-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D7ioHGM7IwAEbQEv9WhdvyjztNxY2VlSyi3FJnU4ezec99y18fG4OR3EWjbXt9M8 LhNwDs9vhNG+GIXKU7uTjg== 0000088053-04-001104.txt : 20041208 0000088053-04-001104.hdr.sgml : 20041208 20041208145922 ACCESSION NUMBER: 0000088053-04-001104 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 20040930 FILED AS OF DATE: 20041208 DATE AS OF CHANGE: 20041208 EFFECTIVENESS DATE: 20041208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCUDDER ADVISOR FUNDS CENTRAL INDEX KEY: 0000797657 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-04760 FILM NUMBER: 041190703 BUSINESS ADDRESS: STREET 1: FEDERATED INVESTORS TOWERS CITY: PITTSBURGH STATE: PA ZIP: 15222-3770 BUSINESS PHONE: 412881401 MAIL ADDRESS: STREET 1: ONE SOUTH STREET STREET 2: XX CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: BT INVESTMENT FUNDS DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BT TAX FREE INVESTMENT TRUST DATE OF NAME CHANGE: 19880530 N-CSRS 1 lif.htm SEMIANNUAL REPORT Scudder Investments

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                   FORM N-CSRS

Investment Company Act file number 811-04760

                              SCUDDER ADVISOR FUNDS
                             ----------------------
               (Exact Name of Registrant as Specified in Charter)

                    One South Street, Baltimore, Maryland 21202
                  --------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

        Registrant's Telephone Number, including Area Code: (617) 295-2663
                                                            --------------

                               Salvatore Schiavone
                             Two International Place
                           Boston, Massachusetts 02110
                     ---------------------------------------
                     (Name and Address of Agent for Service)

Date of fiscal year end:        3/31

Date of reporting period:       9/30/2004



ITEM 1.  REPORT TO STOCKHOLDERS

[Scudder Investments logo]

Scudder Lifecycle Long Range Fund

Scudder Lifecycle Mid Range Fund

Scudder Lifecycle Short Range Fund

Semiannual Report to Shareholders

September 30, 2004



Contents


<Click Here> Performance Summary

<Click Here> Information About Your Fund's Expenses

<Click Here> Portfolio Management Review

<Click Here> Portfolio Summary

<Click Here> Financial Statements

<Click Here> Financial Highlights

<Click Here> Notes to Financial Statements

<Click Here> Account Management Resources

<Click Here> Privacy Statement


This report must be preceded or accompanied by a prospectus. To obtain a prospectus for any of our funds, refer to the Account Management Resources information provided in the back of this booklet. We advise you to consider the funds' objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the funds. Please read the prospectus carefully before you invest.

Investments in mutual funds involve risk. Some funds have more risk than others. Although asset allocation among different asset classes generally limits risk and exposure to any one class, the risk remains that the investment advisor may favor an asset class that performs poorly relative to the other asset classes. Additionally, derivatives may be more volatile and less liquid than traditional securities, and the fund could suffer losses on its derivatives positions. Please read each fund's prospectus for specific details regarding its investments and risk profile.

Scudder Investments is part of Deutsche Asset Management, which is the marketing name in the US for the asset management activities of Deutsche Bank AG, Deutsche Investment Management Americas Inc., Deutsche Asset Management Inc., Deutsche Asset Management Investment Services Ltd., Deutsche Bank Trust Company Americas and Scudder Trust Company.

Fund shares are not FDIC-insured and are not deposits or other obligations of, or guaranteed by, any bank. Fund shares involve investment risk, including possible loss of principal.


Performance Summary September 30, 2004


Scudder Lifecycle Long Range Fund

All performance shown is historical, assumes reinvestment of all dividends and capital gains, and does not guarantee future results. Investment return and principal value fluctuate with changing market conditions so that, when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Please visit scudder.com for the product's most recent month-end performance.

Returns and rankings during all periods shown reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns and rankings would have been lower.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns and rankings may differ by share class.

On July 25, 2003, the Investment Class of the Fund was issued in conjunction with the combination of Scudder Lifecycle Long Range Fund (the "Acquired Fund") and the Fund (formerly known as "Scudder Asset Management Fund"). The Acquired Fund and the Fund each was a feeder fund investing all of its investable assets in the same master portfolio, the Asset Management Portfolio. Returns of the Investment Class shown prior to July 25, 2003 are derived from the historical performance of the Institutional Class of the Scudder Lifecycle Long Range Fund during such periods and have been adjusted to reflect the higher gross total annual operating expenses of the Investment Class. Any difference in expenses will affect performance.

Average Annual Total Returns as of 9/30/04

6-Month+

1-Year

3-Year

5-Year

10-Year

Institutional Class*

-.09%

10.14%

4.89%

2.32%

9.58%

Investment Class

-.27%

9.65%

4.43%

1.88%

9.14%

S&P 500 Index+
-.18%
13.87%
4.05%
-1.31%
11.08%
Citigroup Broad Investment Grade Bond Index++
.74%
3.82%
5.88%
7.49%
7.67%
Asset Allocation Index - Long Range+++
.26%
9.07%
4.80%
2.54%
9.54%

+ Total returns shown for periods less than one year are not annualized.

Sources: Lipper Inc. and Deutsche Asset Management, Inc.

* On August 13, 2004, Premier Class shares of the Fund were renamed to Institutional Class.

Net Asset Value and Distribution Information

Investment Class

Institutional Class

Net Asset Value:
9/30/04
$ 10.29 $ 10.69
3/31/04
$ 10.43 $ 10.84
Distribution Information:
Six Months:
Income Dividends as of 9/30/04
$ .11 $ .14

Institutional Class Lipper Rankings - Flexible Portfolio Funds Category as of 9/30/04

Period

Rank

Number of Funds Tracked

Percentile Ranking

1-Year

180

of

332

55

3-Year

117

of

264

45

5-Year

69

of

188

37

10-Year

18

of

75

24


Source: Lipper Inc. Rankings are historical and do not guarantee future results. Rankings are based on total return with distributions reinvested. Rankings are for Institutional Class shares; other share classes may vary.



Growth of an Assumed $1,000,000 Investment

[] Scudder Lifecycle Long Range Fund - Institutional Class

[] S&P 500 Index+
[] Citigroup Broad Investment Grade Bond Index++
[] Asset Allocation Index - Long Range+++
lif_g10k420

Yearly periods ended September 30


Comparative Results as of 9/30/04

Scudder Lifecycle Long Range Fund

1-Year

3-Year

5-Year

10-Year

Institutional Class*

Growth of $1,000,000

$1,101,400

$1,154,000

$1,121,600

$2,496,500

Average annual total return

10.14%

4.89%

2.32%

9.58%

S&P 500 Index+
Growth of $1,000,000

$1,138,700

$1,126,300

$936,300

$2,861,200

Average annual total return

13.87%

4.05%

-1.31%

11.08%

Citigroup Broad Investment Grade Bond Index++
Growth of $1,000,000

$1,038,200

$1,186,900

$1,434,800

$2,094,600

Average annual total return

3.82%

5.88%

7.49%

7.67%

Asset Allocation Index - Long Range+++
Growth of $1,000,000

$1,090,700

$1,150,900

$1,133,500

$2,486,800

Average annual total return

9.07%

4.80%

2.54%

9.54%


The growth of $1,000,000 is cumulative.

The minimum investment for the Institutional Class is $1,000,000.

* On August 13, 2004, Premier Class shares of the Fund were renamed to Institutional Class.


Growth of an Assumed $10,000 Investment

[] Scudder Lifecycle Long Range Fund - Investment Class

[] S&P 500 Index+
[] Citigroup Broad Investment Grade Bond Index++
[] Asset Allocation Index - Long Range+++
lif_g10k410

Yearly periods ended September 30


Comparative Results as of 9/30/04

Scudder Lifecycle Long Range Fund

1-Year

3-Year

5-Year

10-Year

Investment Class

Growth of $10,000

$10,965

$11,389

$10,973

$23,969

Average annual total return

9.65%

4.43%

1.88%

9.14%

S&P 500 Index+
Growth of $10,000

$11,387

$11,263

$9,363

$28,612

Average annual total return

13.87%

4.05%

-1.31%

11.08%

Citigroup Broad Investment Grade Bond Index++
Growth of $10,000

$10,382

$11,869

$14,348

$20,946

Average annual total return

3.82%

5.88%

7.49%

7.67%

Asset Allocation Index - Long Range+++
Growth of $10,000

$10,907

$11,509

$11,335

$24,868

Average annual total return

9.07%

4.80%

2.54%

9.54%


The growth of $10,000 is cumulative.

+ The Standard & Poor's (S&P) 500 Index is a capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.
++ Citigroup Broad Investment Grade Bond Index (formerly Salomon Broad Investment Grade Bond Index) covers an all inclusive universe of institutionally traded US treasury, agency, mortgage and corporate securities.
+++ Asset Allocation Index - Long Range is calculated using the performance of three unmanaged indices representative of stocks (S&P 500 Index), bonds (Citigroup Broad Investment Grade Bond Index) and cash (Merrill Lynch 3-month T-bill Index) weighted by their corresponding proportion of the Fund's neutral position (stocks: 55%; bonds: 35%; cash: 10%). These results are summed to produce the aggregate benchmark. The S&P 500 Index measures the performance of 500 large US companies. The Citigroup Broad Investment Grade Bond Index covers an all inclusive universe of institutionally traded US Treasury, agency, mortgage and corporate securities. The Merrill Lynch 3-month T-bill Index is representative of the 3-month Treasury market.
Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.


Scudder Lifecycle Mid Range Fund

All performance shown is historical, assumes reinvestment of all dividends and capital gains, and does not guarantee future results. Investment return and principal value fluctuate with changing market conditions so that, when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Please visit scudder.com for the product's most recent month-end performance.

Returns and rankings during all periods shown reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns and rankings would have been lower.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Average Annual Total Returns as of 9/30/04

6-Month+

1-Year

3-Year

5-Year

10-Year

Investment Class

-.35%

7.03%

4.41%

3.29%

8.24%

S&P 500 Index+
-.18%
13.87%
4.05%
-1.31%
11.08%
Citigroup Broad Investment Grade Bond Index++
.74%
3.82%
5.88%
7.49%
7.67%
Asset Allocation Index - Mid Range+++
.43%
6.78%
4.69%
3.84%
8.48%

+ Total returns shown for periods less than one year are not annualized.

Sources: Lipper Inc. and Deutsche Asset Management, Inc.

Net Asset Value and Distribution Information

Investment Class

Net Asset Value:
9/30/04
$ 9.70
3/31/04
$ 9.86
Distribution Information:
Six Months:
Income Dividends as of 9/30/04
$ .13

Investment Class Lipper Rankings - Flexible Portfolio Funds Category as of 9/30/04

Period

Rank

Number of Funds Tracked

Percentile Ranking

1-Year

271

of

332

82

3-Year

149

of

264

56

5-Year

51

of

188

27

10-Year

46

of

75

60


Source: Lipper Inc. Rankings are historical and do not guarantee future results. Rankings are based on total return with distributions reinvested.



Growth of an Assumed $10,000 Investment

[] Scudder Lifecycle Mid Range Fund - Investment Class

[] S&P 500 Index+
[] Citigroup Broad Investment Grade Bond Index++
[] Asset Allocation Index - Mid Range+++
lif_g10k400

Yearly periods ended September 30


Comparative Results as of 9/30/04

Scudder Lifecycle Mid Range Fund

1-Year

3-Year

5-Year

10-Year

Investment Class

Growth of $10,000

$10,703

$11,382

$11,756

$22,064

Average annual total return

7.03%

4.41%

3.29%

8.24%

S&P 500 Index+
Growth of $10,000

$11,387

$11,263

$9,363

$28,612

Average annual total return

13.87%

4.05%

-1.31%

11.08%

Citigroup Broad Investment Grade Bond Index++
Growth of $10,000

$10,382

$11,869

$14,348

$20,946

Average annual total return

3.82%

5.88%

7.49%

7.67%

Asset Allocation Index - Mid Range+++
Growth of $10,000

$10,678

$11,473

$12,071

$22,561

Average annual total return

6.78%

4.69%

3.84%

8.48%


The growth of $10,000 is cumulative.

+ The Standard & Poor's (S&P) 500 Index is a capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.
++ Citigroup Broad Investment Grade Bond Index (formerly Salomon Broad Investment Grade Bond Index) covers an all inclusive universe of institutionally traded US treasury, agency, mortgage and corporate securities.
+++ Asset Allocation Index - Mid Range is calculated using the performance of three unmanaged indices representative of stocks (S&P 500 Index), bonds (Citigroup Broad Investment Grade Bond Index) and cash (Merrill Lynch 3-month T-bill Index) weighted by their corresponding proportion of the Fund's neutral position (stocks: 35%; bonds: 45%; cash: 20%). These results are summed to produce the aggregate benchmark. The S&P 500 Index measures the performance of 500 large US companies. The Citigroup Broad Investment Grade Bond Index covers an all inclusive universe of institutionally traded US Treasury, agency, mortgage and corporate securities. The Merrill Lynch 3-month T-bill Index is representative of the 3-month Treasury market.
Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.


Scudder Lifecycle Short Range Fund

All performance shown is historical, assumes reinvestment of all dividends and capital gains, and does not guarantee future results. Investment return and principal value fluctuate with changing market conditions so that, when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Please visit scudder.com for the product's most recent month-end performance.

Returns and rankings during all periods shown reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns and rankings would have been lower.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Average Annual Total Returns as of 9/30/04

6-Month+

1-Year

3-Year

5-Year

10-Year

Investment Class

-.28%

4.58%

4.14%

4.46%

7.08%

S&P 500 Index+
-.18%
13.87%
4.05%
-1.31%
11.08%
Citigroup Broad Investment Grade Bond Index++
.74%
3.82%
5.88%
7.49%
7.67%
Asset Allocation Index - Short Range+++
.59%
4.51%
4.47%
5.03%
7.32%

+ Total returns shown for periods less than one year are not annualized.

Sources: Lipper Inc. and Deutsche Asset Management, Inc.

Net Asset Value and Distribution Information

Investment Class

Net Asset Value:
9/30/04
$ 10.14
3/31/04
$ 10.30
Distribution Information:
Six Months:
Income Dividends as of 9/30/04
$ .14

Investment Class Lipper Rankings - Income Funds Category as of 9/30/04

Period

Rank

Number of Funds Tracked

Percentile Ranking

1-Year

153

of

175

87

3-Year

85

of

113

75

5-Year

32

of

78

41

10-Year

12

of

19

60


Source: Lipper Inc. Rankings are historical and do not guarantee future results. Rankings are based on total return with distributions reinvested.



Growth of an Assumed $10,000 Investment

[] Scudder Lifecycle Short Range Fund - Investment Class

[] S&P 500 Index+
[] Citigroup Broad Investment Grade Bond Index++
[] Asset Allocation Index - Short Range+++
lif_g10k3F0

Yearly periods ended September 30


Comparative Results as of 9/30/04

Scudder Lifecycle Short Range Fund

1-Year

3-Year

5-Year

10-Year

Investment Class

Growth of $10,000

$10,458

$11,293

$12,439

$19,828

Average annual total return

4.58%

4.14%

4.46%

7.08%

S&P 500 Index+
Growth of $10,000

$11,387

$11,263

$9,363

$28,612

Average annual total return

13.87%

4.05%

-1.31%

11.08%

Citigroup Broad Investment Grade Bond Index++
Growth of $10,000

$10,382

$11,869

$14,348

$20,946

Average annual total return

3.82%

5.88%

7.49%

7.67%

Asset Allocation Index - Short Range+++
Growth of $10,000

$10,451

$11,401

$12,778

$20,265

Average annual total return

4.51%

4.47%

5.03%

7.32%


The growth of $10,000 is cumulative.

+ The Standard & Poor's (S&P) 500 Index is a capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.
++ Citigroup Broad Investment Grade Bond Index (formerly Salomon Broad Investment Grade Bond Index) covers an all inclusive universe of institutionally traded US treasury, agency, mortgage and corporate securities.
+++ Asset Allocation Index - Short Range is calculated using the performance of three unmanaged indices representative of stocks (S&P 500 Index), bonds (Citigroup Broad Investment Grade Bond Index) and cash (Merrill Lynch 3-month T-bill Index) weighted by their corresponding proportion of the Fund's neutral position (stocks: 15%; bonds: 55%; cash: 30%). These results are summed to produce the aggregate benchmark. The S&P 500 Index measures the performance of 500 large US companies. The Citigroup Broad Investment Grade Bond Index covers an all inclusive universe of institutionally traded US Treasury, agency, mortgage and corporate securities. The Merrill Lynch 3-month T-bill Index is representative of the 3-month Treasury market.
Index returns assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Information About Your Fund's Expenses


As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following table is intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The table is based on an investment of $1,000 made at the beginning of the six-month period ended September 30, 2004.

The table illustrates your Fund's expenses in two ways:

Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund's actual return during the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the "Expenses Paid per $1,000" line under the share class you hold.

Hypothetical 5% Fund Return. This helps you to compare your Fund's ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. If these transaction costs had been included, your costs would have been higher.

Scudder Lifecycle Long Range Fund

Expenses and Value of a $1,000 Investment for the six months ended September 30, 2004

Actual Fund Return

Investment Class

Institutional Class

Beginning Account Value 4/1/04
$ 1,000.00 $ 1,000.00
Ending Account Value 9/30/04
$ 997.30 $ 999.10
Expenses Paid per $1,000*
$ 5.02 $ 2.76
Hypothetical 5% Fund Return

Investment Class

Institutional Class

Beginning Account Value 4/1/04
$ 1,000.00 $ 1,000.00
Ending Account Value 9/30/04
$ 1,020.04 $ 1,022.31
Expenses Paid per $1,000*
$ 5.08 $ 2.79

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 365.
Annualized Expense Ratios

Investment Class

Institutional Class

Scudder Lifecycle Long Range Fund

1.00%

0.55%


For more information, please refer to the Fund's prospectuses.

Scudder Lifecycle Mid Range Fund

Expenses and Value of a $1,000 Investment for the six months ended September 30, 2004

Actual Fund Return

Investment Class

Beginning Account Value 4/1/04
$ 1,000.00
Ending Account Value 9/30/04
$ 996.50
Expenses Paid per $1,000*
$ 4.99
Hypothetical 5% Fund Return

Investment Class

Beginning Account Value 4/1/04
$ 1,000.00
Ending Account Value 9/30/04
$ 1,020.07
Expenses Paid per $1,000*
$ 5.05

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 365.
Annualized Expense Ratios

Investment Class

Scudder Lifecycle Mid Range Fund

1.00%


For more information, please refer to the Fund's prospectus.

Scudder Lifecycle Short Range Fund

Expenses and Value of a $1,000 Investment for the six months ended September 30, 2004

Actual Fund Return

Investment Class

Beginning Account Value 4/1/04
$ 1,000.00
Ending Account Value 9/30/04
$ 997.20
Expenses Paid per $1,000*
$ 4.95
Hypothetical 5% Fund Return

Investment Class

Beginning Account Value 4/1/04
$ 1,000.00
Ending Account Value 9/30/04
$ 1,020.11
Expenses Paid per $1,000*
$ 5.01

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 365.
Annualized Expense Ratios

Investment Class

Scudder Lifecycle Short Range Fund

0.99%


For more information, please refer to the Fund's prospectus.


Portfolio Management Review


In the following interview, Portfolio Managers Janet Campagna and Robert Wang address the economy, the investment management strategy and the resulting performance of Scudder Lifecycle Funds for the six-month period ended September 30, 2004.

Q: Will you review the key global political and economic developments during the six-month period?

A: Following strong performance by the equity markets in late 2003, a significant head wind was whipped up in 2004 by a combination of issues, including the Federal Reserve Board's decision to raise interest rates as well as concerns about rising inflation, decelerating economic growth and soaring energy prices, all of which had an impact on the revenue growth of companies. Concerns regarding political affairs and convention activities gave investors reason for pause. And disappointing performance by information technology stocks was a major obstacle. So, stocks treaded water as a result of all the ongoing turbulence of the second and third quarters of 2004. For the six-month period, the US equity market, as measured by the Russell 1000 Index, returned -0.43%.1 The international equity market, as measured by the Morgan Stanley Capital International EAFE Index, posted a flat -0.06% return.2

1 The Russell 1000 Index is an unmanaged, price-only index of the 1,000 largest-capitalization companies that are domiciled in the United States and whose common stocks are traded there. Index returns assume reinvestment of dividends and, unlike fund returns, do not reflect any fees or expenses. It is not possible to invest directly in an index.
2 The Morgan Stanley Capital International Europe, Australasia and Far East Index (MSCI EAFE®) is an unmanaged index that tracks international stock performance in the 21 developed markets of Europe, Australasia and the Far East. Index returns assume reinvestment of dividends, and unlike fund returns, do not reflect any fees or expenses. It is not possible to invest directly in an index.

Looking to bonds, there was much concern about inflation at the beginning of the second quarter of 2004. In March, April and May, the yield of the 10-year Treasury bond climbed from 3.70% to more than 4.80%, as the bond's price declined. The price of a bond and its yield have an inverse relationship - when one goes up, the other goes down. As investors subsequently had a change of heart and decided that neither economic growth nor inflation would be significant, the 10-year Treasury bond rallied in August, and its yield fell to approximately 4.20% by the end of September. Given expectations for the near term, we think that yields are a bit low in this environment. We believe a fair range for expected annual Treasury returns would be closer to 4.40% to 4.75%.

The US dollar abruptly changed from a depreciating currency to an appreciating one during the period as the Fed decided to increase short-term interest rates. Typically, as interest rates rise, the carry that investors get from other currencies would no longer be advantageous against US dollar interest rates.3 As a result, the US dollar began to show strength, though its performance flattened out during the latter portion of the period. While we witnessed strength in the US dollar versus other currencies in the last six to nine months of the period, the huge trade deficit still supports the notion of a weaker dollar and, in fact, the US dollar hit a new low versus the euro in November.

3 A carry trade involves borrowing funds in one country's market where interest rates are low and purchasing an offsetting position in fixed-income securities in another country's market where a higher rate of interest is paid.

For most of the markets that we track, energy and materials were strong performers. Underperformers across most markets were the technology, consumer staples and consumer discretionary sectors, as there was concern over whether the consumer could continue to maintain a strong pace of activity in the face of third-quarter weakening in job statistics. The nonfarm payroll numbers grew by an average of 104,000 during the third quarter, as opposed to the 300,000+ average that we saw in the second quarter.

Equity earnings continued to surprise in a positive way in the second and third quarters of 2004 despite concern over whether the overall pace of accelerated earnings growth could continue. In the third quarter, there were more positive earnings surprises than we've witnessed since 1999, and earnings revision indicators remained in positive territory. We believe that equity market valuations are fair at this stage.

Global equity markets were stuck in a narrow trading range after having started the year well. In dollar terms, most of the foreign markets outperformed the US equity market during the period, as did smaller stocks in some of the European and non-US markets. On the international front, European markets generally performed better, and international equities (on a US-dollar basis) proved a good place to invest. Although Japanese stocks proved disappointing during the six-month period, we are expecting good economic performance from Japan. Emerging-markets stocks declined through the period.

We are still concerned that Europe could remain the laggard in the global economy as it struggles with higher energy prices. However, based on several positive trends, one could make the case that European equity performance should improve. European companies are managing more frugally and negotiating with labor more efficiently, which should help profit margins. The stability of the euro will allow European companies to better anticipate sales, and the potential for stable global growth should also benefit European equities. The European equity markets, as represented by the Morgan Stanley Capital International Europe Index, gained 3.36% for the six-month period ended September 30, 2004.4

4 The Morgan Stanley Capital International Europe Index (MSCI Europe) is an unmanaged, capitalization-weighted measure of 16 markets in Europe. Index returns assume reinvestment of dividends and, unlike fund returns, do not reflect any fees or expenses. It is not possible to invest directly in an index.

China has been a major topic of conversation during this calendar year, as there has been quite a bit of overheating (inflation) in many sectors of China, and the government is embarking on a controlled monetary policy slowdown. At this point, with the Beijing Olympics coming, and the benefits of strong organic growth in place, we believe that any deceleration of growth in China would be gradual. We also don't feel that any economic slowdown in China will have a significant impact on other Asian economies. With a gradual deceleration in China's economic growth, these countries should have time to adjust.

General economic statistics still clearly show that the world economy is in recovery and is reaching some level of sustainable growth. However, consensus gross domestic product (GDP) forecasts in the United States did fall. At the end of September, the forecast for GDP in 2004 was 4.3%. This represents a decline from the 4.7% consensus during the second quarter. Both the personal consumption and business investment forecasts have been trimmed. As expected, growth expectations were revised downward during the six-month period because of slightly weaker job statistics. The current consensus forecast for 2005 GDP is approximately 3.5%, down from 3.8% in the second quarter. By contrast, the forecast for inflation as represented by the consumer price index has been revised upward to approximately 2.5%. Though inflation has been forecast to rise, the bond market has not really reflected this, with the 10-year Treasury yield curve remaining flat.

It does appear that the recovery is broadening and deepening, with the United States and Asia providing the majority of the strength. We believe we are moving toward a more stable phase in global growth. Despite this solid performance, in the third quarter, labor data did not show the kind of growth that we would have expected at this point. However, we don't believe that this slight weakness on the labor side is enough to dissuade the Fed from three or four additional interest rate increases. Until the Fed reaches the 2.5% range on the fed funds rate, its threshold is likely to be fairly low for raising rates. Europe is still a laggard in the recovery, as energy prices are hitting the region harder, and therefore we don't think the European Central Bank is likely to raise interest rates in the near future.

Q: How did the funds perform during the period?

A: During the six-month period, fund performance reflected the fact that most equity markets remained in a narrow trading range. Each of the three funds underperformed the 0.74% return of the Citigroup Broad Investment Grade Bond Index. In addition, the funds' returns were in line with the -0.18% return of the S&P 500 index and with the average performance of their peers as tracked by Lipper Inc. For the period from April 1, 2004 through September 30, 2004:

Scudder Lifecycle Long Range Fund returned -0.27% (Investment Class) compared with the Lipper Income Funds category average return of 0.46%

Scudder Lifecycle Short Range Fund returned -0.28% (Investment Class) and Scudder Lifecycle Mid Range Fund posted a -0.35% return (Investment Class) compared with the Lipper Flexible Portfolio Funds category average return of -0.72%

(Scudder Lifecycle Long Range Fund has an additional Institutional share class. See pages 3 through 9 for performance of the other share class and more complete performance information for all three funds.)

Much of the negative performance that was generated within the funds' portfolios is attributable to the first three weeks of April. Employment strength surprised the market and, as a result, the market reassessed its interest rate expectations, believing at the time that the Fed would raise interest rates aggressively. Owing in large part to this reassessment, the dollar began a strengthening trend, which hurt performance, as the fund was long in (held) foreign currencies versus the US dollar. In terms of currency and fixed-income allocations, our overall position detracted from performance. Again, most of the negative performance in these two areas occurred in early April amid the strengthening of the US dollar and sharp increases in interest rates.

In evaluating performance, it is important to take into account Scudder Lifecycle Funds' unique Global Asset Allocation (GAA) overlay - a formula designed to help add portfolio diversification and reduce volatility. In comparison with their peers, Scudder Lifecycle Funds tend to provide a lower risk profile and more stable returns over time.

