-----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, A8q5nnLVHWmyBLGLrRl0iitmoRuZQ7k2+QmDQKW0RP2o3+OMBjHgXOh6zIu44/+a zHAYlkD8Z0DzgRwz3xO3fw== 0000088053-05-001087.txt : 20050830 0000088053-05-001087.hdr.sgml : 20050830 20050830153941 ACCESSION NUMBER: 0000088053-05-001087 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050630 FILED AS OF DATE: 20050830 DATE AS OF CHANGE: 20050830 EFFECTIVENESS DATE: 20050830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCUDDER VARIABLE SERIES II CENTRAL INDEX KEY: 0000810573 IRS NUMBER: 810105002 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-05002 FILM NUMBER: 051058786 BUSINESS ADDRESS: STREET 1: 222 SOUTH RIVERSIDE PLAZA CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3125371569 MAIL ADDRESS: STREET 1: 222 SOUTH RIVERSIDE PLAZA CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: KEMPER VARIABLE SERIES /MA/ DATE OF NAME CHANGE: 20000225 FORMER COMPANY: FORMER CONFORMED NAME: INVESTORS FUND SERIES DATE OF NAME CHANGE: 19970708 FORMER COMPANY: FORMER CONFORMED NAME: KEMPER INVESTORS FUND DATE OF NAME CHANGE: 19920703 N-CSRS 1 svs2s.htm SEMIANNUAL REPORT

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

                                   FORM N-CSRS

Investment Company Act file number 811-5002

                           SCUDDER VARIABLE SERIES II
                           --------------------------
               (Exact Name of Registrant as Specified in Charter)

               222 South Riverside Plaza, Chicago, Illinois 60606
               --------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

        Registrant's Telephone Number, including Area Code: (212) 454-7190
                                                            --------------

                                  Paul Schubert
                                 345 Park Avenue
                               New York, NY 10154
                     ---------------------------------------
                     (Name and Address of Agent for Service)

Date of fiscal year end:        12/31

Date of reporting period:       06/30/2005



ITEM 1.  REPORT TO STOCKHOLDERS

Scudder Investments

Semiannual report to
shareholders for the six months
ended June 30, 2005

Scudder Variable Series II

Scudder Aggressive Growth Portfolio

Scudder Blue Chip Portfolio

Scudder Conservative Income Strategy Portfolio

Scudder Fixed Income Portfolio

Scudder Global Blue Chip Portfolio

Scudder Government & Agency Securities Portfolio

Scudder Growth & Income Strategy Portfolio

Scudder Growth Strategy Portfolio

Scudder High Income Portfolio

Scudder Income & Growth Strategy Portfolio

Scudder International Select Equity Portfolio

Scudder Large Cap Value Portfolio

Scudder Mercury Large Cap Core Portfolio

Scudder Money Market Portfolio

Scudder Small Cap Growth Portfolio

Scudder Strategic Income Portfolio

Scudder Technology Growth Portfolio

Scudder Templeton Foreign Value Portfolio

Scudder Total Return Portfolio

SVS Davis Venture Value Portfolio

SVS Dreman Financial Services Portfolio

SVS Dreman High Return Equity Portfolio

SVS Dreman Small Cap Value Portfolio

SVS Index 500 Portfolio

SVS INVESCO Dynamic Growth Portfolio

SVS Janus Growth And Income Portfolio

SVS Janus Growth Opportunities Portfolio

SVS MFS Strategic Value Portfolio

SVS Oak Strategic Equity Portfolio

SVS Turner Mid Cap Growth Portfolio

Contents

 

Information About Your Portfolio's Expenses, Management Summary, Portfolio Summary, Investment Portfolio, Financial Statements and Financial Highlights for:

Click Here Scudder Aggressive Growth Portfolio

Click Here Scudder Blue Chip Portfolio

Click Here Scudder Conservative Income Strategy Portfolio

Click Here Scudder Fixed Income Portfolio

Click Here Scudder Global Blue Chip Portfolio

Click Here Scudder Government & Agency Securities
Portfolio

Click Here Scudder Growth & Income Strategy Portfolio

Click Here Scudder Growth Strategy Portfolio

Click Here Scudder High Income Portfolio

Click Here Scudder Income & Growth Strategy Portfolio

Click Here Scudder International Select Equity Portfolio

Click Here Scudder Large Cap Value Portfolio

Click Here Scudder Mercury Large Cap Core Portfolio

Click Here Scudder Money Market Portfolio

Click Here Scudder Small Cap Growth Portfolio

Click Here Scudder Strategic Income Portfolio

Click Here Scudder Technology Growth Portfolio

Click Here Scudder Templeton Foreign Value Portfolio

Click Here Scudder Total Return Portfolio

Click Here SVS Davis Venture Value Portfolio

Click Here SVS Dreman Financial Services Portfolio

Click Here SVS Dreman High Return Equity Portfolio

Click Here SVS Dreman Small Cap Value Portfolio

Click Here SVS Index 500 Portfolio

Click Here SVS INVESCO Dynamic Growth Portfolio

Click Here SVS Janus Growth And Income Portfolio

Click Here SVS Janus Growth Opportunities Portfolio

Click Here SVS MFS Strategic Value Portfolio

Click Here SVS Oak Strategic Equity Portfolio

Click Here SVS Turner Mid Cap Growth Portfolio

Click Here Notes to Financial Statements

Click Here Proxy Voting

Click Here Investment Management Agreement Approvals

This report must be preceded or accompanied by a prospectus. To obtain a prospectus, call (800) 778-1482 or your financial representative. We advise you to carefully consider the product's objectives, risks, charges and expenses before investing. The prospectus contains this and other important information about the product. Please read the prospectus carefully before you invest.

NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE NOT A DEPOSIT NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Investments in variable portfolios involve risk. Some portfolios have more risk than others. These include portfolios that allow exposure to or otherwise concentrate investments in certain sectors, geographic regions, security types, market capitalization or foreign securities (e.g., political or economic instability, which can be accentuated in Emerging Market countries). Please read the prospectus for specific details regarding its investments and risk profile.

Information About Your Portfolio's Expenses

 

Scudder Aggressive Growth Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio 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 Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,052.80

$ 1,051.20

Expenses Paid per $1,000*

$ 4.84

$ 6.76

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.08

$ 1,018.20

Expenses Paid per $1,000*

$ 4.76

$ 6.66

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Aggressive Growth Portfolio

.95%

1.33%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Aggressive Growth Portfolio

During the first quarter of 2005, a strong, low-inflation economic environment favored mid- and large-cap stocks over small cap stocks. In the second quarter, however, mixed economic data suggested that growth may be slowing. During the second quarter, small-cap stocks came to the fore as surging oil prices led investors to move into smaller, specialized companies and away from large companies.

In a volatile period for the broad market, the portfolio posted a positive return and handily outperformed its benchmark. For its most recent semiannual period, the portfolio returned 5.28% (Class A shares, unadjusted for contract charges), compared with the -1.88% return of the Russell 3000 Growth Index.

The biggest contributor to the portfolio's return over the six-month period was stock selection, particularly within the health care and consumer discretionary sectors. The portfolio also benefited from strong stock selection in financials. Energy was the strongest-performing sector within the Russell 3000 Growth Index by a wide margin; our slight overweight in energy contributed positively to performance. However, our overweight in financials detracted slightly from performance. Going forward, the managers will continue to adhere to their fundamental, valuation-sensitive investment process, and they are optimistic that the process will continue to work well in the current market environment.

Samuel A. Dedio
Robert S. Janis

Co-Lead Portfolio Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. It is nondiversified and can take larger positions in fewer companies, increasing its overall potential risk. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell 3000 Growth Index is an unmanaged, capitalization-weighted index containing the growth stocks in the Russell 3000 Index with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Aggressive Growth Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

98%

97%

Cash Equivalents

2%

3%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Health Care

32%

26%

Information Technology

25%

25%

Consumer Discretionary

17%

17%

Financials

10%

13%

Energy

7%

2%

Consumer Staples

3%

5%

Telecommunication Services

3%

2%

Industrials

2%

5%

Materials

1%

5%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 6. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Aggressive Growth Portfolio

 


Shares

Value ($)

 

 

Common Stocks 97.5%

Consumer Discretionary 16.6%

Hotels Restaurants & Leisure 5.0%

Harrah's Entertainment, Inc.

8,400

605,388

Station Casinos, Inc.

17,400

1,155,360

The Cheesecake Factory, Inc.* (c)

35,000

1,215,550

2,976,298

Specialty Retail 6.8%

Aeropostale, Inc.*

40,300

1,354,080

Chico's FAS, Inc.*

48,400

1,659,152

Urban Outfitters, Inc.* (c)

18,500

1,048,765

4,061,997

Textiles, Apparel & Luxury Goods 4.8%

Polo Ralph Lauren Corp. (c)

30,600

1,319,166

Quicksilver, Inc.*

94,300

1,506,914

2,826,080

Consumer Staples 2.8%

Beverages 1.4%

Constellation Brands, Inc. "A"*

28,000

826,000

Household Products 1.4%

Jarden Corp.* (c)

15,400

830,368

Energy 7.1%

Energy Equipment & Services 2.3%

BJ Services Co. (c)

12,400

650,752

Rowan Companies, Inc.

23,200

689,272

1,340,024

Oil, Gas & Consumable Fuels 4.8%

Bois d'Arc Energy, Inc.*

12,500

184,375

Peabody Energy Corp.

30,500

1,587,220

Ultra Petroleum Corp.* (c)

36,600

1,111,176

2,882,771

Financials 9.5%

Capital Markets 7.4%

E*TRADE Financial Corp.*

89,900

1,257,701

Legg Mason, Inc.

18,750

1,952,062

Lehman Brothers Holdings, Inc.

6,500

645,320

The Goldman Sachs Group, Inc.

5,500

561,110

4,416,193

Diversified Financial Services 2.1%

Affiliated Managers Group, Inc.* (c)

8,800

601,304

Citigroup, Inc.

13,900

642,597

1,243,901

Health Care 31.0%

Biotechnology 7.9%

Amgen, Inc.*

15,100

912,946

Celgene Corp.* (c)

42,300

1,724,571

Charles River Laboratories International, Inc.*

20,800

1,003,600

Genzyme Corp.*

17,800

1,069,602

4,710,719

 


Shares

Value ($)

 

 

Health Care Equipment & Supplies 4.7%

C.R. Bard, Inc.

17,600

1,170,576

Fisher Scientific International, Inc.*

12,200

791,780

Zimmer Holdings, Inc.*

10,700

815,019

2,777,375

Health Care Providers & Services 16.0%

Aetna, Inc.

16,200

1,341,684

AMERIGROUP Corp.* (c)

29,100

1,169,820

Community Health Systems, Inc.*

32,700

1,235,733

Coventry Health Care, Inc.*

15,900

1,124,925

DaVita, Inc.*

26,000

1,182,480

Omnicare, Inc.

28,700

1,217,741

Triad Hospitals, Inc.*

22,400

1,223,936

UnitedHealth Group, Inc.

19,400

1,011,516

9,507,835

Pharmaceuticals 2.4%

Johnson & Johnson

21,700

1,410,500

Industrials 2.1%

Machinery

Caterpillar, Inc.

7,500

714,825

Joy Global, Inc.

