single companies as well as groups of companies.

Other factors that could affect performance include:

o    the managers could be wrong in their analysis of industries, companies,
     economic trends, geographical areas or other matters

o    derivatives could produce disproportionate losses

o    at times, the fund might find it difficult to value some investments
     accurately or to get a fair price for them

                                       3
<PAGE>

--------------------------------------------------------------------------------
[ICON]    While a fund's past performance isn't necessarily a sign of how it
          will do in the future, it can be valuable for an investor to know. If
          you'd like up-to-date information on the performance of Barrett
          International Shares since inception, call 1-800-854-8525.
--------------------------------------------------------------------------------

The Fund's Track Record

The bar chart shows the total return for the first complete calendar year of
Barrett International Shares. The table shows average annual total returns of
Barrett International Shares and a broad-based market index (which, unlike the
fund, does not have any fees or expenses). The performance of both the Barrett
International Shares and the index varies over time. All figures on this page
assume reinvestment of dividends and distributions.

--------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year
--------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

                                                             58.24




                                                              '99
--------------------------------------------------------------------------------

2000 Total Return as of June 30: -8.84%
Best Quarter: 30.60%, Q4 1999  Worst Quarter: 2.85%, Q1 1999

--------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
--------------------------------------------------------------------------------


                                                1 Year Since         Inception*
--------------------------------------------------------------------------------
Barrett International Shares                       58.24               32.78
--------------------------------------------------------------------------------
Index                                              28.27               17.75**
--------------------------------------------------------------------------------

Index: MSCI EAFE plus Canada Index, an unmanaged capitalization-weighted
measure of stock markets in Europe, Australasia, the Far East and Canada.

*    Inception date for Barrett International Shares is 4/3/1998.

**   Index comparison begins 3/31/1998.

                                       4
<PAGE>

How Much Investors Pay

The fund has no sales charges or other shareholder fees. The fund does have
annual operating expenses, and as a shareholder of Barrett International Shares
you pay them indirectly. This table shows fees for the fund's Barrett
International Shares.

--------------------------------------------------------------------------------
Fee Table
--------------------------------------------------------------------------------

Shareholder Fees (paid directly from your investment)
--------------------------------------------------------------------------------
Sales Charges/Redemption Fees                                      None
--------------------------------------------------------------------------------
Annual Operating Expenses (deducted from fund assets)
--------------------------------------------------------------------------------
Management Fee                                                     0.67%
--------------------------------------------------------------------------------
Distribution (12b-1) Fee                                           None
--------------------------------------------------------------------------------
Other Expenses*                                                    0.38%
                                                                   -------
--------------------------------------------------------------------------------
Total Annual Operating Expenses                                    1.05%
--------------------------------------------------------------------------------

*    Includes a fixed rate administrative fee of 0.375%.

The fees and expenses for Barrett International Shares of the fund are being
restated to reflect the implementation of a new fixed rate administrative fee
and a new investment management fee. These new fees will become effective on or
about August 14, 2000.

--------------------------------------------------------------------------------
Expense Example
--------------------------------------------------------------------------------

Based on the restated costs above, this example is designed to help you compare
the expenses of the fund's Barrett International Shares to those of other funds.
The example assumes the expenses above remain the same and that you invested
$10,000, earned 5% annual returns, reinvested all dividends and distributions
and sold your shares at the end of each period. This is only an example, and
that actual expenses will be different.

                           1 Year         3 Years         5 Years      10 Years
--------------------------------------------------------------------------------
                            $107            $334           $579         $1,283
--------------------------------------------------------------------------------

                                       5
<PAGE>

Other Policies and Risks

While the previous pages describe the main points of the fund's strategy and
risks, there are a few other issues to know about:

o    Although major changes tend to be infrequent, the fund's Board could change
     the fund's investment goal without seeking shareholder approval.

o    As a temporary measure, the fund could shift up to 100% of its assets into
     investments such as U.S. or Canadian securities. This could help prevent
     losses, but would mean that the fund was not pursuing its goal.

o    This fund may trade securities more actively than many funds, which could
     mean higher expenses (thus lowering return) and higher taxable
     distributions.

Keep in mind that there is no assurance that any mutual fund will achieve its
goal.

Euro Conversion

Funds that invest in foreign securities could be affected by accounting
differences, changes in tax treatment or other issues related to the conversion
of certain European currencies into the euro, which is already underway. The
investment adviser is working to address euro-related issues as they occur and
has been notified that other key service providers are taking similar steps.
Still, there's some risk that this problem could materially affect a fund's
operation (including its ability to calculate net asset value and to handle
purchases and redemptions), its investments or securities markets in general.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

FOR MORE INFORMATION

This prospectus doesn't tell you about every policy or risk of investing in the
fund.

If you want more information on the fund's allowable securities and investment
practices and the characteristics and risks of each one, you may want to request
a copy of the SAI (the back cover has information on how to do this).

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

                                       6
<PAGE>

--------------------------------------------------------------------------------
[ICON]    Scudder Kemper, the company with overall responsibility for managing
          the fund, takes a team approach to asset management.
--------------------------------------------------------------------------------

Who Manages and Oversees the Fund

The investment adviser

The fund's investment adviser is Scudder Kemper Investments, Inc., located at
345 Park Avenue, New York, NY 10154-0010. Scudder Kemper has more than 80 years
of experience managing mutual funds, and currently has more than $290 billion in
assets under management. The Barrett International Shares are offered
exclusively by Barrett Associates, Inc., 565 Fifth Avenue, New York, NY 10017.

The fund is managed by a team of investment professionals, who individually
represent different areas of expertise and who together develop investment
strategies and make buy and sell decisions. Supporting the fund managers are
Scudder Kemper's many economists, research analysts, traders, and other
investment specialists, located in offices across the United States and around
the world.

As payment for serving as investment adviser, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.81% of its average daily net assets.

The fund has entered into a new investment management agreement with Scudder
Kemper. This table describes the fee rates for the fund and the effective date
of the agreement.

--------------------------------------------------------------------------------
New Investment Management Fee as of August 14, 2000
--------------------------------------------------------------------------------

Average Daily Net Assets                         Fee Rate
--------------------------------------------------------------------------------
up to $6 billion                                 0.675%
--------------------------------------------------------------------------------
next $1 billion                                  0.625%
--------------------------------------------------------------------------------
over $7 billion                                  0.600%
--------------------------------------------------------------------------------

                                       7
<PAGE>

The portfolio managers

Below are the people who handle the fund's day-to-day management.

Irene T. Cheng                         Nicholas Bratt
Lead Portfolio Manager                   o   Began investment career
                                             in 1974
  o   Began investment career in 1985    o   Joined the adviser in 1976
  o   Joined the adviser in 1993         o   Joined the fund team in  1976
  o   Joined the fund team in 1998

  Carol L. Franklin                    Marc J. Slendebroek

  o   Began investment career in 1975    o   Began investment career in 1989
  o   Joined the adviser in 1981         o   Joined the adviser in 1994
  o   Joined the fund team in 1986       o   Joined the fund team in 1999

                                       8
<PAGE>

The directors

The Board of Directors for the fund is responsible for the general oversight of
the fund's business. A majority of the board's members are not affiliated with
Scudder Kemper. The independent directors have primary responsibility for
assuring that the fund is managed in the best interests of its shareholders.

Linda C. Coughlin                         Joan E. Spero
  o   Managing Director,                    o    President, Doris Duke
      Scudder Kemper                             Charitable Foundation
      Investments, Inc.
  o   President of each fund              Jean Gleason Stromberg
                                            o    Consultant
Henry P. Becton, Jr.
  o   President and General               Jean C. Tempel
      Manager,                              o    Managing Director, First
      WGBH Educational Foundation                Light Capital (Venture capital
                                                 fund)

Dawn-Marie Driscoll                       Steven Zaleznick
  o   Executive Fellow, Center            o      President and Chief
      for Business Ethics, Bentley               Executive Officer, AARP
      College                                    Services, Inc.
  o   President, Driscoll
      Associates (consulting firm)

Edgar Fiedler
  o   Senior Fellow and
      Economic Counsellor, The
      Conference Board, Inc.

Keith R. Fox
  o   Private equity investor
  o   President, Exeter Capital
      Management Corporation

                                       9
<PAGE>

Financial Highlights

This table is designed to help you understand the financial performance of the
Barrett International Shares since inception. The figures in the first part of
the table are for a single share. The total return figures represent the
percentage that an investor in the fund would have earned (or lost), assuming
all dividends and distributions were reinvested. This information has been
audited by PricewaterhouseCoopers LLP, whose report, along with the fund's
financial statements, is included in the annual report (see "Shareholder
reports" on the back cover).

Barrett International Shares

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------
                                                           2000(b)   1999(c) 1999(d)
--------------------------------------------------------------------------------------
<S>                                                      <C>        <C>      <C>
Net asset value, beginning of period                     $54.94     $50.14   $52.40
--------------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------------
  Net investment income (loss) (a)                         (.05)       .25(f)   .52(e)
--------------------------------------------------------------------------------------
  Net realized and unrealized gain (loss) on investment
  transactions                                            17.20       7.20     2.78
                                                         -----------------------------
--------------------------------------------------------------------------------------
  Total from investment operations                        17.15       7.45     3.30
--------------------------------------------------------------------------------------
Less distributions from:
--------------------------------------------------------------------------------------
  Net investment income                                    (.19)        --       --
--------------------------------------------------------------------------------------
  Net realized gains on investment transactions           (2.17)     (2.65)   (5.56)
                                                         -----------------------------
--------------------------------------------------------------------------------------
  Total distributions                                     (2.36)     (2.65)   (5.56)
--------------------------------------------------------------------------------------
Net asset value, end of period                           $69.73     $54.94   $50.14
                                                         -----------------------------
--------------------------------------------------------------------------------------
Total Return (%)                                          31.23**    15.27**   6.60**
--------------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                       31         25       23
--------------------------------------------------------------------------------------
Ratio of expenses (%)                                       .95*      1.03*    1.08*
--------------------------------------------------------------------------------------
Ratio of net investment income (loss) (%)                  (.08)(g)** 1.11*    1.02*
--------------------------------------------------------------------------------------
Portfolio turnover rate (%)                                  91*        82*      80
--------------------------------------------------------------------------------------
</TABLE>

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

(b)  For the six months ended February 29, 2000

(c)  For the five months ended August 31, 1999. On July 7, 1999, the Directors
     changed the fiscal year end of the Fund from March 31 to August 31.

(d)  For the period April 3, 1998 (commencement of sale of Barrett International
     Shares) to March 31, 1999.

(e)  Net investment income per share includes non-recurring dividend income
     amounting to $.09 per share.

(f)  Net investment income per share includes non-recurring dividend income
     amounting to $.02 per share.

(g)  The ratio for the six months ended February 29, 2000 has not been
     annualized since the Fund believes it would not be appropriate because the
     Fund's dividend income is not earned ratably throughout the fiscal year.

*    Annualized

**   Not annualized

                                       10
<PAGE>

How to invest in the fund

The following pages tell you how to invest with us and what to expect as a
shareholder.

<PAGE>

How to Buy and Sell Shares

Barrett Associates sponsors the Barrett International Shares, and will arrange
for purchases and sales on your behalf. Please contact your Barrett
representative by telephone at 212-983-5080 or in person at 565 Fifth Avenue,
New York, NY 10017. Additional information appears below:

Initial investments in Barrett International Shares require a minimum of
$25,000. Additional investments can be made in increments of $1,000 or more.
These minimums may be waived for Directors and Officers of Scudder International
Fund, Inc. and existing shareholders as of April 3, 1998, the date of the
creation of the Barrett International Shares.

Purchases and sales may also be made by wire and by mail. Contact your Barrett
representative for further information.

                                       12
<PAGE>

Policies You Should Know About

Along with the instructions on the previous pages, the policies below may affect
you as a shareholder. Some of this information, such as the section on dividends
and taxes, applies to all investors, including those investing through
investment providers.

If you are investing through an investment provider, check the materials you got
from them. As a general rule, you should follow the information in those
materials wherever it contradicts the information given here. Please note that
an investment provider may charge its own fees.

In either case, keep in mind that the information in this prospectus applies
only to the fund's Barrett International Shares. The fund does have two other
share classes, which are described in separate prospectuses and which have
different fees, requirements, and services.

Policies about transactions

The fund is open for business whenever the New York Stock Exchange is open. The
fund calculates the share price for its Barrett International Shares every
business day, as of the close of regular trading on the Exchange (typically 4
p.m. eastern time, but sometimes earlier, as in the case of scheduled half-day
trading or unscheduled suspensions of trading).

You can place an order to buy or sell shares at any time. Once you instruct
Barrett Associates to place an order for you with Scudder Service Corporation,
and it is determined to be a "good order," it will be processed at the next
share price calculated.

Because orders placed through Barrett Associates must be forwarded to Scudder
Service Corporation before they can be processed, you'll need to allow extra
time. A representative of Barrett Associates should be able to tell you when
your order will be processed.

                                       13
<PAGE>

--------------------------------------------------------------------------------
[ICON]    Questions? You can speak to a Scudder representative between 8 a.m.
          and 8 p.m. eastern time on any fund business day by calling
          1-800-854-8525.
--------------------------------------------------------------------------------

When Barrett Associates, on your behalf, asks us to send or receive a wire,
please note that while we don't charge a fee to send or receive wires, your bank
may charge its own fees for handling wires.

The Expedited Redemption Service is designed for investors who want the proceeds
from shares they sell to be automatically wired to a bank account. If the
proceeds are less than $1,000, we will mail a check to Barrett Associates, on
your behalf, rather than wiring the funds to your bank account.

To use the Expedited Redemption Service, you'll need to set it up in advance.
Also, please note that if you opened your account by wire, you can't use the
Expedited Redemption Service until we have received your written application.

When you want to sell more than $100,000 worth of shares, you'll usually need to
place your order in writing and include a signature guarantee. The only
exception is if you want money wired to a bank account that is already on file
with us; in that case, you don't need a signature guarantee.

A signature guarantee is simply a certification of your signature -- a valuable
safeguard against fraud. You can get a signature guarantee from most brokers and
most banks, savings institutions, and credit unions. Note that you can't get a
signature guarantee from a notary public.

                                       14
<PAGE>

Money from shares you sell is normally sent out within one business day of when
your order is processed (not when it is received), although it could be delayed
for up to seven days. There are also two circumstances when it could be longer:
when you are selling shares you bought recently by check and that check hasn't
cleared yet (maximum delay: 15 days) or when unusual circumstances prompt the
SEC to allow further delays.

How the fund calculates share price

The share price for the fund's Barrett International Shares is the net asset
value per share, or NAV. To calculate NAV, the fund uses the following equation,
taking figures for this share class only:


                        TOTAL ASSETS - TOTAL LIABILITIES
                       ----------------------------------     = NAV
                       TOTAL NUMBER OF SHARES OUTSTANDING


We typically use market prices to value securities. However, when a market price
isn't available, or when we have reason to believe it doesn't represent market
realities, we may use fair value methods approved by the fund's Board of
Directors. In such a case, the fund's value for a security is likely to be
different from quoted market prices.

Because the fund invests in securities that are traded primarily in foreign
markets, the value of its holdings could change at a time when you aren't able
to buy or sell fund shares. This is because some foreign markets are open on
days when the fund doesn't price its shares.

                                       15
<PAGE>

Other rights we reserve

You should be aware that we may do any of the following:

o    withhold 31% of your distributions as federal income tax if we have been
     notified by the IRS that you are subject to backup withholding, or if you
     fail to provide us with a correct taxpayer ID number or certification that
     you are exempt from backup withholding

o    close your account and send you the proceeds if your balance falls below
     $25,000 and, after 30 days' notice, you haven't either increased your
     balance or closed your account; this policy doesn't apply in cases where a
     fall in share price created the low balance, and it may be waived in
     certain cases or for certain investors

o    reject a new account application if you don't provide a correct Social
     Security or other tax ID number; if the account has already been opened, we
     may give you 30 days' notice to provide the correct number

o    pay you for shares you sell by "redeeming in kind," that is, by giving you
     marketable securities (which typically will involve brokerage costs for you
     to liquidate) rather than cash; in most cases, the fund won't make a
     redemption in kind unless your requests over a 90-day period total more
     than $250,000 or 1% of the fund's assets, whichever is less

o    change, add, or withdraw various services, fees, and account policies

                                       16
<PAGE>

Understanding Distributions and Taxes

By law, a mutual fund is required to pass through to its shareholders virtually
all of its net earnings. A fund can earn money in two ways: by receiving
interest, dividends or other income from securities it holds, and by selling
securities for more than it paid for them. (A fund's earnings are separate from
any gains or losses stemming from your own purchase of shares.) A fund may not
always pay a distribution for a given period.

The fund intends to pay dividends and distributions to its shareholders in
November or December, and if necessary may do so at other times as well.

You can choose how to receive your dividends and distributions. You can have
them all automatically reinvested in fund shares or all sent to you by check.
Tell us your preference on your application. If you don't indicate a preference,
your dividends and distributions will all be reinvested.

Buying and selling fund shares will usually have tax consequences for you
(except in an IRA or other tax-advantaged account). Your sales of shares may
result in a capital gain or loss for you; whether long-term or short-term
depends on how long you owned the shares.

                                       17
<PAGE>

--------------------------------------------------------------------------------
[ICON]    Because each shareholder's tax situation is unique, it's always a good
          idea to ask your tax professional or Barrett Associates representative
          about the tax consequences of your investments, including any state
          and local tax consequences.
--------------------------------------------------------------------------------

The tax status of the fund earnings you receive, and your own fund transactions,
generally depends on their type:

Generally taxed at ordinary income rates
--------------------------------------------------------------------------------
o short-term capital gains from selling fund shares
--------------------------------------------------------------------------------
o income dividends you receive from the fund
--------------------------------------------------------------------------------
o short-term capital gains distributions you receive from the fund
--------------------------------------------------------------------------------

Generally taxed at capital gains rates
--------------------------------------------------------------------------------
o long-term capital gains from selling fund shares
--------------------------------------------------------------------------------
o long-term capital gains distributions you receive from the fund
--------------------------------------------------------------------------------

You may be able to claim a tax credit or deduction for your share of any foreign
taxes the fund pays.

The fund will send detailed tax information every January to Barrett Associates,
who will forward it to you. These statements tell you the amount and the tax
category of any dividends or distributions you received. They also have certain
details on your purchases and sales of shares. The tax status of dividends and
distributions is the same whether you reinvest them or not. Dividends or
distributions declared in the last quarter of a given year are taxed in that
year, even though you may not receive the money until the following January.

If you invest right before the fund pays a dividend, you'll be getting some of
your investment back as a taxable dividend. You can avoid this, if you want, by
investing after the fund declares a dividend. In tax-advantaged retirement
accounts you don't need to worry about this.

                                       18
<PAGE>

To Get More Information

Shareholder reports -- These include commentary from the fund's management team
about recent market conditions and the effects of the fund's strategies on its
performance. They also have detailed performance figures, a list of everything
the fund owns, and the fund's financial statements. These reports are mailed by
Barrett Associates automatically to fund shareholders (one copy per household).

Statement of Additional Information (SAI) -- This tells you more about the
fund's features and policies, including additional risk information. The SAI is
incorporated by reference into this document (meaning that it's legally part of
this prospectus).