However, the funds' overlay allocations, which overweighted equities, were the biggest detractor from performance during the semiannual period, reflecting the fact that equities were locked in a narrow trading range through most of the period.5

5 Overweight means the fund holds a higher weighting in a given sector than its benchmark index. Underweight means the fund holds a lower weighting in a given sector than its benchmark index.

In addition, it is important to note that - because of the conservative nature of these funds - - we are not able to sell foreign currencies short as a hedge against a rising US dollar. During the previous two years, when the dollar was weak, we were able to buy foreign currencies and generate additional returns for the fund. The fact that the funds are denominated in dollars, and we cannot execute short sales of foreign currencies (as defined in the prospectus), limits performance in the current stronger dollar environment.

Q: Will you review the GAA overlay and other asset allocation techniques on which you rely?

A: The GAA overlay is a "long-short" strategy, or a means of attempting to capture gains when stocks advance or decline. In addition, it utilizes stock and bond futures and currency forwards to enable the funds' management team to achieve tactical positioning without having to make dramatic shifts in the stock, bond and cash allocations of the funds, which normally remain static. We don't buy or sell stocks and bonds on a frequent basis. The overlay enables us to gain a degree of exposure to a particular asset class in an attempt to derive the greatest value from any one source. Here's another way of thinking about GAA: It represents the view of Deutsche Asset Management investment teams around the world regarding currencies, equities and bonds. These views are combined to provide a "house view" that is risk-adjusted for the specific needs of these portfolios. This view is then executed through futures and currency forwards in Scudder Lifecycle Funds.

We also incorporate into our equity assets an Enhanced Stock Index Fund (ESIF) strategy. The ESIF strategy seeks to keep pace with a given benchmark index by investing in a similar portfolio of stocks. The ESIF strategy aims to achieve total returns of one-quarter to one-half of 1% above the index - in this case the S&P 500 index - on an annual basis. The ESIF strategy contributed positively to performance during the period.

Likewise, the portfolio incorporates a core fixed-income strategy to select bonds based on a number of characteristics in an effort to outperform the Citigroup Broad Investment Grade Bond Index. On a historical basis, this has been one of the most effective ways in which managers have been able to add value. For the most recent period, this strategy had a neutral effect on the three funds' performance.

Q: How were each of the funds diversified as of September 30, 2004?

A: Scudder Lifecycle Long Range Fund was overweight in equities by 3% to 5% throughout the period. In fixed income, the fund transitioned from a slight overweight at the beginning of the period to an underweight. Within cash-equivalent securities, the fund went from an underweight position at the beginning of the period to a slight overweight to flat position over the course of six months. The fund was long in foreign currencies versus the US dollar throughout the period.

Scudder Lifecycle Mid Range Fund held an overweight equity position throughout the period, and in fixed income, the fund shifted from an overweight to a 2% underweight. In addition, the fund was long in foreign currencies versus the US dollar throughout the period.

Scudder Lifecycle Short Range Fund took an overweight equity position throughout the period, while underweighting fixed income the past three months. In addition, the fund was long in foreign currencies versus the US dollar throughout the period.

Q: Do you have any final thoughts for shareholders?

A: We continue to hold a positive view of equity markets, as we believe earnings are still relatively strong, though they are decelerating somewhat. Equity valuations remain positive versus bonds and cash. On the US side, equity valuations seem somewhat high relative to other markets and perhaps historically, given this point in the cycle. But compared with bonds, they are still attractive, and we think that investors are going to focus on cash flow and dividend growth in the coming months. In this environment of low interest rates, that is an advantage for equities. Our view of bonds is more negative, but unless inflation and interest rates rise markedly, bonds will probably not weaken that much. Our sense is that bonds will weaken slowly, and investors should be able to collect some proportion of bond coupon.

In this environment of uncertainty over energy prices and geopolitics, we believe that diversification is a critical strategy to invest appropriately. The multi-asset-class approach that we take has shown over the long term that it can reduce volatility and provide solid returns. We continue to believe that the Scudder Lifecycle Funds are a suitable vehicle for investors seeking to manage risk as they pursue their investment goals.

The views expressed in this report reflect those of the portfolio managers only through the end of the period of the report as stated on the cover. The managers' views are subject to change at any time based on market and other conditions and should not be construed as a recommendation.


Portfolio Summary September 30, 2004


Scudder Lifecycle Long Range Fund

Asset Allocation (Excludes Securities Lending Collateral

9/30/04

3/31/04


Common Stocks
53%
55%
Bonds
35%
35%
Short-Term Investments
12%
10%

100%
100%

Five Largest Equity Holdings at September 30, 2004
(7.3% of Portfolio)

1. General Electric Co.
Industrial conglomerate

1.8%

2. ExxonMobil Corp.
Explorer and producer of oil and gas

1.6%

3. Microsoft Corp.
Developer of computer software

1.5%

4. Pfizer, Inc.
Manufacturer of prescription pharmaceuticals and non-prescription self-medications

1.2%

5. Citigroup, Inc.
Provider of diversified financial services

1.2%


Five Largest Fixed Income Long-Term Securities at September 30, 2004 (5.1% of Portfolio)

1. US Treasury Note
4.375%, 8/15/2012

1.8%

2. US Treasury Bond
6.00%, 2/15/2026

1.7%

3. Federal National Mortgage Association
5.00%, 1/1/2018

0.6%

4. Federal Home Loan Mortgage Corp.
"JD", Series 2778, 5.00%, 12/15/2032

0.5%

5. Countrywide Home Equity Loan Trust
"A2", Series 2004-0, 2.15%, 2/15/2034

0.5%


Asset allocation is based on market value of the Total Investment Portfolio and is subject to change. Portfolio holdings are subject to change.

For more complete details about the fund's investment portfolio, see page 19. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Fund as of month end is available upon request on the 16th of the following month. Please see the Account Management Resources section for contact information.

Scudder Lifecycle Mid Range Fund

Asset Allocation (Excludes Securities Lending Collateral

9/30/04

3/31/04


Bonds
51%
44%
Common Stocks
35%
35%
Short-Term Investments
14%
20%
Preferred Stocks
-
1%

100%
100%

Five Largest Equity Holdings at September 30, 2004
(4.9% of Portfolio)

1. General Electric Co.
Industrial conglomerate

1.2%

2. ExxonMobil Corp.
Explorer and producer of oil and gas

1.1%

3. Microsoft Corp.
Developer of computer software

1.0%

4. Pfizer, Inc.
Manufacturer of prescription pharmaceuticals and non-prescription self-medications

0.8%

5. Citigroup, Inc.
Provider of diversified financial services

0.8%


Five Largest Fixed Income Long-Term Securities at September 30, 2004 (7.3% of Portfolio)

1. US Treasury Bond
6.00%, 2/15/2026

2.4%

2. Lansing, MI, Water & Sewer Revenue
7.3%, 7/1/2006

1.3%

3. Virginia Multi-Family Housing Revenue
6.51%, 5/1/2019

1.3%

4. PF Export Receivable Master Trust
144A, 6.60%, 12/1/2011

1.2%

5. Autopista Del Maipo
144A, 7.373%, 6/15/2022

1.1%


Asset allocation is based on market value of the Total Investment Portfolio and is subject to change. Portfolio holdings are subject to change.

For more complete details about the fund's investment portfolio, see page 35. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Fund as of month end is available upon request on the 16th of the following month. Please see the Account Management Resources section for contact information.



Scudder Lifecycle Short Range Fund

Asset Allocation (Excludes Securities Lending Collateral

9/30/04

3/31/04


Bonds
68%
53%
Short-Term Investments
18%
32%
Common Stocks
14%
14%
Preferred Stocks
-
1%

100%
100%

Five Largest Equity Holdings at September 30, 2004
(1.9% of Portfolio)

1. General Electric Co.
Industrial conglomerate

0.5%

2. ExxonMobil Corp.
Explorer and producer of oil and gas

0.4%

3. Microsoft Corp.
Developer of computer software

0.4%

4. Pfizer, Inc.
Manufacturer of prescription pharmaceuticals and non-prescription self-medications

0.3%

5. Citigroup, Inc.
Provider of diversified financial services

0.3%


Five Largest Fixed Income Long-Term Securities at September 30, 2004 (9.1% of Portfolio)

1. US Treasury Bond
6.00%, 2/15/2026

3.0%

2. US Treasury Note
4.375%, 8/15/2012

2.4%

3. Virginia, Multi Family Housing Revenue
6.51%, 5/1/2019

1.5%

4. PF Export Receivable Master Trust
6.6%, 12/1/2011

1.1%

5. Autopista Del Maipo
7.37%, 6/15/2022

1.1%


Asset allocation is based on market value of the Total Investment Portfolio and is subject to change. Portfolio holdings are subject to change.

For more complete details about the fund's investment portfolio, see page 50. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Fund as of month end is available upon request on the 16th of the following month. Please see the Account Management Resources section for contact information.

Following the Fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. The form will be available on the SEC's Web site at www.sec.gov, and it also may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.


Investment Portfolios as of September 30, 2004 (Unaudited)


Scudder Lifecycle Long Range Fund


Shares

Value ($)



Common Stocks 54.2%

Consumer Discretionary 6.0%
Auto Components 0.2%
Cooper Tire & Rubber Co.
2,900
58,493
Dana Corp.
5,900
104,371
Delphi Corp.
22,000
204,380
Goodyear Tire & Rubber Co.*
37,200
399,528
Johnson Controls, Inc.
7,500
426,075
Visteon Corp.
5,100
40,749

1,233,596

Automobiles 0.4%
Ford Motor Co.
71,600
1,005,980
General Motors Corp.
30,100
1,278,648
Harley-Davidson, Inc.
17,100
1,016,424

3,301,052

Distributors 0.0%
Genuine Parts Co.
6,900

264,822

Hotels Restaurants & Leisure 0.9%
Carnival Corp.
24,800
1,172,792
Darden Restaurants, Inc.
6,200
144,584
Harrah's Entertainment, Inc.
4,400
233,112
Hilton Hotels Corp.
15,100
284,484
International Game Technology
22,700
816,065
Marriott International, Inc., "A"
9,000
467,640
McDonald's Corp.
49,200
1,379,076
Starbucks Corp.*
22,700
1,031,942
Starwood Hotels & Resorts Worldwide, Inc.
8,100
376,002
Wendy's International, Inc.
4,400
147,840
YUM! Brands, Inc.
11,400
463,524

6,517,061

Household Durables 0.4%
Black & Decker Corp.
3,100
240,064
Centex Corp.
4,800
242,208
Fortune Brands, Inc.
5,600
414,904
KB Home
1,800
152,082
Leggett & Platt, Inc.
7,500
210,750
Newell Rubbermaid, Inc.
27,100
543,084
Pulte Homes, Inc.
5,000
306,850
The Stanley Works
11,000
467,830
Whirlpool Corp.
2,600
156,260

2,734,032

Internet & Catalog Retail 0.4%
eBay, Inc.*
29,400

2,703,036

Leisure Equipment & Products 0.1%
Brunswick Corp.
3,700
169,312
Eastman Kodak Co.
21,400
689,508

858,820

Media 1.6%
Clear Channel Communications, Inc.
3,500
109,095
Comcast Corp., "A"*
87,400
2,468,176
Dow Jones & Co., Inc.
3,200
129,952
Gannett Co., Inc.
10,400
871,104
Interpublic Group of Companies, Inc.*
16,600
175,794
Knight-Ridder, Inc.
3,100
202,895
McGraw-Hill Companies, Inc.
7,500
597,675
Meredith Corp.
2,000
102,760
New York Times Co., "A"
5,800
226,780
Time Warner, Inc.*
199,200
3,215,088
Univision Communications, Inc., "A"*
23,100
730,191
Viacom, Inc., "B"
49,300
1,654,508
Walt Disney Co.
80,400
1,813,020

12,297,038

Multiline Retail 0.4%
Big Lots, Inc.*
4,500
55,035
Federated Department Stores, Inc.
7,100
322,553
J.C. Penny Co., Inc.
11,300
398,664
Kohl's Corp.*
13,400
645,746
Nordstrom, Inc.
5,500
210,320
Target Corp.
17,600
796,400
The May Department Stores Co.
24,000
615,120

3,043,838

Specialty Retail 1.3%
AutoNation, Inc.*
10,400
177,632
AutoZone, Inc.*
3,300
254,925
Bed Bath & Beyond, Inc.*
11,700
434,187
Best Buy Co., Inc.
1,600
86,800
Boise Cascade Corp.
3,500
116,480
Circuit City Stores, Inc.
28,600
438,724
Home Depot, Inc.
94,200
3,692,640
Limited Brands
33,200
740,028
Lowe's Companies, Inc.
15,700
853,295
Office Depot, Inc.*
12,300
184,869
Sherwin-Williams Co.
5,600
246,176
Staples, Inc.
30,700
915,474
The Gap, Inc.
35,400
661,980
TJX Companies, Inc.
19,100
420,964
Toys "R" Us, Inc.*
26,900
477,206

9,701,380

Textiles, Apparel & Luxury Goods 0.3%
Coach, Inc.*
14,900
632,058
Jones Apparel Group, Inc.
4,900
175,420
Liz Claiborne, Inc.
4,200
158,424
NIKE, Inc., "B"
14,400
1,134,720
Reebok International Ltd.
9,100
334,152
VF Corp.
4,300
212,635

2,647,409

Consumer Staples 5.6%
Beverages 1.2%
Anheuser-Busch Companies, Inc.
31,300
1,563,435
Brown-Forman Corp., "B"
4,700
215,260
Coca-Cola Co.
95,000
3,804,750
Pepsi Bottling Group, Inc.
10,000
271,500
PepsiCo, Inc.
66,300
3,225,495

9,080,440

Food & Drug Retailing 1.9%
Albertsons, Inc.
14,400
344,592
Costco Wholesale Corp.
25,800
1,072,248
CVS Corp.
15,600
657,228
Kroger Co.*
29,000
450,080
Safeway, Inc.*
17,500
337,925
SUPERVALU, Inc.
5,400
148,770
Sysco Corp.
25,100
750,992
Wal-Mart Stores, Inc.
166,100
8,836,520
Walgreen Co.
40,100
1,436,783
Winn-Dixie Stores, Inc.
5,600
17,304

14,052,442

Food Products 0.5%
Archer-Daniels-Midland Co.
25,400
431,292
Campbell Soup Co.
16,100
423,269
ConAgra Foods, Inc.
20,700
532,197
H.J. Heinz Co.
13,700
493,474
Kellogg Co.
16,100
686,826
McCormick & Co, Inc.
5,400
185,436
Sara Lee Corp.
31,100
710,946
William Wrigley Jr. Co.
8,800
557,128

4,020,568

Household Products 1.0%
Clorox Co.
8,300
442,390
Colgate-Palmolive Co.
7,300
329,814
Kimberly-Clark Corp.
19,300
1,246,587
Procter & Gamble Co.
99,500
5,384,940

7,403,731

Personal Products 0.3%
Alberto-Culver Co., "B"
3,500
152,180
Avon Products, Inc.
18,500
808,080
Gillette Co.
39,200
1,636,208

2,596,468

Tobacco 0.7%
Altria Group, Inc.
87,300
4,106,592
Reynolds American, Inc.
5,800
394,632
UST, Inc.
14,600
587,796

5,089,020

Energy 4.1%
Energy Equipment & Services 0.6%
Baker Hughes, Inc.
13,000
568,360
BJ Services Co.
6,300
330,183
Halliburton Co.
17,300
582,837
Nabors Industries Ltd.*
11,000
520,850
Noble Corp.*
10,600
476,470
Rowan Companies, Inc.*
4,200
110,880
Schlumberger Ltd.
23,100
1,554,861
Transocean, Inc.*
19,500
697,710

4,842,151

Oil & Gas 3.5%
Amerada Hess Corp.
3,600
320,400
Anadarko Petroleum Corp.
13,500
895,860
Apache Corp.
13,000
651,430
Burlington Resources, Inc.
15,500
632,400
ChevronTexaco Corp.
89,400
4,795,416
ConocoPhillips
26,900
2,228,665
Devon Energy Corp.
9,400
667,494
El Paso Corp.
25,100
230,669
EOG Resources, Inc.
4,600
302,910
ExxonMobil Corp.
254,600
12,304,818
Kerr-McGee Corp.
5,900
337,775
Kinder Morgan, Inc.
4,800
301,536
Marathon Oil Corp.
13,600
561,408
Occidental Petroleum Corp.
4,300
240,499
Sunoco, Inc.
6,300
466,074
Unocal Corp.
10,400
447,200
Valero Energy Corp.
5,000
401,050
Williams Companies, Inc.
20,500
248,050

26,033,654

Financials 11.1%
Banks 3.6%
AmSouth Bancorp.
13,800
336,720
Bank of America Corp.
159,200
6,898,136
BB&T Corp.
21,700
861,273
Comerica, Inc.
6,700
397,645
Fifth Third Bancorp.
22,300
1,097,606
First Horizon National Corp.
4,800
208,128
Golden West Financial Corp.
6,000
665,700
Huntington Bancshares, Inc.
22,100
550,511
KeyCorp.
15,900
502,440
M&T Bank Corp.
4,500
430,650
Marshall & Ilsley Corp.
8,700
350,610
National City Corp.
34,400
1,328,528
North Fork Bancorp., Inc.
6,715
298,482
PNC Financial Services Group
11,100
600,510
Regions Financial Corp.
18,100
598,386
SouthTrust Corp.
13,100
545,746
Sovereign Bancorp, Inc.
13,400
292,388
SunTrust Banks, Inc.
11,100
781,551
Synovus Financial Corp.
12,100
316,415
US Bancorp.
73,600
2,127,040
Wachovia Corp.
51,300
2,408,535
Washington Mutual, Inc.
34,100
1,332,628
Wells Fargo & Co.
66,100
3,941,543
Zions Bancorp.
3,500
213,640

27,084,811

Capital Markets 1.3%
Bank of New York Co., Inc.
30,500
889,685
Bear Stearns Companies, Inc.
6,600
634,722
E*TRADE Financial Corp.*
43,600
497,912
Federated Investors, Inc., "B"
4,300
122,292
Franklin Resources, Inc.
9,800
546,448
Goldman Sachs Group, Inc.
22,500
2,097,900
Janus Capital Group, Inc.
9,400
127,934
Lehman Brothers Holdings, Inc.
10,600
845,032
Mellon Financial Corp.
16,600
459,820
Merrill Lynch & Co., Inc.
24,600
1,223,112
Morgan Stanley
26,500
1,306,450
State Street Corp.
13,200
563,904
T. Rowe Price Group, Inc.
5,000
254,700

9,569,911

Consumer Finance 0.8%
American Express Co.
49,600
2,552,416
Capital One Finance Corp.
9,400
694,660
MBNA Corp.
62,700
1,580,040
Providian Financial Corp.*
27,500
427,350
SLM Corp.
17,000
758,200

6,012,666

Diversified Financial Services 2.7%
Citigroup, Inc.
202,800
8,947,536
Countrywide Financial Corp.
22,000
866,580
Fannie Mae
37,900
2,402,860
Freddie Mac
26,900
1,754,956
JPMorgan Chase & Co.
139,400
5,538,362
MGIC Investment Corp.
8,800
585,640
Moody's Corp.
5,800
424,850

20,520,784

Insurance 2.4%
ACE Ltd.
11,100
444,666
AFLAC, Inc.
19,900
780,279
Allstate Corp.
33,900
1,626,861
Ambac Financial Group, Inc.
4,200
335,790
American International Group, Inc.
102,000
6,934,980
Aon Corp.
12,300
353,502
Cincinnati Financial Corp.
6,600
272,052
Jefferson-Pilot Corp.
5,400
268,164
Lincoln National Corp.
6,900
324,300
Loews Corp.
7,300
427,050
Marsh & McLennan Companies, Inc.
20,400
933,504
MBIA, Inc.
5,600
325,976
MetLife, Inc.
29,400
1,136,310
Progressive Corp.
8,500
720,375
Prudential Financial, Inc.
27,300
1,284,192
Safeco Corp.
12,100
552,365
St. Paul Travelers Companies, Inc.
7,400
244,644
The Chubb Corp.
7,500
527,100
Torchmark Corp.
4,300
228,674
UnumProvident Corp.
11,700
183,573
XL Capital Ltd., "A"
5,400
399,546

18,303,903

Real Estate 0.3%
Apartment Investment & Management Co. (REIT)
3,700
128,686
Equity Office Properties Trust (REIT)
15,800
430,550
Equity Residential (REIT)
11,000
341,000
Plum Creek Timber Co., Inc. (REIT)
7,200
252,216
ProLogis (REIT)
7,100
250,204
Simon Property Group, Inc. (REIT)
8,100
434,403

1,837,059

Health Care 7.1%
Biotechnology 0.8%
Amgen, Inc.*
49,500
2,805,660
Applera Corp. -- Applied Biosystems Group
7,900
149,073
Biogen Idec, Inc.*
13,200
807,444
Chiron Corp.*
7,300
322,660
Genzyme Corp., (General Division)*
9,000
489,690
Gilead Sciences, Inc.*
25,800
964,404
MedImmune, Inc.*
9,800
232,260

5,771,191

Health Care Equipment & Supplies 1.4%
Bausch & Lomb, Inc.
7,000
465,150
Baxter International, Inc.
24,100
775,056
Becton, Dickinson and Co.
9,800
506,660
Biomet, Inc.
10,000
468,800
Boston Scientific Corp.*
33,000
1,311,090
Fisher Scientific International, Inc.*
4,464
260,385
Guidant Corp.
16,000
1,056,640
Hospira, Inc.*
6,200
189,720
Medtronic, Inc.
47,300
2,454,870
Millipore Corp.*
2,000
95,700
PerkinElmer, Inc.
5,100
87,822
St. Jude Medical, Inc.*
10,200
767,754
Stryker Corp.
15,700
754,856
Thermo Electron Corp.*
6,400
172,928
Waters Corp.*
4,600
202,860
Zimmer Holdings, Inc.*
9,600
758,784

10,329,075

Health Care Providers & Services 1.2%
Aetna, Inc.
6,000
599,580
AmerisourceBergen Corp.
10,400
558,584
Anthem, Inc.*
5,500
479,875
Cardinal Health, Inc.
16,800
735,336
Caremark Rx, Inc.*
25,800
827,406
CIGNA Corp.
5,400
376,002
Express Scripts, Inc.*
7,900
516,186
HCA, Inc.
18,900
721,035
Health Management Associates, Inc., "A"
9,500
194,085
Humana, Inc.*
22,700
453,546
IMS Health, Inc.
9,200
220,064
Manor Care, Inc.
3,400
101,864
Quest Diagnostics, Inc.
4,000
352,880
Tenet Healthcare Corp.*
18,300
197,457
UnitedHealth Group, Inc.
26,000
1,917,240
WellPoint Health Networks, Inc.*
9,300
977,337

9,228,477

Pharmaceuticals 3.7%
Abbott Laboratories
61,100
2,588,196
Bristol-Myers Squibb Co.
76,100
1,801,287
Eli Lilly & Co.
44,200
2,654,210
Forest Laboratories, Inc.*
14,500
652,210
Johnson & Johnson
105,400
5,937,182
King Pharmaceuticals, Inc.*
9,400
112,236
Merck & Co., Inc.
73,300
2,418,900
Mylan Laboratories, Inc.
10,500
189,000
Pfizer, Inc.
295,500
9,042,300
Schering-Plough Corp.
57,600
1,097,856
Watson Pharmaceuticals, Inc.*
12,400
365,304
Wyeth
36,000
1,346,400

28,205,081

Industrials 6.2%
Aerospace & Defense 1.2%
Boeing Co.
39,200
2,023,504
General Dynamics Corp.
7,800
796,380
Goodrich Corp.
4,600
144,256
Honeywell International, Inc.
33,600
1,204,896
Lockheed Martin Corp.
17,400
970,572
Northrop Grumman Corp.
14,000
746,620
Raytheon Co.
17,600
668,448
Rockwell Collins, Inc.
6,900
256,266
United Technologies Corp.
20,000
1,867,600

8,678,542

Air Freight & Logistics 0.6%
FedEx Corp.
11,700
1,002,573
Ryder System, Inc.
2,500
117,600
United Parcel Service, Inc., "B"
44,000
3,340,480

4,460,653

Airlines 0.1%
Delta Air Lines, Inc.*
5,000
16,450
Southwest Airlines Co.
30,900
421,167

437,617

Building Products 0.1%
American Standard Companies, Inc.*
8,300
322,953
Masco Corp.
17,000
587,010

909,963

Commercial Services & Supplies 0.6%
Allied Waste Industries, Inc.*
12,500
110,625
Apollo Group, Inc., "A"*
11,900
873,103
Avery Dennison Corp.
4,300
282,854
Cendant Corp.
41,300
892,080
Deluxe Corp.
2,000
82,040
Equifax, Inc.
5,300
139,708
H&R Block, Inc.
6,400
316,288
Monster Worldwide, Inc.*
4,700
115,808
Pitney Bowes, Inc.
9,000
396,900
R.R. Donnelley & Sons Co.
8,600
269,352
Robert Half International, Inc.
6,700
172,659
Waste Management, Inc.
22,700
620,618

4,272,035

Construction & Engineering 0.0%
Fluor Corp.
3,300

146,916

Electrical Equipment 0.2%
Cooper Industries, Inc., "A"
3,700
218,300
Emerson Electric Co.
16,400
1,014,996
Power-One, Inc.*
3,300
21,384

1,254,680

Industrial Conglomerates 2.5%
3M Co.
30,600
2,447,082
General Electric Co.
413,200
13,875,256
Textron, Inc.
5,400
347,058
Tyco International Ltd.
78,600
2,409,876

19,079,272

Machinery 0.7%
Caterpillar, Inc.*
3,300
265,485
Crane Co.
2,300
66,516
Cummins, Inc.
1,700
125,613
Danaher Corp.
12,100
620,488
Deere & Co.
9,700
626,135
Eaton Corp.
5,900
374,119
Illinois Tool Works, Inc.
11,800
1,099,406
Ingersoll-Rand Co., "A"
6,800
462,196
ITT Industries, Inc.
3,600
287,964
Navistar International Corp.*
2,700
100,413
PACCAR, Inc.
11,600
801,792
Parker-Hannifin Corp.
10,200
600,372

5,430,499

Road & Rail 0.2%
Burlington Northern Santa Fe Corp.
14,600
559,326
CSX Corp.
8,400
278,880
Norfolk Southern Corp.
15,400
457,996

1,296,202

Trading Companies & Distributors 0.0%
W.W. Grainger, Inc.
3,500

201,810

Information Technology 8.7%
Communications Equipment 1.6%
ADC Telecommunications, Inc.*
31,700
57,377
Andrew Corp.*
6,300
77,112
Avaya, Inc.*
40,700
567,358
CIENA Corp.*
22,300
44,154
Cisco Systems, Inc.*
264,700
4,791,070
Comverse Technologies, Inc.*
7,700
144,991
Corning, Inc.*
76,600
848,728
JDS Uniphase Corp.*
56,400
190,068
Lucent Technologies, Inc.*
168,700
534,779
Motorola, Inc.
111,000
2,002,440
QUALCOMM, Inc.
63,700
2,486,848
Tellabs, Inc.*
52,700
484,313