16,000

537,440

1,252,265

Information Technology 24.3%

Communications Equipment 2.2%

Comverse Technologies, Inc.*

54,400

1,286,560

Computers & Peripherals 7.2%

Avid Technology, Inc.* (c)

19,100

1,017,648

Dell, Inc.*

33,000

1,303,830

NCR Corp.*

32,600

1,144,912

QLogic Corp.*

25,300

781,011

4,247,401

Internet Software & Services 3.4%

Google, Inc. "A"*

3,500

1,029,525

VeriSign, Inc.*

33,500

963,460

1,992,985

Semiconductors & Semiconductor Equipment 5.5%

Broadcom Corp. "A"*

31,700

1,125,667

International Rectifier Corp.*

21,800

1,040,296

Linear Technology Corp.

30,800

1,130,052

3,296,015

Software 6.0%

Activision, Inc.*

37,800

624,456

Business Objects SA (ADR)* (c)

37,800

994,140

Cognos, Inc.*

22,600

771,564

Microsoft Corp.

23,600

586,224

Symantec Corp.*

28,400

617,416

3,593,800

Materials 1.3%

Containers & Packaging

Packaging Corp. of America

36,200

762,010

 


Shares

Value ($)

 

 

Telecommunication Services 2.8%

Diversified Telecommunication Services 0.3%

NeuStar, Inc. "A"*

6,100

156,160

Wireless Telecommunication Services 2.5%

Nextel Partners, Inc. "A"*

59,400

1,495,099

Total Common Stocks (Cost $46,211,643)

57,892,356

 

Securities Lending Collateral 14.3%

Scudder Daily Assets Fund Institutional, 3.19% (d) (e) (Cost $8,466,153)

8,466,153

8,466,153

 


Shares

Value ($)

 

 

Cash Equivalents 1.8%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $1,055,713)

1,055,713

1,055,713

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $55,733,509) (a)

113.6

67,414,222

Other Assets and Liabilities, Net

(13.6)

(8,073,637)

Net Assets

100.0

59,340,585

Notes to Scudder Aggressive Growth Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $55,765,701. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $11,648,521. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $12,406,232 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $757,711.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $8,221,689, which is 13.9% of net assets.

(d) Scudder 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.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $46,211,643) — including $8,221,689 of securities loaned

$ 57,892,356

Investment in Scudder Daily Assets Fund Institutional (cost $8,466,153)*

8,466,153

Investment in Scudder Cash Management QP Trust (cost $1,055,713)

1,055,713

Total investments in securities, at value (cost $55,733,509)

67,414,222

Cash

10,000

Receivable for investments sold

666,790

Dividends receivable

14,384

Interest receivable

8,123

Receivable for Portfolio shares sold

29,770

Other assets

800

Total assets

68,144,089

Liabilities

Payable for investments purchased

256,400

Payable for Portfolio shares redeemed

2,477

Payable upon return of securities loaned

8,466,153

Accrued management fee

29,673

Other accrued expenses and payables

48,801

Total liabilities

8,803,504

Net assets, at value

$ 59,340,585

Net Assets

Net assets consist of:

Accumulated net investment loss

(122,798)

Net unrealized appreciation (depreciation) on investments

11,680,713

Accumulated net realized gain (loss)

(37,496,537)

Paid-in capital

85,279,207

Net assets, at value

$ 59,340,585

Class A

Net Asset Value, offering and redemption price per share ($53,199,510 ÷ 5,134,890 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.36

Class B

Net Asset Value, offering and redemption price per share ($6,141,075 ÷ 598,638 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.26

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 129,088

Interest — Scudder Cash Management QP Trust

31,546

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

3,400

Total Income

164,034

Expenses:

Management fee

216,369

Custodian and accounting fees

32,562

Distribution service fees (Class B)

7,355

Record keeping fees (Class B)

3,988

Auditing

19,256

Legal

7,404

Directors' fees and expenses

1,899

Reports to shareholders

9,274

Other

1,660

Total expenses before expense reductions

299,767

Expense reductions

(15,028)

Total expenses after expense reductions

284,739

Net investment income (loss)

(120,705)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

1,685,814

Net unrealized appreciation (depreciation) during the period on investments

1,401,272

Net gain (loss) on investment transactions

3,087,086

Net increase (decrease) in net assets resulting from operations

$ 2,966,381

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (120,705)

$ (84,055)

Net realized gain (loss) on investment transactions

1,685,814

2,570,533

Net unrealized appreciation (depreciation) during the period on investment transactions

1,401,272

(452,406)

Net increase (decrease) in net assets resulting from operations

2,966,381

2,034,072

Portfolio share transactions:

Class A

Proceeds from shares sold

3,590,410

4,965,372

Cost of shares redeemed

(6,229,876)

(9,699,886)

Net increase (decrease) in net assets from Class A share transactions

(2,639,466)

(4,734,514)

Class B

Proceeds from shares sold

433,197

2,601,994

Cost of shares redeemed

(771,886)

(435,771)

Net increase (decrease) in net assets from Class B share transactions

(338,689)

2,166,223

Increase (decrease) in net assets

(11,774)

(534,219)

Net assets at beginning of period

59,352,359

59,886,578

Net assets at end of period (including accumulated net investment loss of $122,798 and $2,093, respectively)

$ 59,340,585

$ 59,352,359

Other Information

Class A

Shares outstanding at beginning of period

5,401,258

5,923,874

Shares sold

362,941

534,758

Shares redeemed

(629,309)

(1,057,374)

Net increase (decrease) in Portfolio shares

(266,368)

(522,616)

Shares outstanding at end of period

5,134,890

5,401,258

Class B

Shares outstanding at beginning of period

634,195

405,258

Shares sold

44,013

277,046

Shares redeemed

(79,570)

(48,109)

Net increase (decrease) in Portfolio shares

(35,557)