If you'd like to ask for copies of these documents please contact Barrett
Associates, Scudder or the SEC. If you're a shareholder and have questions,
please contact Barrett Associates or Scudder. Materials you get from Barrett
Associates and Scudder are free; those from the SEC involve a copying fee. If
you like, you can look over these materials in person at the SEC's Public
Reference Room in Washington, DC.

Barrett Associates, Inc.        SEC
565 Fifth Avenue                450 Fifth Street, N.W.
New York, NY 10017              Washington, D.C. 20549-6009
212-983-5080                    1-800-SEC-0330
                                www.sec.gov
Scudder Funds
PO Box 2291
Boston, MA 02107-2291
1-800-854-8525

SEC File Number    811-642

<PAGE>

                                                                         SCUDDER
                                                                 INVESTMENTS(SM)
                                                                          [LOGO]


Scudder International Fund

Supplement to Prospectus Dated January 1, 2000

On or about August 14, 2000, Scudder International Fund (the "fund") will offer
four classes of shares to provide investors with different purchase options. The
four classes are Class S, Class R, Class AARP and Barrett International shares.
The Class R shares are described in this supplement to the prospectus.

Class R shares are available for purchase by participants of certain
employer-sponsored retirement plans. Class R shares currently are available for
purchase through certain financial intermediaries as well as third-party
providers and other entities. Share certificates are not available for Class R
shares.

The following information supplements the following indicated sections of the
prospectus:

The Fund's Track Record

While a fund's past performance isn't necessarily a sign of how it will do in
the future, it can be valuable for an investor to know. The bar chart and table
look at fund performance two different ways: year by year and over time. As
Class R shares do not have a full calendar year of performance, no past
performance information is provided. However, the chart and table below show how
the total returns for the fund's Class S have varied from year to year, which
may give some idea of risk.

<PAGE>


The table shows average annual total returns of the fund's Class S shares and a
broad-based market index (which, unlike the fund, does not have any fees or
expenses). The performance of both the fund and the index varies over time. All
figures on this page assume reinvestment of dividends and distributions. Class S
shares are not offered in this supplement to the prospectus but have
substantially similar returns because each class of shares is invested in the
same portfolio of securities and the annual returns would differ only to the
extent that the classes have different expenses.

--------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year
--------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

            '90       -8.92
            '91       11.78
            '92       -2.64
            '93       36.50
            '94       -2.99
            '95       12.22
            '96       14.55
            '97        7.98
            '98       18.62
            '99       57.89

2000 Total Return as of June 30: -8.92%.
Best Quarter: 30.46% Q4 1999     Worst Quarter: -18.46% Q3 1990

--------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
--------------------------------------------------------------------------------

                          1 Year              5 Years             10 Years
--------------------------------------------------------------------------------
Fund -- Class S*          57.89                21.06             13.06
--------------------------------------------------------------------------------
Index                     28.27                13.44              7.44
--------------------------------------------------------------------------------

Index: MSCI EAFE plus Canada Index, an unmanaged capitalization-weighted measure
of stock markets in Europe, Australasia, the Far East and Canada.

*    On or about August 14, 2000, International shares of the fund will be
     redesignated as Class S shares of the fund.


                                       2
<PAGE>


How Much Investors Pay

The Class R shares of this fund have no sales charges or other shareholder
fees. The fund does have annual operating expenses, and as a shareholder you
pay them indirectly. This table shows fees for the fund's Class R shares.

--------------------------------------------------------------------------------
Fee Table
--------------------------------------------------------------------------------

Shareholder Fees (paid directly from your investment)                  None
--------------------------------------------------------------------------------
Annual Operating Expenses (deducted from fund assets)
--------------------------------------------------------------------------------
Management Fee                                                         0.67%
--------------------------------------------------------------------------------
Service (12b-1) Fee*                                                   0.25%
--------------------------------------------------------------------------------
Other Expenses**                                                       0.38%
                                                                  --------------
--------------------------------------------------------------------------------
Total Annual Operating Expenses                                        1.30%
--------------------------------------------------------------------------------

*    Payment for administrative services.

**   Includes a fixed rate administrative fee of 0.375%. The fees and expenses
     for Class R shares of the fund are being restated to reflect the
     implementation of a new fixed rate administrative fee and a new investment
     management fee rate. These new fees will become effective on or about
     August 14, 2000.

--------------------------------------------------------------------------------
Expense Example
--------------------------------------------------------------------------------
Based on the restated costs above, this example is designed to help you compare
the expenses of the fund's Class R shares to those of other funds. The example
assumes the expenses above remain the same and that you invested $10,000, earned
5% annual returns, reinvested all dividends and distributions and sold your
shares at the end of each period. This is only an example; your actual expenses
will be different.

       1 Year             3 Years            5 Years             10 Years
--------------------------------------------------------------------------------
        $132                $412               $713               $1,568
--------------------------------------------------------------------------------

Management Fee

On or about August 14, 2000, Scudder International Fund will implement a new
investment management agreement which has the following fee rates set forth
below:

Average daily net assets                                Fee Rate
--------------------------------------------------------------------------------
up to $6 billion                                         0.675%
--------------------------------------------------------------------------------
next $1 billion                                          0.625%
--------------------------------------------------------------------------------
over $7 billion                                          0.600%
--------------------------------------------------------------------------------


                                       3
<PAGE>


Financial highlights
Scudder International Fund -- Class R Shares

--------------------------------------------------------------------------------
                                                          2000(b)    1999(c)
--------------------------------------------------------------------------------
Net asset value, beginning of period                      $54.78     $53.33
                                                          ---------------------
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment income (loss) (a)                          (.24)      (.02)
--------------------------------------------------------------------------------
  Net realized and unrealized gain (loss) on investment
  transactions                                             17.06       1.47
                                                          ---------------------
--------------------------------------------------------------------------------
  Total from investment operations                         16.82       1.45
--------------------------------------------------------------------------------
Less distributions from:
--------------------------------------------------------------------------------
  Net realized gains on investment transactions            (2.17)        --
--------------------------------------------------------------------------------
Net asset value, end of period                            $69.43     $54.78
                                                          ---------------------
--------------------------------------------------------------------------------
Total Return (%)                                           30.71**     2.72**
--------------------------------------------------------------------------------
Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end of period ($ millions)                        22        2.8
--------------------------------------------------------------------------------
Ratio of expenses (%)                                       1.46*      1.63*
--------------------------------------------------------------------------------
Ratio of net investment income (loss) (%)                   (.39)(d)** (.09)**
--------------------------------------------------------------------------------
Portfolio turnover rate (%)                                   91*        82*
--------------------------------------------------------------------------------

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

(b)  For the six months ended February 29, 2000.

(c)  For the period August 2, 1999 (commencement of Class R shares) to August
     31, 1999.

(d)  The ratio for the six months ended February 29, 2000 has not been
     annualized since the Fund believes it would not be appropriate because the
     Fund's dividend income is not earned ratably throughout the fiscal year.

*    Annualized

**   Not annualized


                                       4
<PAGE>


Distributions

Dividends and other distributions in the aggregate amount of $10 or less are
automatically reinvested in Class R shares of the fund unless you request that
such policy not be applied to your account.

Purchases

To open an account

Class R shares are available only through employer-sponsored retirement plans.
Please consult your plan administrator or plan representative for more
information on how to purchase shares.


To buy additional shares

Please consult your plan administrator or plan representative for more
information on how to purchase shares.

Exchanges and redemptions

To exchange shares

Shareholders of Class R shares may exchange their Class R shares only for shares
of funds authorized for exchange by the applicable plan. Please consult your
plan administrator or plan representative for more information concerning
exchanges of shares.

To sell shares

Please consult your plan administrator or plan representative for more
information on how to sell your shares.

July 14, 2000

<PAGE>
                                                                     SCUDDER
                                                                 INVESTMENTS(SM)
                                                                      [LOGO]


Scudder International Fund
Scudder Global Fund
Scudder Emerging Markets Growth Fund

Supplement to Prospectus Dated January 1, 2000

On or about August 14, 2000 for Scudder International Fund, September 11, 2000
for Scudder Global Fund and October 2, 2000 for Scudder Emerging Markets Growth
Fund, each fund will offer two classes of shares to provide investors with
different purchase options. The two classes are Class S and Class AARP. Scudder
International Fund offers two additional classes: Class R shares and Barrett
shares. Each class has its own important features and policies. In addition, as
of the dates noted above, all existing shares of Scudder Global Fund and Scudder
Emerging Markets Growth Fund and all International shares of Scudder
International Fund will be redesignated as Class S shares of each fund. Shares
of Class AARP will be especially designed for members of AARP.

For your convenience, this supplement has been divided into two parts. Part I
provides information relating to important changes to each fund generally. Part
II provides information relating specifically to Class AARP. As always, you
should refer to the prospectus for general information about each fund,
including its investment approaches, risks, and portfolio managers, and for
additional information relating to Class S, such as its purchase, redemption and
exchange procedures.

PART I -- General Information about the Funds

Effective on or about September 11, 2000, Scudder Global Fund seeks long-term
growth while actively seeking to reduce downside risk as compared with other
global growth funds. The managers use analytical tools to actively monitor the
risk profile of the portfolio as compared to comparable funds and appropriate
benchmarks and peer groups. The managers use several strategies in seeking to
reduce downside risk, including: (i) diversifying broadly among companies,
industries, countries and regions; (ii) focusing on high quality companies with
reasonable valuations; and (iii) generally focusing on countries with developed
economies. The portfolio managers' attempts to manage downside risk may also
reduce performance in a strong market. In addition, Scudder Global Fund will
also not invest in securities issued by tobacco-producing companies.



<PAGE>

On July 13, 2000, shareholders of each fund elected the following people to each
fund's Board:  Henry P. Becton,  Jr.,  Linda C. Coughlin,  Dawn-Marie  Driscoll,
Edgar R. Fiedler,  Keith R. Fox, Joan E. Spero, Jean Gleason Stromberg,  Jean C.
Tempel and Steven Zaleznick.

The Funds' Track Records

While a fund's past performance isn't necessarily a sign of how it will do in
the future, it can be valuable for an investor to know. The bar chart and table
look at fund performance two different ways: year by year and over time.

The bar chart shows how returns of the fund's Class S shares have varied from
year to year, which may give some idea of risk. The table shows average annual
total returns of the fund's Class S shares and a broad-based market index
(which, unlike the fund, does not have any fees or expenses). The performance of
both the fund and the index varies over time. All figures on this page assume
reinvestment of dividends and distributions.


Scudder International Fund

--------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year
--------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

 '90       -8.92
 '91       11.78
 '92       -2.64
 '93       36.50
 '94       -2.99
 '95       12.22
 '96       14.55
 '97        7.98
 '98       18.62
 '99       57.89

2000 Total Return as of June 30: -8.92%
Best Quarter: 30.46% Q4 1999     Worst Quarter: -18.46% Q3 1990


--------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
--------------------------------------------------------------------------------


                         1 Year              5 Years              10 Years
--------------------------------------------------------------------------------
Fund -- Class S*          57.89               21.06                 13.06
--------------------------------------------------------------------------------
Index                     28.27               13.44                  7.44
--------------------------------------------------------------------------------


Index: MSCI EAFE plus Canada Index, an unmanaged capitalization-weighted measure
of stock markets in Europe, Australasia, the Far East and Canada.

*        On or about August 14, 2000,  International  shares of the fund will be
         redesignated  Class S shares of the fund. In addition,  performance for
         Class  AARP is not  provided  because  this  class does not have a full
         calendar year of performance.


                                       2
<PAGE>

Scudder Global Fund

--------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year
--------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

 '90           -6.40
 '91           17.07
 '92            4.54
 '93           31.10
 '94           -4.20
 '95           20.53
 '96           13.65
 '97           17.24
 '98           12.59
 '99           23.47

2000 Total Return as of June 30: -1.57%
Best Quarter: 15.20% Q4 1999     Worst Quarter: -13.99% Q3 1990


--------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
--------------------------------------------------------------------------------

                         1 Year              5 Years              10 Years
--------------------------------------------------------------------------------
Fund -- Class S*          23.47               17.42                12.38
--------------------------------------------------------------------------------
Index                     25.34               20.25                11.96
--------------------------------------------------------------------------------


Index: MSCI World Index, an unmanaged capitalization-weighted measure of global
stock markets including the U.S., Canada, Europe, Australasia and the Far East.

*        Performance for Class AARP is not provided  because this class does not
         have a full calendar year of performance.


                                       3
<PAGE>

Scudder Emerging Markets Growth Fund

--------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year
--------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

 '90            0
 '91            0
 '92            0
 '93            0
 '94            0
 '95            0
 '96            0
 '97            3.56
 '98          -24.42
 '99           38.06

2000 Total Return as of June 30: -6.96%
Best Quarter: 29.03% Q4 1999      Worst Quarter: -21.17% Q3 1998


--------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
--------------------------------------------------------------------------------

                                          1 Year             Since Inception
--------------------------------------------------------------------------------
Fund -- Class S***                         38.06                  6.19*
--------------------------------------------------------------------------------
Index                                      67.11                 2.59**
--------------------------------------------------------------------------------

Index: IFC Emerging Markets Investable Index, an unmanaged
capitalization-weighted  measure of stock markets in emerging  market  countries
worldwide.

*        Fund inception: 5/8/1996

**       Index comparison begins 5/31/1996

***      Performance for Class AARP is not provided  because this class does not
         have a full calendar year of performance.

In both the chart and the table, total returns from date of inception through
1999 would have been lower if operating expenses hadn't been reduced.


                                       4
<PAGE>

Effective on or about August 14, 2000 for Scudder International Fund, September
11, 2000 for Scudder Global Fund and October 2, 2000 for Scudder Emerging
Markets Growth Fund, the following information replaces the corresponding
section entitled "How Much Investors Pay" in the funds' current prospectus.

How Much Investors Pay

Each fund has no sales charge or other shareholder fees other than a short-term
redemption/exchange fee in the case of Scudder Emerging Markets Growth Fund.
Each fund does have annual operating expenses, and as a shareholder of either
Class AARP or Class S shares you pay them indirectly.

--------------------------------------------------------------------------------
Fee Table
--------------------------------------------------------------------------------

                                        Scudder     Scudder     Scudder Emerging
                                     International   Global      Markets Growth
                                          Fund        Fund           Fund
--------------------------------------------------------------------------------
Shareholder Fees
(paid directly from your investment)      None        None           None
--------------------------------------------------------------------------------
Redemption/Exchange Fee,
on shares owned less than a year
(as a % of annual redeemed)               None        None          2.00%
--------------------------------------------------------------------------------
Annual Operating Expenses (deducted from fund assets)
--------------------------------------------------------------------------------
Management Fee                           0.67%       0.94%          1.25%
--------------------------------------------------------------------------------
Distribution (12b-1) Fee                  None        None           None
--------------------------------------------------------------------------------
Other Expenses*                          0.38%       0.38%          0.66%
                                      ------------------------------------------
--------------------------------------------------------------------------------
Total Annual Operating Expenses          1.05%       1.32%          1.91%
--------------------------------------------------------------------------------

*        Includes a fixed rate  administrative  fee of 0.375%,  0.375% and 0.65%
         for  Scudder  International  Fund,  Scudder  Global  Fund  and  Scudder
         Emerging Markets Growth Fund, respectively.

The fees and expenses for Class S of each fund are being restated to reflect the
implementation of a new fixed rate administrative fee and, with respect to
Scudder International Fund only, a new investment management fee.



                                       5
<PAGE>

--------------------------------------------------------------------------------
Expense Example
--------------------------------------------------------------------------------

Based on the costs above, this example is designed to help you compare each
fund's expenses to those of other mutual funds. The example assumes the expenses
above remain the same and that you invested $10,000, earned 5% annual returns,
reinvested all dividends and distributions and sold your shares at the end of
each period. This is only an example; your actual expenses will be different.

                               1 Year      3 Years       5 Years      10 Years
--------------------------------------------------------------------------------
Scudder International Fund      $107         $334         $579         $1,283
--------------------------------------------------------------------------------
Scudder Global Fund             $134         $418         $723         $1,590
--------------------------------------------------------------------------------
Scudder Emerging Markets
Growth Fund                     $194         $600       $1,032         $2,233
--------------------------------------------------------------------------------

Management Fee

On or about August 14, 2000, Scudder International Fund will implement a new
investment management agreement which has the following fee rates set forth
below:

Average daily net assets                                 Fee Rate
--------------------------------------------------------------------------------
up to $6 billion                                          0.675%
--------------------------------------------------------------------------------
next $1 billion                                           0.625%
--------------------------------------------------------------------------------
over $7 billion                                           0.600%
--------------------------------------------------------------------------------


                                       6
<PAGE>

Financial Highlights

Scudder International Fund -- Class S

--------------------------------------------------------------------------------
                      2000(b)   1999(c)  1999(d) 1998(d) 1997(d) 1996(d) 1995(d)
--------------------------------------------------------------------------------
Net asset value,
beginning of period  $54.82    $50.07   $52.06   $48.07  $45.71  $39.72  $42.96
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment
  income (loss) (a)    (.11)     .20(f)    .47(e)   .43     .30     .38     .21
--------------------------------------------------------------------------------
  Net realized and
  unrealized gain
  (loss) on
  investment
  transactions        17.12      7.20     3.10     9.16    4.53    7.19   (1.03)
                     -----------------------------------------------------------
--------------------------------------------------------------------------------
  Total from          17.01      7.40     3.57     9.59    4.83    7.57    (.82)
  investment
  operations
--------------------------------------------------------------------------------
Less distributions from:
--------------------------------------------------------------------------------
  Net investment
  income               (.13)       --       --     (.25)  (1.28)   (.40)     --
--------------------------------------------------------------------------------
  Net realized gains
  on investment
  transactions        (2.17)    (2.65)   (5.56)   (5.35)  (1.19)  (1.18)  (2.42)
                     -----------------------------------------------------------
--------------------------------------------------------------------------------
  Total distributions (2.30)    (2.65)   (5.56)   (5.60)  (2.47)  (1.58)  (2.42)
--------------------------------------------------------------------------------
Net asset value, end
of period            $69.53    $54.82   $50.07   $52.06  $48.07  $45.71  $39.72
                     -----------------------------------------------------------
--------------------------------------------------------------------------------
Total Return (%)      31.06**   15.19**   7.18    21.57   10.74   19.2 5  (2.02)
--------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end of
period ($ millions)   5,265     3,610    3,090    2,885   2,583   2,515   2,192
--------------------------------------------------------------------------------
Ratio of expenses (%)  1.12*     1.21*    1.17     1.18    1.15    1.14    1.19
--------------------------------------------------------------------------------
Ratio of net
investment income
(loss) (%)             (.17)(g)** .93*     .92      .83     .64     .86     .48
--------------------------------------------------------------------------------
Portfolio turnover
rate (%)                91*       82*       80       56      36      45      46
--------------------------------------------------------------------------------

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

(b)      For the six months ended February 29, 2000.

(c)      For the five  months  ended  August  31,  1999.  On July 7,  1999,  the
         Directors  changed  the  fiscal  year end of the Fund from  March 31 to
         August 31.

(d)      Years ended March 31.

(e)      Net investment income per share includes  non-recurring dividend income
         amounting to $.09 per share.

(f)      Net investment income per share includes  non-recurring dividend income
         amounting to $.02 per share.