12,229,238

Computers & Peripherals 1.9%
Apple Computer, Inc.*
21,500
833,125
Dell, Inc.*
97,700
3,478,120
EMC Corp.*
94,200
1,087,068
Gateway, Inc.*
14,600
72,270
Hewlett-Packard Co.
74,200
1,391,250
International Business Machines Corp.
65,500
5,615,970
Lexmark International, Inc.*
8,000
672,080
NCR Corp.*
3,700
183,483
Network Appliance, Inc.*
16,900
388,700
QLogic Corp.*
3,700
109,557
Sun Microsystems, Inc.*
130,200
526,008

14,357,631

Electronic Equipment & Instruments 0.2%
Agilent Technologies, Inc.*
19,000
409,830
Jabil Circuit, Inc.*
7,900
181,700
Molex, Inc.
7,400
220,668
Sanmina-SCI Corp.*
20,400
143,820
Solectron Corp.*
37,600
186,120
Symbol Technologies, Inc.
9,400
118,910
Tektronix, Inc.
3,300
109,758

1,370,806

Internet Software & Services 0.3%
Yahoo!, Inc.*
60,400

2,048,164

IT Consulting & Services 0.6%
Affiliated Computer Services, Inc., "A"*
10,800
601,236
Automatic Data Processing, Inc.
22,900
946,228
Computer Sciences Corp.*
7,400
348,540
Convergys Corp.*
5,600
75,208
Electronic Data Systems Corp.
20,000
388,000
First Data Corp.
33,600
1,461,600
Fiserv, Inc.*
7,700
268,422
Sabre Holdings Corp.
5,400
132,462
SunGard Data Systems, Inc.*
11,300
268,601
Unisys Corp.*
13,100
135,192

4,625,489

Office Electronics 0.1%
Xerox Corp.*
32,800

461,824

Semiconductors & Semiconductor Equipment 1.6%
Advanced Micro Devices, Inc.*
33,000
429,000
Altera Corp.*
31,400
614,498
Applied Materials, Inc.*
66,500
1,096,585
Applied Micro Circuits Corp.*
12,300
38,499
Broadcom Corp., "A"*
24,600
671,334
Intel Corp.
251,100
5,037,066
KLA-Tencor Corp.*
7,700
319,396
Linear Technology Corp.
12,000
435,000
LSI Logic Corp.*
15,100
65,081
Maxim Integrated Products, Inc.
18,600
786,594
Micron Technology, Inc.*
23,900
287,517
National Semiconductor Corp.*
35,500
549,895
Novellus Systems, Inc.*
15,000
398,850
NVIDIA Corp.*
6,500
94,380
PMC-Sierra, Inc.*
6,900
60,789
Teradyne, Inc.*
7,600
101,840
Texas Instruments, Inc.
39,300
836,304
Xilinx, Inc.
13,600
367,200

12,189,828

Software 2.4%
Adobe Systems, Inc.
9,400
465,018
Autodesk, Inc.
4,400
213,972
BMC Software, Inc.*
8,800
139,128
Citrix Systems, Inc.*
6,600
115,632
Computer Associates International, Inc.
23,000
604,900
Compuware Corp.*
15,100
77,765
Electronic Arts, Inc.*
11,900
547,281
Intuit, Inc.*
7,500
340,500
Mercury Interactive Corp.*
3,700
129,056
Microsoft Corp.
403,300
11,151,245
Novell, Inc.*
15,200
95,912
Oracle Corp.*
202,400
2,283,072
Parametric Technology Corp.*
10,500
55,440
PeopleSoft, Inc.*
14,400
285,840
Siebel Systems, Inc.*
19,800
149,292
Symantec Corp.*
18,200
998,816
VERITAS Software Corp.*
17,000
302,600

17,955,469

Materials 1.8%
Chemicals 0.8%
Air Products & Chemicals, Inc.
9,000
489,420
Dow Chemical Co.
36,800
1,662,624
E.I. du Pont de Nemours & Co.
39,100
1,673,480
Eastman Chemical Co.
3,100
147,405
Ecolab, Inc.
10,100
317,544
Engelhard Corp.
5,000
141,750
Great Lakes Chemical Corp.
2,000
51,200
Hercules, Inc.*
4,400
62,700
International Flavors & Fragrances, Inc.
3,700
141,340
PPG Industries, Inc.
6,700
410,576
Praxair, Inc.
12,700
542,798
Rohm & Haas Co.
8,800
378,136
Sigma-Aldrich Corp.
2,700
156,600

6,175,573

Construction Materials 0.0%
Vulcan Materials Co.
4,000

203,800

Containers & Packaging 0.2%
Ball Corp.
13,400
501,562
Bemis Co., Inc.
4,200
111,636
Pactiv Corp.*
5,900
137,175
Sealed Air Corp.*
3,300
152,955
Temple-Inland, Inc.
2,200
147,730

1,051,058

Metals & Mining 0.4%
Alcoa, Inc.
34,100
1,145,419
Newmont Mining Corp.
17,400
792,222
Nucor Corp.
3,100
283,247
Phelps Dodge Corp.
3,700
340,511
Worthington Industries, Inc.
3,500
74,725

2,636,124

Paper & Forest Products 0.4%
Georgia-Pacific Corp.
10,100
363,095
International Paper Co.
19,100
771,831
Louisiana-Pacific Corp.
17,100
443,745
MeadWestvaco Corp.
18,400
586,960
Weyerhaeuser Co.
14,300
950,664

3,116,295

Telecommunication Services 1.9%
Diversified Telecommunication Services 1.6%
ALLTEL Corp.
12,100
664,411
BellSouth Corp.
71,600
1,941,792
CenturyTel, Inc.
5,300
181,472
Qwest Communications International, Inc.*
71,000
236,430
SBC Communications, Inc.
129,700
3,365,715
Sprint Corp.
56,800
1,143,384
Verizon Communications, Inc.
108,300
4,264,854

11,798,058

Wireless Telecommunication Services 0.3%
AT&T Wireless Services, Inc.*
106,800
1,578,504
Nextel Communications, Inc., "A"*
43,600
1,039,424

2,617,928

Utilities 1.7%
Electric Utilities 1.1%
Allegheny Energy, Inc.*
5,000
79,800
Ameren Corp.
7,600
350,740
American Electric Power Co.
15,500
495,380
CenterPoint Energy, Inc.
12,100
125,356
CINergy Corp.
7,100
281,160
Consolidated Edison, Inc.
17,200
723,088
DTE Energy Co.
6,800
286,892
Entergy Corp.
8,900
539,429
Exelon Corp.
25,800
946,602
FirstEnergy Corp.
12,900
529,932
FPL Group, Inc.
7,300
498,736
PG&E Corp.*
15,700
477,280
Pinnacle West Capital Corp.
3,600
149,400
PPL Corp.
7,400
349,132
Progress Energy, Inc.
9,700
410,698
Southern Co.
28,900
866,422
TXU Corp.
11,600
555,872
Xcel Energy, Inc.
15,700
271,924

7,937,843

Gas Utilities 0.1%
KeySpan Corp.
6,200
243,040
Nicor, Inc.
1,700
62,390
NiSource, Inc.
10,300
216,403
Peoples Energy Corp.
1,500
62,520

584,353

Multi-Utilities 0.5%
AES Corp.*
58,500
584,415
Calpine Corp.*
17,400
50,460
CMS Energy Corp.*
6,400
60,928
Constellation Energy Group, Inc.
15,000
597,600
Dominion Resources, Inc.
12,900
841,725
Duke Energy Corp.
51,100
1,169,679
Dynegy, Inc., "A"*
14,900
74,351
Public Service Enterprise Group, Inc.
9,300
396,180
Sempra Energy
9,100
329,329

4,104,667

Total Common Stocks (Cost $362,884,985)

406,915,853



Principal Amount ($)

Value ($)



Corporate Bonds 5.7%

Consumer Discretionary 0.8%
Comcast Cable Communications Holdings, Inc., 8.375%, 3/15/2013
1,225,000
1,483,463
Continental Cablevision, Inc., 9.0%, 9/1/2008
195,000
228,610
Cox Communications, Inc., 6.75%, 3/15/2011
520,000
556,547
DaimlerChrysler NA Holdings Corp., 4.75%, 1/15/2008
665,000
684,871
General Motors Corp., 8.375%, 7/15/2033 (d)
245,000
260,134
Liberty Media Corp., 3.38%**, 9/17/2006
801,000
809,579
TCI Communications, Inc., 6.875%, 2/15/2006
575,000
602,878
Time Warner, Inc., 7.57%, 2/1/2024
1,140,000
1,287,785

5,913,867

Energy 1.1%
CenterPoint Energy Resources Corp., Series B, 7.875%, 4/1/2013
680,000
801,563
Duke Capital Corp., 4.302%, 5/18/2006
1,357,000
1,376,514
Eastern Energy Ltd., 144A, 7.25%, 12/1/2016
2,875,000
3,424,116
Enterprise Products Operating LP, 7.5%, 2/1/2011
535,000
609,140
Pemex Project Funding Master Trust:


144A, 3.18%**, 6/15/2010

945,000
954,922

8.5%, 2/15/2008

710,000
797,863
Tri-State Generation & Transmission Association, 144A, 7.144%, 7/31/2033
491,000
545,398

8,509,516

Financials 2.3%
Agfirst Farm Credit Bank, 8.393%**, 12/15/2016
2,810,000
3,253,126
American General Finance Corp.:


MTN, 4.0%, 3/15/2011

250,000
244,292

4.625%, 9/1/2010 (d)

1,345,000
1,359,931
Capital One Bank:


5.0%, 6/15/2009

395,000
409,060

5.75%, 9/15/2010

155,000
165,240
Ford Motor Credit Co.:


5.8%, 1/12/2009

785,000
813,645

6.875%, 2/1/2006

3,288,000
3,440,636
General Motors Acceptance Corp.:


5.625%, 5/15/2009

430,000
438,349

6.75%, 1/15/2006

270,000
281,635

6.875%, 9/15/2011

625,000
655,639

6.875%, 8/28/2012

625,000
649,444
Goldman Sachs Group, Inc., 4.75%, 7/15/2013
880,000
863,399
Merrill Lynch & Co., Inc., Series C, 5.45%, 7/15/2014
870,000
899,924
OneAmerica Financial Partners, 144A, 7.0%, 10/15/2033
1,020,000
1,046,974
Pennsylvania Mutual Life Insurance Co., 144A, 6.65%, 6/15/2034
865,000
908,951
RAM Holdings Ltd., 144A, 6.875%, 4/1/2024
1,500,000
1,464,031
Republic New York Corp., 5.875%, 10/15/2008
630,000
674,472

17,568,748

Health Care 0.3%
Health Care Service Corp., 144A, 7.75%, 6/15/2011
1,895,000

2,204,941

Industrials 0.0%
BAE System 2001 Asset Trust, "B", Series B 2001, 144A, 7.156%, 12/15/2011
120,886

130,413

Telecommunication Services 0.4%
Bell Atlantic Pennsylvania, Inc., Series A, 5.65%, 11/15/2011
413,000
435,976
BellSouth Corp., 5.2%, 9/15/2014
1,325,000
1,337,354
Telecomunicaciones de Puerto Rico, Inc., 6.65%, 5/15/2006
790,000
831,323

2,604,653

Utilities 0.8%
Consumers Energy Co., 6.25%, 9/15/2006
1,885,000
1,987,250
Dayton Power & Light Co., 144A, 5.125%, 10/1/2013
1,045,000
1,054,433
Old Dominion Electric, 6.25%, 6/1/2011
2,605,000
2,885,012
Potomac Edison Co., 8.0%, 6/1/2024
140,000
144,200

6,070,895

Total Corporate Bonds (Cost $40,704,084)

43,003,033


Asset Backed 3.8%

Automobile Receivables 1.1%
Drive Auto Receivables Trust:


"A3", Series 2004-1, 144A, 3.5%, 8/15/2008

1,515,000
1,524,942

"A4", Series 2002-1, 144A, 4.09%, 1/15/2008

1,265,000
1,279,746
MMCA Automobile Trust:


"A4", Series 2002-2, 4.3%, 3/15/2010

2,355,000
2,373,172

"A4", Series 2001-4, 4.92%, 8/15/2007

917,000
926,966

"B", Series 2002-1, 5.37%, 1/15/2010

1,172,653
1,169,807
Ryder Vehicle Lease Trust, "A4", Series 2001-A, 5.81%, 8/15/2006
1,009,479
1,016,094

8,290,727

Home Equity Loans 2.3%
Advanta Mortgage Loan Trust, "A6", Series 2000-2, 7.72%, 3/25/2015
1,541,384
1,630,119
Centex Home Equity Loan Trust, "AF6", Series 2004-D, 4.67%, 9/25/2034
1,260,000
1,239,525
Conseco Finance:


"AF5", Series 1999-H, 7.6%, 12/15/2029

3,442,515
3,451,337

"AF6", Series 2000-B, 7.8%, 5/15/2020

2,211,999
2,265,644
Countrywide Asset-Backed Certificates, "2AV2", Series 2004-7, 2.19%**, 5/25/2033
1,970,000
1,970,000
Countrywide Home Equity Loan Trust, "A2", Series 2004-0, 2.15%**, 2/15/2034
3,900,000
3,896,953
Long Beach Mortgage Loan Trust:


"M3", Series 2001-4, 4.59%**, 3/25/2032

2,625,000
2,425,795

"N1", Series 2003-4, 144A, 6.535%, 8/25/2033

415,708
416,987
Novastar NIM Trust, "NOTE", Series 2004-N1, 144A, 4.458%, 2/26/2034
49,716
49,673

17,346,033

Manufactured Housing Receivables 0.2%
Greenpoint Manufactured Housing, "A3", Series 1999-5, 7.33%, 8/15/2020
1,805,979

1,827,342

Miscellaneous 0.2%
Master Asset Backed Securities Trust, "5A1", Series 2004-3, 2.1%**, 2/25/2034
1,400,757
1,400,756
Total Asset Backed (Cost $28,957,110)

28,864,858


Foreign Bonds - US$ Denominated 3.1%

Arcel Finance Ltd., 144A, 5.984%, 2/1/2009
1,186,382
1,240,896
Autopista Del Maipo, 144A, 7.373%, 6/15/2022
2,690,000
3,124,919
Deutsche Telekom International Finance BV, 8.25%, 6/15/2030
1,722,000
2,225,819
Endurance Specialty Holdings Ltd., 7.0%, 7/15/2034
565,000
577,541
Mantis Reef Ltd., 144A, 4.692%, 11/14/2008
2,875,000
2,903,963
Mizuho Financial Group Ltd., 144A, 5.79%, 4/15/2014
566,000
583,959
Petroleos Mexicanos, Series P, 9.5%, 9/15/2027
510,000
622,200
PF Export Receivable Master Trust, 144A, 6.6%, 12/1/2011
2,050,000
2,239,912
QBE Insurance Group Ltd., 144A, 5.647%**, 7/1/2023
1,140,000
1,122,773
Sappi Papier Holding AG, 144A, 6.75%, 6/15/2012
1,125,000
1,234,385
Tyco International Group SA:


6.75%, 2/15/2011

2,318,000
2,607,959

6.875%, 1/15/2029

1,657,000
1,856,945

7.0%, 6/15/2028

798,000
900,321
United Mexican States:


MTN, 6.75%, 9/27/2034 (d)

455,000
437,028

8.375%, 1/14/2011

150,000
175,875

8.625%, 3/12/2008 (d)

950,000
1,087,750
Total Foreign Bonds - US$ Denominated (Cost $21,833,026)

22,942,245


US Government Agency Sponsored Pass-Throughs 3.7%

Federal Home Loan Mortgage Corp.:


5.0%, 9/1/2033

1,207,012
1,198,992

6.0%, 10/1/2033

855,782
885,160
Federal National Mortgage Association:


4.5% with various maturities from 6/1/2018 until 6/1/2033 (g)

2,327,801
2,297,265

4.652%, 4/1/2014

1,727
1,734

5.0% with various maturities from 1/1/2018 until 3/1/2034 (g)

5,971,137
6,029,025

5.5% with various maturities from 2/1/2018 until 5/1/2034 (g)

6,629,949
6,754,970

6.0% with various maturities from 3/1/2015 until 6/1/2032

3,567,066
3,709,669

6.305%, 2/1/2008

1,870,715
1,965,013

6.468%, 6/1/2009

1,825,225
1,985,784

6.5%, 11/1/2033

1,121,544
1,177,435

7.13%, 1/1/2012

1,134,474
1,210,343

9.0%, 11/1/2030

176,692
194,586
Total US Government Agency Sponsored Pass-Throughs (Cost $27,195,893)

27,409,976


Commercial and Non-Agency Mortgage-Backed Securities 2.3%

Citicorp Mortgage Securities, Inc., "2A1", Series 2001-17, 6.0%, 11/25/2031
136,838
136,662
Citigroup Mortgage Loan Trust, Inc., "1CB2", Series 2004-NCM2, 6.75%, 8/25/2034
2,545,645
2,668,154
Countrywide Alternative Loan Trust, "1A1", Series 2004-J1, 6.0%, 2/25/2034
729,289
744,308
CS First Boston Mortgage Securities Corp., "A1", Series 1999-C1, 6.91%, 9/15/2041
760,067
811,156
DLJ Mortgage Acceptance Corp.:


"A1B", Series 1997-CF2, 144A, 6.82%, 10/15/2030

1,158,834
1,247,272

"A1B", Series 1997-CF1, 144A, 7.6%, 5/15/2030

1,154,009
1,238,441
GMAC Commercial Mortgage Securities, Inc., "A3", Series 1997-C1, 6.869%, 7/15/2029
1,069,298
1,152,304
Master Alternative Loan Trust:


"5A1", Series 2004-3, 6.5%, 3/25/2034

914,981
945,862

"8A1", Series 2004-3, 7.0%, 4/25/2034

914,562
954,865
Master Asset Securitization Trust, "8A1", Series 2003-6, 5.5%, 7/25/2033
1,163,848
1,171,605
Residential Asset Securitization Trust, "A1", Series 2003-A11, 4.25%, 11/25/2033
2,167,258
2,187,474
TIAA Real Estate CDO Ltd., "A2", Series 2001-C1A, 144A, 6.3%, 6/19/2021
876,556
938,967
Wachovia Bank Commercial Mortgage Trust, "A5", Series 2004-C11, 5.215%, 1/15/2041
1,259,000
1,300,951
Washington Mutual Mortgage Securities Corp., "4A1", Series 2002-S7, 4.5%, 11/25/2032
364,890
366,148
Wells Fargo Mortgage Backed Securities Trust, "1A1", Series 2003-6, 5.0%, 6/25/2018
1,361,273
1,378,786
Total Commercial and Non-Agency Mortgage-Backed Securities (Cost $17,279,141)

17,242,955


Collateralized Mortgage Obligations 9.3%

Fannie Mae Whole Loan:


"2A", Series 2002-W1, 7.5%, 2/25/2042

1,120,558
1,209,710

"5A", Series 2004-W2, 7.5%, 3/25/2044

1,463,042
1,589,688
Federal Home Loan Mortgage Corp.:


"AU", Series 2759, 3.5%, 5/15/2019

1,399,000
1,406,075

"OK", Series 2073, 3.5%, 5/15/2010

2,445,000
2,460,822

"PA", Series 2786, 3.5%, 10/15/2010

1,374,000
1,382,006

"PV", Series 2726, 3.5%, 4/15/2026

1,770,000
1,778,861

"QA", Series 2649, 3.5%, 3/15/2010

2,375,000
2,389,922

"PB", Series 2727, 4.25%, 4/15/2023

2,315,000
2,347,013

"LC", Series 2682, 4.5%, 7/15/2032

1,890,000
1,817,649

"TG", Series 2690, 4.5%, 4/15/2032

1,220,000
1,172,990

"WH", Series 2557, 4.5%, 8/15/2009

1,779,583
1,801,180

"1A2B", Series T-48, 4.688%, 7/25/2022

282,977
284,068

"HG", Series 2543, 4.75%, 9/15/2028

1,274,457
1,289,286

"BG", Series 2640, 5.0%, 2/15/2032

2,330,000
2,322,767

"EG", Series 2836, 5.0%, 12/15/2032

2,685,000
2,645,056

"JD", Series 2778, 5.0%, 12/15/2032

4,015,000
3,947,155

"PD", Series 2783, 5.0%, 1/15/2033

1,300,000
1,273,649

"PE", Series 2777, 5.0%, 4/15/2033

2,765,000
2,699,767

"PE", Series 2378, 5.5%, 11/15/2016

1,495,000
1,556,583

"PE", Series 2512, 5.5%, 2/15/2022

1,725,000
1,792,527

"BD", Series 2453, 6.0%, 5/15/2017

1,000,000
1,048,085

"3A", Series T-41, 7.5%, 7/25/2032

2,147,804
2,319,167
Federal National Mortgage Association:


"A2", Series 2003-63, 2.34%, 7/25/2044

1,220,000
1,218,788

"TU", Series 2003-122, 4.0%, 5/25/2016

1,690,000
1,706,161

"NE", Series 2004-52, 4.5%, 7/25/2033

1,309,000
1,248,485

"QG", Series 2004-29, 4.5%, 12/25/2032

1,450,000
1,385,397

"UK", Series 2003-9, 4.5%, 11/25/2016

1,575,164
1,583,096

"WB", Series 2003-106, 4.5%, 10/25/2015

1,860,000
1,900,347

"A2", Series 2002-W10, 4.7%, 8/25/2042

91,371
91,348

"A2", Series 2002-W9, 4.7%, 8/25/2042

29,689
29,711

"2A3", Series 2003-W15, 4.71%, 8/25/2043

2,800,000
2,825,298

"1A3", Series 2003-W18, 4.732%, 8/25/2043

1,290,000
1,305,556

"KY", Series 2002-55, 4.75%, 4/25/2028

360,069
360,131

"1A3", Series 2003-W19, 4.783%, 11/25/2033

1,270,000
1,288,758

"KH", Series 2003-92, 5.0%, 3/25/2032

1,230,000
1,222,250

"MC", Series 2002-56, 5.5%, 9/25/2017

1,160,230
1,190,074

"VD", Series 2002-56, 6.0%, 4/25/2020

60,761
62,235

"A2", Series 1998-M1, 6.25%, 1/25/2008

1,702,696
1,820,407

"1A2", Series 2003-W3, 7.0%, 8/25/2042

745,031
798,115

"2A", Series 2003-W8, 7.0%, 10/25/2042

1,665,268
1,767,619

"A2", Series 2002-T16, Grantor Trust, 7.0%, 7/25/2042

1,289,557
1,381,438

"A2", Series 2002-T19 Grantor Trust, 7.0%, 7/25/2042

1,215,446
1,302,047

"A2", Series 2002-T4, 7.0%, 12/25/2041

1,540,745
1,650,523
Government National Mortgage Association:


"GD", Series 2004-26, 5.0%, 11/16/2032

1,304,000
1,279,363

"QE", Series 2004-11, 5.0%, 12/16/2032

1,955,000
1,924,568
Total Collateralized Mortgage Obligations (Cost $69,828,142)

69,875,741


Municipal Investments 2.7%

California, Urban Industrial Development Agency, Series 1A, 4.5%, 5/1/2010 (f)
2,550,000
2,577,999
Connecticut, Industrial Development Revenue, Development Authority, Series A, 8.375%, 10/15/2004
195,000
195,485
Delaware River, Port Authority, Port District Project, Series A, 7.27%, 1/1/2007 (f)
930,000
1,013,161
Hudson County, NJ, Improvement Authority Lease Revenue, Weehawken Pershing Road, 5.72%, 3/1/2034 (f)
1,340,000
1,333,689
Illinois, State GO, 4.95%, 6/1/2023
1,670,000
1,598,841
Kentucky, Multi-Family Housing Revenue, Housing Assistane Corp., Series B, 7.2%, 2/1/2006
120,000
120,353
Lansing, MI, Water & Sewer Revenue, Board Water & Light Water Supply Steam, Series B, 7.3%, 7/1/2006 (f)
3,155,000
3,392,887
Mount Laurel Township, NJ, Municipal Utitlites Authority, Utilities System Revenue, Series B, 3.9%, 7/1/2010 (f)
950,000
937,906
San Diego, CA, Redevelopment Agency, Taxable Housing Allocation, Series C, 5.81%, 9/1/2019 (f)
2,300,000
2,363,572
Suffolk, VA, Multi-Family Housing Revenue, Redevelopment & Housing Authority, Series T, 6.6%, 7/1/2015
1,985,000
2,208,154
Washington, Industrial Development Revenue, Series A, 2.5%, 10/1/2007 (f)
3,130,000
3,059,418
Washington, Industrial Development Revenue, Economic Development Financial Authority, CSC Taco LLC Project, Series A, 3.8%, 10/1/2011 (f)
1,105,000
1,071,110
Total Municipal Investments (Cost $19,431,404)

19,872,575


Government National Mortgage Association 0.3%

Government National Mortgage Association, 6.0% with various maturities from 10/15/2033 until 7/20/2034 (Cost $2,582,818)
2,512,449

2,605,028


US Government Backed 4.6%

US Treasury Bills:


1.338%***, 10/21/2004 (h)

5,310,000
5,306,121

1.586%***, 12/23/2004

150,000
149,462

1.603%***, 12/23/2004

265,000
264,041
US Treasury Bond:


6.0%, 2/15/2026 (d)

11,379,000
12,973,391

7.25%, 5/15/2016 (d)

1,229,000
1,547,100
US Treasury Note:


3.125%, 10/15/2008 (d)

215,000
214,681

4.375%, 8/15/2012 (d)

13,274,000
13,684,671
Total US Government Backed (Cost $33,521,689)

34,139,467




Shares

Value ($)



Securities Lending Collateral 3.7%

Daily Assets Fund Institutional, 1.76% (c) (e) (Cost $28,008,728)
28,008,728

28,008,728


Cash Equivalents 9.0%

Scudder Cash Management QP Trust, 1.70% (b) (Cost $67,520,466)
67,520,466

67,520,466


Scudder Lifecycle Long Range Fund

% of Net Assets

Value ($)



Total Investment Portfolio (Cost $719,747,486) (a)
102.4

768,400,925

Other Assets and Liabilities, Net
(2.4)

(17,891,254)

Net Assets
100.0

750,509,671


* Non-income producing security.
** Floating rate notes are securities whose yields vary with a designated market index or market rate, such as the coupon-equivalent of the US Treasury bill rate. These securities are shown at their current rate as of September 30, 2004.
*** Annualized yield at time of purchase; not a coupon rate.
(a) The cost for federal income tax purposes was $740,378,876. At September 30, 2004, net unrealized appreciation for all securities based on tax cost was $28,022,049. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $53,415,698 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $25,393,649.
(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc., an affiliate of the Advisor. The rate shown is the annualized seven-day yield at period end.
(c) Daily Assets Fund Institutional, an affiliated fund, is also managed by Deutsche Asset Management, Inc. The rate shown is the annualized seven day yield at period end.
(d) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at September 30, 2004 amounted to $27,325,640, which is 3.6% of total net assets.
(e) Represents collateral held in connection with securities lending.
(f) Bond is insured by one of these companies:


As a % of Total Investment Portfolio

AMBAC
AMBAC Assurance Corp.

.2%

FSA
Financial Security Assurance

.1%

MBIA
Municipal Bond Investors Assurance

1.5%

XLCA
XL Capital Assurance

.3%


(g) Mortgage dollar rolls included.
(h) At September 30, 2004 this security has been pledged to cover in whole or in part, initial margin requirements for open futures contracts.