228,937

Shares outstanding at end of period

598,638

634,195

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 9.84

$ 9.46

$ 7.06

$ 10.22

$ 13.20

$ 13.99

Income (loss) from investment operations:

Net investment income (loss)c

(.02)

(.01)

(.05)

(.01)

.06

.18

Net realized and unrealized gain (loss) on investment transactions

.54

.39

2.45

(3.11)

(2.92)

(.87)

Total from investment operations

.52

.38

2.40

(3.12)

(2.86)

(.69)

Less distributions from:

Net investment income

(.04)

(.12)

Net realized gains on investment transactions

(.10)

Total distributions

(.04)

(.12)

(.10)

Net asset value, end of period

$ 10.36

$ 9.84

$ 9.46

$ 7.06

$ 10.22

$ 13.20

Total Return (%)

5.28d**

4.02d

33.99d

(30.66)

(21.76)

(4.96)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

53

53

56

44

71

66

Ratio of expenses before expense reductions (%)

1.00*

1.02

.98

.81

.86

.95

Ratio of expenses after expense reductions (%)

.95*

.95

.95

.81

.86

.94

Ratio of net investment income (loss) (%)

(.38)*

(.11)

(.57)

(.19)

.58

1.22

Portfolio turnover rate (%)

89*

103

91

71

42

103

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 9.76

$ 9.42

$ 7.06

$ 7.43

Income (loss) from investment operations:

Net investment income (loss)c

(.04)

(.05)

(.09)

(.02)

Net realized and unrealized gain (loss) on investment transactions

.54

.39

2.45

(.35)

Total from investment operations

.50

.34

2.36

(.37)

Net asset value, end of period

$ 10.26

$ 9.76

$ 9.42

$ 7.06

Total Return (%)

5.12d**

3.61d

33.43d

(4.98)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

6

6

4

.1

Ratio of expenses before expense reductions (%)

1.38*

1.41

1.37

1.06*

Ratio of expenses after expense reductions (%)

1.33*

1.34

1.34

1.06*

Ratio of net investment income (loss) (%)

(.76)*

(.50)

(.96)

(.47)*

Portfolio turnover rate (%)

89*

103

91

71

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Blue Chip Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,011.10

$ 1,009.50

Expenses Paid per $1,000*

$ 3.44

$ 5.28

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.37

$ 1,019.54

Expenses Paid per $1,000*

$ 3.46

$ 5.31

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Blue Chip Portfolio

.69%

1.06%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Blue Chip Portfolio

The US stock market ended the period close to where it began. For the six-month period ended June 30, 2005, the portfolio returned 1.11% (Class A shares, unadjusted for contract charges) finishing ahead of the 0.11% return of its benchmark, the Russell 1000 Index.

We believe the portfolio was able to outperform its benchmark mainly because of our disciplined focus on individual stock selection. We generated the best relative performance within the retailing, energy and insurance industry groups. The most significant individual contributor was Valero Energy Corp. The company's revenue and margins benefited from rising oil prices. This holding was sold during the second quarter, as we believed the stock was fully valued relative to its peers. Within the retailing industry group, the portfolio's position in American Eagle Outfitters, Inc. was a key contributor to relative performance. The company experienced strong brand momentum and benefited from its fashion-appropriate assortments and value proposition. Margins have improved because the product line's appeal to customers has required minimal promotional activity. Stock selection was weakest within the technology hardware and equipment industry group. Our position in Cree, Inc., a leading developer and supplier of semiconductors, detracted from relative performance. Increased competition and weaker demand led to lower-than-expected revenues and gross margins. This holding was sold during the first quarter, as its fundamentals deteriorated relative to its peers.

Overall, we are pleased with the portfolio's performance and its current positioning. As always, we will continue to take a balanced approach to our stock selection methodology — considering both value and growth attributes as well as technical signals — to help us pinpoint timely market opportunities.

Janet Campagna
Robert Wang

Portfolio Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividends and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. It may focus its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political or regulatory development. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell 1000 Index is an unmanaged capitalization-weighted price-only index composed of the largest-capitalized United States companies whose common stocks are traded in the US. This larger capitalization, market-oriented index is highly correlated with the S&P 500 Index. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Blue Chip Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

97%

96%

Cash Equivalents

3%

4%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

18%

19%

Information Technology

15%

14%

Health Care

15%

15%

Consumer Discretionary

15%

12%

Industrials

13%

13%

Energy

9%

8%

Consumer Staples

6%

8%

Telecommunication Services

3%

4%

Utilities

3%

2%

Materials

3%

5%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 16. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Blue Chip Portfolio

 


Shares

Value ($)

 

 

Common Stocks 96.9%

Consumer Discretionary 14.3%

Auto Components 1.2%

Autoliv, Inc.

90,000

3,942,000

Hotels Restaurants & Leisure 2.4%

Darden Restaurants, Inc.

75,800

2,499,884

McDonald's Corp.

161,600

4,484,400

Regal Entertainment Group "A" (e)

47,600

898,688

7,882,972

Household Durables 0.5%

Harman International Industries, Inc.

18,600

1,513,296

Internet & Catalog Retail 0.4%

eBay, Inc.*

36,400

1,201,564

Media 4.1%

John Wiley & Sons, Inc. "A"

5,000

198,650

Liberty Global, Inc. "A"*

7,768

362,520

Liberty Media Corp. "A"*

55,200

562,488

McGraw-Hill Companies, Inc.

96,900

4,287,825

Omnicom Group, Inc.

45,600

3,641,616

Walt Disney Co.

177,900

4,479,522

13,532,621

Multiline Retail 2.5%

Federated Department Stores, Inc.

32,700

2,396,256

J.C. Penney Co., Inc.

27,600

1,451,208

Target Corp.