(g)      The ratio  for the six  months  ended  February  29,  2000 has not been
         annualized since the Fund believes it would not be appropriate  because
         the Fund's dividend income is not earned ratably  throughout the fiscal
         year.

*        Annualized

**       Not annualized



                                       7
<PAGE>


Scudder Global Fund -- Class S

--------------------------------------------------------------------------------
                   2000(b)  1999(c)   1999(d)  1998(d)   1997(d) 1996(d) 1995(d)
--------------------------------------------------------------------------------
Net asset value,
beginning of
period            $31.25   $31.30    $32.41   $33.67    $28.73   $25.64  $23.93
                  --------------------------------------------------------------
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment
  income (loss)     .07(a)    .02(a)    .23(a)  .38(a)     .17(a)   .24     .25
--------------------------------------------------------------------------------
  Net realized
  and unrealized
  gain (loss) on
  investment
  transactions      3.15     (.07)     1.82     3.82      6.58     3.94    1.91
                  --------------------------------------------------------------
--------------------------------------------------------------------------------
  Total from
  investment
  operations        3.22     (.05)     2.05     4.20      6.75     4.18    2.16
--------------------------------------------------------------------------------
Less distributions from:
--------------------------------------------------------------------------------
  Net investment
  income            (.20)      --      (.55)    (.88)     (.28)    (.25)   (.11)
--------------------------------------------------------------------------------
  Net realized
  gains on
  investment
  transactions     (3.91)      --     (2.61)   (4.58)    (1.53)    (.84)   (.34)
                  --------------------------------------------------------------
--------------------------------------------------------------------------------
  Total
  distributions    (4.11)      --     (3.16)   (5.46)    (1.81)   (1.09)   (.45)
--------------------------------------------------------------------------------
Net asset value,
end of period     $30.36   $31.25    $31.30   $32.41    $33.67   $28.73  $25.64
                  --------------------------------------------------------------
--------------------------------------------------------------------------------
Total Return (%)   10.20**   (.16)**   7.18    14.93     24.91    16.65    9.11
--------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end
of period
($ millions)       1,591    1,553     1,610    1,766     1,604    1,368   1,168
--------------------------------------------------------------------------------
Ratio of expenses
(%)                 1.37*    1.36*     1.35     1.34      1.37     1.34    1.38
--------------------------------------------------------------------------------
Ratio of net
investment income
(loss) (%)           .43*     .44*      .79     1.19       .59      .84    1.03
--------------------------------------------------------------------------------
Portfolio
turnover rate (%)     82*      29*       70       51        41       29      44
--------------------------------------------------------------------------------

(a)      Per share amounts have been calculated using average shares outstanding

(b)      For the six months ended February 29, 2000 (Unaudited).

(c)      For the two  months  ended  August 31,  1999.  On June 7, 1999 the Fund
         changed its fiscal year end from June 30 to August 31.

(d)      Years ended June 30.

*        Annualized

**       Not annualized


                                       8
<PAGE>





Scudder Emerging Markets Growth Fund-- Class S

--------------------------------------------------------------------------------
Years Ended October 31,             2000(b)    1999    1998     1997    1996(c)
--------------------------------------------------------------------------------
Net asset value, beginning of
period                             $11.75    $10.36  $14.56   $12.85   $12.00
                                   ---------------------------------------------
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment income (loss)(a)    (.08)     (.04)    .06      .02     (.02)
--------------------------------------------------------------------------------
  Net realized and unrealized gain
  (loss) on investment transactions  1.83      1.46   (4.23)    1.67      .86
                                   ---------------------------------------------
--------------------------------------------------------------------------------
  Total from investment operations   1.75      1.42   (4.17)    1.69      .84
--------------------------------------------------------------------------------
  Less distributions from:
--------------------------------------------------------------------------------
  Net investment income                --      (.04)   (.06)    (.03)      --
--------------------------------------------------------------------------------
  Redemptions fees                    .01       .01     .03      .05      .01
--------------------------------------------------------------------------------
Net asset value, end of period     $13.51    $11.75  $10.36   $14.56   $12.85
                                   ---------------------------------------------
--------------------------------------------------------------------------------
Total Return (%) (d)(e)             14.88**   13.89  (28.54)   13.51     7.08**
--------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end of period
($ millions)                          105       103     125      220       76
--------------------------------------------------------------------------------
Ratio of expenses before expense
reductions (%)                       2.77(f)*  2.77    2.31     2.33     3.79*
--------------------------------------------------------------------------------
Ratio of expenses after expense
reductions (%)                       2.34(f)*  2.25    2.16     2.00     2.00*
--------------------------------------------------------------------------------
Ratio of net investment income
(loss) (%)                          (1.04)*    (.36)    .48      .11     (.32)*
--------------------------------------------------------------------------------
Portfolio turnover rate (%)            49*       64      45       62       20
--------------------------------------------------------------------------------

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

(b)      For the six months ended April 30, 2000.

(c)      For the period May 8, 1996  (commencement of operations) to October 31,
         1996.

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

(e)      Shareholders redeeming shares held less than one year will have a lower
         total return due to the effect of the 2% redemption fee.

(f)      The ratios of operating expenses excluding costs incurred in connection
         with the reorganization  before and after expense reductions were 2.66%
         and 2.25%, respectively.

*        Annualized

**       Not annualized



How The Funds Calculate Share Price

For each share class of each fund, the share price is the net asset value per
share, or NAV. To calculate NAV, each share class of each fund uses the
following equation:

                   TOTAL ASSETS - TOTAL LIABILITIES
                --------------------------------------   = NAV
                  TOTAL NUMBER OF SHARES OUTSTANDING



                                       9
<PAGE>


Other Rights We Reserve

You should be aware that we may, for Class AARP and Class S shareholders, close
your account and send you the proceeds if your balance falls below $1,000; for
Class S shareholders, charge you $10 a year if your account balance falls below
$2,500; in either case, we will give you 60 days' notice so you can either
increase your balance or close your account (these policies don't apply to
retirement accounts, to investors with $100,000 or more in Scudder fund shares
or in any case where a fall in share price created the low balance).

PART II -- Specific Information about Class AARP

The remainder of this supplement provides specific information regarding the
important features and policies of Class AARP of each fund. Please remember to
review the fund's prospectus for additional information about each fund.

Class AARP

Class AARP of Scudder International Fund, Scudder Global Fund and Scudder
Emerging Markets Growth Fund will be offered beginning on or about August 14,
2000, September 11, 2000 and October 2, 2000, respectively. In addition, Class
AARP of each other fund in the Scudder Family of Funds is expected to be
available no later than October 2, 2000.

Scudder Kemper has agreed to pay a fee to AARP and/or its affiliates in return
for advice and other services relating to investments by AARP members in AARP
Class shares of each fund. This fee is calculated on a daily basis as a
percentage of the combined net assets of the AARP Classes of all funds managed
by Scudder Kemper. The fee rates, which decrease as the aggregate net assets of
the AARP Classes become larger, are as follows: 0.07% for the first $6 billion
in net assets, 0.06% for the next $10 billion and 0.05% thereafter.

Past Performance

As Class AARP does not have a full calendar year of performance, no past
performance information is provided. However, the bar chart and table in the
funds' prospectus show how the total returns for the funds' Class S have varied
from year to year, and over time. Shares of the funds' Class AARP would have
substantially similar returns to Class S because the shares represent an
interest in the same portfolio of securities and the annual returns would differ
only to the extent that the classes have different expenses.


                                       10
<PAGE>

How to Buy, Sell or Exchange Class AARP Shares

Buying Shares Use these instructions to invest directly. Make out your check to
"The AARP Investment Program."

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Class AARP                        First investment                       Additional investments
--------------------------------------------------------------------------------------------------------------------
<S>                              <C>                                    <C>
                                 $1,000 or more for regular accounts    $50 or more if you use an Automatic
                                                                        Investment Plan
                                 $500 or more for IRAs
--------------------------------------------------------------------------------------------------------------------
By mail                          o  For enrollment forms, call          Send a personalized investment slip or
                                    1-800-253-2277                      short note that includes:

                                 o  Fill out and sign an enrollment     o  fund name
                                    form
                                                                        o  account number
                                 o  Send it to us at the appropriate
                                    address, along with an investment   o  check payable to "The AARP
                                    check                                  Investment Program"
--------------------------------------------------------------------------------------------------------------------
By wire                          o  Call 1-800-253-2277 for             o  Call 1-800-253-2277 for instructions
                                    instructions
--------------------------------------------------------------------------------------------------------------------
By phone                         --                                     o  Call 1-800-253-2277 for instructions
--------------------------------------------------------------------------------------------------------------------
With an automatic investment     o  Fill in the information required    o  To set up regular investments from a
plan                                on your enrollment form and include    bank checking account, call
                                    a voided check                         1-800-253-2277
--------------------------------------------------------------------------------------------------------------------
Payroll Deduction or Direct      o  Select either of these options on   o  Once you specify a dollar amount
Deposit                             your enrollment form and submit it.    (minimum $50), investments are
                                    You will receive further               automatic.
                                    instructions by mail.
--------------------------------------------------------------------------------------------------------------------
Using QuickBuy                   --                                     o  Call 1-800-253-2277
--------------------------------------------------------------------------------------------------------------------
On the Internet                  o  Go to "Services and Forms -- How    o  Call 1-800-253-2277 to ensure you
                                    to Open an Account" at                 have electronic services
                                    aarp.scudder.com
                                                                        o  Register at aarp.scudder.com
                                 o  Print out a prospectus and an
                                    enrollment form                     o  Follow the instructions for buying
                                                                           shares with money from your bank
                                 o  Complete and return the                account
                                    enrollment form with your check
--------------------------------------------------------------------------------------------------------------------
</TABLE>

--------------------------------------------------------------------------------
[ICON]               Regular mail:
                     The AARP Investment Program, PO Box 2540, Boston, MA
                     02208-2540
                     Express, registered or certified mail:
                     The AARP Investment Program, 66 Brooks Drive, Braintree,
                     MA 02184-3839
                     Fax number: 1-800-821-6234 (for exchanging and selling
                     only)
--------------------------------------------------------------------------------



                                       11
<PAGE>

Exchanging or Selling Shares  Use these instructions to exchange or sell
shares in an account opened directly with Scudder.


<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Class AARP                    Exchanging into another fund                 Selling shares
--------------------------------------------------------------------------------------------------------------------
<S>                          <C>                                          <C>
                             $1,000 or more to open a new account         Some transactions, including most for over
                             ($500 for IRAs)                              $100,000, can only be ordered in writing;
                                                                          if you're in doubt, see page 25 of the
                                                                          prospectus
--------------------------------------------------------------------------------------------------------------------
By phone                     o  Call 1-800-253-2277 for instructions      o  Call 1-800-253-2277 for instructions
--------------------------------------------------------------------------------------------------------------------
Using Easy-Access Line       o  Call 1-800- 631-4636 and follow the       o  Call 1-800-631-4636 and follow the
                                instructions                                 instructions
--------------------------------------------------------------------------------------------------------------------
By mail or fax (see          Your instructions should include:            Your instructions should include:
previous page)
                             o  your account number                       o  your account number

                             o  names of the funds, class and number of   o  name of the fund, class and number of
                                shares or dollar amount you want to          shares or dollar amount you want to redeem
                                exchange
--------------------------------------------------------------------------------------------------------------------
With an automatic            --                                           o  To set up regular cash payments from an
withdrawal plan                                                              account, call 1-800-253-2277
--------------------------------------------------------------------------------------------------------------------
Using QuickSell              --                                           o  Call 1-800-253-2277
--------------------------------------------------------------------------------------------------------------------
On the Internet              o  Register at aarp.scudder.com              --

                             o  Follow the instructions for making
                                on-line exchanges
--------------------------------------------------------------------------------------------------------------------
</TABLE>

--------------------------------------------------------------------------------
Services For AARP Class Investors
--------------------------------------------------------------------------------
To reach us:      o  Web site aarp.scudder.com

                  o  Program representatives 1-800-253-2277, M-F, 8 a.m. - 8
                     p.m. EST

                  o  Confidential fax line 1-800-821-6234, always open

                  o  TDD line 1-800-634-9454, M-F, 9 a.m. - 5 p.m. EST

Services for      o  AARP Lump Sum Service For planning and setting up a lump
participants:        sum distribution.

                  o  AARP Legacy Service For organizing financial documents and
                     planning the orderly transfer of assets to heirs.

                  o  AARP Goal Setting and Asset Allocation Service For
                     allocating assets and measuring investment progress.

                  o  For more information, please call 1-800-253-2277.
--------------------------------------------------------------------------------

July 14, 2000

<PAGE>

                                                                SCUDDER
                                                                INVESTMENTS (SM)
                                                                [LOGO]

Scudder Pacific Opportunities Fund
Scudder Latin America Fund
Scudder Greater Europe Growth Fund

Supplement to Prospectus Dated March 1, 2000

On or about October 2, 2000 each fund will offer two classes of shares to
provide investors with different purchase options. The two classes are Class S
and Class AARP. Each class has its own important features and policies. In
addition, as of October 2, 2000, all existing shares of each fund will be
redesignated as Class S shares of that fund. Shares of Class AARP will be
especially designed for members of AARP.

For your convenience, this supplement has been divided into two parts. Part I
provides information relating to important changes to each fund generally. Part
II provides information relating specifically to Class AARP. As always, you
should refer to the prospectus for general information about each fund,
including its investment approaches, risks, and portfolio managers, and for
additional information relating to Class S, such as its historical performance
and its purchase, redemption and exchange procedures.

PART I -- General Information about the Funds

On July 13, 2000, shareholders of each fund elected the following people to
each fund's Board: Henry P. Becton, Jr., Linda C. Coughlin,
Dawn-Marie Driscoll, Edgar R. Fiedler, Keith Fox, Joan E. Spero, Jean Gleason
Stromberg, Jean C. Tempel and Steven Zaleznick.

The Funds' Track Records

Scudder Pacific Opportunities Fund -- Class S shares' year-to-date total return
as of June 30, 2000 was -10.35%.

Scudder Latin America Fund -- Class S shares' year-to-date total return as of
June 30, 2000 was -4.53%.

Scudder Greater Europe Growth Fund -- Class S shares' year-to-date total return
as of June 30, 2000 was -3.80%.

<PAGE>

How Much Investors Pay

Each fund has no sales charge or other shareholder fees, other than a short-term
redemption/exchange fee for Scudder Pacific Opportunities Fund. Each fund does
have annual operating expenses, and as a shareholder of either Class AARP or
Class S shares you pay them indirectly.

--------------------------------------------------------------------------------
Fee Table
--------------------------------------------------------------------------------

                                       Scudder
                                       Pacific        Scudder        Scudder
                                    Opportunities      Latin     Greater Europe
                                        Fund       America Fund    Growth Fund
--------------------------------------------------------------------------------
Shareholder Fees
(paid directly from your
investment)                             None           None           None
--------------------------------------------------------------------------------
Redemption/Exchange Fee, on
shares owned less than a year
(as % of amount redeemed)               2.00%          None           None
--------------------------------------------------------------------------------

Annual Operating Expenses (deducted from fund assets)
--------------------------------------------------------------------------------
Management Fee                          1.10%          1.25%          0.97%
--------------------------------------------------------------------------------
Distribution (12b-1) Fee                None           None           None
--------------------------------------------------------------------------------
Other Expenses*                         0.65%          0.65%          0.38%
                                   ---------------------------------------------
--------------------------------------------------------------------------------
Total Annual Operating Expenses         1.75%          1.90%          1.35%
--------------------------------------------------------------------------------

*    Includes a fixed rate administrative fee of 0.65% for Scudder Pacific
     Opportunities Fund and Scudder Latin America Fund, and 0.375% for Scudder
     Greater Europe Growth Fund.

The fees and expenses for Class S of each fund are being restated to reflect the
implementation of a new fixed rate administrative fee. For each fund, this new
fee will become effective on or about October 2, 2000.


--------------------------------------------------------------------------------
Expense Example
--------------------------------------------------------------------------------

Based on the costs above, this example is designed to help you compare each
fund's expenses to those of other mutual funds. The example assumes the expenses
above remain the same and that you invested $10,000, earned 5% annual returns,
reinvested all dividends and distributions and sold your shares at the end of
each period. This is only an example; your actual expenses will be different.

                                        1 Year    3 Years   5 Years    10 Years
--------------------------------------------------------------------------------
Scudder Pacific Opportunities Fund       $178      $551       $949      $2,062
--------------------------------------------------------------------------------
Scudder Latin America Fund               $193      $597     $1,026      $2,222
--------------------------------------------------------------------------------
Scudder Greater Europe Growth Fund       $137      $428       $739      $1,624
--------------------------------------------------------------------------------

                                       2
<PAGE>

Financial Highlights

Scudder Pacific Opportunities Fund -- Class S

--------------------------------------------------------------------------------
Years ended October 31,   2000(a)(b)  1999(b)  1998(b)  1997(b) 1996(b)   1995
--------------------------------------------------------------------------------
Net asset value,          $11.76     $ 8.38   $11.38   $15.93   $15.59  $17.57
beginning of period
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment income
  (loss)                    (.11)      (.06)     .05     (.04)     .02     .10
--------------------------------------------------------------------------------
  Net realized and
  unrealized gain (loss)
  on investment
  transactions              2.17       3.41    (2.75)   (4.50)     .42   (1.98)
                          ------------------------------------------------------
--------------------------------------------------------------------------------
  Total from investment
  operations                2.06       3.35    (2.70)   (4.54)     .44   (1.88)
--------------------------------------------------------------------------------
Less distributions from:
  Net investment income       --       (.02)    (.30)    (.01)    (.10)   (.10)
                          ------------------------------------------------------
--------------------------------------------------------------------------------
  Total distributions         --       (.02)    (.30)    (.01)    (.10)   (.10)
--------------------------------------------------------------------------------
  Redemption fees            .03        .05       --       --       --      --
--------------------------------------------------------------------------------
Net asset value, end
of period                 $13.85     $11.76   $ 8.38   $11.38   $15.93  $15.59
                          ------------------------------------------------------
--------------------------------------------------------------------------------
Total Return (%)           17.97**    40.49   (24.16)  (28.52)    2.76  (10.73)
--------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end of period
($ millions)                 164        143      113      147      329     384
--------------------------------------------------------------------------------
Ratio of expenses before
expense reductions (%)      2.06(c)*   2.35     2.46     1.94     1.75    1.74
--------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)      2.04(c)*   2.35     2.46     1.94     1.75    1.74
--------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)           (.74)(d)** (.56)     .50     (.22)     .12     .65
--------------------------------------------------------------------------------
Portfolio turnover rate
(%)                          175*       122      141       97       95      64
--------------------------------------------------------------------------------

(a)  For the six months ended April 30, 2000.

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

(c)  The ratios of operating expenses excluding costs incurred in connection
     with the reorganization before and after expense reductions were 1.97% and
     1.97%, respectively.

(d)  The ratio for the six months ended April 30, 2000 has not been annualized
     since the Fund believes it would not be appropriate because the Fund's
     dividend income is not earned ratably throughout the fiscal year.