Included in the portfolio are investments in mortgage or asset-backed securities which are interests in separate pools of mortgages or assets. Effective maturities of these investments may be shorter than stated maturities due to prepayments. Some separate investments in the Federal National Mortgage Association and the Government National Mortgage Association issues which have similar coupon rates have been aggregated for presentation purposes in the investment portfolio.

MTN: Medium Term Note

144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

GO: General Obligation

At September 30, 2004, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face

Value ($)

Value ($)

Unrealized Appreciation/
(Depreciation) ($)

10 Year Germany Treasury Bond

12/8/2004

266

37,871,302 38,207,520 336,218
S&P 200 Index

12/16/2004

25

1,646,163 1,665,552 19,389
S&P Canada Index

12/16/2004

96

7,211,397 7,321,654 110,257
10 Year Canadian Government Bonds

12/20/2004

61

5,285,840 5,294,813 8,973
EOE Dutch Stock Index Futures

10/15/2004

52

4,309,952 4,196,022 (113,930)
Topix Index

12/9/2004

11

1,137,466 1,100,349 (37,117)
S&P 500 Index

12/16/2004

35

9,862,952 9,755,375 (107,577)
S&P 500 Index

12/16/2004

23

6,466,141 6,410,675 (55,466)
Total net unrealized appreciation

160,747


At September 30, 2004, open futures contracts sold were as follows:

Futures

Expiration Date

Contracts

Aggregate Face

Value ($)

Value ($)

Unrealized Appreciation/
(Depreciation) ($)

10 Year US Treasury Notes

12/20/2004

662

73,665,940 74,557,751

(891,811)



Investment Portfolio as of September 30, 2004 (Unaudited)


Scudder Lifecycle Mid Range Fund

Shares

Value ($)



Common Stocks 34.7%

Consumer Discretionary 3.8%
Auto Components 0.1%
Cooper Tire & Rubber Co.
100
2,017
Dana Corp.
300
5,307
Delphi Corp.
900
8,361
Goodyear Tire & Rubber Co.*
1,600
17,184
Johnson Controls, Inc.
300
17,043
Visteon Corp.
200
1,598

51,510

Automobiles 0.3%
Ford Motor Co.
3,000
42,150
General Motors Corp.
1,300
55,224
Harley-Davidson, Inc.
700
41,608

138,982

Distributors 0.0%
Genuine Parts Co.
300

11,514

Hotels Restaurants & Leisure 0.6%
Carnival Corp.
1,100
52,019
Darden Restaurants, Inc.
300
6,996
Harrah's Entertainment, Inc.
200
10,596
Hilton Hotels Corp.
600
11,304
International Game Technology
1,000
35,950
Marriott International, Inc., "A"
400
20,784
McDonald's Corp.
2,100
58,863
Starbucks Corp.*
1,000
45,460
Starwood Hotels & Resorts Worldwide, Inc.
300
13,926
Wendy's International, Inc.
200
6,720
YUM! Brands, Inc.
500
20,330

282,948

Household Durables 0.2%
Black & Decker Corp.
100
7,744
Centex Corp.
200
10,092
Fortune Brands, Inc.
200
14,818
KB Home
100
8,449
Leggett & Platt, Inc.
300
8,430
Newell Rubbermaid, Inc.
1,100
22,044
Pulte Homes, Inc.
200
12,274
The Stanley Works
500
21,265
Whirlpool Corp.
100
6,010

111,126

Internet & Catalog Retail 0.2%
eBay, Inc.*
1,200

110,328

Leisure Equipment & Products 0.1%
Brunswick Corp.
200
9,152
Eastman Kodak Co.
900
28,998

38,150

Media 1.0%
Clear Channel Communications, Inc.
100
3,117
Comcast Corp., "A"*
3,700
104,488
Dow Jones & Co., Inc.
100
4,061
Gannett Co., Inc.
400
33,504
Interpublic Group of Companies, Inc.*
700
7,413
Knight-Ridder, Inc.
100
6,545
McGraw-Hill Companies, Inc.
300
23,907
Meredith Corp.
100
5,138
New York Times Co., "A"
200
7,820
Time Warner, Inc.*
8,500
137,190
Univision Communications, Inc., "A"*
1,000
31,610
Viacom, Inc., "B"
2,100
70,476
Walt Disney Co.
3,400
76,670

511,939

Multiline Retail 0.3%
Big Lots, Inc.*
200
2,446
Federated Department Stores, Inc.
300
13,629
J.C. Penny Co., Inc.
500
17,640
Kohl's Corp.*
600
28,914
Nordstrom, Inc.
200
7,648
Target Corp.
700
31,675
The May Department Stores Co.
1,000
25,630

127,582

Specialty Retail 0.8%
AutoNation, Inc.*
400
6,832
AutoZone, Inc.*
100
7,725
Bed Bath & Beyond, Inc.*
500
18,555
Best Buy Co., Inc.
100
5,425
Boise Cascade Corp.
100
3,328
Circuit City Stores, Inc.
1,200
18,408
Home Depot, Inc.
4,000
156,800
Limited Brands
1,400
31,206
Lowe's Companies, Inc.
700
38,045
Office Depot, Inc.*
500
7,515
Sherwin-Williams Co.
200
8,792
Staples, Inc.
1,300
38,766
The Gap, Inc.
1,500
28,050
TJX Companies, Inc.
800
17,632
Toys "R" Us, Inc.*
1,100
19,514

406,593

Textiles, Apparel & Luxury Goods 0.2%
Coach, Inc.*
600
25,452
Jones Apparel Group, Inc.
200
7,160
Liz Claiborne, Inc.
200
7,544
NIKE, Inc., "B"
600
47,280
Reebok International Ltd.
400
14,688
VF Corp.
200
9,890

112,014

Consumer Staples 3.6%
Beverages 0.8%
Anheuser-Busch Companies, Inc.
1,300
64,935
Brown-Forman Corp., "B"
200
9,160
Coca-Cola Co.
4,000
160,200
Pepsi Bottling Group, Inc.
400
10,860
PepsiCo, Inc.
2,800
136,220

381,375

Food & Drug Retailing 1.2%
Albertsons, Inc.
600
14,358
Costco Wholesale Corp.
1,100
45,716
CVS Corp.
700
29,491
Kroger Co.*
1,200
18,624
Safeway, Inc.*
700
13,517
SUPERVALU, Inc.
200
5,510
Sysco Corp.
1,100
32,912
Wal-Mart Stores, Inc.
7,000
372,400
Walgreen Co.
1,700
60,911
Winn-Dixie Stores, Inc.
200
618

594,057

Food Products 0.4%
Archer-Daniels-Midland Co.
1,100
18,678
Campbell Soup Co.
700
18,403
ConAgra Foods, Inc.
900
23,139
H.J. Heinz Co.
600
21,612
Kellogg Co.
700
29,862
McCormick & Co, Inc.
200
6,868
Sara Lee Corp.
1,300
29,718
William Wrigley Jr. Co.
400
25,324

173,604

Household Products 0.6%
Clorox Co.
400
21,320
Colgate-Palmolive Co.
300
13,554
Kimberly-Clark Corp.
800
51,672
Procter & Gamble Co.
4,200
227,304

313,850

Personal Products 0.2%
Alberto-Culver Co., "B"
100
4,348
Avon Products, Inc.
800
34,944
Gillette Co.
1,700
70,958

110,250

Tobacco 0.4%
Altria Group, Inc.
3,700
174,048
Reynolds American, Inc.
200
13,608
UST, Inc.
600
24,156

211,812

Energy 2.7%
Energy Equipment & Services 0.4%
Baker Hughes, Inc.
600
26,232
BJ Services Co.
300
15,723
Halliburton Co.
700
23,583
Nabors Industries Ltd.*
500
23,675
Noble Corp.*
500
22,475
Rowan Companies, Inc.*
200
5,280
Schlumberger Ltd.
1,000
67,310
Transocean, Inc.*
800
28,624

212,902

Oil & Gas 2.3%
Amerada Hess Corp.
200
17,800
Anadarko Petroleum Corp.
600
39,816
Apache Corp.
500
25,055
Burlington Resources, Inc.
700
28,560
ChevronTexaco Corp.
3,800
203,832
ConocoPhillips*
1,100
91,135
Devon Energy Corp.
400
28,404
El Paso Corp.
1,100
10,109
EOG Resources, Inc.
200
13,170
ExxonMobil Corp.
10,800
521,964
Kerr-McGee Corp.
300
17,175
Kinder Morgan, Inc.
200
12,564
Marathon Oil Corp.
600
24,768
Occidental Petroleum Corp.
200
11,186
Sunoco, Inc.
300
22,194
Unocal Corp.
400
17,200
Valero Energy Corp.
200
16,042
Williams Companies, Inc.
900
10,890

1,111,864

Financials 7.1%
Banks 2.3%
AmSouth Bancorp.
600
14,640
Bank of America Corp.
6,800
294,644
BB&T Corp.
900
35,721
Comerica, Inc.
300
17,805
Fifth Third Bancorp.
900
44,298
First Horizon National Corp.
200
8,672
Golden West Financial Corp.
300
33,285
Huntington Bancshares, Inc.
900
22,419
KeyCorp.
700
22,120
M&T Bank Corp.
200
19,140
Marshall & Ilsley Corp.
400
16,120
National City Corp.
1,500
57,930
North Fork Bancorp., Inc.
310
13,779
PNC Financial Services Group
500
27,050
Regions Financial Corp.
800
26,448
SouthTrust Corp.
600
24,996
Sovereign Bancorp, Inc.
600
13,092
SunTrust Banks, Inc.
500
35,205
Synovus Financial Corp.
500
13,075
US Bancorp.
3,100
89,590
Wachovia Corp.
2,200
103,290
Washington Mutual, Inc.
1,400
54,712
Wells Fargo & Co.
2,800
166,964
Zions Bancorp.
100
6,104

1,161,099

Capital Markets 0.8%
Bank of New York Co., Inc.
1,300
37,921
Bear Stearns Companies, Inc.
300
28,851
E*TRADE Financial Corp.*
1,900
21,698
Federated Investors, Inc, "B"
200
5,688
Franklin Resources, Inc.
400
22,304
Goldman Sachs Group, Inc.
1,000
93,240
Janus Capital Group, Inc.
400
5,444
Lehman Brothers Holdings, Inc.
400
31,888
Mellon Financial Corp.
700
19,390
Merrill Lynch & Co., Inc.
1,000
49,720
Morgan Stanley
1,100
54,230
State Street Corp.
600
25,632
T. Rowe Price Group, Inc.
200
10,188

406,194

Consumer Finance 0.5%
American Express Co.*
2,100
108,066
Capital One Finance Corp.
400
29,560
MBNA Corp.
2,700
68,040
Providian Financial Corp.*
1,200
18,648
SLM Corp.
700
31,220

255,534

Diversified Financial Services 1.7%
Citigroup, Inc.
8,600
379,432
Countrywide Financial Corp.
900
35,451
Fannie Mae
1,600
101,440
Freddie Mac
1,100
71,764
JPMorgan Chase & Co.
5,900
234,407
MGIC Investment Corp.
400
26,620
Moody's Corp.
200
14,650

863,764

Insurance 1.6%
ACE Ltd.
500
20,030
AFLAC, Inc.
800
31,368
Allstate Corp.
1,400
67,186
Ambac Financial Group, Inc.
200
15,990
American International Group, Inc.*
4,300
292,357
Aon Corp.*
500
14,370
Cincinnati Financial Corp.
300
12,366
Jefferson-Pilot Corp.
200
9,932
Lincoln National Corp.
300
14,100
Loews Corp.
300
17,550
Marsh & McLennan Companies, Inc.
900
41,184
MBIA, Inc.
200
11,642
MetLife, Inc.
1,200
46,380
Progressive Corp.
400
33,900
Prudential Financial, Inc.
1,200
56,448
Safeco Corp.
500
22,825
St. Paul Travelers Companies, Inc.
300
9,918
The Chubb Corp.
300
21,084
Torchmark Corp.
200
10,636
UnumProvident Corp.
500
7,845
XL Capital Ltd., "A"
200
14,798

771,909

Real Estate 0.2%
Apartment Investment & Management Co., (REIT)
200
6,956
Equity Office Properties Trust, (REIT)
700
19,075
Equity Residential, (REIT)
500
15,500
Plum Creek Timber Co., Inc., (REIT)
300
10,509
ProLogis, (REIT)
300
10,572
Simon Property Group, Inc., (REIT)
300
16,089

78,701

Health Care 4.6%
Biotechnology 0.5%
Amgen, Inc.*
2,100
119,028
Applera Corp. - Applied Biosystems Group
300
5,661
Biogen Idec, Inc.*
600
36,702
Chiron Corp.*
300
13,260
Genzyme Corp., (General Division)*
400
21,764
Gilead Sciences, Inc.*
1,100
41,118
MedImmune, Inc.*
400
9,480

247,013

Health Care Equipment & Supplies 0.9%
Bausch & Lomb, Inc.
300
19,935
Baxter International, Inc.
1,000
32,160
Becton, Dickinson and Co.
400
20,680
Biomet, Inc.
400
18,752
Boston Scientific Corp.*
1,400
55,622
Fisher Scientific International, Inc.*
148
8,633
Guidant Corp.
700
46,228
Hospira, Inc.*
300
9,180
Medtronic, Inc.
2,000
103,800
Millipore Corp.*
100
4,785
PerkinElmer, Inc.
200
3,444
St. Jude Medical, Inc.*
400
30,108
Stryker Corp.
700
33,656
Thermo Electron Corp.*
300
8,106
Waters Corp.*
200
8,820
Zimmer Holdings, Inc.*
400
31,616

435,525

Health Care Providers & Services 0.8%
Aetna, Inc.
300
29,979
AmerisourceBergen Corp.
400
21,484
Anthem, Inc.*
200
17,450
Cardinal Health, Inc.
700
30,639
Caremark Rx, Inc.*
1,100
35,277
CIGNA Corp.
200
13,926
Express Scripts, Inc.*
300
19,602
HCA, Inc.
800
30,520
Health Management Associates, Inc., "A"
400
8,172
Humana, Inc.*
1,000
19,980
IMS Health, Inc.
400
9,568
Manor Care, Inc.
100
2,996
Quest Diagnostics, Inc.
200
17,644
Tenet Healthcare Corp.*
800
8,632
UnitedHealth Group, Inc.
1,100
81,114
WellPoint Health Networks, Inc.*
400
42,036

389,019

Pharmaceuticals 2.4%
Abbott Laboratories
2,600
110,136
Bristol-Myers Squibb Co.
3,200
75,744
Eli Lilly & Co.
1,900
114,095
Forest Laboratories, Inc.*
600
26,988
Johnson & Johnson
4,500
253,485
King Pharmaceuticals, Inc.*
400
4,776
Merck & Co., Inc.
3,100
102,300
Mylan Laboratories, Inc.
400
7,200
Pfizer, Inc.
12,500
382,500
Schering-Plough Corp.
2,400
45,744
Watson Pharmaceuticals, Inc.*
500
14,730
Wyeth
1,500
56,100

1,193,798

Industrials 3.9%
Aerospace & Defense 0.7%
Boeing Co.
1,700
87,754
General Dynamics Corp.
300
30,630
Goodrich Corp.
200
6,272
Honeywell International, Inc.
1,400
50,204
Lockheed Martin Corp.
700
39,046
Northrop Grumman Corp.
600
31,998
Raytheon Co.
700
26,586
Rockwell Collins, Inc.
300
11,142
United Technologies Corp.
800
74,704

358,336

Air Freight & Logistics 0.4%
FedEx Corp.
500
42,845
Ryder System, Inc.
100
4,704
United Parcel Service, Inc., "B"
1,900
144,248

191,797

Airlines 0.0%
Delta Air Lines, Inc.*
200
658
Southwest Airlines Co.
1,300
17,719

18,377

Building Products 0.1%
American Standard Companies, Inc.*
400
15,564
Masco Corp.
700
24,171

39,735

Commercial Services & Supplies 0.4%
Allied Waste Industries, Inc.*
500
4,425
Apollo Group, Inc., "A"*
500
36,685
Avery Dennison Corp.
200
13,156
Cendant Corp.
1,800
38,880
Deluxe Corp.
100
4,102
Equifax, Inc.
200
5,272
H&R Block, Inc.
300
14,826
Monster Worldwide, Inc.*
200
4,928
Pitney Bowes, Inc.
400
17,640
R.R. Donnelley & Sons Co.
400
12,528
Robert Half International, Inc.
300
7,731
Waste Management, Inc.
1,000
27,340

187,513

Construction & Engineering 0.0%
Fluor Corp.
100

4,452

Electrical Equipment 0.1%
Cooper Industries, Inc., "A"
200
11,800
Emerson Electric Co.
700
43,323
Power-One, Inc.*
100
648

55,771

Industrial Conglomerates 1.6%
3M Co.
1,300
103,961
General Electric Co.
17,500
587,650
Textron, Inc.
200
12,854
Tyco International Ltd.
3,300
101,178

805,643

Machinery 0.5%
Caterpillar, Inc.*
100
8,045
Crane Co.
100
2,892
Cummins, Inc.
100
7,389
Danaher Corp.
500
25,640
Deere & Co.
400
25,820
Eaton Corp.
300
19,023
Illinois Tool Works, Inc.
500
46,585
Ingersoll-Rand Co., "A"
300
20,391
ITT Industries, Inc.
200
15,998
Navistar International Corp.*
100
3,719
PACCAR, Inc.
500
34,560
Parker-Hannifin Corp.
400
23,544

233,606

Road & Rail 0.1%
Burlington Northern Santa Fe Corp.
600
22,986
CSX Corp.
400
13,280
Norfolk Southern Corp.
700
20,818

57,084

Trading Companies & Distributors 0.0%
W.W. Grainger, Inc.
100

5,766

Information Technology 5.6%
Communications Equipment 1.1%
ADC Telecommunications, Inc.*
1,300
2,353
Andrew Corp.*
300
3,672
Avaya, Inc.*
1,700
23,698
CIENA Corp.*
900
1,782
Cisco Systems, Inc.*
11,200
202,720
Comverse Technologies, Inc.*
300
5,649
Corning, Inc.*
3,300
36,564
JDS Uniphase Corp.*
2,400
8,088
Lucent Technologies, Inc.*
7,200
22,824
Motorola, Inc.
4,700
84,788
QUALCOMM, Inc.
2,700
105,408
Tellabs, Inc.*
2,200
20,218

517,764

Computers & Peripherals 1.2%
Apple Computer, Inc.*
900
34,875
Dell, Inc.*
4,100
145,960
EMC Corp.*
4,000
46,160
Gateway, Inc.*
600
2,970
Hewlett-Packard Co.
3,100
58,125
International Business Machines Corp.
2,800
240,072
Lexmark International, Inc.*
300
25,203
NCR Corp.*
200
9,918
Network Appliance, Inc.*
700
16,100
QLogic Corp.*
200
5,922
Sun Microsystems, Inc.*
5,500
22,220

607,525

Electronic Equipment & Instruments 0.1%
Agilent Technologies, Inc.*
800
17,256
Jabil Circuit, Inc.*
300
6,900
Molex, Inc.
300
8,946
Sanmina-SCI Corp.*
900
6,345
Solectron Corp.*
1,600
7,920
Symbol Technologies, Inc.
400
5,060
Tektronix, Inc.
100
3,326

55,753

Internet Software & Services 0.2%
Yahoo!, Inc.*
2,600

88,166

IT Consulting & Services 0.4%
Affiliated Computer Services, Inc., "A"*
500
27,835
Automatic Data Processing, Inc.
1,000
41,320
Computer Sciences Corp.*
300
14,130
Convergys Corp.*
200
2,686
Electronic Data Systems Corp.
800
15,520
First Data Corp.
1,400
60,900
Fiserv, Inc.*
300
10,458
Sabre Holdings Corp.
200
4,906
SunGard Data Systems, Inc.*
500
11,885
Unisys Corp.*
600
6,192

195,832

Office Electronics 0.1%
Xerox Corp.*
1,400

19,712

Semiconductors & Semiconductor Equipment 1.0%
Advanced Micro Devices, Inc.*
1,400
18,200
Altera Corp.*
1,300
25,441
Applied Materials, Inc.*
2,800
46,172
Applied Micro Circuits Corp.*
500
1,565
Broadcom Corp., "A"*
1,000
27,290
Intel Corp.
10,700
214,642
KLA-Tencor Corp.*
300
12,444
Linear Technology Corp.
500
18,125
LSI Logic Corp.*
600
2,586
Maxim Integrated Products, Inc.
800
33,832
Micron Technology, Inc.*
1,000
12,030
National Semiconductor Corp.*
1,500
23,235
Novellus Systems, Inc.*
600
15,954
NVIDIA Corp.*
300
4,356
PMC-Sierra, Inc.*
300
2,643
Teradyne, Inc.*
300
4,020
Texas Instruments, Inc.
1,700
36,176
Xilinx, Inc.
600
16,200

514,911

Software 1.5%
Adobe Systems, Inc.
400
19,788
Autodesk, Inc.
200
9,726
BMC Software, Inc.*
400
6,324
Citrix Systems, Inc.*
300
5,256
Computer Associates International, Inc.
1,000
26,300
Compuware Corp.*
600
3,090
Electronic Arts, Inc.*
500
22,995
Intuit, Inc.*
300
13,620
Mercury Interactive Corp.*
200
6,976
Microsoft Corp.
17,100
472,815
Novell, Inc.*
600
3,786
Oracle Corp.*
8,600
97,008
Parametric Technology Corp.*
400
2,112
PeopleSoft, Inc.*
600
11,910
Siebel Systems, Inc.*
800
6,032
Symantec Corp.*
800
43,904
VERITAS Software Corp.*
700
12,460

764,102

Materials 1.1%
Chemicals 0.5%
Air Products & Chemicals, Inc.
400
21,752
Dow Chemical Co.
1,600
72,288
E.I. du Pont de Nemours & Co.
1,700
72,760
Eastman Chemical Co.
100
4,755
Ecolab, Inc.
400
12,576
Engelhard Corp.
200
5,670
Great Lakes Chemical Corp.
100
2,560
Hercules, Inc.*
200
2,850
International Flavors & Fragrances, Inc.
200
7,640
PPG Industries, Inc.
300
18,384
Praxair, Inc.
500
21,370
Rohm & Haas Co.
400
17,188
Sigma-Aldrich Corp.
100
5,800

265,593

Construction Materials 0.0%
Vulcan Materials Co.
200

10,190

Containers & Packaging 0.1%
Ball Corp.
600
22,458
Bemis Co., Inc.
200
5,316
Pactiv Corp.*
300
6,975
Sealed Air Corp.*
100
4,635
Temple-Inland, Inc.
100
6,715

46,099

Metals & Mining 0.2%
Alcoa, Inc.
1,400
47,026
Newmont Mining Corp.
700
31,871
Nucor Corp.
100
9,137
Phelps Dodge Corp.
200
18,406
Worthington Industries, Inc.
100
2,135

108,575

Paper & Forest Products 0.3%
Georgia-Pacific Corp.
400
14,380
International Paper Co.
800
32,328
Louisiana-Pacific Corp.
700
18,165
MeadWestvaco Corp.
800
25,520
Weyerhaeuser Co.
600
39,888

130,281

Telecommunication Services 1.2%
Diversified Telecommunication Services 1.0%
ALLTEL Corp.
500
27,455
BellSouth Corp.
3,000
81,360
CenturyTel, Inc.
200
6,848
Qwest Communications International, Inc.*
3,000
9,990
SBC Communications, Inc.
5,500
142,725
Sprint Corp.
2,400
48,312
Verizon Communications, Inc.
4,600
181,148

497,838

Wireless Telecommunication Services 0.2%
AT&T Wireless Services, Inc.*
4,500
66,510
Nextel Communications, Inc., "A"*
1,900
45,296

111,806

Utilities 1.1%
Electric Utilities 0.7%
Allegheny Energy, Inc.*
200
3,192
Ameren Corp.
300
13,845
American Electric Power Co.
700
22,372
CenterPoint Energy, Inc.
500
5,180
CINergy Corp.
300
11,880
Consolidated Edison, Inc.
700
29,428
DTE Energy Co.
300
12,657
Entergy Corp.
400
24,244
Exelon Corp.
1,100
40,359
FirstEnergy Corp.
500
20,540
FPL Group, Inc.
300
20,496
PG&E Corp.*
700
21,280
Pinnacle West Capital Corp.
200
8,300
PPL Corp.
300
14,154
Progress Energy, Inc.
400
16,936
Southern Co.
1,200
35,976
TXU Corp.
500
23,960
Xcel Energy, Inc.
700
12,124

336,923

Gas Utilities 0.1%
KeySpan Corp.
300
11,760
Nicor, Inc.
100
3,670
NiSource, Inc.
400
8,404
Peoples Energy Corp.
100
4,168

28,002

Multi-Utilities 0.3%
AES Corp.*
2,500
24,975
Calpine Corp.*
700
2,030
CMS Energy Corp.*
300
2,856
Constellation Energy Group, Inc.
600
23,904
Dominion Resources, Inc.
500
32,625
Duke Energy Corp.
2,200
50,358
Dynegy, Inc., "A"*
600
2,994
Public Service Enterprise Group, Inc.
400
17,040
Sempra Energy
400
14,476

171,258

Total Common Stocks (Cost $15,370,708)

17,243,366



Principal Amount ($)

Value ($)



Corporate Bonds 8.6%

Consumer Discretionary 0.7%
Comcast Cable Communications Holdings, Inc., 8.375%, 3/15/2013
195,000
236,143
Continental Cablevision, Inc., 9.0%, 9/1/2008
20,000
23,447
General Motors Corp., 8.375%, 7/15/2033 (d)
35,000
37,162
Liberty Media Corp., 3.38%**, 9/17/2006
67,000
67,718

364,470

Energy 1.7%
CenterPoint Energy Resources Corp., Series B, 7.875%, 4/1/2013
60,000
70,726
Duke Capital Corp., 4.302%, 5/18/2006
75,000
76,079
Duke Capital LLC, 5.668%, 8/15/2014
130,000
132,593
Enterprise Products Operating LP:


144A, 4.625%, 10/15/2009

45,000
45,374

7.5%, 2/1/2011

44,000
50,097
FirstEnergy Corp., Series B, 6.45%, 11/15/2011
220,000
239,991
Halliburton Co., 5.5%, 10/15/2010
135,000
141,424
Pemex Project Funding Master Trust, 144A, 3.18%**, 6/15/2010
80,000
80,840

837,124

Financials 3.4%
Agfirst Farm Credit Bank, 8.393%**, 12/15/2016
325,000
376,251
American General Finance Corp., 3.875%, 10/1/2009
90,000
89,214
Capital One Bank:


5.0%, 6/15/2009

35,000
36,246

5.75%, 9/15/2010

15,000
15,991
Ford Motor Credit Co., 6.875%, 2/1/2006
320,000
334,855
General Motors Acceptance Corp.:


6.75%, 1/15/2006

125,000
130,387

6.875%, 9/15/2011

58,000
60,843
Goldman Sachs Group, Inc., 4.75%, 7/15/2013
76,000
74,566
Merrill Lynch & Co., Inc., Series C, 5.45%, 7/15/2014
140,000
144,815
Pennsylvania Mutual Life Insurance Co., 144A, 6.65%, 6/15/2034
75,000
78,811
RAM Holdings Ltd., 144A, 6.875%, 4/1/2024
220,000
214,724
Republic New York Corp., 5.875%, 10/15/2008
120,000
128,471