76,600

4,167,806

8,015,270

Specialty Retail 3.2%

American Eagle Outfitters, Inc.

91,000

2,789,150

Barnes & Noble, Inc.*

16,700

647,960

Best Buy Co., Inc.

40,900

2,803,695

Michaels Stores, Inc.

67,000

2,771,790

Urban Outfitters, Inc.*

26,200

1,485,278

10,497,873

Consumer Staples 5.7%

Beverages 0.2%

PepsiCo, Inc.

15,100

814,343

Food & Staples Retailing 0.3%

7-Eleven, Inc.*

19,300

583,632

Safeway, Inc.*

16,700

377,253

Wal-Mart Stores, Inc.

100

4,820

965,705

Food Products 2.0%

Pilgrim's Pride Corp.(e)

85,200

2,907,876

The Hershey Co.

56,100

3,483,810

6,391,686

Household Products 1.4%

Clorox Co.

73,900

4,117,708

Kimberly-Clark Corp.

4,500

281,655

Procter & Gamble Co.

2,700

142,425

4,541,788

 


Shares

Value ($)

 

 

Personal Products 0.3%

Avon Products, Inc.

6,700

253,595

Gillette Co.

13,600

688,568

942,163

Tobacco 1.5%

Altria Group, Inc.

19,200

1,241,472

Loews Corp. — Carolina Group

110,300

3,675,196

4,916,668

Energy 8.6%

Oil, Gas & Consumable Fuels 8.6%

Apache Corp.

60,600

3,914,760

Burlington Resources, Inc.

94,000

5,192,560

ExxonMobil Corp.

108,140

6,214,806

Kerr-McGee Corp. (e)

22,829

1,742,081

Marathon Oil Corp.

62,200

3,319,614

Occidental Petroleum Corp.

37,300

2,869,489

Sunoco, Inc.

42,500

4,831,400

XTO Energy, Inc.

1

34

28,084,744

Financials 17.9%

Banks 6.1%

Bank of America Corp.

209,600

9,559,856

SunTrust Banks, Inc.

41,800

3,019,632

US Bancorp.

129,800

3,790,160

Wachovia Corp.

67,800

3,362,880

19,732,528

Capital Markets 2.4%

Bear Stearns Companies, Inc.

46,900

4,874,786

The Goldman Sachs Group, Inc.

27,600

2,815,752

7,690,538

Consumer Finance 0.8%

Providian Financial Corp.*

156,700

2,762,621

Diversified Financial Services 2.7%

Citigroup, Inc.

53,600

2,477,928

Countrywide Financial Corp.

23,500

907,335

Freddie Mac

84,200

5,492,366

8,877,629

Insurance 4.2%

Alleghany Corp.*

112

33,264

Allstate Corp.

18,700

1,117,325

American Financial Group, Inc.

8,300

278,216

Commerce Group, Inc.

4,700

291,917

Genworth Financial, Inc. "A"

37,200

1,124,556

MetLife, Inc.

93,400

4,197,396

Progressive Corp.

19,400

1,916,914

W.R. Berkley Corp.

134,525

4,799,852

13,759,440

Real Estate 1.7%

Apartment Investment & Management Co. "A" (REIT)

5,700

233,244

Avalonbay Communities, Inc. (REIT)

5,900

476,720

Boston Properties, Inc. (REIT)

4,300

301,000

 


Shares

Value ($)

 

 

Camden Property Trust (REIT)

10,400

559,000

CenterPoint Properties Corp. (REIT)

5,200

219,960

Equity Office Properties Trust (REIT)

29,600

979,760

Equity Residential (REIT)

16,300

600,166

General Growth Properties, Inc. (REIT)

12,300

505,407

Rayonier, Inc.

8,200

434,846

The Mills Corp. (REIT)

4,900

297,871

Vornado Realty Trust (REIT)

10,800

868,320

5,476,294

Health Care 14.5%

Biotechnology 2.0%

Amgen, Inc.*

8,900

538,094

Celgene Corp.*

69,600

2,837,592

Genzyme Corp.*

50,400

3,028,536

6,404,222

Health Care Equipment & Supplies 3.4%

Baxter International, Inc.

93,200

3,457,720

Becton, Dickinson & Co.

85,200

4,470,444

Dade Behring Holdings, Inc.

46,700

3,035,967

10,964,131

Health Care Providers & Services 3.0%

HCA, Inc.

60,800

3,445,536

Sierra Health Services, Inc.*

3,400

242,964

UnitedHealth Group, Inc.

117,500

6,126,450

9,814,950

Pharmaceuticals 6.1%

Barr Pharmaceuticals, Inc.*

73,300

3,572,642

Bristol-Myers Squibb Co.

34,400

859,312

Endo Pharmaceuticals Holdings, Inc.*

92,600

2,433,528

Johnson & Johnson

137,182

8,916,830

Merck & Co., Inc.

68,100

2,097,480

Pfizer, Inc.

76,650

2,114,007

19,993,799

Industrials 12.2%

Aerospace & Defense 3.3%

General Dynamics Corp.

19,100

2,092,214

Lockheed Martin Corp.

61,100

3,963,557

Raytheon Co.

122,000

4,772,640

10,828,411

Air Freight & Logistics 1.4%

Ryder System, Inc.

120,800

4,421,280

Airlines 0.3%

AMR Corp.* (e)

94,100

1,139,551

Commercial Services & Supplies 1.5%

Cendant Corp.

207,100

4,632,827

Total System Services, Inc.

7,900

190,390

4,823,217

Industrial Conglomerates 4.7%

3M Co.

19,700

1,424,310

General Electric Co.