*    Annualized

**   Not annualized

                                       3
<PAGE>

Scudder Latin America Fund -- Class S

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------
Years Ended October 31,   2000(a)(b) 1999(a)  1998(a)  1997(a) 1996(a)    1995
------------------------------------------------------------------------------------
<S>                       <C>        <C>      <C>      <C>      <C>      <C>
Net asset value,
beginning of period       $19.95     $19.02   $25.12   $20.63   $16.22   $24.44
                          ----------------------------------------------------------
------------------------------------------------------------------------------------
Income (loss) from investment operations:
------------------------------------------------------------------------------------
  Net investment income
  (loss)                     .12        .31      .34      .26      .25      .09
------------------------------------------------------------------------------------
  Net realized and
  unrealized gain (loss)
  on investment
  transactions              3.56       1.63    (5.05)    4.49     4.30    (7.62)
                          ----------------------------------------------------------
------------------------------------------------------------------------------------
  Total from investment
  operations                3.68       1.94    (4.71)    4.75     4.55    (7.53)
------------------------------------------------------------------------------------
Less distributions from:
------------------------------------------------------------------------------------
  Net investment income     (.05)      (.37)    (.25)    (.26)    (.15)      --
------------------------------------------------------------------------------------
  Net realized gains on
  investment transactions     --       (.64)   (1.14)      --       --     (.73)
                          ----------------------------------------------------------
------------------------------------------------------------------------------------
  Total distributions       (.05)     (1.01)   (1.39)    (.26)    (.15)    (.73)
------------------------------------------------------------------------------------
Redemption fees (c)           --        --       --        --      .01      .04
------------------------------------------------------------------------------------
Net asset value, end
of period                 $23.58     $19.95   $19.02   $25.12   $20.63   $16.22
                          ----------------------------------------------------------
------------------------------------------------------------------------------------
Total Return (%)           18.37(e)** 10.97   (20.23)   23.25    28.31(d)(30.96)(d)(e)
------------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
------------------------------------------------------------------------------------
Net assets, end of period    475        449     504       883     622       519
($ millions)
------------------------------------------------------------------------------------
Ratio of expenses before    1.82(f)*   1.96     1.87     1.89     1.96     2.11
expense reductions (%)
------------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)      1.82(f)*   1.96     1.87     1.89     1.96     2.08
------------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)            .97*      1.61     1.45      .98     1.32      .52
------------------------------------------------------------------------------------
Portfolio turnover rate
(%)                           75*        48       44       42       22       40
------------------------------------------------------------------------------------
</TABLE>

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

(b)  For the six months ended April 30, 2000 (Unaudited).

(c)  Until September 5, 1996, upon the 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.

(d)  Shareholders redeeming shares held less than one year will have a lower
     total return due to the effect of the 2% redemption fee.

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

(f)  The ratios of operating expenses excluding costs incurred in connection
     with the reorganization before and after expense reductions were 1.81% and
     1.81%, respectively.

*    Annualized

**   Not annualized

                                       4
<PAGE>

Scudder Greater Europe Growth Fund-- Class S

--------------------------------------------------------------------------------
Years Ended October 31,    2000(a)    1999     1998     1997    1996      1995
--------------------------------------------------------------------------------
Net asset value,
beginning of period       $28.13    $24.23   $21.17   $17.20  $13.99   $12.18
                          ------------------------------------------------------
--------------------------------------------------------------------------------
Income (loss) from investment operations:
--------------------------------------------------------------------------------
  Net investment income
  (loss) (b)                (.05)      .10(c)   .16      .03     .13      .13
--------------------------------------------------------------------------------
  Net realized and
  unrealized gain (loss)
  on investment
  transactions              6.82      3.86     4.74     4.14    3.33     1.70
                          ------------------------------------------------------
--------------------------------------------------------------------------------
  Total from investment
  operations                6.77      3.96     4.90     4.17    3.46     1.83
--------------------------------------------------------------------------------
Less distributions from:
--------------------------------------------------------------------------------
  Net investment income     (.08)     (.06)    (.54)    (.06)   (.11)    (.02)
--------------------------------------------------------------------------------
  Net realized gains on
  investment transactions   (.10)       --    (1.30)    (.14)   (.14)      --
                          ------------------------------------------------------
--------------------------------------------------------------------------------
  Total distributions       (.18)     (.06)   (1.84)    (.20)   (.25)    (.02)
--------------------------------------------------------------------------------
Net asset value, end
of period                 $34.72    $28.13   $24.23   $21.17  $17.20   $13.99
                          ------------------------------------------------------
--------------------------------------------------------------------------------
Total Return (%)           24.06**   16.36    24.68    24.47(d)25.11(d) 15.06(d)
--------------------------------------------------------------------------------

Ratios to Average Net Assets and Supplemental Data
--------------------------------------------------------------------------------
Net assets, end of period
($ millions)               1,547     1,035    1,132      196     120       41
--------------------------------------------------------------------------------
Ratio of expenses before
expense reductions (%)      1.46(e)*  1.46     1.48     1.72    1.97     2.74
--------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)      1.46(e)*  1.46     1.48     1.66    1.50     1.50
--------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)           (.13)(f)** .37      .63      .16     .82     1.25
--------------------------------------------------------------------------------
Portfolio turnover rate
(%)                           64*       83       93       89      39       28
--------------------------------------------------------------------------------

(a)  For the six month period ended April 30, 2000 (Unaudited).

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

(c)  Net investment income per share includes non-recurring dividend income
     amounting to $0.08 per share.

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

(e)  The ratio of operating expenses excluding costs incurred in connection with
     the reorganization was 1.43%.

(f)  The ratio for the six months ended April 30, 2000 has not been annualized
     since the Fund believes it would not be appropriate because the Fund's
     dividend income is not earned notably throughout the fiscal year.

*    Annualized

**   Not annualized

                                       5
<PAGE>

How The Funds Calculate Share Price

For each share class of each fund, the share price is the net asset value per
share, or NAV. To calculate NAV, each share class of each fund uses the
following equation:

                   TOTAL ASSETS - TOTAL LIABILITIES
                  ----------------------------------       = NAV
                  TOTAL NUMBER OF SHARES OUTSTANDING

Other rights we reserve

You should be aware that we may, for Class AARP and Class S shareholders, close
your account and send you the proceeds if your balance falls below $1,000; for
Class S shareholders, charge you $10 a year if your account balance falls below
$2,500; in either case, we will give you 60 days' notice so you can either
increase your balance or close your account (these policies don't apply to
retirement accounts, to investors with $100,000 or more in Scudder fund shares
or in any case where a fall in share price created the low balance).

PART II -- Specific Information About Class AARP

The remainder of this supplement provides specific information regarding the
important features and policies of Class AARP of each fund. Please remember to
review the fund's prospectus for additional information about the fund.

Class AARP

Class AARP of each fund will be offered beginning on or about October 2, 2000.
In addition, Class AARP of each other fund in the Scudder Family of Funds is
expected to be available no later than October 2, 2000.

Scudder Kemper has agreed to pay a fee to AARP and/or its affiliates in return
for advice and other services relating to investments by AARP members in AARP
Class shares of each fund. This fee is calculated on a daily basis as a
percentage of the combined net assets of the AARP Classes of all funds managed
by Scudder Kemper. The fee rates, which decrease as the aggregate net assets of
the AARP Classes become larger, are as follows: 0.07% for the first $6 billion
in net assets, 0.06% for the next $10 billion and 0.05% thereafter.

Past Performance

As Class AARP does not have a full calendar year of performance, no past
performance information is provided. However, the bar chart and table in the
funds' prospectus show how the total returns for the funds' Class S have varied
from year to year, and over time. Shares of the funds' Class AARP would have
substantially similar returns to Class S because the shares represent an
interest in the same portfolio of securities and the annual returns would differ
only to the extent that the classes have different expenses.

                                       6
<PAGE>

How to Buy, Sell or Exchange Class AARP Shares

Buying Shares Use these instructions to invest directly. Make out your check
to "The AARP Investment Program."

--------------------------------------------------------------------------------
Class AARP        First investment                Additional investments
--------------------------------------------------------------------------------
                  $1,000 or more for regular      $50 or more if you use an
                  accounts                        Automatic Investment Plan

                  $500 or more for IRAs
--------------------------------------------------------------------------------
By mail           o  For enrollment forms, call   Send a personalized
                     1-800-253-2277               investment slip or short
                                                  note that includes:
                  o  Fill out and sign an
                     enrollment form              o  fund name

                  o  Send it to us at the         o  account number
                     appropriate address, along
                     with an investment check     o  check payable to "The AARP
                                                     Investment Program"
--------------------------------------------------------------------------------
By wire           o  Call 1-800-253-2277 for      o  Call 1-800-253-2277 for
                     instructions                    instructions
--------------------------------------------------------------------------------
By phone          --                              o  Call 1-800-253-2277 for
                                                     instructions
--------------------------------------------------------------------------------
With an automatic o  Fill in the information      o  To set up regular
investment plan      required on your enrollment     investments from a bank
                     form and include a voided       checking account, call
                     check                           1-800-253-2277
--------------------------------------------------------------------------------
Payroll Deduction o  Select either of these       o Once you specify a dollar or
Deposit              options on your enrollment     Direct amount (minimum $50),
                     form and submit it. You will   investments are automatic.
                     receive further instructions
                     by mail.
--------------------------------------------------------------------------------
Using QuickBuy    --                              o  Call 1-800-253-2277
--------------------------------------------------------------------------------
On the Internet   o  Go to "Services and Forms -  o  Call 1-800-253-2277 to
                     How to Open an Account" at      ensure you have electronic
                     aarp.scudder.com                services

                  o  Print out a prospectus and   o  Register at
                     an enrollment form              aarp.scudder.com

                  o  Complete and return the      o Follow the instructions
                     enrollment form with your      for buying shares with money
                     check                          from your bank account
--------------------------------------------------------------------------------


--------------------------------------------------------------------------------
[ICON]     Regular mail:
           The AARP Investment Program PO Box 2540, Boston, MA
           02208-2540

           Express, registered or certified mail:
           The AARP Investment Program, 66 Brooks Drive, Braintree, MA
           02184-3839

           Fax number: 1-800-821-6234 (for exchanging and selling only)
--------------------------------------------------------------------------------

                                       7
<PAGE>

Exchanging or Selling Shares Use these instructions to exchange or sell shares
in an account opened directly with Scudder.

--------------------------------------------------------------------------------
Class AARP        Exchanging into another fund    Selling shares
--------------------------------------------------------------------------------
                  $1,000 or more to open a new    Some transactions, including
                  account ($500 for IRAs)         most for over $100,000, can
                                                  only be ordered in writing;
                                                  if you're in doubt, see page
                                                  25 of the prospectus
--------------------------------------------------------------------------------
By phone          o  Call 1-800-253-2277 for      o  Call 1-800-253-2277 for
                     instructions                    instructions
--------------------------------------------------------------------------------
Using Easy-Access o  Call 1-800- 631-4636 and     o  Call 1-800-631-4636 and
Line                 follow the instructions         follow the instructions
--------------------------------------------------------------------------------
By mail or fax    Your instructions should        Your instructions should
(see previous     include:                        include:
page)
                  o  your account number          o  your account number

                  o  names of the funds, class    o  name of the fund, class
                     and number of shares or dollar  and number of shares or
                     amount you want to exchange     dollar amount you want to
                                                     redeem
--------------------------------------------------------------------------------
With an automatic --                              o  To set up regular cash
withdrawal plan                                      payments from an account,
                                                     call 1-800-253-2277
--------------------------------------------------------------------------------
Using QuickSell   --                              o  Call 1-800-253-2277
--------------------------------------------------------------------------------
On the Internet   o  Register at aarp.scudder.com --

                  o  Follow the instructions for
                     making on-line exchanges
--------------------------------------------------------------------------------


--------------------------------------------------------------------------------
Services For AARP Class Investors
--------------------------------------------------------------------------------

To reach us:      o  Web site aarp.scudder.com
                  o  Program representatives 1-800-253-2277, M-F, 8 a.m. - 8
                     p.m. EST
                  o  Confidential fax line 1-800-821-6234, always open
                  o  TDD line 1-800-634-9454, M-F, 9 a.m. - 5 p.m. EST
Services for      o  AARP Lump Sum Service For planning and setting up a lump
participants:        sum distribution.
                  o  AARP Legacy Service For organizing financial documents and
                     planning the orderly transfer of assets to heirs.
                  o  AARP Goal Setting and Asset Allocation Service For
                     allocating assets and measuring investment progress.
                  o  For more information, please call 1-800-253-2277.

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

July 14, 2000

<PAGE>

                               SCUDDER GLOBAL FUND
                      SCUDDER EMERGING MARKETS GROWTH FUND
                           SCUDDER INTERNATIONAL FUND

                         SUPPLEMENT TO THE STATEMENT OF
                  ADDITIONAL INFORMATION DATED JANUARY 1, 2000

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

On or about August 14, 2000 for Scudder International Fund, September 11, 2000
for Scudder Global Fund and October 2, 2000 for Scudder Emerging Markets Growth
Fund, this prospectus will offer two classes of shares to provide investors with
different purchase options. The two classes are Class S and Class AARP. Each
class has its own important features and policies. In addition, as of the date
noted above for each fund, all existing shares of Scudder Global Fund and
Scudder Emerging Markets Growth Fund and all International Shares of Scudder
International Fund will be redesignated as Class S shares of their respective
funds. Shares of Class AARP will be especially designed for members of AARP.

The following information supplements the cover page:

The unaudited Semiannual Report to Shareholders of Scudder Emerging Markets
Growth Fund dated April 30, 2000 is incorporated by reference and hereby deemed
to be part of this Statement of Additional Information. The unaudited Semiannual
Reports to Shareholders of Scudder Global Fund and Scudder International Fund
dated February 29, 2000 are incorporated by reference and hereby deemed to be
part of this Statement of Additional Information.

Effective September 11, 2000, the following disclosure replaces the first
sentence of the first paragraph under the heading "Scudder Global Fund" on page
2 of the Statement of Additional Information:

         Scudder Global Fund seeks long-term growth while actively seeking to
reduce downside risk as compared with other global growth funds. Scudder Global
Fund will not invest in securities issued by tobacco-producing companies.

The following information supplements "General Investment Objective and
Policies" on page 2:

         Effective on or about September 11, 2000, Scudder Global Fund seeks
long-term growth while actively seeking to reduce downside risk as compared with
other global growth funds. The managers use analytical tools to actively monitor
the risk profile of the portfolio as compared to comparable funds and
appropriate benchmarks and peer groups. The managers use several strategies in
seeking to reduce downside risk, including: (i) diversifying broadly among
companies, industries, countries and regions; (ii) focusing on high-quality
companies with reasonable valuations; and (iii) generally focusing on countries
with developed economies. The portfolio managers' attempts to manage downside
risk may also reduce performance in a strong market. In addition, Scudder Global
Fund will also not invest in securities issued by tobacco-producing companies.

The following disclosure replaces the disclosure regarding "Scudder
International Fund" on page 7:

         The Fund offers four classes of shares: Class S (formerly International
Shares), Class AARP, Barrett International Shares, and Class R shares
(collectively, the "Shares").

The following disclosure replaces the disclosure regarding "Additional
Information About Opening an Account" on page 23:

Additional Information About Opening an Account
<PAGE>

         Clients having a regular investment counsel account with the Adviser or
its affiliates and members of their immediate  families,  officers and employees
of the Adviser or of any affiliated  organization and members of their immediate
families,  members of the  National  Association  of  Securities  Dealers,  Inc.
("NASD") and banks may, if they prefer,  subscribe initially for at least $2,500
for Class S and $1,000 for Class AARP through Scudder Investor Services, Inc. by
letter, fax, or telephone.

         Shareholders  of other  Scudder  funds who have  submitted  an  account
application  and have certified a tax  identification  number,  clients having a
regular  investment  counsel  account  with the  Adviser or its  affiliates  and
members of their immediate families, officers and employees of the Adviser or of
any affiliated  organization and their immediate families,  members of the NASD,
and banks may open an account by wire.  Investors  interested  in  investing  in
Class S must call  1-800-225-5163 to get an account number.  During the call the
investor will be asked to indicate the Fund name, class name, amount to be wired
($2,500  minimum for Class S and $1,000 for Class  AARP),  name of bank or trust
company  from  which the wire will be sent,  the exact  registration  of the new
account,  the tax identification  number or Social Security number,  address and
telephone  number.  The  investor  must  then  call the bank to  arrange  a wire
transfer to The Scudder  Funds,  Boston,  MA 02101,  ABA Number  011000028,  DDA
Account  9903-5552.  The investor  must give the Scudder fund name,  class name,
account  name and the new account  number.  Finally,  the  investor  must send a
completed and signed application to the Fund promptly.  Investors  interested in
investing in Class AARP should call 1-800-253-2277 for further instructions.

         The  minimum  initial  purchase  amount is less than $2,500 for Class S
under certain plan accounts and is $1,000 for Class AARP.

The following disclosure replaces the disclosure regarding "Minimum balances" on
page 24:

Minimum balances

         Shareholders  should maintain a share balance worth at least $2,500 for
Class S and $1,000 for Class AARP.  For  fiduciary  accounts  such as IRAs,  and
custodial  accounts such as Uniform Gift to Minor Act and Uniform Trust to Minor
Act accounts,  the minimum balance is $1000 for Class S and $500 for Class AARP.
These  amounts may be changed by each Fund's Board of  Directors.  A shareholder
may  open  an  account  with  at  least  $1,000  ($500  for  fiduciary/custodial
accounts),  if an automatic  investment plan (AIP) of $100/month  ($50/month for
Class AARP and  fiduciary/custodial  accounts)  is  established.  Scudder  group
retirement  plans and certain other accounts have similar or lower minimum share
balance requirements.

         The Funds  reserve  the right,  following  60 days'  written  notice to
applicable shareholders, to:

         o        for Class S,  assess an annual $10 per Fund  charge  (with the
                  Fee    to    be     paid    to    the     Fund)     for    any
                  non-fiduciary/non-custodial   account   without  an  automatic
                  investment  plan  (AIP) in place  and a  balance  of less than
                  $2,500; and

         o        redeem  all  shares  in Fund  accounts  below  $1,000  where a
                  reduction in value has occurred due to a redemption,  exchange
                  or  transfer  out of the  account.  The  Fund  will  mail  the
                  proceeds of the redeemed account to the shareholder.

         Reductions  in value that result  solely from market  activity will not
trigger  an  involuntary  redemption.  Shareholders  with a  combined  household
account  balance in any of the Scudder  Funds of  $100,000  or more,  as well as
group  retirement  and certain  other  accounts  will not be subject to a fee or
automatic redemption.

         Fiduciary (e.g., IRA or Roth IRA) and custodial accounts (e.g., UGMA or
UTMA) with balances below $100 are subject to automatic  redemption following 60
days' written notice to applicable shareholders.


                                       2
<PAGE>

The  following   disclosure  replaces  the  disclosure   regarding   "Additional
Information About Making Subsequent Investments by QuickBuy" on page 24:

Additional Information About Making Subsequent Investments by QuickBuy

         Shareholders whose  predesignated bank account of record is a member of
the Automated  Clearing  House Network (ACH) and who have elected to participate
in the QuickBuy program may purchase shares of a Fund by telephone. Through this
service  shareholders  may  purchase  up to  $250,000.  To  purchase  shares  by
QuickBuy,  shareholders  should call before the close of regular  trading on the
New York Stock Exchange (the "Exchange"), normally 4 p.m. eastern time. Proceeds
in the  amount of your  purchase  will be  transferred  from your bank  checking
account 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,  a 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.