1,685,174

Health Care 0.7%
Health Care Service Corp., 144A, 7.75%, 6/15/2011
285,000

331,614

Materials 0.4%
International Paper Co., 6.75%, 9/1/2011
185,000

206,149

Telecommunication Services 0.3%
BellSouth Corp., 5.2%, 9/15/2014
145,000

146,352

Utilities 1.4%
Consumers Energy Co., 6.25%, 9/15/2006
293,000
308,893
Ohio Valley Electric Corp., 144A, 5.94%, 2/12/2006
335,000
349,173
Potomac Edison Co., 8.0%, 6/1/2024
60,000
61,800

719,866

Total Corporate Bonds (Cost $4,145,509)

4,290,749

Asset Backed 4.1%

Automobile Receivables 1.4%
Drive Auto Receivables Trust, "A4", Series 2002-1, 144A, 4.09%, 1/15/2008
110,000
111,282
MMCA Automobile Trust:


"A4", Series 2002-2, 4.3%, 3/15/2010

390,000
393,009

"A4", Series 2001-4, 4.92%, 8/15/2007

111,557
112,770

"B", Series 2002-1, 5.37%, 1/15/2010

98,708
98,469

715,530

Home Equity Loans 2.0%
Advanta Mortgage Loan Trust, "A6", Series 2000-2, 7.72%, 3/25/2015
295,507
312,519
Argent NIM Trust, "A", Series 2004-WN2, 144A, 4.55%, 4/25/2034
105,980
105,788
Long Beach Mortgage Loan Trust, "M3", Series 2001-4, 4.59%**, 3/25/2032
160,000
147,858
Park Place Securities Trust, 144A "A", Sereis 2004-NIM, 4.458%, 8/25/2034
110,000
110,000
Renaissance NIM Trust, "A", Series 2004-A, 144A, 4.45%, 6/25/2034
118,548
118,474
Residential Asset Securities Corp., "A2B2", Series 2004-KS2**, 2.08%, 3/25/2034
215,000
215,000

1,009,639

Manufactured Housing Receivables 0.7%
Greenpoint Manufactured Housing, "A3", Series 1999-5, 7.33%, 8/15/2020
329,369

333,265

Total Asset Backed (Cost $2,056,442)

2,058,434


Foreign Bonds - US$ Denominated 4.6%

Autopista Del Maipo, 144A, 7.373%, 6/15/2022
455,000
528,564
Deutsche Telekom International Finance BV, 8.25%, 6/15/2030
83,000
107,284
Endurance Specialty Holdings Ltd., 7.0%, 7/15/2034
50,000
51,110
Petroleos Mexicanos, Series P, 9.5%, 9/15/2027
45,000
54,900
PF Export Receivable Master Trust, 144A, 6.6%, 12/1/2011
550,000
600,952
QBE Insurance Group Ltd., 144A, 5.647%**, 7/1/2023
125,000
123,111
Sappi Papier Holding AG, 144A, 6.75%, 6/15/2012
157,000
172,265
Tyco International Group SA:


6.75%, 2/15/2011

200,000
225,018

6.875%, 1/15/2029

105,000
117,670

7.0%, 6/15/2028

50,000
56,411
United Mexican States:


MTN, 6.75%, 9/27/2034 (d)

40,000
38,420

8.375%, 1/14/2011

175,000
205,188
Total Foreign Bonds - US$ Denominated (Cost $2,109,596)

2,280,893


US Government Agency Sponsored Pass-Throughs 3.4%

Federal Home Loan Mortgage Corp.:


5.0% with various maturities from 7/1/2018 until 2/15/2022

149,489
152,031

6.0%, 12/1/2033

270,630
279,920
Federal National Mortgage Association:


4.5% with various maturities from 3/1/2018 until 11/1/2018

225,332
225,204

5.42%, 11/1/2008

114,945
121,295

5.5% with various maturities from 3/1/2018 until 5/1/2034

619,432
630,169

6.0%, 3/1/2015

147,340
154,740

6.5%, 11/1/2033

99,127
104,067

9.0%, 11/1/2030

31,832
35,055
Total US Government Agency Sponsored Pass-Throughs (Cost $1,691,901)

1,702,481


Commercial and Non-Agency Mortgage-Backed Securities 4.3%

Citigroup Mortgage Loan Trust, Inc., "1A2", Series 2004-NCM-1, 6.5%, 6/25/2034
149,116
155,206
Countrywide Alternative Loan Trust:


"1A1", Series 2004-J1, 6.0%, 2/25/2034

86,924
88,715

"7A1", Series 2004-J2, 6.0%, 12/25/2033

98,003
100,375
CS First Boston Mortgage Securities Corp.:


"A2", Series 2001-CK3, 6.04%, 6/15/2034

105,000
109,197

"A1", Series 1999-C1, 6.91%, 9/15/2041

190,017
202,789
DLJ Mortgage Acceptance Corp., "A1B", Series 1997-CF2, 144A, 6.82%, 10/15/2030
98,408
105,918
GMAC Commercial Mortgage Securities, Inc., "A3", Series 1997-C1, 6.869%, 7/15/2029
127,805
137,726
JP Morgan Commercial Mortgage Finance Corp., "A3", Series 1997-C5, 7.088%, 9/15/2029
190,000
205,043
Master Alternative Loan Trust:


"2A1", Series 2004-3, 6.25%, 4/25/2034

273,546
282,881

"8A1", Series 2004-3, 7.0%, 4/25/2034

107,596
112,337
Master Asset Securitization Trust, "8A1", Series 2003-6, 5.5%, 7/25/2033
127,934
128,786
Residential Asset Securitization Trust, "A1", Series 2003-A11, 4.25%, 11/25/2033
203,468
205,365
Washington Mutual MSC Mortgage Pass-Through, "1A22", Series 2003-MS3, 5.75%, 3/25/2033
118,240
118,818
Wells Fargo Mortgage Backed Securities Trust, "1A1", Series 2003-6, 5.0%, 6/25/2018
155,917
157,923
Total Commercial and Non-Agency Mortgage-Backed Securities (Cost $2,126,114)

2,111,079


Collateralized Mortgage Obligations 10.5%

Fannie Mae:


"B", Series 1997-M5, 6.65%, 8/25/2007

82,140
86,732

"C", Series 1997-MS, 6.74%, 8/25/2007

145,000
156,650
Fannie Mae Grantor Trust, "1A3", Series 2004-T2, 7.0%, 11/25/2043
84,054
90,043
Fannie Mae Whole Loan:


"2A", Series 2002-W1, 7.5%, 2/25/2042

88,352
95,381

"5A", Series 2004-W2, 7.5%, 3/25/2044

250,179
271,836
Federal Home Loan Mortgage Corp.:


"TC", Series 2728, 4.0%, 2/15/2023
310,000
311,502

"LB", Series 2755, 4.0%, 9/15/2023

155,000
156,502

"LJ", Series 2612, 4.0%, 7/15/2022

107,428
108,338

"NB", Series 2750, 4.0%, 12/15/2022

378,000
379,837

"OA", Series 2003-8, 4.5%, 2/25/2016

255,180
257,557

"LC", Series 2682, 4.5%, 7/15/2032

230,000
221,195

"ON", Series 2776, 4.5%, 11/15/2032

125,000
119,391

"BG", Series 2640, 5.0%, 2/15/2032

305,000
304,053

"OE", Series 2840, 5.0%, 2/15/2033

220,000
217,685

"PD", Series 2783, 5.0%, 1/15/2033

112,000
109,730

"PD", Series 2844, 5.0%, 12/15/2032

115,000
113,074

"PE", Series 2777, 5.0%, 4/15/2033

240,000
234,338

"TE", Series 2827, 5.0%, 4/15/2033

175,000
173,094

"QE", Series 2113, 6.0%, 11/15/2027

112,084
113,786

"3A", Series T-41, 7.5%, 7/25/2032

56,820
61,384
Federal National Mortgage Association:


"2A3", Series 2001-4, 4.16%, 6/25/2042

140,000
141,141

"NE", Series 2004-52, 4.5%, 7/25/2033

113,000
107,776

"1A5", Series 2003-W14, 4.71%, 9/25/2043

270,000
273,608

"1A3", Series 2003-W18, 4.732%, 8/25/2043

150,000
151,809

"KH", Series 2003-92, 5.0%, 3/25/2032

150,000
149,055

"1A2", Series 2003-W3, 7.0%, 8/25/2042

12,935
13,856

"1A3", Series 2004-T3, 7.0%, 2/25/2044

43,082
46,151

"2A", Series 2003-W8, 7.0%, 10/25/2042

102,757
109,073

"A2", Series 2002-T16, Grantor Trust, 7.0%, 7/25/2042

98,575
105,598
Federal National Mortgage Association Grantor Trust, "A3", Series 2002-T19, 7.5%, 7/25/2042
139,127
151,171
Government National Mortgage Association:


"PD", Series 2004-30, 5.0%, 2/20/2033

112,000
110,294

"QE", Series 2004-11, 5.0%, 12/16/2032

245,000
241,186
Total Collateralized Mortgage Obligations (Cost $5,188,044)

5,182,826


Municipal Investments 3.8%

Delaware River, Port Authority, Port District Project, Series A, 7.27%, 1/1/2007 (f)
180,000
196,096
Houston, TX, Airport Revenue, 6.88%, 1/1/2028 (f)
275,000
318,642
Illinois, State GO, 4.95%, 6/1/2023
105,000
100,526
Lansing, MI, Water & Sewer Revenue, Board Water & Light Water Supply Steam, Series B, 7.3%, 7/1/2006 (f)
605,000
650,617
Virginia, Multi-Family Housing Revenue, Housing Development Authority, Series A, 6.51%, 5/1/2019 (f)
610,000
637,975
Total Municipal Investments (Cost $1,731,029)

1,903,856


Government National Mortgage Association 1.1%

Government National Mortgage Association:


3.75%, 6/20/2026

310,000
311,831

6.0% with various maturities from 10/15/2033 until 7/20/2034

222,827
231,046
Total Government National Mortgage Association (Cost $541,738)

542,877


US Government Backed 11.4%

US Treasury Bill:


1.31%***, 10/21/2004 (g)

490,000
489,642

1.57%***, 12/23/2004

40,000
39,855

1.67%***, 12/9/2004

3,200,000
3,190,032
US Treasury Bond:


6.0%, 2/15/2026 (d)

1,043,000
1,189,142

7.25%, 5/15/2016 (d)

191,000
240,436
US Treasury Note:


1.5%, 3/31/2006 (d)

34,000
33,556

3.125%, 10/15/2008

30,000
29,956

4.375%, 8/15/2012 (d)

459,000
473,201
Total US Government Backed (Cost $5,598,876)

5,685,820





Shares

Value ($)



Securities Lending Collateral 3.7%

Daily Assets Fund Institutional, 1.76% (c) (e) (Cost $1,855,438)
1,855,438

1,855,438


Cash Equivalents 10.0%

Scudder Cash Management QP Trust, 1.70% (b) (Cost $4,957,989)
4,957,989

4,957,989


Scudder Lifecycle Mid Range Fund

% of Net Assets

Value ($)



Total Investment Portfolio (Cost $47,373,384) (a)
100.2

49,815,808

Other Assets and Liabilities, Net
(0.2)

(113,023)

Net Assets
100.0

49,702,785


* Non-income producing security.
** Floating rate notes are securities whose yields vary with a designated market index or market rate, such as the coupon-equivalent of the US Treasury bill rate. These securities are shown at their current rate as of September 30, 2004.
*** Annualized yield at time of purchase; not a coupon rate.
(a) The cost for federal income tax purposes was $49,223,500. At September 30, 2004, net unrealized appreciation for all securities based on tax cost was $592,308. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $2,153,071 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,560,763.
(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc., an affiliate of the Advisor. The rate shown is the annualized seven-day yield at period end.
(c) Daily Assets Institutional, an affiliated fund, is also managed by Deutsche Asset Management, Inc. The rate shown is the annualized seven-day yield at period end.
(d) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at September 30, 2004 amounted to $1,810,943, which is 3.6% of total net assets.
(e) Represents collateral held in connection with securities lending.
(f) Bond is insured by one of these companies:


As a % of Total Investment Portfolio

FGIC
Financial Guaranty Insurance Company

0.6%

FSA
Financial Security Assurance

0.4%

MBIA
Municipal Bond Investors Assurance

2.6%


(g) At September 30, 2004, this security has been pledged to cover in whole or in part, initial margin requirements for open futures contracts.

Included in the portfolio are investments in mortgage or asset-backed securities which are interests in separate pools of mortgages or assets. Effective maturities of these investments may be shorter than stated maturities due to prepayments. Some separate investments in the Federal Home Loan Morgage Corp, the Federal National Mortgage Association and the Government National Mortgage Association issues which have similar coupon rates have been aggregated for presentation purposes in the investment portfolio.

MTN: Medium Term Note

144A:Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

GO: General Obligation

At September 30, 2004, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face

Value ($)

Value ($)

Unrealized Appreciation/
(Depreciation) ($)

10 Year Canadian Government Bond

12/20/2004

15

1,299,797 1,302,003 2,206
10 Year German Federal Republic Bonds

12/08/2004

18

2,563,030 2,585,471 22,441
EOE Dutch Stock Index Futures

10/15/2004

3

248,651 242,078 (6,573)
S&P 500 Index

12/16/2004

2

563,662 557,450 (6,212)
S&P Canada 60 Index

12/16/2004

5

375,593 381,336 5,743
S&P Mini 500 Index

12/17/2004

2

112,833 111,500 (1,333)
Share Price Index 200

12/16/2004

1

65,846 66,622 776
Topix Index

12/09/2004

1

103,406 100,032 (3,374)
Total net unrealized appreciation

13,674


At September 30, 2004, open futures contracts sold were as follows:

Futures

Expiration Date

Contracts

Aggregate Face

Value ($)

Value ($)

Unrealized Appreciation/
(Depreciation) ($)

10 Year US Treasury Note

12/20/2004

44

4,896,872 4,955,500

(58,628)



Investment Portfolio as of September 30, 2004 (Unaudited)


Scudder Lifecycle Short Range Fund


Shares

Value ($)



Common Stocks 14.8%

Consumer Discretionary 1.6%
Auto Components 0.0%
Cooper Tire & Rubber Co.
20
403
Dana Corp.
41
725
Delphi Corp.
160
1,486
Goodyear Tire & Rubber Co.*
277
2,975
Johnson Controls, Inc.
55
3,125
Visteon Corp.
36
288

9,002

Automobiles 0.1%
Ford Motor Co.
532
7,475
General Motors Corp.
223
9,473
Harley-Davidson, Inc.
127
7,549

24,497

Distributors 0.0%
Genuine Parts Co.
50

1,919

Hotels Restaurants & Leisure 0.2%
Carnival Corp.
184
8,701
Darden Restaurants, Inc.
46
1,073
Harrah's Entertainment, Inc.
32
1,695
Hilton Hotels Corp.
110
2,073
International Game Technology
169
6,076
Marriott International, Inc., "A"
66
3,429
McDonald's Corp.
365
10,231
Starbucks Corp.*
169
7,683
Starwood Hotels & Resorts Worldwide, Inc.
60
2,785
Wendy's International, Inc.
33
1,109
YUM! Brands, Inc.
85
3,456

48,311

Household Durables 0.1%
Black & Decker Corp.
23
1,781
Centex Corp.
36
1,817
Fortune Brands, Inc.
42
3,112
KB Home
14
1,183
Leggett & Platt, Inc.
55
1,546
Newell Rubbermaid, Inc.
201
4,028
Pulte Homes, Inc.
36
2,209
The Stanley Works
82
3,487
Whirlpool Corp.
19
1,142

20,305

Internet & Catalog Retail 0.1%
eBay, Inc.*
218

20,043

Leisure Equipment & Products 0.0%
Brunswick Corp.
28
1,281
Eastman Kodak Co.
159
5,123

6,404

Media 0.5%
Clear Channel Communications, Inc.
26
810
Comcast Corp., "A"*
649
18,328
Dow Jones & Co., Inc.
24
975
Gannett Co., Inc.
77
6,450
Interpublic Group of Companies, Inc.*
120
1,271
Knight-Ridder, Inc.
23
1,505
McGraw-Hill Companies, Inc.
55
4,383
Meredith Corp.
14
719
New York Times Co., "A"
42
1,642
Time Warner, Inc.*
1,480
23,887
Univision Communications, Inc., "A"*
172
5,437
Viacom, Inc., "B"
366
12,283
Walt Disney Co.
597
13,462

91,152

Multiline Retail 0.1%
Big Lots, Inc.*
32
391
Federated Department Stores, Inc.
52
2,362
J.C. Penny Co., Inc.
84
2,964
Kohl's Corp.*
99
4,771
Nordstrom, Inc.
40
1,530
Target Corp.
130
5,882
The May Department Stores Co.
178
4,562

22,462

Specialty Retail 0.4%
AutoNation, Inc.*
76
1,298
AutoZone, Inc.*
24
1,854
Bed Bath & Beyond, Inc.*
86
3,192
Best Buy Co., Inc.
12
651
Boise Cascade Corp.
26
865
Circuit City Stores, Inc.
213
3,267
Home Depot, Inc.
699
27,401
Limited Brands
246
5,483
Lowe's Companies, Inc.
116
6,305
Office Depot, Inc.*
90
1,353
Sherwin-Williams Co.
41
1,802
Staples, Inc.
228
6,799
The Gap, Inc.
263
4,918
TJX Companies, Inc.
143
3,152
Toys "R" Us, Inc.*
199
3,530

71,870

Textiles, Apparel & Luxury Goods 0.1%
Coach, Inc.*
110
4,666
Jones Apparel Group, Inc.
36
1,289
Liz Claiborne, Inc.
32
1,207
NIKE, Inc., "B"
107
8,432
Reebok International Ltd.
68
2,497
VF Corp.
32
1,582

19,673

Consumer Staples 1.5%
Beverages 0.3%
Anheuser-Busch Companies, Inc.
233
11,638
Brown-Forman Corp., "B"
35
1,603
Coca-Cola Co.
705
28,235
Pepsi Bottling Group, Inc.
73
1,982
PepsiCo, Inc.
492
23,936

67,394

Food & Drug Retailing 0.5%
Albertsons, Inc.
105
2,513
Costco Wholesale Corp.
192
7,979
CVS Corp.
116
4,887
Kroger Co.*
213
3,306
Safeway, Inc.*
130
2,510
SUPERVALU, Inc.
40
1,102
Sysco Corp.
186
5,565
Wal-Mart Stores, Inc.
1,233
65,596
Walgreen Co.
298
10,677
Winn-Dixie Stores, Inc.
42
130

104,265

Food Products 0.1%
Archer-Daniels-Midland Co.
186
3,159
Campbell Soup Co.
118
3,102
ConAgra Foods, Inc.
152
3,908
H.J. Heinz Co.
101
3,638
Kellogg Co.
120
5,119
McCormick & Co, Inc.
39
1,339
Sara Lee Corp.
231
5,281
William Wrigley Jr. Co.
65
4,115

29,661

Household Products 0.3%
Clorox Co.
62
3,304
Colgate-Palmolive Co.
54
2,440
Kimberly-Clark Corp.
144
9,301
Procter & Gamble Co.
739
39,995

55,040

Personal Products 0.1%
Alberto-Culver Co., "B"
26
1,130
Avon Products, Inc.
138
6,028
Gillette Co.
291
12,146

19,304

Tobacco 0.2%
Altria Group, Inc.
648
30,482
Reynolds American, Inc.
43
2,926
UST, Inc.
108
4,348

37,756

Energy 1.1%
Energy Equipment & Services 0.2%
Baker Hughes, Inc.
97
4,241
BJ Services Co.
47
2,463
Halliburton Co.
128
4,312
Nabors Industries Ltd.*
82
3,883
Noble Corp.*
79
3,551
Rowan Companies, Inc.*
31
819
Schlumberger Ltd.
172
11,577
Transocean, Inc.*
145
5,188

36,034

Oil & Gas 0.9%
Amerada Hess Corp.
27
2,403
Anadarko Petroleum Corp.
100
6,636
Apache Corp.
96
4,810
Burlington Resources, Inc.
114
4,651
ChevronTexaco Corp.
664
35,617
ConocoPhillips*
200
16,570
Devon Energy Corp.
70
4,971
El Paso Corp.
184
1,691
EOG Resources, Inc.
34
2,239
ExxonMobil Corp.
1,891
91,392
Kerr-McGee Corp.
44
2,519
Kinder Morgan, Inc.
35
2,199
Marathon Oil Corp.
101
4,169
Occidental Petroleum Corp.
32
1,790
Sunoco, Inc.
47
3,477
Unocal Corp.
77
3,311
Valero Energy Corp.
37
2,968
Williams Companies, Inc.
149
1,803

193,216

Financials 3.0%
Banks 1.0%
AmSouth Bancorp.
101
2,464
Bank of America Corp.
1,182
51,216
BB&T Corp.
161
6,390
Comerica, Inc.
50
2,967
Fifth Third Bancorp.
166
8,171
First Horizon National Corp.
35
1,518
Golden West Financial Corp.
44
4,882
Huntington Bancshares, Inc.
163
4,060
KeyCorp.
118
3,729
M&T Bank Corp.
34
3,254
Marshall & Ilsley Corp.
64
2,579
National City Corp.
255
9,848
North Fork Bancorp., Inc.
50
2,223
PNC Financial Services Group
82
4,436
Regions Financial Corp.
135
4,463
SouthTrust Corp.
97
4,041
Sovereign Bancorp, Inc.
98
2,138
SunTrust Banks, Inc.
82
5,774
Synovus Financial Corp.
90
2,354
US Bancorp.
547
15,808
Wachovia Corp.
381
17,888
Washington Mutual, Inc.
253
9,887
Wells Fargo & Co.
491
29,278
Zions Bancorp.
26
1,587

200,955

Capital Markets 0.3%
Bank of New York Co., Inc.
227
6,622
Bear Stearns Companies, Inc.
49
4,712
E*TRADE Financial Corp.*
324
3,700
Federated Investors, Inc, "B"
31
882
Franklin Resources, Inc.
73
4,070
Goldman Sachs Group, Inc.
167
15,571
Janus Capital Group, Inc.
69
939
Lehman Brothers Holdings, Inc.
79
6,298
Mellon Financial Corp.
123
3,407
Merrill Lynch & Co., Inc.
183
9,099
Morgan Stanley
197
9,712
State Street Corp.
98
4,187
T. Rowe Price Group, Inc.
36
1,834

71,033

Consumer Finance 0.2%
American Express Co.*
368
18,937
Capital One Finance Corp.
70
5,173
MBNA Corp.
466
11,743
Providian Financial Corp.*
206
3,201
SLM Corp.
126
5,620

44,674

Diversified Financial Services 0.7%
Citigroup, Inc.
1,506
66,445
Countrywide Financial Corp.
164
6,460
Fannie Mae
281
17,815
Freddie Mac
199
12,983
JPMorgan Chase & Co.
1,035
41,120
MGIC Investment Corp.
65
4,326
Moody's Corp.
43
3,150

152,299

Insurance 0.7%
ACE Ltd.
83
3,325
AFLAC, Inc.
148
5,803
Allstate Corp.
251
12,045
Ambac Financial Group, Inc.
31
2,478
American International Group, Inc.*
757
51,468
Aon Corp.*
90
2,587
Cincinnati Financial Corp.
49
2,020
Jefferson-Pilot Corp.
40
1,986
Lincoln National Corp.
51
2,397
Loews Corp.
54
3,159
Marsh & McLennan Companies, Inc.
151
6,910
MBIA, Inc.
41
2,387
MetLife, Inc.
218
8,426
Progressive Corp.
63
5,339
Prudential Financial, Inc.
202
9,502
Safeco Corp.
90
4,109
St. Paul Travelers Companies, Inc.
55
1,818
The Chubb Corp.
55
3,865
Torchmark Corp.
32
1,702
UnumProvident Corp.
85
1,334
XL Capital Ltd., "A"
40
2,960

135,620

Real Estate 0.1%
Apartment Investment & Management Co., (REIT)
28
974
Equity Office Properties Trust, (REIT)
116
3,161
Equity Residential, (REIT)
81
2,511
Plum Creek Timber Co., Inc., (REIT)
53
1,857
ProLogis, (REIT)
52
1,832
Simon Property Group, Inc., (REIT)
60
3,218

13,553

Health Care 2.0%
Biotechnology 0.2%
Amgen, Inc.*
368
20,858
Applera Corp. - Applied Biosystems Group
58
1,094
Biogen Idec, Inc.*
98
5,995
Chiron Corp.*
54
2,387
Genzyme Corp., (General Division)*
66
3,591
Gilead Sciences, Inc.*
192
7,177
MedImmune, Inc.*
71
1,683

42,785

Health Care Equipment & Supplies 0.4%
Bausch & Lomb, Inc.
52
3,455
Baxter International, Inc.
179
5,757
Becton, Dickinson and Co.
73
3,774
Biomet, Inc.
74
3,469
Boston Scientific Corp.*
245
9,734
Fisher Scientific International, Inc.*
33
1,925
Guidant Corp.
119
7,859
Hospira, Inc.*
46
1,408
Medtronic, Inc.
352
18,269
Millipore Corp.*
14
670
PerkinElmer, Inc.
36
620
St. Jude Medical, Inc.*
76
5,720
Stryker Corp.
116
5,577
Thermo Electron Corp.*
48
1,297
Waters Corp.*
34
1,499
Zimmer Holdings, Inc.*
71
5,612

76,645

Health Care Providers & Services 0.4%
Aetna, Inc.
44
4,397
AmerisourceBergen Corp.
77
4,136
Anthem, Inc.*
41
3,577
Cardinal Health, Inc.
124
5,427
Caremark Rx, Inc.*
191
6,125
CIGNA Corp.
40
2,785
Express Scripts, Inc.*
59
3,855
HCA, Inc.
140
5,341
Health Management Associates, Inc., "A"
69
1,410
Humana, Inc.*
169
3,377
IMS Health, Inc.
67
1,603
Manor Care, Inc.
25
749
Quest Diagnostics, Inc.
30
2,646
Tenet Healthcare Corp.*
134
1,446
UnitedHealth Group, Inc.
193
14,232
WellPoint Health Networks, Inc.*
69
7,251

68,357

Pharmaceuticals 1.0%
Abbott Laboratories
454
19,232
Bristol-Myers Squibb Co.
565
13,374
Eli Lilly & Co.
328
19,696
Forest Laboratories, Inc.*
108
4,858
Johnson & Johnson
783
44,106
King Pharmaceuticals, Inc.*
67
800
Merck & Co., Inc.
544
17,952
Mylan Laboratories, Inc.
77
1,386
Pfizer, Inc.
2,194
67,136
Schering-Plough Corp.
428
8,158
Watson Pharmaceuticals, Inc.*
92
2,710
Wyeth
268
10,023

209,431

Industrials 1.7%
Aerospace & Defense 0.3%
Boeing Co.
291
15,022
General Dynamics Corp.
58
5,922
Goodrich Corp.
34
1,066
Honeywell International, Inc.
250
8,965
Lockheed Martin Corp.
129
7,196
Northrop Grumman Corp.
104
5,546
Raytheon Co.
131
4,975
Rockwell Collins, Inc.
51
1,894
United Technologies Corp.
149
13,914