401,900

13,925,835

15,350,145

Road & Rail 1.0%

Yellow Roadway Corp.*

65,900

3,347,720

 


Shares

Value ($)

 

 

Information Technology 14.7%

Communications Equipment 1.9%

Cisco Systems, Inc.*

316,700

6,052,137

Computers & Peripherals 3.2%

Apple Computer, Inc.*

86,200

3,173,022

Dell, Inc.*

140,500

5,551,155

EMC Corp.*

134,600

1,845,366

10,569,543

Internet Software & Services 0.8%

Google, Inc. "A"*

4,100

1,206,015

Yahoo!, Inc.*

38,200

1,323,630

2,529,645

IT Consulting & Services 1.6%

Alliance Data Systems Corp.*

43,500

1,764,360

Computer Sciences Corp.*

73,800

3,225,060

Unisys Corp.*

38,400

243,071

5,232,491

Semiconductors & Semiconductor Equipment 4.3%

Intel Corp.

278,700

7,262,922

MEMC Electronic Materials, Inc.*

121,200

1,911,324

Microchip Technology, Inc.

37,500

1,110,750

Texas Instruments, Inc.

132,200

3,710,854

13,995,850

Software 2.9%

Autodesk, Inc.

27,100

931,427

Citrix Systems, Inc.*

118,700

2,571,042

Microsoft Corp.

230,200

5,718,168

Symantec Corp.*

10,800

234,792

9,455,429

Materials 2.7%

Containers & Packaging 0.7%

Owens-Illinois, Inc.*

96,500

2,417,325

Metals & Mining 2.0%

Phelps Dodge Corp.

38,200

3,533,500

Southern Peru Copper Corp. (e)

67,600

2,895,984

6,429,484

Telecommunication Services 3.3%

Diversified Telecommunication Services 1.7%

Verizon Communications, Inc.

164,600

5,686,930

Wireless Telecommunication Services 1.6%

Nextel Communications, Inc. "A"*

87,800

2,836,818

NII Holdings, Inc.*

35,600

2,276,264

5,113,082

Utilities 3.0%

Electric Utilities 0.9%

Edison International

25,600

1,038,080

Exelon Corp.

37,500

1,924,875

2,962,955

Independent Power Producers & Energy Traders 1.5%

Duke Energy Corp. (e)

161,900

4,813,287

 


Shares

Value ($)

 

 

Multi-Utilities 0.6%

Public Service Enterprise Group, Inc.

34,700

2,110,454

Total Common Stocks (Cost $296,099,467)

315,997,781

 

Principal
Amount ($)

Value ($)

 

 

US Government Backed 0.2%

US Treasury Bill, 2.869%**, 7/21/2005 (f) (Cost $728,861)

730,000

728,861

 


Shares

Value ($)

 

 

Securities Lending Collateral 3.8%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $12,244,280)

12,244,280

12,244,280

 


Shares

Value ($)

 

 

Cash Equivalents 2.9%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $9,376,730)

9,376,730

9,376,730

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $318,449,338) (a)

103.8

338,347,652

Other Assets and Liabilities, Net

(3.8)

(12,320,421)

Net Assets

100.0

326,027,231

Notes to Scudder Blue Chip Portfolio of Investments

* Non-income producing security.

** Annualized yield at time of purchase; not a coupon rate.

(a) The cost for federal income tax purposes was $320,064,395. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $18,283,257. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $23,736,974 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $5,453,717.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $11,938,473, which is 3.7% of net assets.

(f) At June 30, 2005, this security, in part or in whole, has been segregated to cover initial margin requirements for open futures contracts.

REIT: Real Estate Investment Trust

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Depreciation ($)

S&P 500 Index

9/15/2005

33

9,907,091

9,862,875

(44,216)

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $296,828,328) — including $11,938,473 of securities loaned

$ 316,726,642

Investment in Scudder Daily Assets Fund Institutional (cost $12,244,280)*

12,244,280

Investment in Scudder Cash Management QP Trust (cost $9,376,730)

9,376,730

Total investments in securities, at value (cost $318,449,338)

338,347,652

Dividends receivable

335,969

Interest receivable

38,359

Receivable for Portfolio shares sold

48,226

Other assets

4,733

Total assets

338,774,939

Liabilities

Payable for Portfolio shares redeemed

208,279

Payable for daily variation margin on open futures contracts

61,050

Payable upon return of securities loaned

12,244,280

Accrued management fee

171,400

Other accrued expenses and payables

62,699

Total liabilities

12,747,708

Net assets, at value

$ 326,027,231

Net Assets

Net assets consist of:

Undistributed net investment income

1,353,850

Net unrealized appreciation (depreciation) on:

Investments

19,898,314

Futures

(44,216)

Accumulated net realized gain (loss)

(40,989)

Paid-in capital

304,860,272

Net assets, at value

$ 326,027,231

Class A

Net Asset Value, offering and redemption price per share ($286,825,785 ÷ 20,986,959 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 13.67

Class B

Net Asset Value, offering and redemption price per share ($39,201,446 ÷ 2,872,527 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 13.65

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 2,434,788

Interest — Scudder Cash Management QP Trust

126,349

Interest

9,242

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

64,649

Total Income

2,635,028

Expenses:

Management fee

1,027,047

Custodian fees

10,749

Distribution service fees (Class B)

48,153

Record keeping fees (Class B)

23,730

Auditing

21,177

Legal

7,833

Trustees' fees and expenses

1,257

Reports to shareholders

17,999

Other

7,670

Total expenses, before expense reductions

1,165,615

Expense reductions

(1,367)

Total expenses, after expense reductions

1,164,248

Net investment income (loss)

1,470,780

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

18,778,350

Futures

(107,523)

 

18,670,827

Net unrealized appreciation (depreciation) during the period on:

Investments

(16,360,724)

Futures

(272,519)

 

(16,633,243)