         In order to  request  purchases  by  QuickBuy,  shareholders  must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation  of a bank account from which the purchase  payment will be debited.
New investors wishing to establish  QuickBuy may so indicate on the application.
Existing  shareholders  who wish to add  QuickBuy to their  account may do so by
completing a QuickBuy  Enrollment  Form.  After  sending in an  enrollment  form
shareholders should allow 15 days for this service to be available.

         Each Fund employs  procedures,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone  are genuine and to discourage  fraud.  To the extent
that the Funds do not follow such procedures,  they may be liable for losses due
to  unauthorized  or fraudulent  telephone  instructions.  The Funds will not be
liable  for  acting  upon  instructions  communicated  by  telephone  that  they
reasonably believe to be genuine.

         Investors interested in making subsequent  investments in Class AARP of
a Fund should call 1-800-253-2277 for further instruction.

         The following information replaces the disclosure on pages 25 and 26 of
the SAI relating to "Share Price", "Share Certificates" and "Other Information":

Share Price

         Purchases  will be filled  without  sales charge at the net asset value
per share next computed  after  receipt of the  application  in good order.  Net
asset value  normally will be computed for each class as of the close of regular
trading  on each day  during  which the  Exchange  is open for  trading.  Orders
received after the close of regular  trading on the Exchange will be executed at
the next  business  day's net  asset  value.  If the order has been  placed by a
member of the NASD, other than the Distributor, it is the responsibility of that
member  broker,  rather than a Fund,  to forward the  purchase  order to Scudder
Service  Corporation  (the  "Transfer  Agent") in Boston by the close of regular
trading on the Exchange.

                                       3
<PAGE>

         There is no sales charge in  connection  with the purchase of shares of
any class of the Funds.

Share Certificates

         Due to  the  desire  of  each  Fund's  management  to  afford  ease  of
redemption,  certificates  will not be issued to indicate  ownership  in a Fund.
Share  certificates  now in a  shareholder's  possession may be sent to a Fund's
Transfer  Agent  for  cancellation  and  credit to such  shareholder's  account.
Shareholders who prefer may hold the certificates in their possession until they
wish to exchange or redeem such shares.

         All issued and outstanding shares of what were formerly AARP Funds that
were  subsequently  reorganized into existing Scudder Funds were  simultaneously
cancelled  on the  books  of the AARP  Funds.  Share  certificates  representing
interests in shares of the relevant AARP Fund will  represent a number of shares
of Class  AARP of the  relevant  Scudder  Fund  into  which  the  AARP  Fund was
reorganized.  Class  AARP  shares  of each  fund  will  not  issue  certificates
representing shares in connection with the reorganization.

Other Information

         Each Fund has  authorized  certain  members  of the NASD other than the
Distributor  to accept  purchase  and  redemption  orders for its shares.  Those
brokers may also  designate  other  parties to accept  purchase  and  redemption
orders on a Fund's behalf.  Orders for purchase or redemption  will be deemed to
have been  received by a Fund when such  brokers or their  authorized  designees
accept the orders.  Subject to the terms of the contract  between a Fund and the
broker,  ordinarily  orders  will be priced at a class's  net asset  value  next
computed  after  acceptance  by such  brokers  or  their  authorized  designees.
Further,  if  purchases  or  redemptions  of a Fund's  shares are  arranged  and
settlement is made at an investor's  election  through any other authorized NASD
member, that member may, at its discretion,  charge a fee for that service.  The
Board of Directors and the Distributor each has the right to limit the amount of
purchases  by, and to refuse to sell to, any person.  The Board of Directors and
the Distributor may suspend or terminate the offering of shares of a Fund at any
time for any reason.


         The "Tax  Identification  Number"  section of the  Application  must be
completed when opening an account.  Applications  and purchase  orders without a
certified  tax  identification  number and certain other  certified  information
(e.g.,  from exempt  organizations  a certification  of exempt status),  will be
returned  to the  investor.  The Funds  reserve  the right,  following  30 days'
notice,  to redeem all shares in  accounts  without a correct  certified  Social
Security or tax  identification  number.  A  shareholder  may avoid  involuntary
redemption  by providing  the Fund with a tax  identification  number during the
30-day notice period.

         The  Corporation may issue shares at net asset value in connection with
any  merger  or  consolidation  with,  or  acquisition  of the  assets  of,  any
investment  company or personal holding company,  subject to the requirements of
the 1940 Act.

The following disclosure replaces the disclosure  regarding  "Exchanges" on page
26:

Exchanges

         Exchanges  are  comprised of a  redemption  from one Scudder fund and a
purchase into another Scudder Fund. The purchase side of the exchange either may
be an additional  investment  into an existing  account or may involve opening a
new account in the other fund. When an exchange involves a new account,  the new
account  will be  established  with the same  registration,  tax  identification
number,  address,  telephone redemption option,  "Scudder Automated  Information
Line"  (SAIL)  transaction  authorization  and  dividend  option as the existing
account.  Other features will not carry over  automatically  to the new account.
Exchanges  to a new fund account must be for a minimum of $2,500 for Class S and
$1,000 for


                                       4
<PAGE>

Class  AARP.  When an  exchange  represents  an  additional  investment  into an
existing  account,  the  account  receiving  the  exchange  proceeds  must  have
identical registration,  address, and account options/features as the account of
origin. Exchanges into an existing account must be for $100 or more for Class S.
If the  account  receiving  the  exchange  proceeds  is to be  different  in any
respect,  the  exchange  request must be in writing and must contain an original
signature guarantee.

         Exchange  orders  received  before the close of regular  trading on the
Exchange on any business day ordinarily will be executed at respective net asset
values  determined  on that day.  Exchange  orders  received  after the close of
regular trading on the Exchange will be executed on the following business day.

         Investors  may also  request,  at no extra  charge,  to have  exchanges
automatically  executed on a predetermined  schedule from one Scudder fund to an
existing  account in another  Scudder fund, at current net asset value,  through
Scudder's  Systematic Exchange Program.  Exchanges must be for a minimum of $50.
Shareholders  may add this  free  feature  over  the  telephone  or in  writing.
Automatic Exchanges will continue until the shareholder requests by telephone or
in writing to have the  feature  removed,  or until the  originating  account is
depleted.  The  Corporation  and the Transfer  Agent each  reserves the right to
suspend or terminate the  privilege of the  Systematic  Exchange  Program at any
time.

         There is no charge to the shareholder for any exchange described above.
An exchange  into another  Scudder fund is a redemption  of shares and therefore
may  result  in tax  consequences  (gain or loss)  to the  shareholder,  and the
proceeds  of such  an  exchange  may be  subject  to  backup  withholding.  (See
"TAXES.")

         Investors currently receive the exchange privilege,  including exchange
by  telephone,  automatically  without  having  to elect it.  The  Funds  employ
procedures,  including recording  telephone calls,  testing a caller's identity,
and sending  written  confirmation of telephone  transactions,  designed to give
reasonable  assurance that  instructions  communicated by telephone are genuine,
and to  discourage  fraud.  To the  extent  that a Fund  does  not  follow  such
procedures,  it may be liable  for  losses  due to  unauthorized  or  fraudulent
telephone  instructions.  A Fund will not be liable for acting upon instructions
communicated by telephone that it reasonably  believes to be genuine.  The Funds
and the  Transfer  Agent each  reserves  the right to suspend or  terminate  the
privilege of exchanging by telephone or fax at any time.

         The Scudder Funds into which  investors may make an exchange are listed
under  "THE  SCUDDER  FAMILY  OF  FUNDS"  herein.  Before  making  an  exchange,
shareholders should obtain from Scudder Investor Services,  Inc. a prospectus of
the Scudder  fund into which the  exchange is being  contemplated.  The exchange
privilege may not be available  for certain  Scudder Funds or classes of Scudder
Funds.  For  more  information,   please  call   1-800-225-5163   (Class  S)  or
1-800-253-2277 (Class AARP).

         Scudder  retirement  plans may have  different  exchange  requirements.
Please refer to appropriate plan literature.


The following disclosure replaces the disclosure regarding "Redemptions" on page
28:

Redemption By Telephone

         Shareholders currently receive the right automatically,  without having
to elect it, to redeem by telephone up to $100,000 and have the proceeds  mailed
to their address of record.  Shareholders  may also request by telephone to have
the proceeds mailed or wired to their  predesignated  bank account.  In order to
request wire  redemptions  by telephone,  shareholders  must have  completed and
returned to the Transfer Agent the  application,  including the designation of a
bank account to which the redemption proceeds are to be sent.

                                       5
<PAGE>

         (a)      NEW INVESTORS  wishing to establish  the telephone  redemption
                  privilege  must  complete  the  appropriate   section  on  the
                  application.

         (b)      EXISTING  SHAREHOLDERS  (except  those  who are  Scudder  IRA,
                  Scudder pension and profit-sharing, Scudder 401(k) and Scudder
                  403(b) Planholders) who wish to establish telephone redemption
                  to a predesignated bank account or who want to change the bank
                  account previously  designated to receive redemption  proceeds
                  should  either  return  a  Telephone  Redemption  Option  Form
                  (available  upon request),  or send a letter  identifying  the
                  account and  specifying  the exact  information to be changed.
                  The letter must be signed exactly as the shareholder's name(s)
                  appears on the account.  An original signature and an original
                  signature guarantee are required for each person in whose name
                  the account is registered.

         If a request for a redemption to a  shareholder's  bank account is made
by  telephone or fax,  payment will be by Federal  Reserve bank wire to the bank
account  designated  on the  application,  unless  a  request  is made  that the
redemption  check be mailed to the designated  bank account.  There will be a $5
charge for all wire redemptions.

         Note:  Investors  designating a savings bank to receive their telephone
         redemption  proceeds  are  advised  that if the  savings  bank is not a
         participant in the Federal Reserve System,  redemption proceeds must be
         wired through a commercial bank which is a correspondent of the savings
         bank. As this may delay  receipt by the  shareholder's  account,  it is
         suggested  that  investors  wishing to use a savings  bank discuss wire
         procedures  with  their  bank and  submit  any  special  wire  transfer
         information with the telephone redemption authorization. If appropriate
         wire information is not supplied, redemption proceeds will be mailed to
         the designated bank.

         The Funds  employs  procedure,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone are genuine,  and to discourage  fraud. To the extent
that a Fund does not follow such procedures,  it may be liable for losses due to
unauthorized or fraudulent telephone instructions. A Fund will not be liable for
acting upon instructions  communicated by telephone that it reasonably  believes
to be genuine.

         Redemption  requests by telephone  (technically a repurchase  agreement
between the Fund and the  shareholder) of shares  purchased by check will not be
accepted  until  the  purchase  check  has  cleared  which  may take up to seven
business days.

Redemption by QuickSell

         Shareholders whose  predesignated bank account of record is a member of
the Automated  Clearing  House Network (ACH) and have elected to  participate in
the QuickSell  program may sell shares of a Fund by telephone.  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,  normally 4 p.m. eastern time,  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  the following  business  day.  QuickSell
transactions  are not available for IRA accounts and most other  retirement plan
accounts.

         In order to request  redemptions by QuickSell,  shareholders  must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation of a bank account.  New investors wishing to establish QuickSell may
so indicate on the application.  Existing shareholders who wish to add QuickSell
to their  account may do so by  completing a QuickSell  Enrollment  Form.  After
sending in an enrollment  form,  shareholders  should allow for 15 days for this
service to be available.

                                       6
<PAGE>

         The Funds  employ  procedures,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone are genuine,  and to discourage  fraud. To the extent
that a Fund does not follow such procedures,  it may be liable for losses due to
unauthorized or fraudulent telephone instructions. A Fund will not be liable for
acting upon instructions  communicated by telephone that it reasonably  believes
to be genuine.

Redemption by Mail or Fax

         Any existing share certificates representing shares being redeemed must
accompany a request for  redemption  and be duly  endorsed or  accompanied  by a
proper stock assignment form with signature(s) guaranteed.

         In order to ensure proper  authorization  before redeeming shares,  the
Transfer Agent may request additional  documents such as, but not restricted to,
stock  powers,  trust  instruments,   certificates  of  death,  appointments  as
executor,  certificates  of corporate  authority and waivers of tax (required in
some states when settling estates).

         It is suggested that  shareholders  holding shares  registered in other
than  individual  names contact the Transfer  Agent prior to any  redemptions to
ensure that all necessary documents accompany the request.  When shares are held
in the name of a corporation,  trust,  fiduciary agent, attorney or partnership,
the Transfer Agent requires, in addition to the stock power,  certified evidence
of authority to sign.  These  procedures are for the protection of  shareholders
and should be followed to ensure prompt payment. Redemption requests must not be
conditional as to date or price of the redemption. Proceeds of a redemption will
be sent within seven (7) business days after receipt by the Transfer  Agent of a
request for redemption that complies with the above requirements. Delays of more
than seven (7) days of payment for shares  tendered for repurchase or redemption
may result, but only until the purchase check has cleared.

         The  requirements  for IRA  redemptions  are  different  from those for
regular accounts. For more information call 1-800-225-5163.

The following  disclosure replaces the disclosure regarding "Internet access" on
page 31 and applies to each class of each fund except as noted:

For Scudder  International  Fund, the following  information  applies to Class S
Shares only. For information regarding account access for R Class shares, please
contact your plan administrator/ plan representative.

Internet access

World Wide Web Site -- The address of the Scudder Funds site is www.scudder.com.
The  address  for Class AARP of shares is  aarp.scudder.com.  These  sites offer
guidance on global  investing and  developing  strategies to help meet financial
goals and  provides  access to the Scudder  investor  relations  department  via
e-mail.  The sites also  enable  users to access or view fund  prospectuses  and
profiles with links between summary information in Fund Summaries and details in
the  Prospectus.  Users  can fill out new  account  forms  on-line,  order  free
software, and request literature on funds.

Account  Access -- The Adviser is among the first mutual fund  families to allow
shareholders to manage their fund accounts  through the World Wide Web.  Scudder
Fund  shareholders  can view a snapshot  of  current  holdings,  review  account
activity and move assets between Scudder Fund accounts.

         The Adviser's personal portfolio capabilities -- known as SEAS (Scudder
Electronic  Account  Services) -- are  accessible  only by current  Scudder Fund
shareholders who have set up a Personal Page on


                                       7
<PAGE>

Scudder's Web sites.  Using a secure Web browser,  shareholders sign on to their
account  with  their  Social  Security  number and their  SAIL  password.  As an
additional security measure,  users can change their current password or disable
access to their portfolio through the World Wide Web.

         An Account Activity option reveals a financial  history of transactions
for an account,  with trade dates,  type and amount of transaction,  share price
and number of shares traded.  For users who wish to trade shares between Scudder
Funds,  the Fund Exchange option  provides a step-by-step  procedure to exchange
shares among existing fund accounts or to new Scudder Fund accounts.

The  following   information  replaces  the  disclosure  on  page  31  regarding
"Dividends and Capital Gains Distribution Options":

Dividends and Capital Gains Distribution Options

         Investors have freedom to choose whether to receive cash or to reinvest
any dividends from net investment income or distributions  from realized capital
gains in additional shares of a Fund. A change of instructions for the method of
payment may be given to the  Transfer  Agent in writing at least five days prior
to a dividend  record date.  Shareholders  may change their  dividend  option by
calling  1-800-225-5163  for Class S and  1-800-253-2277  for  Class  AARP or by
sending written  instructions to the Transfer Agent. Please include your account
number with your written request.

         Reinvestment  is usually  made at the  closing  net asset  value of the
class  determined on the business day  following the record date.  Investors may
leave standing instructions with the Transfer Agent designating their option for
either  reinvestment  or cash  distribution  of any income  dividends or capital
gains distributions. If no election is made, dividends and distributions will be
invested in additional class shares of a Fund.

         Investors  may also  have  dividends  and  distributions  automatically
deposited  to  their   predesignated   bank  account  through  Scudder's  Direct
Distributions  Program.  Shareholders  who elect to  participate  in the  Direct
Distributions  Program,  and whose  predesignated  checking account of record is
with a member bank of Automated Clearing House Network (ACH) can have income and
capital  gain  distributions  automatically  deposited  to their  personal  bank
account usually within three business days after a Fund pays its distribution. A
Direct Distributions request form can be obtained by calling  1-800-225-5163 for
Class S and  1-800-253-2277  for Class  AARP.  Confirmation  Statements  will be
mailed to shareholders as notification that distributions have been deposited.

         Investors  choosing to  participate in Scudder's  Automatic  Withdrawal
Plan must  reinvest any dividends or capital  gains.  For most  retirement  plan
accounts, the reinvestment of dividends and capital gains is also required.

The  following   information  replaces  the  information   regarding  "Automatic
Withdrawal Plan" on page 36:

         Non-retirement plan shareholders may establish an Automatic  Withdrawal
Plan to receive  monthly,  quarterly  or  periodic  redemptions  from his or her
account for any  designated  amount of $50 or more.  Shareholders  may designate
which day they want the automatic withdrawal to be processed.  The check amounts
may be based on the  redemption  of a fixed dollar  amount,  fixed share amount,
percent of account  value or  declining  balance.  The Plan  provides for income
dividends  and  capital  gains  distributions,  if  any,  to  be  reinvested  in
additional  Shares.  Shares are then  liquidated  as  necessary  to provide  for
withdrawal  payments.  Since the  withdrawals  are in  amounts  selected  by the
investor and have no relationship to yield or income,  payments  received cannot
be  considered  as  yield  or  income  on  the   investment  and  the  resulting
liquidations may deplete or possibly  extinguish the initial  investment and any
reinvested dividends and capital gains distributions.  Requests for increases in
withdrawal  amounts or to change the payee must be submitted in writing,  signed
exactly as the account is registered, and contain signature guarantee(s). Any

                                       8
<PAGE>

such requests must be received by a Fund's  transfer agent ten days prior to the
date of the first  automatic  withdrawal.  An Automatic  Withdrawal  Plan may be
terminated  at any time by the  shareholder,  the  Corporation  or its  agent on
written notice,  and will be terminated when all Shares of a Fund under the Plan
have been  liquidated or upon receipt by the  Corporation  of notice of death of
the shareholder.

         An  Automatic  Withdrawal  Plan request form can be obtained by calling
1-800-225-5163 for Class S and 1-800-253-2277 for Class AARP.

The  following   information  replaces  the  information   regarding  "Automatic
Investment Plan" on page 37:

         Shareholders  may arrange to make periodic  investments  in R Class and
Class S shares through automatic deductions from checking accounts by completing
the appropriate form and providing the necessary documentation to establish this
service. The minimum investment is $50 for R Class and Class S shares.

         Shareholders may arrange to make periodic  investments in Class AARP of
each Fund through  automatic  deductions  from  checking  accounts.  The minimum
pre-authorized  investment  amount is $50. New  shareholders  who open a Gift to
Minors Account pursuant to the Uniform Gift to Minors Act (UGMA) and the Uniform
Transfer to Minors Act (UTMA) and who sign up for the Automatic  Investment Plan
will be able to open a Fund account for less than $500 if they agree to increase
their investment to $500 within a 10 month period.  Investors may also invest in
any  Class  AARP for $500 if they  establish  a plan  with a  minimum  automatic
investment of at least $100 per month.  This feature is only  available to Gifts
to Minors Account investors.  The Automatic  Investment Plan may be discontinued
at any time without prior notice to a  shareholder  if any debit from their bank
is not paid, or by written notice to the  shareholder at least thirty days prior
to the next scheduled payment to the Automatic Investment Plan.