64,500

Air Freight & Logistics 0.2%
FedEx Corp.
87
7,455
Ryder System, Inc.
18
847
United Parcel Service, Inc., "B"
327
24,826

33,128

Airlines 0.0%
Delta Air Lines, Inc.*
35
115
Southwest Airlines Co.
230
3,135

3,250

Building Products 0.0%
American Standard Companies, Inc.*
62
2,413
Masco Corp.
125
4,316

6,729

Commercial Services & Supplies 0.2%
Allied Waste Industries, Inc.*
93
823
Apollo Group, Inc., "A"*
89
6,530
Avery Dennison Corp.
32
2,105
Cendant Corp.
307
6,631
Deluxe Corp.
14
574
Equifax, Inc.
39
1,028
H&R Block, Inc.
48
2,372
Monster Worldwide, Inc.*
33
813
Pitney Bowes, Inc.
66
2,911
R.R. Donnelley & Sons Co.
63
1,973
Robert Half International, Inc.
49
1,263
Waste Management, Inc.
168
4,593

31,616

Construction & Engineering 0.0%
Fluor Corp.
24

1,068

Electrical Equipment 0.0%
Cooper Industries, Inc., "A"
27
1,593
Emerson Electric Co.
122
7,551
Power-One, Inc.*
23
149

9,293

Industrial Conglomerates 0.7%
3M Co.
227
18,153
General Electric Co.
3,069
103,057
Textron, Inc.
40
2,571
Tyco International Ltd.
584
17,905

141,686

Machinery 0.2%
Caterpillar, Inc.*
25
2,011
Crane Co.
17
492
Cummins, Inc.
12
887
Danaher Corp.
90
4,615
Deere & Co.
72
4,648
Eaton Corp.
44
2,790
Illinois Tool Works, Inc.
88
8,199
Ingersoll-Rand Co., "A"
50
3,398
ITT Industries, Inc.
27
2,160
Navistar International Corp.*
20
744
PACCAR, Inc.
86
5,944
Parker-Hannifin Corp.
76
4,473

40,361

Road & Rail 0.1%
Burlington Northern Santa Fe Corp.
108
4,137
CSX Corp.
61
2,025
Norfolk Southern Corp.
113
3,361

9,523

Trading Companies & Distributors 0.0%
W.W. Grainger, Inc.
26

1,499

Information Technology 2.4%
Communications Equipment 0.4%
ADC Telecommunications, Inc.*
224
405
Andrew Corp.*
45
551
Avaya, Inc.*
300
4,182
CIENA Corp.*
158
313
Cisco Systems, Inc.*
1,966
35,585
Comverse Technologies, Inc.*
57
1,073
Corning, Inc.*
569
6,305
JDS Uniphase Corp.*
412
1,388
Lucent Technologies, Inc.*
1,253
3,972
Motorola, Inc.
824
14,865
QUALCOMM, Inc.
473
18,466
Tellabs, Inc.*
391
3,593

90,698

Computers & Peripherals 0.5%
Apple Computer, Inc.*
160
6,200
Dell, Inc.*
726
25,846
EMC Corp.*
700
8,078
Gateway, Inc.*
103
510
Hewlett-Packard Co.
551
10,331
International Business Machines Corp.
487
41,755
Lexmark International, Inc.*
59
4,956
NCR Corp.*
27
1,339
Network Appliance, Inc.*
125
2,875
QLogic Corp.*
26
770
Sun Microsystems, Inc.*
967
3,907

106,567

Electronic Equipment & Instruments 0.1%
Agilent Technologies, Inc.*
141
3,041
Jabil Circuit, Inc.*
58
1,334
Molex, Inc.
55
1,640
Sanmina-SCI Corp.*
150
1,058
Solectron Corp.*
276
1,366
Symbol Technologies, Inc.
70
886
Tektronix, Inc.
24
798

10,123

Internet Software & Services 0.1%
Yahoo!, Inc.*
448

15,192

IT Consulting & Services 0.2%
Affiliated Computer Services, Inc., "A"*
80
4,453
Automatic Data Processing, Inc.
169
6,983
Computer Sciences Corp.*
54
2,543
Convergys Corp.*
40
537
Electronic Data Systems Corp.
149
2,891
First Data Corp.
250
10,875
Fiserv, Inc.*
56
1,952
Sabre Holdings Corp.
39
957
SunGard Data Systems, Inc.*
83
1,973
Unisys Corp.*
96
991

34,155

Office Electronics 0.0%
Xerox Corp.*
244

3,436

Semiconductors & Semiconductor Equipment 0.4%
Advanced Micro Devices, Inc.*
245
3,185
Altera Corp.*
233
4,560
Applied Materials, Inc.*
494
8,146
Applied Micro Circuits Corp.*
86
269
Broadcom Corp., "A"*
182
4,967
Intel Corp.
1,865
37,412
KLA-Tencor Corp.*
57
2,364
Linear Technology Corp.
89
3,226
LSI Logic Corp.*
106
457
Maxim Integrated Products, Inc.
138
5,836
Micron Technology, Inc.*
175
2,105
National Semiconductor Corp.*
264
4,089
Novellus Systems, Inc.*
111
2,952
NVIDIA Corp.*
47
683
PMC-Sierra, Inc.*
51
449
Teradyne, Inc.*
56
750
Texas Instruments, Inc.
292
6,214
Xilinx, Inc.
99
2,673

90,337

Software 0.7%
Adobe Systems, Inc.
70
3,463
Autodesk, Inc.
33
1,605
BMC Software, Inc.*
65
1,028
Citrix Systems, Inc.*
47
823
Computer Associates International, Inc.
171
4,497
Compuware Corp.*
107
551
Electronic Arts, Inc.*
88
4,047
Intuit, Inc.*
55
2,497
Mercury Interactive Corp.*
27
942
Microsoft Corp.
2,996
82,839
Novell, Inc.*
107
675
Oracle Corp.*
1,503
16,954
Parametric Technology Corp.*
74
391
PeopleSoft, Inc.*
107
2,124
Siebel Systems, Inc.*
145
1,093
Symantec Corp.*
136
7,464
VERITAS Software Corp.*
124
2,207

133,200

Materials 0.5%
Chemicals 0.2%
Air Products & Chemicals, Inc.
66
3,589
Dow Chemical Co.
273
12,334
E.I. du Pont de Nemours & Co.
290
12,412
Eastman Chemical Co.
23
1,094
Ecolab, Inc.
75
2,358
Engelhard Corp.
37
1,049
Great Lakes Chemical Corp.
15
384
Hercules, Inc.*
30
427
International Flavors & Fragrances, Inc.
28
1,070
PPG Industries, Inc.
50
3,064
Praxair, Inc.
94
4,018
Rohm & Haas Co.
64
2,750
Sigma-Aldrich Corp.
20
1,160

45,709

Construction Materials 0.0%
Vulcan Materials Co.
29

1,478

Containers & Packaging 0.1%
Ball Corp.
99
3,706
Bemis Co., Inc.
30
797
Pactiv Corp.*
43
1,000
Sealed Air Corp.*
24
1,112
Temple-Inland, Inc.
16
1,074

7,689

Metals & Mining 0.1%
Alcoa, Inc.
253
8,498
Newmont Mining Corp.
129
5,873
Nucor Corp.
23
2,102
Phelps Dodge Corp.
27
2,485
Worthington Industries, Inc.
24
512

19,470

Paper & Forest Products 0.1%
Georgia-Pacific Corp.
75
2,696
International Paper Co.
142
5,738
Louisiana-Pacific Corp.
127
3,296
MeadWestvaco Corp.
135
4,307
Weyerhaeuser Co.
107
7,113

23,150

Telecommunication Services 0.5%
Diversified Telecommunication Services 0.4%
ALLTEL Corp.
90
4,942
BellSouth Corp.
532
14,428
CenturyTel, Inc.
40
1,369
Qwest Communications International, Inc.*
527
1,755
SBC Communications, Inc.
963
24,990
Sprint Corp.
422
8,495
Verizon Communications, Inc.
805
31,701

87,680

Wireless Telecommunication Services 0.1%
AT&T Wireless Services, Inc.*
793
11,721
Nextel Communications, Inc., "A"*
324
7,724

19,445

Utilities 0.5%
Electric Utilities 0.3%
Allegheny Energy, Inc.*
36
575
Ameren Corp.
56
2,584
American Electric Power Co.
114
3,643
CenterPoint Energy, Inc.
88
912
CINergy Corp.
52
2,059
Consolidated Edison, Inc.
128
5,381
DTE Energy Co.
50
2,110
Entergy Corp.
66
4,000
Exelon Corp.
192
7,044
FirstEnergy Corp.
95
3,903
FPL Group, Inc.
54
3,689
PG&E Corp.*
117
3,557
Pinnacle West Capital Corp.
26
1,079
PPL Corp.
55
2,595
Progress Energy, Inc.
72
3,048
Southern Co.
215
6,446
TXU Corp.
86
4,121
Xcel Energy, Inc.
115
1,992

58,738

Gas Utilities 0.0%
KeySpan Corp.
46
1,803
Nicor, Inc.
12
440
NiSource, Inc.
75
1,576
Peoples Energy Corp.
10
417

4,236

Multi-Utilities 0.2%
AES Corp.*
435
4,346
Calpine Corp.*
115
334
CMS Energy Corp.*
46
438
Constellation Energy Group, Inc.
111
4,422
Dominion Resources, Inc.
96
6,264
Duke Energy Corp.
379
8,675
Dynegy, Inc., "A"*
105
524
Public Service Enterprise Group, Inc.
69
2,939
Sempra Energy
68
2,461

30,403

Total Common Stocks (Cost $2,665,195)

3,018,019



Principal

Amount ($)

Value ($)



Corporate Bonds 10.4%

Consumer Discretionary 1.2%
Comcast Cable Communications Holdings, Inc., 8.375%, 3/15/2013
30,000
36,330
General Motors Corp., 8.375%, 7/15/2033 (d)
15,000
15,927
Jones Intercable, Inc., 7.625%, 4/15/2008
60,000
66,630
Liberty Media Corp., 3.38%**, 9/17/2006
33,000
33,353
TCI Communications, Inc., 6.875%, 2/15/2006
45,000
47,182
Time Warner, Inc., 7.57%, 2/1/2024
45,000
50,834

250,256

Energy 2.0%
CenterPoint Energy Resources Corp., Series B, 7.875%, 4/1/2013
30,000
35,363
Duke Capital Corp., 4.302%, 5/18/2006
62,000
62,892
Enterprise Products Operating LP:


144A, 4.625%, 10/15/2009

20,000
20,166

7.5%, 2/1/2011

22,000
25,049
FirstEnergy Corp., Series B, 6.45%, 11/15/2011
85,000
92,724
Halliburton Co., 5.5%, 10/15/2010
90,000
94,282
Pemex Project Funding Master Trust:


144A, 3.18%**, 6/15/2010

40,000
40,420

8.5%, 2/15/2008

41,000
46,074

416,970

Financials 2.7%
American General Finance Corp.:


MTN, 4.0%, 3/15/2011

15,000
14,657

4.625%, 9/1/2010

95,000
96,055
Capital One Bank, 5.75%, 9/15/2010
30,000
31,982
Ford Motor Credit Co.:


5.8%, 1/12/2009

50,000
51,824

6.875%, 2/1/2006

57,000
59,646
General Motors Acceptance Corp.:


6.75%, 1/15/2006

30,000
31,293

6.875%, 8/28/2012

35,000
36,369
Goldman Sachs Group, Inc., 4.75%, 7/15/2013
35,000
34,340
Merrill Lynch & Co., Inc., Series C, 5.45%, 7/15/2014
30,000
31,032
OneAmerica Financial Partners, 144A, 7.0%, 10/15/2033
45,000
46,190
Pennsylvania Mutual Life Insurance Co., 144A, 6.65%, 6/15/2034
35,000
36,778
RAM Holdings Ltd., 144A, 6.876%, 4/1/2024
80,000
78,082

548,248

Health Care 0.7%
Health Care Service Corp., 144A, 7.75%, 6/15/2011
115,000

133,809

Industrials 0.4%
BAE System 2001 Asset Trust, "B", Series B 2001, 144A, 7.156%, 12/15/2011
35,818
38,641
General Motors Nova Finance, 6.85%, 10/15/2008
35,000
37,112

75,753

Materials 0.9%
International Paper Co.:


4.0%, 4/1/2010

45,000
43,970

6.75%, 9/1/2011

125,000
139,290

183,260

Telecommunication Services 0.4%
Bell Atlantic Pennsylvania, Inc., Series A, 5.65%, 11/15/2011
53,000
55,949
BellSouth Corp., 5.2%, 9/15/2014
25,000
25,233

81,182

Utilities 2.1%
Consumers Energy Co., 6.25%, 9/15/2006
135,000
142,323
Old Dominion Electric, 6.25%, 6/1/2011
185,000
204,885
Potomac Edison Co., 8.0%, 6/1/2024
75,000
77,250

424,458

Total Corporate Bonds (Cost $2,039,780)

2,113,936


Asset Backed 5.3%

Automobile Receivables 1.7%
Drive Auto Receivables Trust, "A3", Series 2004-1, 144A, 3.5%, 8/15/2008
65,000
65,426
MMCA Automobile Trust:


"A4", Series 2002-2, 4.3%, 3/15/2010

120,000
120,926

"A4", Series 2001-4, 4.92%, 8/15/2007

42,392
42,853

"B", Series 2002-1, 5.37%, 1/15/2010

55,277
55,142
Ryder Vehicle Lease Trust, "A4", Series 2001-A, 5.81%, 8/15/2006
70,717
71,180

355,527

Home Equity Loans 2.8%
Argent NIM Trust, "A", Series 2004-WN2, 144A, 4.55%, 4/25/2034
41,358
41,283
Conseco Finance, "AF6", Series 2000-B, 7.8%, 5/15/2020
184,815
189,297
Countrywide Asset-Backed Certificates, "N1", Series 2004-2N, 144A, 5.0%, 2/25/2035
42,645
42,539
Credit-Based Asset Serving & Securities, "AV1", Series 2004-CB6, 2.17%, 7/25/2035
83,907
83,959
First Franklin NIM Trust, "Note", Series 2004-FF6A, 5.75%, 7/25/2034
48,296
48,342
Greenpoint Home Equity Loan Trust, "A", Series 2004-4, 2.15%, 8/25/2030
85,000
84,997
Park Place Securities Trust, 144A "A", Sereis 2004-NIM, 4.458%, 8/25/2034
55,000
55,000
Residential Asset Securities Corp., "A2B2", Series 2004-KS2**, 1.69%, 3/25/2034
20,000
20,000

565,417

Manufactured Housing Receivables 0.8%
Greenpoint Manufactured Housing, "A3", Series 1999-5, 7.33%, 8/15/2020
159,133

161,016

Total Asset Backed (Cost $1,071,348)

1,081,960


Foreign Bonds - US$ Denominated 5.6%

Autopista Del Maipo, 144A, 7.373%, 6/15/2022
185,000
214,911
Deutsche Telekom International Finance BV, 8.25%, 6/15/2030
71,000
91,773
Endurance Specialty Holdings Ltd., 7.0%, 7/15/2034
20,000
20,444
HSBC Capital Funding LP, 144A, 4.61%, 12/29/2049
20,000
19,220
PacifiCorp Australia LLC, 144A, 6.15%, 1/15/2008
85,000
91,965
Petroleos Mexicanos, Series P, 9.5%, 9/15/2027
20,000
24,400
PF Export Receivable Master Trust, 144A, 6.6%, 12/1/2011
200,000
218,528
QBE Insurance Group Ltd., 144A, 5.647%**, 7/1/2023
55,000
54,169
Royal Bank of Scotland Group PLC, 8.817%, 3/31/2049
75,000
77,294
Tyco International Group SA:


6.75%, 2/15/2011

101,000
113,634

6.875%, 1/15/2029

72,000
80,688

7.0%, 6/15/2028

33,000
37,231
United Mexican States:


MTN, 6.75%, 9/27/2034 (d)

20,000
19,210

8.375%, 1/14/2011

10,000
11,725

8.625%, 3/12/2008 (d)

60,000
68,700
Total Foreign Bonds - US$ Denominated (Cost $1,073,980)

1,143,892


US Government Agency Sponsored Pass-Throughs 5.3%

Federal Home Loan Mortgage Corp.:


5.0% with various maturities from 2/15/2022 until 5/1/2032 (g)

75,614
75,474

6.0%, 4/1/2032

123,847
128,099
Federal National Mortgage Association:


4.5% with various maturities from 5/1/2017 until 5/1/2032 (g)

206,769
205,044

5.0% with various maturities from 12/1/2017 until 3/1/2034 (g)

260,746
263,388

5.5% with various maturities from 2/1/2018 until 9/1/2033

135,759
138,838

6.0% with various maturities from 3/1/2015 until 12/1/2099

115,336
120,175

6.5% with various maturities from 11/1/2033 until 11/1/2033

99,983
104,966

7.13%, 1/1/2012

45,745
48,804
Total US Government Agency Sponsored Pass-Throughs (Cost $1,086,949)

1,084,788


Commercial and Non-Agency Mortgage-Backed Securities 4.7%

Citigroup Mortgage Loan Trust, Inc., "1CB2", Series 2004-NCM2, 6.75%, 9/25/2034
123,714
129,667
Countrywide Alternative Loan Trust, "7A1", Series 2004-J2, 6.0%, 12/25/2033
35,696
36,560
CS First Boston Mortgage Securities Corp., "A2", Series 2001-CK3, 6.04%, 6/15/2034
55,000
57,199
DLJ Mortgage Acceptance Corp.:


"A1B", Series 1997-CF2, 144A, 6.82%, 10/15/2030

33,934
36,523

"A1B", Series 1997-CF1,144A, 7.6%, 5/15/2030

47,733
51,225
GMAC Commercial Mortgage Securities, Inc., "A3", Series 1997-C1, 6.869%, 7/15/2029
59,642
64,272
First Union-Lehman Brothers Commercial Mortgae, "A3", Series 1997-C1, 7.38%, 4/18/2029
92,686
100,016
Master Alternative Loan Trust, "8A1", Series 2004-3, 7.0%, 4/25/2034
43,711
45,637
Master Asset Securitization Trust, "8A1", Series 2003-6, 5.5%, 7/25/2033
52,766
53,118
NYC Mortgage Loan Trust, "A3", Series 1996, 144A, 6.75%, 9/25/2019
55,000
61,074
PNC Mortgage Acceptance Corp., "A2", Series 2000-C1, 7.61%, 2/15/2010
80,000
92,138
Residential Funding Mortgage Securities I, "A1", Series 2003-S2, 5.0%, 2/25/2033
25,253
25,344
Residential Asset Securitization Trust, "A3", Series 2002-A13, 5.0%, 12/25/2017
15,892
16,021
Wachovia Bank Commercial Mortgage Trust, "A5", Series 2004-C11, 5.215%, 1/15/2041
55,000
56,833
Washington Mutual Mortgage Securities Corp.:


"4A1", Series 2002-S7, 4.5%, 11/25/2032

16,681
16,738

"1A7", Series 2003-MS8, 5.5%, 5/25/2033

42,644
42,706
Wells Fargo Mortgage Backed Securities Trust, "1A1", Series 2003-6, 5.0%, 6/25/2018
59,968
60,739
Total Commercial and Non-Agency Mortgage-Backed Securities (Cost $947,369)

945,810


Collateralized Mortgage Obligations 13.6%

Fannie Mae Whole Loan:


"2A", Series 2002-W1, 7.5%, 2/25/2042

47,408
51,180

"5A", Series 2004-W2, 7.5%, 3/25/2044

97,198
105,612
Federal Home Loan Mortgage Corp.:


"QA", Series 2649, 3.5%, 3/15/2010

105,000
105,660

"AU", Series 2759, 3.5%, 5/15/2019

61,000
61,308

"PA", Series 2786, 3.5%, 10/15/2010

60,000
60,350

"PT", Series 2724, 3.75%, 5/15/2016

61,000
61,099

"PE", Series 2727, 4.5%, 7/15/2032

120,000
114,978

"TG", Series 2690, 4.5%, 4/15/2032

60,000
57,688

"BG", Series 2640, 5.0%, 2/15/2032

45,000
44,860

"CA", Series 2526, 5.0%, 6/15/2016

28,199
28,811

"DG", Series 2662, 5.0%, 10/15/2022

120,000
120,034

"EG", Series 2836, 5.0%, 12/15/2032

115,000
113,289

"JD", Series 2778, 5.0%, 12/15/2032

115,000
113,057

"PE", Series 2777, 5.0%, 4/15/2033

120,000
117,169

"TE", Series 2780, 5.0%, 1/15/2033

85,000
83,982

"UE", Series 2764, 5.0%, 10/15/2032

90,000
89,223

"PE", Series 2378, 5.5%, 11/15/2016

30,000
31,236

"PE", Series 2512, 5.5%, 2/15/2022

110,000
114,306

"PE", Series 2405, 6.0%, 1/15/2017

80,000
84,286

"QE", Series 2113, 6.0%, 11/15/2027

44,367
45,040

"3A", Series T-41, 7.5%, 7/25/2032

22,728
24,553
Federal National Mortgage Association:


"NA", Series 2003-128, 4.0%, 8/25/2009

123,000
124,200

"TU", Series 2003-122, 4.0%, 5/25/2016

80,000
80,765

"2A3", Series 2001-4, 4.16%, 6/25/2042

50,000
50,408

"JT", Series 2003-6, 4.5%, 6/25/2016

12,893
12,874

"A2", Series 2002-W10, 4.7%, 8/25/2042

5,571
5,570

"A2", Series 2002-W9, 4.7%, 8/25/2042

1,810
1,812

"2A3", Series 2003-W15, 4.71%, 8/25/2043

70,000
70,632

"1A3", Series 2003-W18, 4.732%, 8/25/2043

60,000
60,724

"KH", Series 2003-92, 5.0%, 3/25/2032

60,032
59,654

"MC", Series 2002-56, 5.5%, 9/25/2017

55,031
56,446

"PM", Series 2001-60, 6.0%, 3/25/2030

34,754
35,206

"VD", Series 2002-56, 6.0%, 4/25/2020

13,809
14,144

"A2", Series 1998-M1, 6.25%, 1/25/2008

79,992
85,522

"1A2", Series 2003-W3, 7.0%, 8/25/2042

36,217
38,797

"2A", Series 2003-W8, 7.0%, 10/25/2042

30,223
32,080

"A2", Series 2002-T16, Grantor Trust, 7.0%, 7/25/2042

70,772
75,814

"A2", Series 2002-T19 Grantor Trust, 7.0%, 7/25/2042

77,347
82,858
FHLMC Structured Pass Through Securities, "A2B", Series T-56, 4.29%, 7/25/2036
90,000
90,889
Government National Mortgage Association:


"GD", Series 2004-26, 5.0%, 11/16/2032

56,000
54,942

"PA", Series 2003-89, 5.5%, 12/20/2023

94,126
96,162
Total Collateralized Mortgage Obligations (Cost $2,739,949)

2,757,220


Municipal Investments 2.5%

Atlantic Ciy, NJ, Core City GO, Series B, 4.5%, 8/1/2008 (f)
80,000
82,845
Illinois, State GO, 4.95%, 6/1/2023
80,000
76,591
Jicarilla, NM, Sales & Special Tax Revenue, Apache Nation Revenue, 5.2%, 12/1/2013
50,000
50,729
Virginia, Multi-Family Housing Revenue, Housing Development Authority, Series A, 6.51%,
5/1/2019 (f)

290,000
303,299
Total Municipal Investments (Cost $460,139)

513,464


Government National Mortgage Association 0.9%

Government National Mortgage Association:


6.0% with various maturities from 10/15/2033 until 7/20/2034

129,280
134,057

6.5%, 11/15/2033

43,065
45,591
Total Government National Mortgage Association (Cost $178,123)

179,648


US Government Backed 22.7%

US Treasury Bill:


1.31%***, 10/21/2004 (h)

140,000
139,898

1.62%***, 12/23/2004

10,000
9,963

1.67%***, 12/9/2004

3,300,000
3,289,721
US Treasury Bond, 6.0%, 2/15/2026 (d)
543,000
619,083
US Treasury Note:


1.5%, 3/31/2006 (d)

46,000
45,400

3.125%, 10/15/2008

25,000
24,963

4.375%, 8/15/2012 (d)

469,000
483,510
Total US Government Backed (Cost $4,577,815)

4,612,538


Securities Lending Collateral 4.7%

Daily Assets Fund Institutional, 1.76% (c) (e) (Cost $949,784)
949,784

949,784


Cash Equivalents 14.5%

Scudder Cash Management QP Trust, 1.70% (b) (Cost $2,940,956)
2,940,956

2,940,956



% of Net Assets

Value ($)



Total Investment Portfolio (Cost $20,731,387) (a)
105.0

21,342,015

Other Assets and Liabilities, Net
(5.0)

(1,016,528)

Net Assets
100.0

20,325,487


* Non-income producing security.
** Floating rate notes are securities whose yields vary with a designated market index or market rate, such as the coupon-equivalent of the US Treasury bill rate. These securities are shown at their current rate as of September 30, 2004.
*** Annualized yield at time of purchase; not a coupon rate.
(a) The cost for federal income tax purposes was $21,026,147. At September 30, 2004, net unrealized appreciation for all securities based on tax cost was $315,868. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $619,138 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $303,270.
(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc., an affiliate of the Advisor. The rate shown is the annualized seven-day yield at period end.
(c) Daily Assets Fund Institutional, an affiliated fund, is managed by Deutsche Asset Management, Inc. The rate shown is the annualized seven day yield at period end.
(d) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at September 30, 2004 amounted to $926,765, which is 4.6% of total net assets.
(e) Represents collateral held in connection with securities lending.
(f) Bond is insured by one of these companies:


As a % of Total Investment Portfolio

MBIA
Municipal Bond Investors Assurance
1.9%

(g) Mortgage dollar rolls included.
(h) At September 30, 2004, this security has been pledged to cover in whole or in part, initial requirements for open futures contracts.

Included in the portfolio are investments in mortgage or asset-backed securities which are interests in separate pools of mortgages or assets. Effective maturities of these investments may be shorter than stated maturities due to prepayments. Some separate investments in the Federal Home Loan Mortgage Corp., the Federal National Mortgage Association and the Government National Mortgage Association issues which have similar coupon rates have been aggregated for presentation purposes in the investment portfolio.