Net gain (loss) on investment transactions

2,037,584

Net increase (decrease) in net assets resulting from operations

$ 3,508,364

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005

(Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 1,470,780

$ 2,928,100

Net realized gain (loss) on investment transactions

18,670,827

38,719,019

Net unrealized appreciation (depreciation) during the period on investment transactions

(16,633,243)

1,111,435

Net increase (decrease) in net assets resulting from operations

3,508,364

42,758,554

Distributions to shareholders from:

Net investment income

Class A

(2,673,957)

(1,626,701)

Class B

(231,257)

(56,503)

Portfolio share transactions:

Class A

Proceeds from shares sold

21,689,699

28,844,570

Reinvestment of distributions

2,673,957

1,626,701

Cost of shares redeemed

(20,899,640)

(26,173,350)

Net increase (decrease) in net assets from Class A share transactions

3,464,016

4,297,921

Class B

Proceeds from shares sold

6,055,015

16,893,828

Reinvestment of distributions

231,257

56,503

Cost of shares redeemed

(4,018,809)

(1,310,947)

Net increase (decrease) in net assets from Class B share transactions

2,267,463

15,639,384

Increase (decrease) in net assets

6,334,629

61,012,655

Net assets at beginning of period

319,692,602

258,679,947

Net assets at end of period (including undistributed net investment income of $1,353,850 and $2,788,284, respectively)

$ 326,027,231

$ 319,692,602

Other Information

Class A

Shares outstanding at beginning of period

20,734,323

20,421,127

Shares sold

1,603,483

2,286,747

Shares issued to shareholders in reinvestment of distributions

198,218

132,360

Shares redeemed

(1,549,065)

(2,105,911)

Net increase (decrease) in Portfolio shares

252,636

313,196

Shares outstanding at end of period

20,986,959

20,734,323

Class B

Shares outstanding at beginning of period

2,700,912

1,427,149

Shares sold

449,631

1,373,668

Shares issued to shareholders in reinvestment of distributions

17,156

4,597

Shares redeemed

(295,172)

(104,502)

Net increase (decrease) in Portfolio shares

171,615

1,273,763

Shares outstanding at end of period

2,872,527

2,700,912

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 13.65

$ 11.84

$ 9.37

$ 12.07

$ 14.41

$ 15.69

Income (loss) from investment operations:

Net investment income (loss)c

.07

.13

.08

.07

.05

.07

Net realized and unrealized gain (loss) on investment transactions

.08

1.76

2.45

(2.73)

(2.33)

(1.29)

Total from investment operations

.15

1.89

2.53

(2.66)

(2.28)

(1.22)

Less distributions from:

Net investment income

(.13)

(.08)

(.06)

(.04)

(.06)

(.06)

Net asset value, end of period

$ 13.67

$ 13.65

$ 11.84

$ 9.37

$ 12.07

$ 14.41

Total Return (%)

1.11**

16.04

27.25

(22.11)

(15.81)

(7.84)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

287

283

242

174

240

228

Ratio of expenses (%)

.69*

.70

.71

.69

.69

.71

Ratio of net investment income (loss) (%)

.98*

1.08

.82

.65

.42

.44

Portfolio turnover rate (%)

291*

249

182

195

118

86

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 13.60

$ 11.80

$ 9.35

$ 10.28

Income (loss) from investment operations:

Net investment income (loss)c

.04

.09

.04

.03

Net realized and unrealized gain (loss) on investment transactions

.09

1.74

2.45

(.96)

Total from investment operations

.13

1.83

2.49

(.93)

Less distributions from:

Net investment income

(.08)

(.03)

(.04)

Net asset value, end of period

$ 13.65

$ 13.60

$ 11.80

$ 9.35

Total Return (%)

.95**

15.55

26.76

(9.05)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

39

37

17

.4

Ratio of expenses (%)

1.06*

1.08

1.10

.94*

Ratio of net investment income (loss) (%)

.61*

.70

.43

.61*

Portfolio turnover rate (%)

291*

249

182

195

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Conservative Income Strategy Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In addition to the ongoing expenses which the Portfolio bears directly, the Portfolio's shareholders indirectly bear the expense of the Underlying Scudder Portfolios in which the Portfolio invests. The Portfolio's estimated indirect expense from investing in the Underlying Scudder Portfolios is based on its allocation of Underlying Scudder Portfolios. In the most recent six-month period, the Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Direct Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,016.20

Expenses Paid per $1,000*

$ 3.75

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.08

Expenses Paid per $1,000*

$ 3.76

Direct Portfolio Expenses and Estimated Indirect Underlying Scudder Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,016.20

Expenses Paid per $1,000**

$ 7.10

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,017.75

Expenses Paid per $1,000**

$ 7.10

* Expenses are equal to the Portfolio's annualized expense ratio for the 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.

** Expenses are equal to the Portfolio's annualized expense ratio for each class plus the estimated indirect expense from investing in underlying portfolios in which the Portfolio invests, 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 Ratio

Class B

Direct Portfolio Expense Ratio

.75%

Estimated Indirect Expenses of Underlying Scudder Portfolios

.67%

Estimated Net Annual Portfolio and Underlying Scudder Portfolios Expenses

1.42%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Conservative Income Strategy Portfolio

For the six months ended June 30, 2005, Scudder Conservative Income Strategy Portfolio had a return of 1.62% (Class B shares, unadjusted for contract charges). Since this portfolio invests in underlying portfolios from a broad array of investment styles, performance is analyzed by comparing the portfolio's return with the returns of indices that represent major asset classes. The portfolio's return was above that of major equity indices but below that of bond indices. The portfolio's allocation between stocks and bonds remained close to its target of 25% equity and 75% fixed income over the period.

During the first six months of 2005 the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. In the US markets, large-cap stocks performed better than small-cap stocks, and value stocks outperformed growth. International stocks were somewhat weaker than domestic issues.