         The Automatic  Investment  Plan involves an investment  strategy called
dollar cost averaging.  Dollar cost averaging is a method of investing whereby a
specific dollar amount is invested at regular  intervals.  By investing the same
dollar amount each period, when shares are priced low the investor will purchase
more  shares  than when the share  price is  higher.  Over a period of time this
investment  approach may allow the  investor to reduce the average  price of the
shares purchased.  However, this investment approach does not assure a profit or
protect  against loss. This type of regular  investment  program may be suitable
for various  investment  goals such as, but not limited to, college  planning or
saving for a home.

The  following   information   replaces  the  information   under   "Performance
Information" on page 38:

<TABLE>
<CAPTION>

       Average Annual Total Returns for the period ended February 29, 2000

                                                    1 Year       5 Years        10 Years    Life of Fund

         <S>                                       <C>             <C>            <C>               <C>
        Emerging Markets Growth Fund -             19.24%           --             --             3.27%^(2)
        Class S^(1)*
        Global Fund - Class S*                     25.77%         17.20%         12.37%              --
        International Fund - Class S*              57.60%         21.71%         13.37%              --
</TABLE>

^(1)     For the period  ending April 30, 2000.  Total  returns  would have been
         lower if expenses had not been maintained.

^(2)     For the period beginning May 8, 1996 (commencement of operations).

*    Since  Class R shares  (in the case of  International  Fund) and Class AARP
     shares (in the case of each fund) are new classes of shares, no performance
     information is available.  However, Class R and Class AARP shares will have
     substantially similar annual

                                       9
<PAGE>

     returns because the shares are invested in the same portfolio of securities
     and the  annual  returns  would  differ  only to the extent  that  expenses
     differ.

<TABLE>
<CAPTION>

     Cumulative Annual Total Returns for the period ended February 29, 2000

                                                  1 Year         5 Years        10 Years    Life of Fund

          <S>                                     <C>              <C>             <C>                <C>
        Emerging Markets Growth Fund -            19.24%            --             --            13.65%^(2)
        Class S^(1)
        Global Fund - Class S                     25.77%         121.17%        221.08%              --
        International Fund - Class S              57.60%         167.07%        250.66%              --
</TABLE>

(1)      For the period ended April 30, 2000.

(2)      For the period beginning May 8, 1996 (commencement of operations).

The  following   replaces  the  second,   third  and  fourth   paragraphs  under
"Organization of the Funds" on page 41:

         The authorized capital stock of the Corporation consists of 1.6 billion
shares of a par value of $.01 each which  capital  stock has been  divided  into
eight series, six of which are currently offered:  Scudder  International  Fund,
the  original   series;   Scudder  Latin   America  Fund  and  Scudder   Pacific
Opportunities  Fund,  both  organized in December 1992,  Scudder  Greater Europe
Growth Fund,  organized in October 1994,  Scudder  Emerging Markets Growth Fund,
organized  in May  1996  and  Scudder  International  Growth  and  Income  Fund,
organized  in June 1997.  Each  offered  series  consists of 200 million  shares
except for the Fund which consists of 500 million shares.  Scudder International
Fund is further  divided into four classes of shares,  the Class AARP,  Class S,
the Barrett  International Shares and the R Class shares.  Scudder Latin America
Fund, Scudder Pacific Opportunities Fund, Scudder Greater Europe Growth Fund and
Scudder  Emerging  Markets Growth Fund are each further divided into two classes
of shares,  Class AARP and Class S shares.  The Directors  have the authority to
issue  additional  series of shares and to  designate  the  relative  rights and
preferences as between the different  series.  All shares issued and outstanding
are fully paid and  non-assessable,  transferable,  and  redeemable at net asset
value,  subject  to such  charges  as may be  applicable,  at the  option of the
shareholder. Shares have no pre-emptive or conversion rights.

         Scudder Global Fund is a series of  Global/International  Fund, Inc., a
Maryland corporation organized on May 15, 1986. The name of this Corporation was
changed, effective May 29, 1998, from Scudder Global Fund, Inc. This Corporation
currently consists of five series:  Scudder Global Fund,  Scudder  International
Bond Fund,  Scudder Global Bond Fund, Global Discovery Fund and Scudder Emerging
Markets Income Fund.  Scudder Global Fund is further divided into two classes of
shares, Class AARP and Class S shares.

         The  authorized  capital  stock  of  Global/International   Fund,  Inc.
consists of 1.1 billion shares with $.01 par value,  100 million shares of which
are  allocated  to  Global  Discovery  Fund,  400  million  shares  of which are
allocated to Scudder Global Bond Fund, 200 million shares of which are allocated
to each of Scudder International Bond Fund, Scudder Emerging Markets Income Fund
and Scudder Global Fund.  Each share of each series of the Corporation (or class
thereof) has equal rights as to each other share of that series (or class) as to
voting for Directors,  redemption, dividends and liquidation. The Directors have
the authority to issue additional series of shares and to designate the relative
rights and  preferences as between the different  series.  All shares issued and
outstanding are fully paid and non-assessable,  transferable,  and redeemable at
net asset value at the option of the shareholder.  Shares have no pre-emptive or
conversion rights.

                                       10
<PAGE>

The  following   information   replaces  the  fifth  complete   paragraph  under
"Investment Adviser" on page 43:

The present investment management agreements (the "Agreements") became effective
September 7, 1998,  were approved at a shareholder  meeting held on December 15,
1998 and were  most  recently  approved  by the  Directors  on June 7,  1999 for
Scudder Global Fund and Scudder  Emerging Markets Growth Fund. The Agreement for
Scudder  International  Fund  was  approved  at a  shareholder  meeting  held on
February 7, 2000 and will become  effective  on or about  August 14,  2000.  The
Agreements  will  continue in effect until  September  30, 2000 and from year to
year thereafter  only if its  continuance is approved  annually by the vote of a
majority of those  Directors who are not parties to such Agreement or interested
persons of the Adviser or the  Corporations,  cast in person at a meeting called
for  the  purpose  of  voting  on such  approval,  and  either  by a vote of the
Corporations' Directors or of a majority of the outstanding voting securities of
the  respective  Fund.  The  Agreements  may be  terminated  at any time without
payment  of  penalty  by  either  party  on  sixty  days'  written   notice  and
automatically terminate in the event of its assignment.

The  following   information   replaces  the  information   regarding  "Personal
Investments by Employees of the Adviser" on page 44:

Code of Ethics

The Funds,  the Adviser and  principal  underwriter  have each adopted  codes of
ethics under rule 17j-1 of the Investment  Company Act. Board members,  officers
of the  Funds  and  employees  of the  Adviser  and  principal  underwriter  are
permitted to make personal securities  transactions,  including  transactions in
securities  that may be purchased or held by the Funds,  subject to requirements
and restrictions set forth in the applicable Code of Ethics.  The Adviser's Code
of Ethics contains provisions and requirements  designed to identify and address
certain  conflicts of interest  between personal  investment  activities and the
interests  of the  Funds.  Among  other  things,  the  Adviser's  Code of Ethics
prohibits  certain types of  transactions  absent prior  approval,  imposes time
periods  during  which  personal   transactions  may  not  be  made  in  certain
securities,  and requires the submission of duplicate broker  confirmations  and
quarterly reporting of securities transactions. Additional restrictions apply to
portfolio  managers,  traders,  research  analysts  and others  involved  in the
investment  advisory  process.  Exceptions to these and other  provisions of the
Adviser's Code of Ethics may be granted in particular circumstances after review
by appropriate personnel.

The  following   information   replaces  the  first  complete   paragraph  under
"Investment Adviser" on page 44:

For Scudder Kemper's services,  Scudder International Fund pays Scudder Kemper a
fee equal to 0.675% of average daily net assets on such assets up to $6 billion,
0.625% of average  daily net assets on such assets  exceeding  $6  billion,  and
0.600% of average  daily net assets on such assets  exceeding  $7  billion.  The
investment  advisory  fees for the fiscal years ended March 31,  1999,  1998 and
1997 were $23,819,941, $22,491,681, and $20,989,160,  respectively. For the five
months ended August 31,  1999,  the  investment  advisory  fees  pursuant to the
Agreement amounted to $11,269,103,  of which $2,432,369 was unpaid at August 31,
1999.



The following  information  replaces the  information  regarding  "Directors and
Officers" on page 44:

                                       11
<PAGE>

<TABLE>
<CAPTION>

           DIRECTORS AND OFFICERS OF SCUDDER INTERNATIONAL FUND, INC.
                       AND GLOBAL/INTERNATIONAL FUND, INC.

                                                                                                  Position with
                                                                                                  Underwriter,
                                                                                                  Scudder Investor
Name, Age, and Address            Position with Fund      Principal Occupation**                  Services, Inc.
----------------------            ------------------      ----------------------                  --------------
<S>                               <C>                     <C>                                           <C>
Henry P. Becton, Jr. (56)         Director                President and General Manager, WGBH             --
WGBH                                                      Educational Foundation
125 Western Avenue
Allston, MA 02134

Linda C. Coughlin (48)+*          Director                Managing Director of Scudder Kemper     Senior Vice President
                                                          Investments, Inc.

Dawn-Marie Driscoll (53)          Director                Executive Fellow, Center for Business           --
4909 SW 9th Place                                         Ethics, Bentley College; President,
Cape Coral, FL  33914                                     Driscoll Associates (consulting firm)

Edgar R. Fiedler (70)             Director                Senior Fellow and Economic                      --
50023 Brogden                                             Counsellor, The Conference Board, Inc.
Chapel Hill, NC

Keith R. Fox (45)                 Director                Private Equity Investor, President,             --
10 East 53rd Street                                       Exeter Capital Management Corporation
New York, NY  10022

Joan E. Spero (55)                Director                President, Doris Duke Charitable                --
Doris Duke Charitable Foundation                          Foundation; Department of State -
650 Fifth Avenue                                          Undersecretary of State for Economic,
New York, NY  10128                                       Business and Agricultural Affairs
                                                          (March 1993 to January 1997)

Jean Gleason Stromberg (56)       Director                Consultant; Director, Financial                 --
3816 Military Road, NW                                    Institutions Issues, U.S. General
Washington, D.C.                                          Accounting Office (1996-1997);
                                                          Partner, Fulbright & Jaworski Law
                                                          Firm (1978-1996)

Jean C. Tempel (56)               Director                Managing Director, First Light Capital          --
One Boston Place
23rd Floor
Boston, MA 02108

Steven Zaleznick (45)*            Director                President and CEO, AARP Services, Inc.          --
(address)

Elizabeth J. Allan (46) #         Vice President          Senior Vice President of Scudder                --
                                                          Kemper Investments, Inc.

Irene T. Cheng (46) #             Vice President          Managing Director of Scudder Kemper             --
                                                          Investments, Inc.

                                       12
<PAGE>
                                                                                                  Position with
                                                                                                  Underwriter,
                                                                                                  Scudder Investor
Name, Age, and Address            Position with Fund      Principal Occupation**                  Services, Inc.
----------------------            ------------------      ----------------------                  --------------

Joyce E. Cornell (56) #           Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Susan E. Dahl (35) #              Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Philip S. Fortuna (41) ##         Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Carol L. Franklin (47) #          Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Edmund B. Games, Jr. (62) +       Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Theresa Gusman (40) #             Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Philip S. Fortuna (41) ##         Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Carol L. Franklin (47) #          Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Ann M. McCreary (43) #            Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Gerald J. Moran ++ (61)           Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Sheridan Reilly (48) #            Vice President          Senior Vice President of Scudder                  --
                                                          Kemper Investments, Inc.

Isabel M. Saltzman+ (45)          Vice President          Managing Director of Scudder Kemper               --
                                                          Investments, Inc.

Shahram Tajbakhsh (43) ##         Vice President          Senior Vice President of Scudder                  --
                                                          Kemper Investments, Inc.

John R. Hebble (42)+              Treasurer               Senior Vice President of Scudder        Assistant Treasurer
                                                          Kemper Investments, Inc.

Caroline Pearson (38)+            Assistant Secretary     Senior Vice President of Scudder        Clerk
                                                          Kemper Investments, Inc.; Associate,
                                                          Dechert Price & Rhoads (law firm)
                                                          1989 - 1997

John Millette (37)+               Vice President and      Vice President of Scudder Kemper                  --
                                  Secretary               Investments, Inc.
</TABLE>

                                       13
<PAGE>

*        Ms. Coughlin and Mr. Zaleznick are considered by the Funds and its
         counsel to be "interested persons" of the Adviser or of the Corporation
         as defined in the 1940 Act.
**       Unless otherwise stated, all officers and directors have been
         associated with their respective companies for more than five years,
         but not necessarily in the same capacity.
+        Address: Two International Place, Boston, Massachusetts 02110
#        Address:  345 Park Avenue, New York, New York 10154

         The Directors and officers of the Corporation also serve in similar
capacities with respect to other Scudder Funds. The newly-constituted Board may
determine to change its compensation structure.

         As of June 15, 2000, all Trustees and Officers of Scudder Global Fund,
as a group, owned beneficially (as that term is defined in Section 13 (d) of The
Securities and Exchange Act of 1934) less than 1% of the outstanding shares.

         As of June 15, 2000, 5,495,546 shares in the aggregate, or 10.80% of
the outstanding shares of Scudder Global Fund were held in the name of Charles
Schwab, 101 Montgomery Street, San Francisco, CA, 94101 who may be deemed to be
beneficial owner of such shares.

         As of June 15, 2000, all Trustees and Officers of Scudder Emerging
Markets Growth Fund and Scudder International Fund, as a group, owned
beneficially (as that term is defined in Section 13 (d) of The Securities and
Exchange Act of 1934) less than 1% of the outstanding shares.

         Certain accounts for which Scudder Kemper acts as investment adviser
owned 1,031,836 shares in the aggregate, or 13.67% of the outstanding shares of
as of Scudder Emerging Markets Growth Fund. Scudder Kemper may be deemed to be
the beneficial owner of such shares, but disclaims any beneficial ownership in
such shares.

         As of June 15, 2000, 636,831 shares in the aggregate, or 8.44% of the
outstanding shares of Scudder Emerging Markets Growth Fund were held in the name
of Charles Schwab, 101 Montgomery Street, San Francisco, CA, 94101 who may be
deemed to be beneficial owner of such shares.

         As of June 15, 2000, 590,934 shares in the aggregate, or 7.82% of the
outstanding shares of Scudder Emerging Markets Growth Fund were held in the name
of State Street Bank and Trust, Custodian for Scudder Pathway Series: Balanced
Portfolio, One Heritage Drive, Quincy, MA 02171 who may be deemed to be
beneficial owner of such shares.

         As of June 15, 2000, 9,663,857 shares in the aggregate, or 12.44% of
the outstanding shares of Scudder International Fund were held in the name of
Charles Schwab, 101 Montgomery Street, San Francisco, CA, 94101 who may be
deemed to be beneficial owner of such shares.

         To the knowledge of the Fund, as of June 15, 2000, no person owned
beneficially more than 5% of the outstanding shares of Scudder Global Fund,
except as stated above.

         To the knowledge of the Fund, as of June 15, 2000, no person owned
beneficially more than 5% of the outstanding shares of Scudder Emerging Markets
Growth Fund, except as stated above.

         To the knowledge of the Fund, as of June 15, 2000, no person owned
beneficially more than 5% of the outstanding shares of Scudder International
Fund, except as stated above.

The following information regarding the "Administrative Fee" is added on page
53:

Administrative Fee

                                       14
<PAGE>

         Each Fund has entered into administrative services agreements with
Scudder Kemper (the "Administration Agreements"), pursuant to which Scudder
Kemper will provide or pay others to provide substantially all of the
administrative services required by a Fund (other than those provided by Scudder
Kemper under its investment management agreements with the Funds, as described
above) in exchange for the payment by each Fund of an administrative services
fee (the "Administrative Fee") of 0.375% of its average daily net assets for
Scudder International Fund and Scudder Global Fund, and 0.65% of Scudder
Emerging Markets Growth Fund's average daily net assets. One effect of these
arrangements is to make each Fund's future expense ratio more predictable. The
Administrative Fee will become effective on or about August 14, 2000 for Scudder
International Fund, September 11, 2000 for Scudder Global Fund and October 2,
2000 for Scudder Emerging Markets Growth Fund.

         Various third-party service providers (the "Service Providers"), some
of which are affiliated with Scudder Kemper, provide certain services to the
Funds pursuant to separate agreements with the Funds. Scudder Fund Accounting
Corporation, a subsidiary of Scudder Kemper, computes net asset value for the
Funds and maintains their accounting records. Scudder Service Corporation, also
a subsidiary of Scudder Kemper, is the transfer, shareholder servicing and
dividend-paying agent for the shares of the Funds. Scudder Trust Company, an
affiliate of Scudder Kemper, provides subaccounting and recordkeeping services
for shareholders in certain retirement and employee benefit plans. As custodian,
Brown Brothers Harriman holds the portfolio securities of the Funds, pursuant to
a custodian agreement. PricewaterhouseCoopers LLP audits the financial
statements of the Funds and provides other audit, tax, and related services.
Dechert Price & Rhoads acts as general counsel for each Fund. In addition to the
fees they pay under the investment management agreements with Scudder Kemper,
the Funds pay the fees and expenses associated with these service arrangements,
as well as each Fund's insurance, registration, printing, postage and other
costs.

         Scudder Kemper will pay the Service Providers for the provision of
their services to the Funds and will pay other fund expenses, including
insurance, registration, printing and postage fees. In return, each Fund will
pay Scudder Kemper an Administrative Fee.

         Each Administration Agreement has an initial term of three years,
subject to earlier termination by a Fund's Board. The fee payable by a Fund to
Scudder Kemper pursuant to the Administration Agreements is reduced by the
amount of any credit received from the Fund's custodian for cash balances.

         Certain expenses of the Funds will not be borne by Scudder Kemper under
the Administration Agreements, such as taxes, brokerage, interest and
extraordinary expenses; and the fees and expenses of the Independent Directors
(including the fees and expenses of their independent counsel). In addition,
each Fund will continue to pay the fees required by its investment management
agreement with Scudder Kemper.

The following information regarding "Other Information" is added on page 69:

The CUSIP number of Scudder Global Fund Class AARP is 378947-873.

The CUSIP number of Scudder International Fund Class AARP is 811165-828.

The CUSIP number of Scudder Emerging Markets Growth Fund Class AARP is
811165-869.



July 14, 2000


                                       15
<PAGE>
                           SCUDDER LATIN AMERICA FUND
                       SCUDDER PACIFIC OPPORTUNITIES FUND
                       SCUDDER GREATER EUROPE GROWTH FUND

                         SUPPLEMENT TO THE STATEMENT OF
                   ADDITIONAL INFORMATION DATED MARCH 1, 2000

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

On or about  October  2,  2000,  each fund will  offer two  classes of shares to
provide investors with different  purchase options.  The two classes are Class S
and Class AARP.  Each class has its own  important  features  and  policies.  In
addition,  as of the date noted  above,  all  existing  shares of Scudder  Latin
America  Fund  and  Scudder   Greater   Europe   Growth  Fund  and  all  Pacific
Opportunities Shares of Scudder Pacific  Opportunities Fund will be redesignated
as Class S shares  of their  respective  funds.  Shares  of Class  AARP  will be
especially designed for members of AARP".