MTN: Medium Term Note

144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

GO: General Obligation

At September 30, 2004, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Appreciation/ (Depreciation) ($)

10 Year Canadian Government Bond

12/20/2004

9

778,199 781,202 3,003
10 Year German Federal Republic Bonds

12/8/2004

7

996,393 1,005,461 9,068
EOE Dutch Stock Index Futures

10/15/2004

1

82,884 80,693 (2,191)
S&P 500 Index

12/16/2004

1

281,831 278,725 (3,106)
S&P Canada 60 Index

12/16/2004

1

75,119 76,267 1,148
Total net unrealized appreciation

7,922


At September 30, 2004, open futures contracts sold short were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Appreciation/ (Depreciation) ($)

10 Year US Treasury Note

12/20/2004

17

1,894,994 1,914,625

(19,631)



Financial Statements


Statements of Assets and Liabilities as of September 30, 2004 (Unaudited)

Assets

Long Range
Fund

Mid Range
Fund

Short Range Fund

Investment in securities, at value(a) - including $27,325,640, $1,810,943 and $926,765 of securities loaned
$ 672,871,731 $ 43,002,381 $ 17,451,275
Investments in Scudder Cash Management QP Trust(b)
67,520,466 4,957,989 2,940,956
Investments in Daily Assets Fund Institutional(c)*
28,008,728 1,855,438 949,784
Total investments in securities, at value(d)
768,400,925 49,815,808 21,342,015
Cash
377,733 30,000 110,341
Foreign currency, at value(e)
22,792,001 1,487,413 615,809
Receivable for investments sold
14,525,274 733,344 216,276
Dividends receivable
440,907 18,805 3,252
Interest receivable
2,031,307 192,607 85,421
Receivable for Fund shares sold
421,154 98,630 54,090
Receivable for daily variation margin on open futures contracts
46,984 - -
Net receivable on closed forward foreign currency exchange contracts
- - 6,817
Unrealized appreciation on forward foreign currency exchange contracts
3,997,018 197,147 46,115
Due from Advisor
- 22,377 15,503
Other assets
3,155 480 165
Total assets
813,036,458 52,596,611 22,495,804
Liabilities
Payable upon return of securities loaned
28,008,728 1,855,438 949,784
Payable for investments purchased
23,905,213 880,532 679,159
Payable for investments purchased - mortgage dollar rolls
8,855,266 - 442,101
Deferred mortgage dollar roll income
12,949 - 21,396
Payable for Fund shares redeemed
144,999 6,599 18,918
Payable for daily variation margin on open futures contracts
- 3,127 3,790
Unrealized depreciation on forward foreign currency exchange contracts
1,377,424 69,793 13,487
Other accrued expenses and payables
222,208 78,337 41,682
Total liabilities
62,526,787 2,893,826 2,170,317
Net assets, at value

$ 750,509,671

$ 49,702,785

$ 20,325,487

Net Assets
Net assets consist of:
Undistributed net investment income
3,846,423 419,017 94,973
Net unrealized appreciation (depreciation) on:
Investments
48,653,439 2,442,424 610,628
Futures
(731,064) (44,954) (11,709)
Foreign currency related transactions
3,093,983 153,974 44,210
Accumulated net realized gain (loss)
(86,450,957) (7,561,966) (1,273,781)
Paid-in capital
782,097,847 54,294,290 20,861,166
Net assets, at value

$ 750,509,671

$ 49,702,785

$ 20,325,487


* Represents collateral for securities loaned.


Statements of Assets and Liabilities as of September 30, 2004 (Unaudited) (continued)

Net Asset Value
Investment Class
Net assets applicable to shares outstanding
$ 57,943,824 $ 49,702,785 $ 20,325,487
Shares outstanding ($.001 par value per share, unlimited number of shares authorized)
5,630,299 5,122,998 2,004,778
Net Asset Value, offering and redemption price per share

$ 10.29

$ 9.70

$ 10.14

Institutional Class
Net assets applicable to shares outstanding
$ 692,565,847 $ - $ -
Shares outstanding ($.001 par value per share, unlimited number of shares authorized)
64,771,633 - -
Net Asset Value, offering and redemption price per share

$ 10.69

$ -

$ -


a Cost of $624,218,292, $40,559,957 and $16,840,647, respectively.
b Cost of $67,520,466, $4,957,989 and $2,940,956, respectively.
c Cost of $28,008,728, $1,855,438 and $949,784, respectively.
d Cost of $719,747,486, $47,373,384 and $20,731,387, respectively.
e Cost of $22,358,801, $1,458,189 and $604,057, respectively.


Statements of Operations for the six months ended September 30, 2004(a) (Unaudited)

Investment Income

Long Range
Fund

Mid Range
Fund

Short Range Fund

Total investment income allocated from the Portfolio(b):
Dividends - Unaffiliated issuers
$ 2,704,151 $ 142,606 $ 22,186
Interest - Unaffiliated issuers
4,789,487 501,053 224,578
Interest - Affiliated issuers
291,939 28,872 13,758
Securities lending income, including income from Daily Assets Fund Institutional
9,186 558 244
Expenses allocated from the Portfolio(c)
(1,636,114) (132,580) (55,006)
Net investment income allocated from the Portfolio
6,158,649 540,509 205,760
Dividends - Unaffiliated issuers
687,996 15,285 5,082
Interest - Unaffiliated issuers
1,439,008 132,132 66,272
Interest - Affiliated issuers
111,926 8,350 4,348
Securities lending income, including income from Daily Assets Fund Institutional
2,246 86 52
Total income
8,399,825 696,362 281,514
Expenses:
Investment advisory fees
515,370 34,265 13,845
Administrator service fees
771,380 179,941 68,337
Auditing
7,716 14,973 7,579
Legal
7,529 28,574 16,281
Trustees' fees and expenses
9,355 10,991 8,309
Reports to shareholders
- 747 4,684
Registration fees
42,443 33,365 24,565
Other
65,868 28,850 6,913
Total expenses, before expense reductions
1,419,661 331,706 150,513
Expense reductions
(854,189) (193,842) (103,732)
Total expenses, after expense reductions
565,472 137,864 46,781
Net investment income (loss)

7,834,353

558,498

234,733


Statements of Operations for the six months ended September 30, 2004(a) (Unaudited) (continued)

Realized and Unrealized Gain (Loss) on Investment Transactions

Long Range
Fund

Mid Range
Fund

Short Range Fund

Net realized gain (loss) allocated from the Portfolio(b) from:
Investments
7,061,719 383,292 (6,296)
Futures
2,801,217 24,335 14,798
Foreign currency related transactions
(4,227,291) (381,021) (69,660)
Net realized gain (loss) from:
Investments
1,605,630 89,586 26,608
Futures
(1,643,851) (119,835) (45,386)
Foreign currency related transactions
(349,144) (26,179) (7,498)

5,248,280 (29,822) (87,434)
Net unrealized appreciation (depreciation) during the period allocated from the Portfolio(b) on:
Investments(d)
(22,794,969) (1,870,929) (317,712)
Futures(d)
(2,977,525) (201,660) 476,486
Foreign currency related transactions(d)
761,462 (9,684) (107,291)
Net unrealized appreciation (depreciation) during the period on:
Investments
6,163,587 277,250 52,934
Futures
2,246,461 156,706 (488,195)
Foreign currency related transactions
2,332,521 163,658 151,501

(14,268,463) (1,484,659) (232,277)
Net gain (loss) on investment transactions

(9,020,183)

(1,514,481)

(319,711)

Net increase (decrease) in net assets resulting from operations

$ (1,185,830)

$ (955,983)

$ (84,978)


a On August 20, 2004, the Asset Management Portfolio, the Asset Management Portfolio II and the Asset Management Portfolio III, each a master portfolio for a master-feeder structure, closed. The Statement of Operations includes the Lifecycle Long Range Fund's, the Lifecycle Mid Range Fund's and the Lifecycle Short Range Fund's information as a stand-alone and feeder fund for the respective periods (see Note A in the Notes to Financial Statements).
b Allocated from Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III, respectively.
c For the period April 1, 2004 through August 20, 2004,, Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III waived fees in the amounts of $688,395, $53,433 and $44,717, which were allocated to the Lifecycle Long Range Fund, Lifecycle Mid Range Fund and Lifecycle Short Range Fund, respectively.
d Excludes unrealized appreciation of $250,957, depreciation of $1,368 and depreciation of $706, respectively, resulting from the dissolution of the master-feeder structure.


Statement of Changes in Net Assets - Long Range Fund

Increase (Decrease) in Net Assets

Six Months Ended September 30, 2004(a)
(Unaudited)

Year Ended March 31,

2004

Operations:
Net investment income (loss)
$ 7,834,353 $ 14,273,378
Net realized gain (loss) on investment transactions
5,248,280 33,679,038
Net unrealized appreciation (depreciation) on investment transactions during the period
(14,268,463) 92,021,218
Net increase (decrease) in net assets resulting from operations
(1,185,830) 139,973,634
Distributions to shareholders from:
Net investment income
Investment Class
(635,787) (2,277,173)
Institutional Class
(8,985,670) (29,974,017)
Fund share transactions:
Proceeds from shares sold
39,927,126 142,112,613
Reinvestment of distributions
9,620,404 32,245,735
Net assets acquired in tax-free reorganization (Investment Class)
- 58,476,295
Cost of shares redeemed
(59,302,960) (117,931,521)
Net increase (decrease) in net assets from Fund share transactions
(9,755,430) 114,903,122
Increase (decrease) in net assets
(20,562,717) 222,625,566
Net assets at beginning of period
771,072,388 548,446,822
Net assets at end of period (including undistributed net investment income of $3,846,423 and $5,633,527, respectively)

$ 750,509,671

$ 771,072,388


a On August 20, 2004, the Asset Management Portfolio, a master portfolio for a master-feeder structure, closed. The Statement of Changes in Net Assets includes the Lifecycle Long Range Fund's information as a stand-alone and feeder fund for the respective periods (see Note A in the Notes to Financial Statements).


Statement of Changes in Net Assets - Mid Range Fund

Increase (Decrease) in Net Assets

Six Months Ended September 30, 2004(a)
(Unaudited)

Year Ended March 31,

2004

Operations:
Net investment income (loss)
$ 558,498 $ 1,279,256
Net realized gain (loss) on investment transactions
(29,822) 3,244,122
Net unrealized appreciation (depreciation) on investment transactions during the period
(1,484,659) 5,108,169
Net increase (decrease) in net assets resulting from operations
(955,983) 9,631,547
Distributions to shareholders from:
Net investment income
(633,051) (2,807,608)
Fund share transactions:
Proceeds from shares sold
6,299,300 27,215,420
Reinvestment of distributions
632,968 2,807,418
Cost of shares redeemed
(28,062,953) (16,375,047)
Net increase (decrease) in net assets from Fund share transactions
(21,130,685) 13,647,791
Increase (decrease) in net assets
(22,719,719) 20,471,730
Net assets at beginning of period
72,422,504 51,950,774
Net assets at end of period (including undistributed net investment income of $419,017, and $493,570, respectively)

$ 49,702,785

$ 72,422,504


a On August 20, 2004, the Asset Management Portfolio II, a master portfolio for a master-feeder structure, closed. The Statement of Changes in Net Assets includes the Lifecycle Mid Range Fund's information as a stand-alone and feeder fund for the respective periods (see Note A in the Notes to Financial Statements).


Statement of Changes in Net Assets - Short Range Fund

Increase (Decrease) in Net Assets

Six Months Ended September 30, 2004(a)
(Unaudited)

Year Ended March 31,

2004

Operations:
Net investment income (loss)
$ 234,733 $ 443,571
Net realized gain (loss) on investment transactions
(87,434) 833,186
Net unrealized appreciation (depreciation) on investment transactions during the period
(232,277) 644,731
Net increase (decrease) in net assets resulting from operations
(84,978) 1,921,488
Distributions to shareholders from:
Net investment income
(275,997) (826,388)
Fund share transactions:
Proceeds from shares sold
5,413,654 14,946,510
Reinvestment of distributions
275,453 822,774
Cost of shares redeemed
(7,387,758) (11,276,402)
Net increase (decrease) in net assets from Fund share transactions
(1,698,651) 4,492,882
Increase (decrease) in net assets
(2,059,626) 5,587,982
Net assets at beginning of period
22,385,113 16,797,131
Net assets at end of period (including undistributed net investment income of $94,973 and $136,237, respectively)

$ 20,325,487

$ 22,385,113


a On August 20, 2004, the Asset Management Portfolio III, a master portfolio for a master-feeder structure, closed. The Statement of Changes in Net Assets includes the Lifecycle Short Range Fund's information as a stand-alone and feeder fund for the respective periods (see Note A in the Notes to Financial Statements).


Financial Highlights


Scudder Lifecycle Long Range Fund

Investment Class

2004a

2004b

Selected Per Share Data
Net asset value, beginning of period

$ 10.43

$ 9.75

Income (loss) from investment operations:
Net investment income (loss)c
.09 .11
Net realized and unrealized gain (loss) on investment transactions
(.12) .93

Total from investment operations

(.03) 1.04
Less distributions from:
Net investment income
(.11) (.36)
Net asset value, end of period

$ 10.29

$ 10.43

Total Return (%)d
(.27)** 10.79**
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)
58 69
Ratio of expenses before expense reductions (%)e
1.45* 1.41*
Ratio of expenses after expense reductions (%)e
1.00* 1.00*
Ratio of net investment income (loss) (%)
1.68* 1.65*
Portfolio turnover rate (%)
113f* 115**
a For the six months ended September 30, 2004 (Unaudited).
b For the period July 25, 2003 (commencement of operations of Investment Class shares) to March 31, 2004.
c Based on average shares outstanding during the period.
d Total return would have been lower had certain expenses not been reduced.
e The ratio includes expenses allocated from the Asset Management Portfolio.
f On August 20, 2004, the Asset Management Portfolio was closed (see Note A in the Notes to Financial Statements). This ratio includes the purchase and sales of portfolio securities of the Scudder Lifecycle Long Range Fund as a stand-alone fund in addition to the Asset Management Portfolio.
* Annualized
** Not annualized



Scudder Lifecycle Long Range Fund

Institutional Class

Years Ended March 31,

2004a

2004

2003

2002

2001

2000

Selected Per Share Data
Net asset value, beginning of period

$ 10.84

$ 9.17

$ 10.92

$ 10.98

$ 14.44

$ 13.11

Income (loss) from investment operations:
Net investment income (loss)
.11b .21b .25b .31 .41 .33
Net realized and unrealized gain (loss) on investment transactions
(.12) 1.94 (1.53) (.08) (1.79) 1.44

Total from investment operations

(.01) 2.15 (1.28) .23 (1.38) 1.77
Less distributions from:
Net investment income
(.14) (.48) (.47) (.28) (.30) (.31)
Net realized gains on investment transactions
- - - (.01) (1.78) (.13)

Total distributions

(.14) (.48) (.47) (.29) (2.08) (.44)
Net asset value, end of period

$ 10.69

$ 10.84

$ 9.17

$ 10.92

$ 10.98

$ 14.44

Total Return (%)c
(.09)** 23.71 (11.88) 2.13 (10.90) 13.83
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)
693 702 548 438 417 512
Ratio of expenses before expense reductions (%)d
.96* .91 .93 .91 .93 .93
Ratio of expenses after expense reductions (%)d
.55* .55 .55 .55 .59 .60
Ratio of net investment income (loss) (%)
2.13* 2.08 2.61 2.84 3.20 2.69
Portfolio turnover rate (%)
113e* 115 133 90 118 222
a For the six months ended September 30, 2004 (Unaudited).
b Based on average shares outstanding during the period.
c Total return would have been lower had certain expenses not been reduced.
d The ratio includes expenses allocated from the Asset Management Portfolio.
e On August 20, 2004, the Asset Management Portfolio was closed (see Note A in the Notes to Financial Statements). This ratio includes the purchase and sales of portfolio securities of the Scudder Lifecycle Long Range Fund as a stand-alone fund in addition to the Asset Management Portfolio.
* Annualized
** Not annualized



Scudder Lifecycle Mid Range Fund

Investment Class

Years Ended March 31,

2004a

2004

2003

2002

2001

2000

Selected Per Share Data
Net asset value, beginning of period

$ 9.86

$ 8.80

$ 9.75

$ 9.78

$ 11.38

$ 10.60

Income (loss) from investment operations:
Net investment income (loss)
.10b .19b .25b .30 .42 .32
Net realized and unrealized gain (loss) on investment transactions
(.13) 1.29 (.80) (.06) (.86) .71

Total from investment operations

(.03) 1.48 (.55) .24 (.44) 1.03
Less distributions from:
Net investment income
(.13) (.42) (.40) (.27) (.33) (.23)
Net realized gains on investment transactions
- - - - (.83) (.02)

Total distributions

(.13) (.42) (.40) (.27) (1.16) (.25)
Net asset value, end of period

$ 9.70

$ 9.86

$ 8.80

$ 9.75

$ 9.78

$ 11.38

Total Return (%)c
(.35)** 16.85 (5.63) 2.48 (4.25) 9.80
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)
50 72 52 72 81 99
Ratio of expenses before expense reductions (%)d
1.91* 1.63 1.56 1.54 1.51 1.51
Ratio of expenses after expense reductions (%)d
1.00* 1.00 1.00 1.00 1.00 1.00
Ratio of net investment income (loss) (%)
2.06* 2.01 2.68 3.04 3.86 3.03
Portfolio turnover rate (%)
129e* 114 116 127 139 273
a For the six months ended September 30, 2004 (Unaudited).
b Based on average shares outstanding during the period.
c Total return would have been lower had certain expenses not been reduced.
d The ratio includes expenses allocated from the Asset Management Portfolio II.
e On August 20, 2004, the Asset Management Portfolio II was closed (see Note A in the Notes to Financial Statements). This ratio includes the purchase and sales of portfolio securities of the Scudder Lifecycle Mid Range Fund as a stand-alone fund in addition to the Asset Management Portfolio II.
* Annualized
** Not annualized

Scudder Lifecycle Short Range Fund

Investment Class

Years Ended March 31,

2004a

2004

2003

2002

2001

2000

Selected Per Share Data
Net asset value, beginning of period

$ 10.30

$ 9.71

$ 10.08

$ 10.05

$ 10.54

$ 10.23

Income (loss) from investment operations:
Net investment income (loss)
.12b .22b .29b .38 .48 .39
Net realized and unrealized gain (loss) on investment transactions
(.14) .77 (.21) (.04) (.21) .18

Total from investment operations

(.02) .99 .08 .34 .27 .57
Less distributions from:
Net investment income
(.14) (.40) (.45) (.31) (.40) (.26)
Net realized gains on investment transactions
- - - - (.36) -

Total distributions

(.14) (.40) (.45) (.31) (.76) (.26)
Net asset value, end of period

$ 10.14

$ 10.30

$ 9.71

$ 10.08

$ 10.05

$ 10.54

Total Return (%)c
(.28)** 10.44 .83 3.42 2.52 5.76
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)
20 22 17 25 30 38
Ratio of expenses before expense reductions (%)d
2.43* 2.16 1.85 1.86 1.72 1.67
Ratio of expenses after expense reductions (%)d
.99* 1.00 1.00 1.00 1.00 1.00
Ratio of net investment income (loss) (%)
2.28* 2.15 2.92 3.69 4.85 3.61
Portfolio turnover rate (%)
174e* 198 162 153 148 354
a For the six months ended September 30, 2004 (Unaudited).
b Based on average shares outstanding during the period.
c Total return would have been lower had certain expenses not been reduced.
d The ratio includes expenses allocated from the Asset Management Portfolio III.
e On August 20, 2004, the Asset Management Portfolio III was closed (see Note A in the Notes to Financial Statements). This ratio includes the purchase and sales of portfolio securities of the Scudder Lifecycle Short Range Fund as a stand-alone fund in addition to the Asset Management Portfolio III.
* Annualized
** Not annualized


Notes to Financial Statements


A. Significant Accounting Policies

Lifecycle Long Range Fund ("Scudder Lifecycle Long Range Fund") is a diversified series of Scudder Advisor Funds III. Lifecycle Mid Range Fund ("Scudder Lifecycle Mid Range Fund") and Lifecycle Short Range Fund ("Scudder Lifecycle Short Range Fund") (each a "Fund", and collectively the "Fund") are diversified series of Scudder Advisor Funds. Scudder Advisor Funds III and Scudder Advisor Funds are registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as open-end management investment companies organized as Massachusetts business trusts (collectively, the "Trusts").

On June 3, 2004, the Board of Trustees approved dissolving the Lifecycle master-feeder structures, and converting the Funds to three stand-alone funds. On August 20, 2004, the Funds received assets with the value of $741,748,706, $48,834,257 and $20,324,047 which included net unrealized appreciation (depreciation) of $41,590,486, $2,052,615 and $505,144 for Scudder Lifecycle Long Range, Mid Range and Short Range, respectively, from Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III, respectively, in the tax free exchange for their beneficial ownership in the Portfolios. Activities prior to these conversions are included in the Statement of Operations.

Lifecycle Long Range Fund offers two classes of shares: Investment Class and Institutional Class. On August 13, 2004, Premier Class was renamed Institutional Class. Investment Class and Institutional Class shares are not subject to initial or contingent deferred sales charges. Institutional Class shares are offered to a limited group of investors and have lower ongoing expenses than the Investment Class. Lifecycle Mid Range Fund and Lifecycle Short Range Fund each offer one class of shares: Investment Class.

Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of all classes of shares except that each class bears certain expenses unique to that class such as administrative service fee. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.

Each Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Funds in the preparation of their financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading. Equity securities are valued at the most recent sale price or official closing price reported on the exchange (US or foreign) or over-the-counter market on which the security is traded most extensively. Securities for which no sales are reported are valued at the calculated mean between the most recent bid and asked quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation.

Debt securities are valued by independent pricing services approved by the Trustees of each Fund. If the pricing services are unable to provide valuations, the securities are valued at the most recent bid quotation or evaluated price, as applicable, obtained from a broker-dealer. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes.

Money market instruments purchased with an original or remaining maturity of sixty days or less, maturing at par, are valued at amortized cost. Investments in open-end investment companies and affiliated funds are valued at their net asset value each business day.

Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair value as determined in accordance with procedures approved by the Trustees. The Fund may use a fair valuation model to value international equity securities in order to adjust for certain events which may occur between the close of the foreign exchanges and the close of the New York Stock Exchange.

Securities Lending. Each Fund may lend securities to financial institutions. The Fund retains beneficial ownership of the securities it has loaned and continues to receive interest and dividends paid by the securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of liquid, unencumbered assets having a value at least equal to the value of the securities loaned. The Fund may invest the cash collateral into a joint trading account in an affiliated money market fund pursuant to Exemptive Orders issued by the SEC. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of fees paid to the lending agent. Either the Fund or the borrower may terminate the loan. The Fund is subject to all investment risks associated with the value of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

Foreign Currency Translations. The books and records of each Fund are maintained in US dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into US dollars at the prevailing exchange rates at period end. Purchases and sales of investment securities, income and expenses are translated into US dollars at the prevailing exchange rates on the respective dates of the transactions.

Net realized and unrealized gains and losses on foreign currency transactions represent net gains and losses between trade and settlement dates on securities transactions, the disposition of forward foreign currency exchange contracts and foreign currencies, and the difference between the amount of net investment income accrued and the US dollar amount actually received. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed but is included with net realized and unrealized gains and losses on investment securities.

Futures Contracts. A futures contract is an agreement between a buyer or seller and an established futures exchange or its clearinghouse in which the buyer or seller agrees to take or make a delivery of a specific amount of a financial instrument at a specified price on a specific date (settlement date). Each Fund may enter into futures contracts as a hedge against anticipated interest rate, currency or equity market changes, and for duration management, risk management and return enhancement purposes.

Upon entering into a futures contract, each Fund is required to deposit with a financial intermediary an amount ("initial margin") equal to a certain percentage of the face value indicated in the futures contract. Subsequent payments ("variation margin") are made or received by each Fund dependent upon the daily fluctuations in the value of the underlying security and are recorded for financial reporting purposes as unrealized gains or losses by each Fund. When entering into a closing transaction, each Fund will realize a gain or loss equal to the difference between the value of the futures contract to sell and the futures contract to buy. Futures contracts are valued at the most recent settlement price.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid secondary market will limit each Fund's ability to close out a futures contract prior to the settlement date and that a change in the value of a futures contract may not correlate exactly with the changes in the value of the securities or currencies hedged. When utilizing futures contracts to hedge, each Fund gives up the opportunity to profit from favorable price movements in the hedged positions during the term of the contract.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange contract ("forward currency contract") is a commitment to purchase or sell a foreign currency at the settlement date at a negotiated rate. Each Fund may enter into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign currency denominated Fund holdings, to facilitate transactions in foreign currency denominated securities and to enhance the total returns.

Forward currency contracts are valued at the prevailing forward exchange rate of the underlying currencies and unrealized gain (loss) is recorded daily. Sales and purchases of forward currency contracts having the same settlement date and broker are offset and any gain (loss) is realized on the date of offset; otherwise, gain (loss) is realized on settlement date. Realized and unrealized gains and losses which represent the difference between the value of a forward currency contract to buy and a forward currency contract to sell are included in net realized and unrealized gain (loss) from foreign currency related transactions.

Certain risks may arise upon entering into forward currency contracts from the potential inability of counterparties to meet the terms of their contracts. Additionally, when utilizing forward currency contracts to hedge, each Fund gives up the opportunity to profit from favorable exchange rate movements during the term of the contract.

Mortgage Dollar Rolls. Each Fund may enter into mortgage dollar rolls in which the Fund sells to a bank or broker/dealer (the "counterparty") mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase similar, but not identical, securities on a fixed date. The counterparty receives all principal and interest payments, including prepayments, made on the security while it is the holder. The Fund receives compensation as consideration for entering into the commitment to repurchase. The compensation is paid in the form of a lower price for the security upon its repurchase, or alternatively, a fee. Mortgage dollar rolls may be renewed with a new sale and repurchase price and a cash settlement made at each renewal without physical delivery of the securities subject to the contract.

Mortgage dollar rolls may be treated for purposes of the 1940 Act as borrowings by the Fund because they involve the sale of a security coupled with an agreement to repurchase. A mortgage dollar roll involves costs to the Fund. For example, while the Fund receives compensation as consideration for agreeing to repurchase the security, the Fund forgoes the right to receive all principal and interest payments while the counterparty holds the security. These payments to the counterparty may exceed the compensation received by the Fund, thereby effectively charging the Fund interest on its borrowing. Further, although the Fund can estimate the amount of expected principal prepayment over the term of the mortgage dollar roll, a variation in the actual amount of prepayment could increase or decrease the cost of the Fund's borrowing.

Certain risks may arise upon entering into mortgage dollar rolls from the potential inability of counterparties to meet the terms of their commitments. Additionally, the value of such securities may change adversely before the Fund is able to repurchase them. There can be no assurance that the Fund's use of the cash that it receives from a mortgage dollar roll will provide a return that exceeds its borrowing costs.

When-Issued/Delayed Delivery Securities. Each Fund may purchase securities with delivery or payment to occur at a later date beyond the normal settlement period. At the time the Fund enters into a commitment to purchase a security, the transaction is recorded and the value of the security is reflected in the net asset value. The price of such security and the date when the security will be delivered and paid for are fixed at the time the transaction is negotiated. The value of the security may vary with market fluctuations. No interest accrues to the Fund until payment takes place. At the time the Fund enters into this type of transaction it is required to segregate cash or other liquid assets at least equal to the amount of the commitment.

Certain risks may arise upon entering into when-issued or delayed delivery securities from the potential inability of counterparties to meet the terms of their contracts or if the issuer does not issue the securities due to political, economic, or other factors. Additionally, losses may arise due to changes in the value of the underlying securities.

Federal Income Taxes. Each Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders. Accordingly, each Fund paid no federal income taxes and no federal income tax provision was required.

At March 31, 2004, each Fund had a net tax basis capital loss carryforward which may be applied against any realized net taxable capital gains of each succeeding year until fully utilized or until the respective expiration date, whichever occurs first.

The capital loss carryforwards were as follows:

Fund

Amount

Expiration Date

Long Range Fund
$ 1,172,000

3/31/2009


21,545,000

3/31/2010


35,451,000

3/31/2011


9,619,000

3/31/2012

Mid Range Fund
$ 465,000

3/31/2010


3,602,000

3/31/2011


817,000

3/31/2012

Short Range Fund
$ 6,000

3/31/2010


700,000

3/31/2011


107,000

3/31/2012


Utilization of the capital loss carryforwards above could be subject to limitations imposed by the Internal Revenue Code.