The  following   disclosure  replaces  the  disclosure   regarding   "Additional
Information About Opening an Account" on page 28:

Additional Information About Opening an Account

         Clients having a regular investment counsel account with the Adviser or
its affiliates and members of their immediate  families,  officers and employees
of the Adviser or of any affiliated  organization and members of their immediate
families,  members of the  National  Association  of  Securities  Dealers,  Inc.
("NASD") and banks may, if they prefer,  subscribe initially for at least $2,500
for Class S and $1,000 for Class AARP through Scudder Investor Services, Inc. by
letter, fax, or telephone.

         Shareholders  of other  Scudder  funds who have  submitted  an  account
application  and have certified a tax  identification  number,  clients having a
regular  investment  counsel  account  with the  Adviser or its  affiliates  and
members of their immediate families, officers and employees of the Adviser or of
any affiliated  organization and their immediate families,  members of the NASD,
and banks may open an account by wire.  Investors  interested  in  investing  in
Class S must call  1-800-225-5163 to get an account number.  During the call the
investor will be asked to indicate the Fund name, class name, amount to be wired
($2,500  minimum for Class S and $1,000 for Class  AARP),  name of bank or trust
company  from  which the wire will be sent,  the exact  registration  of the new
account,  the tax identification  number or Social Security number,  address and
telephone  number.  The  investor  must  then  call the bank to  arrange  a wire
transfer to The Scudder  Funds,  Boston,  MA 02101,  ABA Number  011000028,  DDA
Account  9903-5552.  The investor  must give the Scudder fund name,  class name,
account  name and the new account  number.  Finally,  the  investor  must send a
completed and signed application to the Fund promptly.  Investors  interested in
investing in the Class AARP should call 1-800-253-2277 for further instructions.

         The  minimum  initial  purchase  amount is less than $2,500 for Class S
under certain plan accounts and is $1,000 for Class AARP.

The following disclosure replaces the disclosure regarding "Minimum balances" on
page 29:

Minimum balances

         Shareholders  should maintain a share balance worth at least $2,500 for
Class S and $1,000 for Class AARP.  For  fiduciary  accounts  such as IRAs,  and
custodial  accounts such as Uniform Gift to Minor Act and Uniform Trust to Minor
Act accounts,  the minimum balance is $1000 for Class S and $500 for Class AARP.
These  amounts may be changed by each Fund's Board of  Directors.  A shareholder
may  open  an  account  with  at  least  $1,000  ($500  for  fiduciary/custodial
accounts),  if an automatic  investment plan (AIP) of $100/month  ($50/month for
Class AARP and fiduciary/custodial accounts) is established. Scudder


<PAGE>

group  retirement plans and certain other accounts have similar or lower minimum
share balance requirements.

         The Funds  reserve  the right,  following  60 days'  written  notice to
applicable shareholders, to:

         o        For Class S,  assess an annual $10 per Fund  charge  (with the
                  Fee    to    be     paid    to    the     Fund)     for    any
                  non-fiduciary/non-custodial   account   without  an  automatic
                  investment  plan  (AIP) in place  and a  balance  of less than
                  $2,500 for Class S and $1,000 for Class AARP; and

         o        redeem  all  shares  in Fund  accounts  below  $1,000  where a
                  reduction in value has occurred due to a redemption,  exchange
                  or  transfer  out of the  account.  The  Fund  will  mail  the
                  proceeds of the redeemed account to the shareholder.

         Reductions  in value that result  solely from market  activity will not
trigger  an  involuntary  redemption.  Shareholders  with a  combined  household
account  balance in any of the Scudder  Funds of  $100,000  or more,  as well as
group  retirement  and certain  other  accounts  will not be subject to a fee or
automatic redemption.

         Fiduciary (e.g., IRA or Roth IRA) and custodial accounts (e.g., UGMA or
UTMA) with balances below $100 are subject to automatic  redemption following 60
days' written notice to applicable shareholders.


The  following   disclosure  replaces  the  disclosure   regarding   "Additional
Information About Making Subsequent Investments by QuickBuy" on page 30:

Additional Information About Making Subsequent Investments by QuickBuy

         Shareholders whose  predesignated bank account of record is a member of
the Automated  Clearing  House Network (ACH) and who have elected to participate
in the QuickBuy program may purchase shares of a Fund by telephone. Through this
service  shareholders  may  purchase  up to  $250,000.  To  purchase  shares  by
QuickBuy,  shareholders  should call before the close of regular  trading on the
New York Stock Exchange (the "Exchange"), normally 4 p.m. eastern time. Proceeds
in the  amount of your  purchase  will be  transferred  from your bank  checking
account 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,  a 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.

         In order to  request  purchases  by  QuickBuy,  shareholders  must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation  of a bank account from which the purchase  payment will be debited.
New investors wishing to establish  QuickBuy may so indicate on the application.
Existing  shareholders  who wish to add  QuickBuy to their  account may do so by
completing a QuickBuy  Enrollment  Form.  After  sending in an  enrollment  form
shareholders should allow 15 days for this service to be available.

         Each Fund employs  procedures,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone  are genuine and to discourage  fraud.  To the extent
that the Funds


                                       2
<PAGE>

do not follow such procedures, they may be liable for losses due to unauthorized
or fraudulent  telephone  instructions.  The Funds will not be liable for acting
upon instructions  communicated by telephone that they reasonably  believe to be
genuine.

         Investors interested in making subsequent  investments in Class AARP of
a Fund should call 1-800-253-2277 for further instruction.

The following information replaces the disclosure on page 31 of the SAI relating
to "Share Price," "Share Certificates" and "Other Information":

Share Price

         Purchases  will be filled  without  sales charge at the net asset value
per share next computed  after  receipt of the  application  in good order.  Net
asset value  normally will be computed for each class as of the close of regular
trading  on each day  during  which the  Exchange  is open for  trading.  Orders
received after the close of regular  trading on the Exchange will be executed at
the next  business  day's net  asset  value.  If the order has been  placed by a
member of the NASD, other than the Distributor, it is the responsibility of that
member  broker,  rather than a Fund,  to forward the  purchase  order to Scudder
Service  Corporation  (the  "Transfer  Agent") in Boston by the close of regular
trading on the Exchange.

         There is no sales charge in  connection  with the purchase of shares of
any class of the Funds.

Share Certificates

         Due to  the  desire  of  each  Fund's  management  to  afford  ease  of
redemption,  certificates  will not be issued to indicate  ownership  in a Fund.
Share  certificates  now in a  shareholder's  possession may be sent to a Fund's
Transfer  Agent  for  cancellation  and  credit to such  shareholder's  account.
Shareholders who prefer may hold the certificates in their possession until they
wish to exchange or redeem such shares.

Other Information

         Each Fund has  authorized  certain  members  of the NASD other than the
Distributor  to accept  purchase  and  redemption  orders for its shares.  Those
brokers may also  designate  other  parties to accept  purchase  and  redemption
orders on a Fund's behalf.  Orders for purchase or redemption  will be deemed to
have been  received by a Fund when such  brokers or their  authorized  designees
accept the orders.  Subject to the terms of the contract  between a Fund and the
broker,  ordinarily  orders  will be priced at a class's  net asset  value  next
computed  after  acceptance  by such  brokers  or  their  authorized  designees.
Further,  if  purchases  or  redemptions  of a Fund's  shares are  arranged  and
settlement is made at an investor's  election  through any other authorized NASD
member, that member may, at its discretion,  charge a fee for that service.  The
Board of Directors and the Distributor each has the right to limit the amount of
purchases  by, and to refuse to sell to, any person.  The Board of Directors and
the Distributor may suspend or terminate the offering of shares of a Fund at any
time for any reason.

         The "Tax  Identification  Number"  section of the  Application  must be
completed when opening an account.  Applications  and purchase  orders without a
certified  tax  identification  number and certain other  certified  information
(e.g.,  from exempt  organizations  a certification  of exempt status),  will be
returned  to the  investor.  The Funds  reserve  the right,  following  30 days'
notice,  to redeem all shares in  accounts  without a correct  certified  Social
Security or tax  identification  number.  A  shareholder  may avoid  involuntary
redemption  by providing  the Fund with a tax  identification  number during the
30-day notice period.

                                       3
<PAGE>

         The  Corporation may issue shares at net asset value in connection with
any  merger  or  consolidation  with,  or  acquisition  of the  assets  of,  any
investment  company or personal holding company,  subject to the requirements of
the 1940 Act.

The following disclosure replaces the disclosure  regarding  "Exchanges" on page
32:

Exchanges

         Exchanges  are  comprised of a  redemption  from one Scudder fund and a
purchase into another Scudder Fund. The purchase side of the exchange either may
be an additional  investment  into an existing  account or may involve opening a
new account in the other fund. When an exchange involves a new account,  the new
account  will be  established  with the same  registration,  tax  identification
number,  address,  telephone redemption option,  "Scudder Automated  Information
Line"  (SAIL)  transaction  authorization  and  dividend  option as the existing
account.  Other features will not carry over  automatically  to the new account.
Exchanges  to a new fund account must be for a minimum of $2,500 for Class S and
$1,000 for Class AARP. When an exchange represents an additional investment into
an existing  account,  the account  receiving  the exchange  proceeds  must have
identical registration,  address, and account options/features as the account of
origin. Exchanges into an existing account must be for $100 or more for Class S.
If the  account  receiving  the  exchange  proceeds  is to be  different  in any
respect,  the  exchange  request must be in writing and must contain an original
signature guarantee.

         Exchange  orders  received  before the close of regular  trading on the
Exchange on any business day ordinarily will be executed at respective net asset
values  determined  on that day.  Exchange  orders  received  after the close of
regular trading on the Exchange will be executed on the following business day.

         Investors  may also  request,  at no extra  charge,  to have  exchanges
automatically  executed on a predetermined  schedule from one Scudder fund to an
existing  account in another  Scudder fund, at current net asset value,  through
Scudder's  Systematic Exchange Program.  Exchanges must be for a minimum of $50.
Shareholders  may add this  free  feature  over  the  telephone  or in  writing.
Automatic Exchanges will continue until the shareholder requests by telephone or
in writing to have the  feature  removed,  or until the  originating  account is
depleted.  The  Corporation  and the Transfer  Agent each  reserves the right to
suspend or terminate the  privilege of the  Systematic  Exchange  Program at any
time.

         There is no charge to the shareholder for any exchange described above.
An exchange  into another  Scudder fund is a redemption  of shares and therefore
may  result  in tax  consequences  (gain or loss)  to the  shareholder,  and the
proceeds  of such  an  exchange  may be  subject  to  backup  withholding.  (See
"TAXES.")

         Investors currently receive the exchange privilege,  including exchange
by  telephone,  automatically  without  having  to elect it.  The  Funds  employ
procedures,  including recording  telephone calls,  testing a caller's identity,
and sending  written  confirmation of telephone  transactions,  designed to give
reasonable  assurance that  instructions  communicated by telephone are genuine,
and to  discourage  fraud.  To the  extent  that a Fund  does  not  follow  such
procedures,  it may be liable  for  losses  due to  unauthorized  or  fraudulent
telephone  instructions.  A Fund will not be liable for acting upon instructions
communicated by telephone that it reasonably  believes to be genuine.  The Funds
and the  Transfer  Agent each  reserves  the right to suspend or  terminate  the
privilege of exchanging by telephone or fax at any time.

         The Scudder Funds into which  investors may make an exchange are listed
under  "THE  SCUDDER  FAMILY  OF  FUNDS"  herein.  Before  making  an  exchange,
shareholders should obtain from Scudder Investor Services,  Inc. a prospectus of
the Scudder  fund into which the  exchange is being  contemplated.  The exchange
privilege may not be available  for certain  Scudder Funds or classes of Scudder
Funds.  For  more  information,   please  call   1-800-225-5163   (Class  S)  or
1-800-253-2277 (Class AARP).


                                       4
<PAGE>


         Scudder  retirement  plans may have  different  exchange  requirements.
Please refer to appropriate plan literature.


The following disclosure replaces the disclosure regarding "Redemptions" on page
33:

Redemption By Telephone

         Shareholders currently receive the right automatically,  without having
to elect it, to redeem by telephone up to $100,000 and have the proceeds  mailed
to their address of record.  Shareholders  may also request by telephone to have
the proceeds mailed or wired to their  predesignated  bank account.  In order to
request wire  redemptions  by telephone,  shareholders  must have  completed and
returned to the Transfer Agent the  application,  including the designation of a
bank account to which the redemption proceeds are to be sent.

         (a)      NEW INVESTORS  wishing to establish  the telephone  redemption
                  privilege  must  complete  the  appropriate   section  on  the
                  application.

         (b)      EXISTING  SHAREHOLDERS  (except  those  who are  Scudder  IRA,
                  Scudder pension and profit-sharing, Scudder 401(k) and Scudder
                  403(b) Planholders) who wish to establish telephone redemption
                  to a predesignated bank account or who want to change the bank
                  account previously  designated to receive redemption  proceeds
                  should  either  return  a  Telephone  Redemption  Option  Form
                  (available  upon request),  or send a letter  identifying  the
                  account and  specifying  the exact  information to be changed.
                  The letter must be signed exactly as the shareholder's name(s)
                  appears on the account.  An original signature and an original
                  signature guarantee are required for each person in whose name
                  the account is registered.

         If a request for a redemption to a  shareholder's  bank account is made
by  telephone or fax,  payment will be by Federal  Reserve bank wire to the bank
account  designated  on the  application,  unless  a  request  is made  that the
redemption  check be mailed to the designated  bank account.  There will be a $5
charge for all wire redemptions.

         Note:  Investors  designating a savings bank to receive their telephone
         redemption  proceeds  are  advised  that if the  savings  bank is not a
         participant in the Federal Reserve System,  redemption proceeds must be
         wired through a commercial bank which is a correspondent of the savings
         bank. As this may delay  receipt by the  shareholder's  account,  it is
         suggested  that  investors  wishing to use a savings  bank discuss wire
         procedures  with  their  bank and  submit  any  special  wire  transfer
         information with the telephone redemption authorization. If appropriate
         wire information is not supplied, redemption proceeds will be mailed to
         the designated bank.

         The Funds  employs  procedure,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone are genuine,  and to discourage  fraud. To the extent
that a Fund does not follow such procedures,  it may be liable for losses due to
unauthorized or fraudulent telephone instructions. A Fund will not be liable for
acting upon instructions  communicated by telephone that it reasonably  believes
to be genuine.

         Redemption  requests by telephone  (technically a repurchase  agreement
between the Fund and the  shareholder) of shares  purchased by check will not be
accepted  until  the  purchase  check  has  cleared  which  may take up to seven
business days.

                                       5
<PAGE>


Redemption by QuickSell

         Shareholders whose  predesignated bank account of record is a member of
the Automated  Clearing  House Network (ACH) and have elected to  participate in
the QuickSell  program may sell shares of a Fund by telephone.  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,  normally 4 p.m. eastern time,  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  the following  business  day.  QuickSell
transactions  are not available for IRA accounts and most other  retirement plan
accounts.

         In order to request  redemptions by QuickSell,  shareholders  must have
completed  and returned to the Transfer  Agent the  application,  including  the
designation of a bank account.  New investors wishing to establish QuickSell may
so indicate on the application.  Existing shareholders who wish to add QuickSell
to their  account may do so by  completing a QuickSell  Enrollment  Form.  After
sending in an enrollment  form,  shareholders  should allow for 15 days for this
service to be available.

         The Funds  employ  procedures,  including  recording  telephone  calls,
testing a caller's  identity,  and sending  written  confirmation  of  telephone
transactions,   designed  to  give   reasonable   assurance  that   instructions
communicated  by telephone are genuine,  and to discourage  fraud. To the extent
that a Fund does not follow such procedures,  it may be liable for losses due to
unauthorized or fraudulent telephone instructions. A Fund will not be liable for
acting upon instructions  communicated by telephone that it reasonably  believes
to be genuine.

Redemption by Mail or Fax

         Any existing share certificates representing shares being redeemed must
accompany a request for  redemption  and be duly  endorsed or  accompanied  by a
proper stock assignment form with signature(s) guaranteed.

         In order to ensure proper  authorization  before redeeming shares,  the
Transfer Agent may request additional  documents such as, but not restricted to,
stock  powers,  trust  instruments,   certificates  of  death,  appointments  as
executor,  certificates  of corporate  authority and waivers of tax (required in
some states when settling estates).

         It is suggested that  shareholders  holding shares  registered in other
than  individual  names contact the Transfer  Agent prior to any  redemptions to
ensure that all necessary documents accompany the request.  When shares are held
in the name of a corporation,  trust,  fiduciary agent, attorney or partnership,
the Transfer Agent requires, in addition to the stock power,  certified evidence
of authority to sign.  These  procedures are for the protection of  shareholders
and should be followed to ensure prompt payment. Redemption requests must not be
conditional as to date or price of the redemption. Proceeds of a redemption will
be sent within seven (7) business days after receipt by the Transfer  Agent of a
request for redemption that complies with the above requirements. Delays of more
than seven (7) days of payment for shares  tendered for repurchase or redemption
may result, but only until the purchase check has cleared.

         The  requirements  for IRA  redemptions  are  different  from those for
regular accounts. For more information call 1-800-225-5163.

The following  disclosure replaces the disclosure regarding "Internet access" on
page 36:

Internet access



                                       6
<PAGE>

World Wide Web Site -- The address of the Scudder Funds site is www.scudder.com.
The  address for the Class AARP  shares is  aarp.scudder.com.  These sites offer
guidance on global  investing and  developing  strategies to help meet financial
goals and  provides  access to the Scudder  investor  relations  department  via
e-mail.  The sites also  enable  users to access or view fund  prospectuses  and
profiles with links between summary information in Fund Summaries and details in
the  Prospectus.  Users  can fill out new  account  forms  on-line,  order  free
software, and request literature on funds.

Account  Access -- The Adviser is among the first mutual fund  families to allow
shareholders to manage their fund accounts  through the World Wide Web.  Scudder
Fund  shareholders  can view a snapshot  of  current  holdings,  review  account
activity and move assets between Scudder Fund accounts.

         The Adviser's personal portfolio capabilities -- known as SEAS (Scudder
Electronic  Account  Services) -- are  accessible  only by current  Scudder Fund
shareholders  who have set up a Personal  Page on Scudder's  Web sites.  Using a
secure Web  browser,  shareholders  sign on to their  account  with their Social
Security  number and their SAIL  password.  As an additional  security  measure,
users can change their  current  password or disable  access to their  portfolio
through the World Wide Web.

         An Account Activity option reveals a financial  history of transactions
for an account,  with trade dates,  type and amount of transaction,  share price
and number of shares traded.  For users who wish to trade shares between Scudder
Funds,  the Fund Exchange option  provides a step-by-step  procedure to exchange
shares among existing fund accounts or to new Scudder Fund accounts.

The  following   information  replaces  the  disclosure  on  page  36  regarding
"Dividends and Capital Gains Distribution Options":

Dividends and Capital Gains Distribution Options

         Investors have freedom to choose whether to receive cash or to reinvest
any dividends from net investment income or distributions  from realized capital
gains in additional shares of a Fund. A change of instructions for the method of
payment may be given to the  Transfer  Agent in writing at least five days prior
to a dividend  record date.  Shareholders  may change their  dividend  option by
calling  1-800-225-5163  for Class S and  1-800-253-2277  for  Class  AARP or by
sending written  instructions to the Transfer Agent. Please include your account
number with your written request.

         Reinvestment  is usually  made at the  closing  net asset  value of the
class  determined on the business day  following the record date.  Investors may
leave standing instructions with the Transfer Agent designating their option for
either  reinvestment  or cash  distribution  of any income  dividends or capital
gains distributions. If no election is made, dividends and distributions will be
invested in additional class shares of a Fund.

         Investors  may also  have  dividends  and  distributions  automatically
deposited  to  their   predesignated   bank  account  through  Scudder's  Direct
Distributions  Program.  Shareholders  who elect to  participate  in the  Direct
Distributions  Program,  and whose  predesignated  checking account of record is
with a member bank of Automated Clearing House Network (ACH) can have income and
capital  gain  distributions  automatically  deposited  to their  personal  bank
account usually within three business days after a Fund pays its distribution. A
Direct Distributions request form can be obtained by calling  1-800-225-5163 for
Class S and  1-800-253-2277  for Class  AARP.  Confirmation  Statements  will be
mailed to shareholders as notification that distributions have been deposited.

         Investors  choosing to  participate in Scudder's  Automatic  Withdrawal
Plan must  reinvest any dividends or capital  gains.  For most  retirement  plan
accounts, the reinvestment of dividends and capital gains is also required.


                                       7
<PAGE>

The  following   information  replaces  the  information   regarding  "Automatic
Withdrawal Plan" on page 42:

         Non-retirement plan shareholders may establish an Automatic  Withdrawal
Plan to receive  monthly,  quarterly  or  periodic  redemptions  from his or her
account for any  designated  amount of $50 or more.  Shareholders  may designate
which day they want the automatic withdrawal to be processed.  The check amounts
may be based on the  redemption  of a fixed dollar  amount,  fixed share amount,
percent of account  value or  declining  balance.  The Plan  provides for income
dividends  and  capital  gains  distributions,  if  any,  to  be  reinvested  in
additional  Shares.  Shares are then  liquidated  as  necessary  to provide  for
withdrawal  payments.  Since the  withdrawals  are in  amounts  selected  by the
investor and have no relationship to yield or income,  payments  received cannot
be  considered  as  yield  or  income  on  the   investment  and  the  resulting
liquidations may deplete or possibly  extinguish the initial  investment and any
reinvested dividends and capital gains distributions.  Requests for increases in
withdrawal  amounts or to change the payee must be submitted in writing,  signed
exactly as the account is registered,  and contain signature  guarantee(s).  Any
such requests must be received by a Fund's  transfer agent ten days prior to the
date of the first  automatic  withdrawal.  An Automatic  Withdrawal  Plan may be
terminated  at any time by the  shareholder,  the  Corporation  or its  agent on
written notice,  and will be terminated when all Shares of a Fund under the Plan
have been  liquidated or upon receipt by the  Corporation  of notice of death of
the shareholder.

         An  Automatic  Withdrawal  Plan request form can be obtained by calling
1-800-225-5163 for Class S and 1-800-253-2277 for Class AARP.

The  following   information  replaces  the  information   regarding  "Automatic
Investment Plan" on page 43:

         Shareholders may arrange to make periodic investments in Class S shares
through   automatic   deductions  from  checking   accounts  by  completing  the
appropriate  form and providing the necessary  documentation  to establish  this
service. The minimum investment is $50 for Class S shares.

         Shareholders may arrange to make periodic  investments in Class AARP of
each Fund through  automatic  deductions  from  checking  accounts.  The minimum
pre-authorized  investment  amount is $50. New  shareholders  who open a Gift to
Minors Account pursuant to the Uniform Gift to Minors Act (UGMA) and the Uniform
Transfer to Minors Act (UTMA) and who sign up for the Automatic  Investment Plan
will be able to open a Fund account for less than $500 if they agree to increase
their investment to $500 within a 10 month period.  Investors may also invest in
any  Class  AARP for $500 if they  establish  a plan  with a  minimum  automatic
investment of at least $100 per month.  This feature is only  available to Gifts
to Minors Account investors.  The Automatic  Investment Plan may be discontinued
at any time without prior notice to a  shareholder  if any debit from their bank
is not paid, or by written notice to the  shareholder at least thirty days prior
to the next scheduled payment to the Automatic Investment Plan.

         The Automatic  Investment  Plan involves an investment  strategy called
dollar cost averaging.  Dollar cost averaging is a method of investing whereby a
specific dollar amount is invested at regular  intervals.  By investing the same
dollar amount each period, when shares are priced low the investor will purchase
more  shares  than when the share  price is  higher.  Over a period of time this
investment  approach may allow the  investor to reduce the average  price of the
shares purchased.  However, this investment approach does not assure a profit or
protect  against loss. This type of regular  investment  program may be suitable
for various  investment  goals such as, but not limited to, college  planning or
saving for a home.

The  following   information   replaces  the  information   under   "Performance
Information" on page 44:



                                       8
<PAGE>

<TABLE>
<CAPTION>
                                        Average Annual Total Return for the periods ended April 30, 2000

                                             One year              Five Year             Life of Fund
                                             --------              ---------             ------------

<S>                                           <C>                   <C>                   <C>
Latin America Fund - Class S                   7.15%                10.64%                12.20%*(1)

Pacific Opportunities Fund - Class S          35.52%                -1.03%                 2.65%*(1)

Greater Europe Growth Fund - Class S          31.25%                25.47%                23.80%*(2)
</TABLE>


(1)      For the period beginning  December 8, 1992  (commencement of operations
         for Latin America Fund and Pacific Opportunities Fund).

(2)      For the period beginning  October 10, 1994  (commencement of operations
         for Greater Europe Growth Fund).

*        If the Adviser had not maintained expenses,  the average annual returns
         for the periods indicated would have been lower.


<TABLE>
<CAPTION>
          Cumulative Total Return for the periods ended April 30, 2000

                                             One year              Five Year             Life of Fund
                                             --------              ---------             ------------

<S>                                           <C>                   <C>                   <C>
Latin America Fund - Class S                   7.15%                65.81%                134.17%*(1)

Pacific Opportunities Fund - Class S          35.52%                -5.04%                21.34%*(1)

Greater Europe Growth Fund - Class S          31.25%                210.93%               227.31%*(2)
</TABLE>


(1)      For the period beginning  December 8, 1992  (commencement of operations
         for Latin America Fund and Pacific Opportunities Fund).

(2)      For the period beginning  October 10, 1994  (commencement of operations
         for Greater Europe Growth Fund).

*        If the  Adviser  had not  maintained  expenses,  the  cumulative  total
         returns for the periods indicated would have been lower.

The following replaces the second paragraph under "Organization of the Funds" on
page 46:

         The authorized capital stock of the Corporation consists of 1.6 billion
shares of a par value of $.01 each which  capital  stock has been  divided  into
eight series, six of which are currently offered:  Scudder  International  Fund,
the original series;  Scudder Latin America Fund, Scudder Pacific  Opportunities
Fund,  both  organized in December  1992,  Scudder  Greater  Europe Growth Fund,
organized in October 1994,  Scudder Emerging  Markets Growth Fund,  organized in
May 1996 and  Scudder  International  Growth and Income Fun,  organized  in June
1997.   Each  series   consists  of  200  million   shares  except  for  Scudder
International Fund which consists of 500 million shares.  Scudder  International
Fund is further

                                       9
<PAGE>

divided  into  four  classes  of  shares,  Class  AARP,  Class  S,  the  Barrett
International Shares and the R Class shares. Scudder Latin America Fund, Scudder
Pacific  Opportunities  Fund,  Scudder  Greater  Europe  Growth Fund and Scudder
Emerging  Markets  Growth  Fund are each  further  divided  into two  classes of
shares, Class AARP and Class S shares. The Directors have the authority to issue
additional series of shares and to designate the relative rights and preferences
as between the different  series.  All shares issued and  outstanding  are fully
paid and non-assessable,  transferable, and redeemable at net asset value at the
option of the shareholder. Shares have no pre-emptive or conversion rights.

The  following   information   replaces  the  information   regarding  "Personal
Investments by Employees of the Adviser" on page 51:

Code of Ethics

         The Funds,  the Adviser and  principal  underwriter  have each  adopted
codes of ethics under rule 17j-1 of the  Investment  Company Act. Board members,
officers of the Funds and employees of the Adviser and principal underwriter are
permitted to make personal securities  transactions,  including  transactions in
securities  that may be purchased or held by the Funds,  subject to requirements
and restrictions set forth in the applicable Code of Ethics.  The Adviser's Code
of Ethics contains provisions and requirements  designed to identify and address
certain  conflicts of interest  between personal  investment  activities and the
interests  of the  Funds.  Among  other  things,  the  Adviser's  Code of Ethics
prohibits  certain types of  transactions  absent prior  approval,  imposes time
periods  during  which  personal   transactions  may  not  be  made  in  certain
securities,  and requires the submission of duplicate broker  confirmations  and
quarterly reporting of securities transactions. Additional restrictions apply to
portfolio  managers,  traders,  research  analysts  and others  involved  in the
investment  advisory  process.  Exceptions to these and other  provisions of the
Adviser's Code of Ethics may be granted in particular circumstances after review
by appropriate personnel.

The following  information  replaces the  information  regarding  "Directors and
Officers" on page 51:

           DIRECTORS AND OFFICERS OF SCUDDER INTERNATIONAL FUND, INC.

<TABLE>
<CAPTION>
                                                                                                  Position with
                                                                                                  Underwriter,
                                                                                                  Scudder Investor
Name, Age, and Address            Position with Fund      Principal Occupation**                  Services, Inc.
----------------------            ------------------      ----------------------                  --------------
<S>                               <C>                     <C>                                     <C>
Henry P. Becton, Jr. (56)         Director                President and General Manager, WGBH             --
WGBH                                                      Educational Foundation
125 Western Avenue
 Allston, MA 02134

Linda C. Coughlin (48)+*          Director                Managing Director of Scudder Kemper     Senior Vice President
                                Investments, Inc.

Dawn-Marie Driscoll (53)          Director                Executive Fellow, Center for Business             --
4909 SW 9th Place                                         Ethics, Bentley College; President,
Cape Coral, FL  33914                                     Driscoll Associates (consulting firm)

Edgar R. Fiedler (70)             Director                Senior Fellow and Economic                        --
50023 Brogden                                             Counsellor, The Conference Board, Inc.
Chapel Hill, NC



                                       10
<PAGE>

                                                                                                  Position with
                                                                                                  Underwriter,
                                                                                                  Scudder Investor
Name, Age, and Address            Position with Fund      Principal Occupation**                  Services, Inc.
----------------------            ------------------      ----------------------                  --------------
Keith R. Fox (45)                 Director                Private Equity Investor, President,               --
10 East 53rd Street                                       Exeter Capital Management Corporation
New York, NY  10022

Joan E. Spero (55)                Director                President, Doris Duke Charitable                  --
Doris Duke Charitable Foundation                          Foundation; Department of State -
650 Fifth Avenue                                          Undersecretary of State for Economic,
New York, NY  10128                                       Business and Agricultural Affairs
                                                          (March 1993 to January 1997)

Jean Gleason Stromberg (56)       Director                Consultant; Director, Financial                   --
3816 Military Road, NW                                    Institutions Issues, U.S. General
Washington, D.C.                                          Accounting Office (1996-1997);
                                                          Partner, Fulbright & Jaworski Law
                                Firm (1978-1996)

Jean C. Tempel (56)               Director                Managing Director, First Light Capital          --
One Boston Place
23rd Floor
Boston, MA 02108

Steven Zaleznick (45)*            Director                President and CEO, AARP Services, Inc.            --
(address)


Ann M. McCreary (43) #            Vice President          Managing Director of Scudder Kemper               --
                                Investments, Inc.

John R. Hebble (42)+              Treasurer               Senior Vice President of Scudder        Assistant Treasurer
                            Kemper Investments, Inc.

Caroline Pearson (38)+            Assistant Secretary     Senior Vice President of Scudder        Clerk
                                                          Kemper Investments, Inc.; Associate,
                                                          Dechert Price & Rhoads (law firm)
                                                          1989 - 1997

John Millette (37)+               Vice President and      Vice President of Scudder Kemper                  --
                                  Secretary               Investments, Inc.
</TABLE>


*        Ms.  Coughlin and Mr.  Zaleznick  are  considered  by the Funds and its
         counsel to be "interested persons" of the Adviser or of the Corporation
         as defined in the 1940 Act.
**       Unless  otherwise   stated,   all  officers  and  directors  have  been
         associated  with their  respective  companies for more than five years,
         but not necessarily in the same capacity.
+        Address:  Two International Place, Boston, Massachusetts 02110
#        Address:  345 Park Avenue, New York, New York 10154

         The  Directors  and officers of the  Corporation  also serve in similar
capacities with respect to other Scudder Funds. The newly-constituted  Board may
determine to change its compensation structure.

                                       11
<PAGE>

         As of June 15,  2000,  all  Trustees  and  Officers of Scudder  Pacific
Opportunities   Fund  and  Scudder  Latin  America  Fund,  as  a  group,   owned
beneficially  (as that term is defined in Section 13 (d) of The  Securities  and
Exchange Act of 1934) less than 1% of the outstanding shares.

         As of June 15, 2000, 1,129,775 shares in the aggregate, or 9.73% of the
outstanding  shares of Scudder Pacific  Opportunities Fund were held in the name
of Charles Schwab, 101 Montgomery  Street,  San Francisco,  CA, 94101 who may be
deemed to be beneficial owner of such shares.

         As of June 15, 2000, 1,987,755 shares in the aggregate, or 9.93% of the
outstanding  shares  of  Scudder  Latin  America  Fund  were held in the name of
Charles  Schwab,  101 Montgomery  Street,  San  Francisco,  CA, 94101 who may be
deemed to be beneficial owner of such shares.

         To the  knowledge  of the Fund,  as of June 15,  2000,  no person owned
beneficially  more  than  5%  of  the  outstanding  shares  of  Scudder  Pacific
Opportunities Fund, except as stated above.

         To the  knowledge  of the Fund,  as of June 15,  2000,  no person owned
beneficially  more than 5% of the  outstanding  shares of Scudder  Latin America
Fund, except as stated above.

         As of June 15,  2000,  all  Trustees  and  Officers of Scudder  Greater
Europe Growth Fund, as a group,  owned  beneficially (as that term is defined in
Section 13 (d) of The  Securities  and Exchange Act of 1934) less than 1% of the
outstanding shares.

         Certain  accounts for which Scudder  Kemper acts as investment  adviser
owned 713,408 shares in the aggregate,  or 15.76% of the  outstanding  shares of
Scudder  Greater  Europe  Growth  Fund.  Scudder  Kemper may be deemed to be the
beneficial owner of such shares, but disclaims any beneficial  ownership in such
shares.

         As of June 15, 2000,  9,283,840  shares in the aggregate,  or 20.51% of
the  outstanding  shares of Scudder  Greater Europe Growth Fund were held in the
name of Charles Schwab, 101 Montgomery Street, San Francisco,  CA, 94101 who may
be deemed to be beneficial owner of such shares.

         As of June 15, 2000, 2,625,016 shares in the aggregate, or 5.80% of the
outstanding  shares of Scudder  Greater Europe Growth Fund were held in the name
of Fidelity  Investments  Institutional  Operations  Company,  100 Magellan Way,
Covington, KY, 41015 who may be deemed to be beneficial owner of such shares.

         As of June 15, 2000,  6,034,600  shares in the aggregate,  or 13.35% of
the  outstanding  shares of Scudder  Greater Europe Growth Fund were held in the
name of Merrill, Lynch, Pierce, Fenner and Smith, (for the benefit of customers)
4800 Deer  Lake  Drive  East,  Jacksonville,  FL,  32246 who may be deemed to be
beneficial owner of such shares.

         To the  knowledge  of the Fund,  as of June 15,  2000,  no person owned
beneficially  more than 5% of the  outstanding  shares of Scudder Greater Europe
Growth Fund, except as stated above.

The following information regarding "Other Information" is added on page 63:

The CUSIP number of Scudder Pacific Opportunities Fund Class AARP is 811165-836.

The CUSIP number of Scudder Latin America Fund Class AARP is 811165-844.

The CUSIP number of Scudder Greater Europe Growth Fund Class AARP is 811165-851.

The following  information  regarding the "Administrative  Fee" is added on page
55:


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<PAGE>


Administrative Fee

         Each Fund has entered  into  administrative  services  agreements  with
Scudder  Kemper (the  "Administration  Agreements"),  pursuant to which  Scudder
Kemper  will  provide  or  pay  others  to  provide  substantially  all  of  the
administrative services required by a Fund (other than those provided by Scudder
Kemper under its investment  management  agreements with the Funds, as described
above) in exchange  for the payment by each Fund of an  administrative  services
fee (the "Administrative Fee") of 0.650% of average daily net assets for Scudder
Pacific Opportunities Fund, 0.650% of average daily net assets for Scudder Latin
America Fund and 0.375% of average daily net assets for Scudder  Greater  Europe
Growth  Fund.  One effect of these  arrangements  is to make each Fund's  future
expense ratio more  predictable.  With regard to Scudder  Pacific  Opportunities
Fund,  Scudder Latin America Fund and Scudder  Greater  Europe Growth Fund,  the
administrative fee will become effective on or about October 2, 2000.

         Various third-party service providers (the "Service  Providers"),  some
of which are affiliated  with Scudder Kemper,  provide  certain  services to the
Funds pursuant to separate  agreements  with the Funds.  Scudder Fund Accounting
Corporation,  a subsidiary of Scudder  Kemper,  computes net asset value for the
Funds and maintains their accounting records. Scudder Service Corporation,  also
a subsidiary  of Scudder  Kemper,  is the  transfer,  shareholder  servicing and
dividend-paying  agent for the shares of the Funds.  Scudder Trust  Company,  an
affiliate of Scudder Kemper,  provides  subaccounting and recordkeeping services
for shareholders in certain retirement and employee benefit plans. As custodian,
Brown Brothers Harriman holds the portfolio securities of the Funds, pursuant to
a  custodian   agreement.   PricewaterhouseCoopers   LLP  audits  the  financial
statements  of the Funds and provides  other audit,  tax, and related  services.
Dechert Price & Rhoads acts as general counsel for each Fund. In addition to the
fees they pay under the investment  management  agreements  with Scudder Kemper,
the Funds pay the fees and expenses associated with these service  arrangements,
as well as each  Fund's  insurance,  registration,  printing,  postage and other
costs.

         Scudder  Kemper will pay the Service  Providers  for the  provision  of
their  services  to the  Funds  and  will pay  other  fund  expenses,  including
insurance,  registration,  printing and postage fees. In return,  each Fund will
pay Scudder Kemper an Administrative Fee.

         Each  Administration  Agreement  has an  initial  term of three  years,
subject to earlier  termination by a Fund's Board.  The fee payable by a Fund to
Scudder  Kemper  pursuant  to the  Administration  Agreements  is reduced by the
amount of any credit received from the Fund's custodian for cash balances.

         Certain expenses of the Funds will not be borne by Scudder Kemper under
the  Administration   Agreements,   such  as  taxes,  brokerage,   interest  and
extraordinary  expenses;  and the fees and expenses of the Independent Directors
(including  the fees and expenses of their  independent  counsel).  In addition,
each Fund will  continue to pay the fees required by its  investment  management
agreement with Scudder Kemper.



July 14, 2000


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