Distribution of Income and Gains. Distributions of net investment income, if any, are made quarterly. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to each Fund if not distributed, and, therefore, will be distributed to shareholders at least annually.

The timing and characterization of certain income and capital gains distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to certain securities sold at a loss, futures and foreign currency related transactions. As a result net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, each Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of each Fund.

The tax character of current year distributions, if any, will be determined at the end of the current fiscal year.

Expenses. Expenses of each Trust arising in connection with a specific Fund are allocated to that Fund. Other Trust expenses which cannot be directly attributed to a Fund are apportioned among the Funds in the Trust.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment security transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date net of foreign withholding taxes. Certain dividends from foreign securities may be recorded subsequent to the ex-dividend date as soon as each Fund is informed of such dividends. Realized gains and losses from investment transactions are recorded on an identified cost basis. All premiums and discounts are amortized/accreted for financial reporting purposes.

B. Purchases and Sales of Securities

During the six months ended September 30, 2004, purchases and sales of investment securities (excluding short-term investments) were as follows:


Purchases ($)

Sales ($)

Scudder Lifecycle Long Range Fund
excluding US Treasury securities and mortgage dollar roll transactions
210,727,342 224,940,475
US Treasury securities
119,626,042 115,946,817
mortgage dollar roll transactions
48,632,320 48,786,560
Scudder Lifecycle Mid Range Fund
excluding US Treasury securities
16,117,767 31,945,093
US Treasury securities
14,578,566 11,930,084
Scudder Lifecycle Short Range Fund
excluding US Treasury securities and mortgage dollar roll transactions
5,886,504 6,635,966
US Treasury securities
8,267,245 5,428,605
mortgage dollar roll transactions
2,937,066 2,946,484

C. Related Parties

Scudder Investments is part of Deutsche Asset Management, which is the marketing name in the US for the asset management activities of Deutsche Bank AG. Effective August 21, 2004, Deutsche Asset Management, Inc. ("DeAM, Inc." or the "Advisor") is the Advisor for each Fund and Investment Company Capital Corp. ("ICCC" or the "Administrator") is the Administrator for each Fund, both indirect, wholly owned subsidiaries of Deutsche Bank AG. Prior to August 21, 2004, DeAM, Inc. was the Advisor for the Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III. The investment advisory fee paid by each Fund under the new Investment Advisory Agreement is the same as the investment advisory agreement for the Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III. Northern Trust Investments, N.A. ("NTI") serves as sub-advisor to a portion of each Fund's portfolio and is paid by the Advisor for its services.

Investment Advisory Agreement. Under the Investment Advisory Agreement, the Advisor directs the investments of each Fund in accordance with its investment objectives, policies and restrictions. The investment advisory fee payable under the Investment Advisory Agreement is equal to an annual rate of 0.65% of each Fund's average daily net assets, computed and accrued daily and payable monthly.

For the six months ended September 30, 2004, the Advisor and Administrator agreed to waive their fees and reimburse expenses of each Fund to the extent necessary to maintain the annualized expenses of each Fund, including expenses allocated from each Portfolio through August 20, 2004, as follows:

Long Range Fund
Investment Class
1.00%
Institutional Class
.55%
Mid Range Fund
1.00%
Short Range Fund
1.00%

For the period April 1, 2004 through August 20, 2004, the Investment Advisory Fee was as follows:


Total Aggregated

Waived

Annualized Effective Rate

Asset Management Portfolio
$ 1,926,387 $ 688,395 .42%
Asset Management Portfolio II
142,429 53,433 .41%
Asset Management Portfolio III
53,204 44,717 .10%

For the period August 21, 2004 through September 30, 2004, the Investment Advisory Fee was as follows:

Total Aggregated

Waived

Annualized Effective Rate

Long Range Fund
$ 515,370 $ 515,370 -
Mid Range Fund
34,265 34,265 -
Short Range Fund
13,845 13,845 -

Under these agreements, the Advisor and Administrator reimbursed $20,479 of the Lifecycle Short Range Fund's expenses.

For the six months ended September 30, 2004, the Advisor has agreed to reimburse the Funds for expenses of $3,044, $636 and $1,071 for Scudder Lifecycle Long Range, Lifecycle Mid Range and Lifecycle Short Range, respectively.

Administrator Service Fee. ICCC serves as Administrator and receives a fee (the "Administrator Service Fee") of 0.65% of each Fund's Investment Class and 0.15% of Lifecycle Long Range Fund's Institutional Class average daily net assets, computed and accrued daily and payable monthly. For the six months ended September 30, 2004, the Administrator Service Fee was as follows:

Administrator Service Fee

Total Aggregated

Waived

Annualized Effective Rate

Long Range Fund
Investment Class
$ 203,990 $ 40,026 .53%
Institutional Class
567,390 295,749 .08%
Mid Range Fund
179,941 158,941 .08%
Short Range Fund
68,337 68,337 -

ICCC served as Administrator for the Asset Management Portfolio, Asset Management Portfolio II and Asset Management Portfolio III and received a fee of 0.10% of each Portfolio's average daily net assets, computed and accrued daily and payable monthly. For the period April 1, 2004 through August 20, 2004, the Administrator Service Fee was as follows:


Total Aggregated

Annualized Effective Rate

Asset Management Portfolio
$ 296,367 .10%
Asset Management Portfolio II
21,912 .10%
Asset Management Portfolio III
8,185 .10%

Scudder Investments Service Company ("SISC"), an affiliate of the Advisor, is each Fund's transfer, dividend-paying and shareholder service agent. Pursuant to a sub-transfer agency agreement between SISC and DST Systems, Inc. ("DST"), SISC has delegated certain transfer agent and dividend paying agent functions to DST. The costs and expenses of such delegation are borne by SISC, not by the Funds.

Trustees' Fees and Expenses. As compensation for his or her services, each Independent Trustee receives an aggregate annual fee, plus a fee for each meeting attended (plus reimbursement for reasonable out-of-pocket expenses incurred in connection with his or her attendance at board and committee meetings) from each Fund in the Fund Complex for which he or she serves. In addition, the Chairman of the Fund Complex's Audit Committee receives an annual fee for his services.

Scudder Cash Management QP Trust. Pursuant to an Exemptive Order issued by the SEC, the Fund may invest in the Scudder Cash Management QP Trust (the "QP Trust") and other affiliated funds managed by the Advisor. The QP Trust seeks to provide as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity. The QP Trust does not pay the Advisor a management fee for the affiliated funds' investments in the QP Trust.

D. Forward Foreign Currency Commitments

As of September 30, 2004, the Funds had the following open forward foreign currency exchange contracts:

Scudder Lifecycle Long Range Fund

Contracts to Deliver

In Exchange For

Settlement Date

Unrealized Appreciation

USD 31,678,736 AUD 45,471,000

10/5/04

$ 1,242,229
USD 1,218,740 AUD 1,751,000

10/5/04

48,983
USD 793,791 AUD 1,136,000

10/5/04

28,672
USD 34,817,760 AUD 48,358,000

11/2/04

98,764
USD 32,007,592 CAD 41,655,000

10/1/04

906,473
USD 22,853,431 CAD 29,025,000

11/1/04

70,580
USD 3,190,239 CHF 4,016,000

10/4/04

26,345
USD 1,093,930 EUR 899,000

10/4/04

22,595
USD 7,929,616 EUR 6,388,000

10/4/04

4,049
USD 31,507,150 GBP 17,632,000

10/4/04

388,597
USD 1,539,748 GBP 862,000

10/4/04

19,584
USD 714,251 GBP 398,000

10/4/04

5,719
USD 34,043,384 GBP 18,892,000

11/2/04

52,342
JPY 730,452,000 USD 6,677,503

10/4/04

48,657
JPY 1,950,000 USD 17,748

10/4/04

51
USD 4,054,769 JPY 448,052,000

10/4/04

11,299
USD 23,451,615 NZD 36,135,000

10/4/04

957,690
USD 3,055,084 NZD 4,618,000

10/4/04

64,389


$ 3,997,018


Contracts to Deliver

In Exchange For

Settlement Date

Unrealized (Depreciation)

AUD 48,358,000 USD 34,910,607

10/5/04

$ (100,544)
CAD 5,442,000 USD 4,117,830

10/1/04

(182,215)
CAD 7,188,000 USD 5,520,695

10/1/04

(158,966)
CAD 29,025,000 USD 22,863,332

10/1/04

(71,027)
CHF 4,016,000 USD 3,170,118

10/4/04

(46,466)
EUR 5,830,000 USD 7,054,300

10/4/04

(186,349)
EUR 1,457,000 USD 1,778,662

10/4/04

(30,879)
EUR 7,927,508 USD 6,388,000

11/2/04

(4,544)
GBP 18,892,000 USD 34,120,086

10/4/04

(54,963)
USD 2,589,709 JPY 284,350,000

10/4/04

(9,235)
JPY 448,052,000 USD 4,060,594

11/2/04

(11,456)
NZD 18,244,000 USD 11,804,142

10/4/04

(519,737)
NZD 22,509,000 USD 15,204,154

10/4/04

(745)
USD 15,148,557 NZD 22,509,000

11/2/04

(298)

$ (1,377,424)


Scudder Lifecycle Mid Range Fund

Contracts to Deliver

In Exchange For

Settlement Date

Unrealized Appreciation

USD 2,042,666 AUD 2,932,000

10/5/04

$ 80,100
USD 96,747 AUD 139,000

10/5/04

3,888
USD 49,612 AUD 71,000

10/5/04

1,792
USD 2,262,240 AUD 3,142,000

11/2/04

6,417
USD 1,539,100 CAD 2,003,000

10/1/04

43,588
USD 872,407 CAD 1,108,000

11/1/04

2,694
USD 522,600 EUR 421,000

10/4/04

267
USD 2,078,200 GBP 1,163,000

10/4/04

25,632
USD 117,893 GBP 66,000

10/4/04

1,499
USD 43,070 GBP 24,000

10/4/04

345
USD 2,257,906 GBP 1,253,000

11/2/04

3,472
JPY 28,293,000 USD 258,643

10/4/04

1,885
JPY 83,000 USD 755

10/4/04

2
USD 226,109 JPY 24,985,000

10/4/04

630
USD 579,557 NZD 893,000

10/4/04

23,667
USD 60,202 NZD 91,000

10/4/04

1,269

$ 197,147


Contracts to Deliver

In Exchange For

Settlement Date

Unrealized (Depreciation)

AUD 3,142,000 USD 2,268,273

10/5/04

$ (6,533)
CAD 432,000 USD 326,884

10/1/04

(14,465)
CAD 463,000 USD 355,604

10/1/04

(10,240)
CAD 1,108,000 USD 872,785

10/1/04

(2,711)
EUR 378,000 USD 457,380

10/4/04

(12,082)
EUR 26,000 USD 31,632

10/4/04

(659)
EUR 17,000 USD 20,753

10/4/04

(360)
EUR 421,000 USD 522,461

11/2/04

(299)
GBP 1,253,000 USD 2,262,993

10/4/04

(3,645)
USD 30,883 JPY 3,391,000

10/4/04

(110)
JPY 24,985,000 USD 226,433

11/2/04

(639)
NZD 633,000 USD 409,561

10/4/04

(18,033)
NZD 351,000 USD 237,090

10/4/04

(12)
USD 236,223 NZD 351,000

11/2/04

(5)

$ (69,793)


Scudder Lifecycle Short Range Fund

Contracts to Deliver

In Exchange For

Settlement Date

Unrealized Appreciation

USD 755,201 AUD 1,084,000

10/5/04

$ 29,614
USD 125,981 AUD 181,000

10/5/04

5,063
USD 903,600 AUD 1,255,000

11/2/04

2,563
USD 176,731 CAD 230,000

10/1/04

5,005
USD 56,103 CAD 73,000

10/1/04

1,579
USD 131,491 CAD 167,000

11/1/04

406
USD 206,061 EUR 166,000

10/4/04

105
USD 643,314 GBP 357,000

11/2/04

989
JPY 9,080,000 USD 82,703

10/4/04

302
JPY 2,798,000 USD 25,578

10/4/04

186
JPY 63,000 USD 573

10/4/04

2
USD 108,063 JPY 11,941,000

10/4/04

301


$ 46,115


Contracts to Deliver

In Exchange For

Settlement Date

Unrealized (Depreciation)

AUD 10,000 USD 6,977

10/5/04

$ (263)
AUD 1,255,000 USD 906,010

10/5/04

(2,609)
CAD 136,000 USD 102,908

10/1/04

(4,554)
CAD 167,000 USD 131,548

10/1/04

(409)
EUR 155,000 USD 187,550

10/4/04

(4,954)
EUR 10,000 USD 12,166

10/4/04

(254)
EUR 1,000 USD 1,221

10/4/04

(21)
EUR 166,000 USD 206,006

11/2/04

(118)
JPY 11,941,000 USD 108,219

11/2/04

(305)

$ (13,487)


As of September 30, 2004, the Lifecycle Short Range Fund had the following closed forward foreign currency exchange contracts:

Contracts to Deliver

In Exchange For

Settlement Date

Receivable (Payable)

USD 914,908 GBP 512,000

10/4/04

GBP 512,000 USD 921,725

10/4/04

$ 6,817

Currency Abbreviations

AUD
Australian Dollar

EUR
Euro

NZD
New Zealand Dollar
CHF
Swiss Franc

GBP
British Pound

USD
US Dollar
CAD
Canadian Dollar

JPY
Japanese Yen




E. Line of Credit

Each Fund and several other affiliated funds (the "Participants") share in a $1.25 billion revolving credit facility administered by J.P. Morgan Chase Bank for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee which is allocated, based upon net assets, among each of the Participants. Interest is calculated at the Federal Funds Rate plus 0.5 percent. Each Fund may borrow up to a maximum of 33 percent of its net assets under the agreement.

F. Share Transactions

The following table summarizes share and dollar activity in the Lifecycle Long Range Fund:


Six Months Ended

September 30, 2004

Year Ended
March 31, 2004


Shares

Dollars

Shares

Dollars

Shares sold
Investment Class
436,488 4,472,806 1,403,818 $ 14,789,301
Institutional Class
3,321,143 35,454,320 12,358,761 127,323,312

$ 39,927,126

$ 142,112,613

Shares issued in tax-free reorganization
Investment Class
- - 5,999,562

$ 58,476,295

Shares issued to shareholders in reinvestment of distributions
Investment Class
61,654 634,464 254,351 $ 2,273,737
Institutional Class
840,606 8,985,940 2,887,219 29,971,998

$ 9,620,404

$ 32,245,735

Shares redeemed
Investment Class
(1,447,221) (14,751,802) (1,078,353) $ (11,023,167)
Institutional Class
(4,196,415) (44,551,158) (10,253,726) (106,908,354)

$ (59,302,960)

$ (117,931,521)

Net increase (decrease)
Investment Class
(949,079) (9,644,532) 6,579,378 $ 64,516,166
Institutional Class
(34,666) (110,898) 4,992,254 50,386,956

$ (9,755,430)

$ 114,903,122


The following table summarizes share and dollar activity in the Lifecycle Mid Range Fund:


Six Months Ended

September 30, 2004

Year Ended
March 31, 2004


Shares

Dollars

Shares

Dollars

Shares sold
Investment Class
651,309

$ 6,299,300

2,860,420

$ 27,215,420

Shares issued to shareholders in reinvestment of distributions
Investment Class
65,427

$ 632,968

293,546

$ 2,807,418

Shares redeemed
Investment Class
(2,935,388)

$ (28,062,953)

(1,713,346)

$ (16,375,047)

Net increase (decrease)
Investment Class
(2,218,652)

$ (21,130,685)

1,440,620

$ 13,647,791


The following table summarizes share and dollar activity in the Lifecycle Short Range Fund:


Six Months Ended

September 30, 2004

Year Ended

March 31, 2004


Shares

Dollars

Shares

Dollars

Shares sold
Investment Class
536,567

$ 5,413,654

1,475,460

$ 14,946,510

Shares issued to shareholders in reinvestment of distributions
Investment Class
27,313

$ 275,453

81,292

$ 822,774

Shares redeemed
Investment Class
(733,035)

$ (7,387,758)

(1,112,255)

$ (11,276,402)

Net increase (decrease)
Investment Class
(169,155)

$ (1,698,651)

444,497

$ 4,492,882


G. Regulatory Matters and Litigation

Since at least July 2003, federal, state and industry regulators have been conducting ongoing inquiries and investigations ("inquiries") into the mutual fund industry, and have requested information from numerous mutual fund companies, including Scudder Investments. It is not possible to determine what the outcome of these inquiries will be or what the effect, if any, would be on the funds or their advisors. Publicity about mutual fund practices arising from these industry-wide inquiries serves as the general basis of a number of private lawsuits against the Scudder funds. These lawsuits, which previously have been reported in the press, involve purported class action and derivative lawsuits, making various allegations and naming as defendants various persons, including certain Scudder funds, the funds' investment advisors and their affiliates, certain individuals, including in some cases fund Trustees/Directors, officers, and other parties. Each Scudder fund's investment advisor has agreed to indemnify the applicable Scudder funds in connection with these lawsuits, or other lawsuits or regulatory actions that may be filed making allegations similar to these lawsuits regarding market timing, revenue sharing, fund valuation or other subjects arising from or related to the pending inquiries. Based on currently available information, the funds' investment advisors believe the likelihood that the pending lawsuits will have a material adverse financial impact on a Scudder fund is remote and such actions are not likely to materially affect their ability to perform under their investment management agreements with the Scudder funds.


Account Management Resources


For shareholders of Investment and Institutional Classes

Automated Information Lines

ScudderACCESS (800) 972-3060

Personalized account information, information on other Scudder funds and services via touchtone telephone and for Classes A, B, and C only, the ability to exchange or redeem shares.

Web Site

scudder.com

View your account transactions and balances, trade shares, monitor your asset allocation, and change your address, 24 hours a day.
Obtain prospectuses and applications, blank forms, interactive worksheets, news about Scudder funds, subscription to fund updates by e-mail, retirement planning information, and more.

For More Information

(800) 621-1048

To speak with a Scudder service representative.

Written Correspondence

Scudder Investments

PO Box 219356
Kansas City, MO 64121-9356

Proxy Voting

A description of the fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the 12-month period ended June 30 is available on our Web site - scudder.com (type "proxy voting" in the search field) - or on the SEC's Web site - www.sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 621-1048.

Principal Underwriter

If you have questions, comments or complaints, contact:

Scudder Distributors, Inc.

222 South Riverside Plaza
Chicago, IL 60606-5808

(800) 621-1148

Long Range Fund

Mid Range Fund

Short Range Fund

Investment Class

Institutional
Class

Investment Class

Investment Class

Nasdaq Symbol

BTILX
BTAMX
BTLRX
BTSRX

CUSIP Number

81111Y 606
81111Y 309
81111R 825
81111R 817

Fund Number

812
567
813
814


Privacy Statement


This privacy statement is issued by Deutsche Investment Management Americas Inc., Deutsche Asset Management, Inc., Scudder Distributors, Inc., Scudder Investor Services, Inc., Scudder Trust Company and the Scudder Funds.

We never sell customer lists or individual client information. We consider privacy fundamental to our client relationships and adhere to the policies and practices described below to protect current and former clients' information. Internal policies are in place to protect confidentiality, while allowing client needs to be served. Only individuals who need to do so in carrying out their job responsibilities may access client information. We maintain physical, electronic and procedural safeguards that comply with federal and state standards to protect confidentiality. These safeguards extend to all forms of interaction with us, including the Internet.

In the normal course of business, clients give us nonpublic personal information on applications and other forms, on our websites, and through transactions with us or our affiliates. Examples of the nonpublic personal information collected are name, address, Social Security number and transaction and balance information. To be able to serve our clients, certain of this client information is shared with affiliated and nonaffiliated third party service providers such as transfer agents, custodians, and broker-dealers to assist us in processing transactions and servicing your account with us. In addition, we may disclose all of the information we collect to companies that perform marketing services on our behalf or to other financial institutions with which we have joint marketing agreements. The organizations described above that receive client information may only use it for the purpose designated by the Scudder Companies listed above.

We may also disclose nonpublic personal information about you to other parties as required or permitted by law. For example, we are required or we may provide information to government entities or regulatory bodies in response to requests for information or subpoenas, to private litigants in certain circumstances, to law enforcement authorities, or any time we believe it necessary to protect the firm.

Questions on this policy may be sent to:

Scudder Investments
Attention: Correspondence - Chicago
P.O. Box 219415
Kansas City, MO 64121-9415

September 2004


Notes



Notes



Notes


lif_backcover0


ITEM 2.         CODE OF ETHICS.

                        Not applicable.

ITEM 3.         AUDIT COMMITTEE FINANCIAL EXPERT.

                        Not applicable.

ITEM 4.         PRINCIPAL ACCOUNTANT FEES AND SERVICES.

                        Not applicable.

ITEM 5.         AUDIT COMMITTEE OF LISTED REGISTRANTS

                Not Applicable

ITEM 6.         SCHEDULE OF INVESTMENTS

                Not Applicable

ITEM 7.         DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
                CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

                Not applicable.

ITEM 8.         PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
                INVESTMENT COMPANY AND AFFILIATED PURCHASERS

                Not Applicable.

ITEM 9.         SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Nominating and Governance Committee evaluates and nominates Board member
candidates. Fund shareholders may also submit nominees that will be considered
by the Committee when a Board vacancy occurs. Submissions should be mailed to
the attention of the Secretary of the Fund, One South Street, Baltimore, MD
21202.

ITEM 10.        CONTROLS AND PROCEDURES.

(a) The Chief Executive and Financial Officers concluded that the Registrant's
Disclosure Controls and Procedures are effective based on the evaluation of the
Disclosure Controls and Procedures as of a date within 90 days of the filing
date of this report.

(b) There have been no changes in the registrant's internal control over
financial reporting that occurred during the registrant's last half-year (the
registrant's second fiscal half-year in the case of the annual report) that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal controls over financial reporting.

ITEM 11.        EXHIBITS.

(a)(1)   Certification  pursuant to Rule 30a-2(a) under the  Investment  Company
         Act of 1940 (17 CFR  270.30a-2(a))  is filed  and  attached  hereto  as
         Exhibit 99.CERT.

(b)      Certification  pursuant to Rule 30a-2(b) under the  Investment  Company
         Act of 1940 (17 CFR  270.30a-2(b))  is furnished and attached hereto as
         Exhibit 99.906CERT.




Form N-CSR Item F

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:                         Scudder Lifecycle Mid Range Fund


By:                                 /s/Julian Sluyters
                                    ------------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               December 6, 2004
                                    ------------------------------


Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

Registrant:                          Scudder Lifecycle Mid Range Fund


By:                                 /s/Julian Sluyters
                                    ------------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               December 6, 2004
                                    ------------------------------



By:                                 /s/Paul Schubert
                                    ------------------------------
                                    Chief Financial Officer

Date:                               December 6, 2004
                                    ------------------------------



Form N-CSR Item F

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:                         Scudder Lifecycle Short Range Fund


By:                                 /s/Julian Sluyters
                                    ------------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               December 6, 2004
                                    ------------------------------


Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

Registrant:                          Scudder Lifecycle Short Range Fund


By:                                 /s/Julian Sluyters
                                    ------------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               December 6, 2004
                                    ------------------------------



By:                                 /s/Paul Schubert
                                    ------------------------------
                                    Chief Financial Officer

Date:                               December 6, 2004
                                    ------------------------------

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MDP'KE%'^[."2\A24>7;$F\S;USTGBBV*,3N7H;2BIVP"%)*/[-7>[OE0 M`I4%D9,2II3:'-G_:R6.P.XQG1N?!SGSPI=$\E&L6F<=H+O4N%%)-Z4QW5$#% M3H?"U*EN[.G2E6`UHV!E3B-K1%5"D:]0R!(=4KOZQ9GJB:J@B55E<`?"G1Y% M*NDQ#^R.*!F]N0Q][61K+[4ZT\A5R560&LYO?(,\RZ#FJX(,JT(@&QIW7I*= MJ4(J84L#/(BX<#+$PZ%%_H)#VQTDK9I2:6%/:S"%-C"A21W^['L\*A$_34JQ MOD&L5Q="JZ_14-/;J/E*@`;6'#>N]FUHE6`J!RG,0WN6\=814O^"G:7TZ3M M:2?!9HD`*>"T2KQ6E&'0M[P0EW??`L*TOWF`3 M%X*K&M?&@%:DCXB=F#D-&^_$TN&6EG*LXY74%$2-2@UV7=+B%0=9.2"V'I.A M^D_H(+DC2O;BD)EHH9*T-[?GF:O^15B4\!\ZTIC?- MZ4X3#=(T!#4'1)%#]J.UM M\[';@&0V.G,=;F^7N];<1G>L@VUN<8^;W>H&=XJR+>]YI[N,]W9V'2VI7TH" MEM\3!CBB^PO4\N[)X/)#>,()*O"!H[JY61+1.26NR4R^Y$,5WZBB,GMQBT/. LKQ_W>,@D-4YLA=_FJF6[^^8XS[G.+1(0`#L_ ` end EX-99.CERT 7 cert.txt Deutsche Asset Management [LOGO] A Member of the Deutsche Bank Group Chief Executive Officer Form N-CSR Certification under Sarbanes Oxley Act I, Julian Sluyters, certify that: 1. I have reviewed this report, filed on behalf of Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds, on Form N-CSR; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. December 6, 2004 /s/Julian Sluyters Julian Sluyters Chief Executive Officer Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds Deutsche Asset Management [LOGO] A Member of the Deutsche Bank Group Chief Financial Officer Form N-CSR Certification under Sarbanes Oxley Act I, Paul Schubert, certify that: 1. I have reviewed this report, filed on behalf of Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds, on Form N-CSR; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. December 6, 2004 /s/Paul Schubert Paul Schubert Chief Financial Officer Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds EX-99.906 8 cert906.txt Deutsche Asset Management [LOGO] A Member of the Deutsche Bank Group Chief Executive Officer Section 906 Certification under Sarbanes Oxley Act I, Julian Sluyters, certify that: 1. I have reviewed this report, filed on behalf of Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds, on Form N-CSR; 2. Based on my knowledge and pursuant to 18 U.S.C. ss. 1350, the periodic report on Form N-CSR (the "Report") fully complies with the requirements of ss. 13 (a) or ss. 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. December 6, 2004 /s/Julian Sluyters Julian Sluyters Chief Executive Officer Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds Deutsche Asset Management [LOGO] A Member of the Deutsche Bank Group Chief Financial Officer Section 906 Certification under Sarbanes Oxley Act I, Paul Schubert, certify that: 1. I have reviewed this report, filed on behalf of Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds, on Form N-CSR; 2. Based on my knowledge and pursuant to 18 U.S.C. ss. 1350, the periodic report on Form N-CSR (the "Report") fully complies with the requirements of ss. 13 (a) or ss. 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. December 6, 2004 /s/Paul Schubert Paul Schubert Chief Financial Officer Scudder Lifecycle Mid Range Fund, Scudder Lifecycle Short Range Fund, Scudder Mid Cap Fund, Scudder Small Cap Fund, Scudder Preservation Plus Income Fund, a series of Scudder Advisor Funds
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