Bonds delivered higher returns than stocks for the period: the return of the Lehman Brothers Aggregate Bond Index was 2.51%. High-yield bonds underperformed investment-grade issues in the early months of 2005, as concerns about the durability of economic growth drove a flight to quality. After a turbulent period in March and early April, the high-yield and emerging market debt sectors rebounded.

Absolute returns were negatively affected by the portfolio's tactical asset allocation, as equities, which underperformed bonds, were slightly overweighted in comparison to the index. Within the predominant fixed income portion of the portfolio, cash was underweighted and bonds were overweighted during most of the period. This positioning helped performance, as the Lehman Brothers Aggregate Bond Index outpaced treasury bills.

Arnim Holzer Inna Okounkova Robert Wang

Co-Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

Diversification does not eliminate risk. The underlying portfolios invest in individual equity and bond funds whose yields and market values fluctuate, so that your investment may be worth more or less than its original cost. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. In addition, the underlying portfolios are subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes, and market risks. Derivatives may be more volatile and less liquid than traditional securities, and the portfolio could suffer losses on its derivative positions. Please read this portfolio's prospectus for specific details regarding its risk profile.

The Standard & Poor's 500 (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.

The Lehman Brothers Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, agency issues, corporate bond issues and mortgage securities.

Index returns assume reinvestment of all dividends and do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Conservative Income Strategy Portfolio

Asset Allocation

6/30/05

12/31/04

 

Fixed Income

67%

72%

Equity

26%

25%

Cash Equivalents

7%

3%

 

100%

100%

Asset allocation is subject to change.

For more complete details about the Portfolio's investment portfolio, see page 28. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Conservative Income Strategy Portfolio

 


Shares

Value ($)

 

 

Equity Funds 25.6%

Scudder SVS I Capital Growth Portfolio "A"

5,980

94,058

Scudder SVS I Global Discovery Portfolio "A"

1,728

22,925

Scudder SVS I Growth & Income Portfolio "A"

26,081

237,855

Scudder SVS I International Portfolio "A"

10,654

99,298

Scudder SVS II Aggressive Growth Portfolio "A"

14,490

150,116

Scudder SVS II Blue Chip Portfolio "A"

23,226

317,496

Scudder SVS II Dreman High Return Equity Portfolio "A"

16,952

215,797

Scudder SVS II Dreman Small Cap Value Portfolio "A"

5,748

107,263

Scudder SVS II International Select Equity Portfolio "A"

11,898

136,356

Scudder SVS II Janus Growth Opportunities Portfolio "A"

42,467

327,844

Scudder SVS II Large Cap Value Portfolio "A"

20,354

309,793

Scudder SVS II MFS Strategic Value Portfolio "A"

6,866

76,556

Scudder SVS II Small Cap Growth Portfolio "A"

7,007

89,124

Scudder SVS II Templeton Foreign Value Portfolio "A"

2,178

22,545

Scudder VIT Real Estate Securities Portfolio "A"

7,580

132,116

Total Equity Funds (Cost $2,305,699)

2,339,142

 


Shares

Value ($)

 

 

Fixed Income Funds 67.0%

Scudder SVS II Fixed Income Portfolio "A"

425,078

5,041,426

Scudder SVS II Government and Agency Securities Portfolio "A"

59,075

718,947

Scudder SVS II High Income Portfolio "A"

40,073

320,180

Scudder SVS II Strategic Income Portfolio "A"

4,012

45,694

Total Fixed Income Funds (Cost $6,183,259)

6,126,247

 

Cash Equivalents 7.3%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $669,998)

669,998

669,998

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $9,158,956) (a)

99.9

9,135,387

Other Assets and Liabilities, Net

0.1

13,697

Net Assets

100.0

9,149,084

Notes to Scudder Conservative Income Strategy Portfolio of Investments

(a) The cost for federal income tax purposes was $9,158,956. At June 30, 2005, net unrealized depreciation for all securities based on tax cost was $23,569. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $40,727 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $64,296.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in Underlying Affiliated Portfolios, at value (cost $8,488,958)

$ 8,465,389

Investment in Scudder Cash Management QP Trust (cost $669,998)

669,998

Total investments in securities, at value (cost $9,158,956)

9,135,387

Interest receivable

1,384

Receivable for Portfolio shares sold

1,060

Due from Advisor

24,339

Other assets

129

Total assets

9,162,299

Liabilities

Payable for Portfolio shares redeemed

495

Other accrued expenses and payables

12,720

Total liabilities

13,215

Net assets, at value

$ 9,149,084

Net Assets

Net assets consist of:

Undistributed net investment income

177,833

Net unrealized appreciation (depreciation) on investments

(23,569)

Accumulated net realized gain (loss)

50,440

Paid-in capital

8,944,380

Net assets, at value

$ 9,149,084

Class B Shares

Net asset value, offering and redemption price per share ($9,149,084 ÷ 858,688 shares outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.65

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Income distributions from Underlying Affiliated Portfolios

$ 197,644

Interest — Scudder Cash Management QP Trust

4,480

Total Income

$ 202,124

Expenses:

Management fee

4,847

Custodian and accounting fees

28,950

Distribution service fees (Class B)

8,078

Record keeping fees (Class B)

2,750

Auditing

8,747

Legal

4,689

Trustees' fees and expenses

15

Reports to shareholders

1,096

Offering costs

458

Other

397

Total expenses, before expense reductions

60,027

Expense reductions

(35,736)

Total expenses, after expense reductions

24,291

Net investment income (loss)

177,833

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

5,253

Capital gain distributions from Underlying Affiliated Portfolios

47,544

 

52,797

Net unrealized appreciation (depreciation) during the period on investments

(50,973)

Net gain (loss) on investment transactions

1,824

Net increase (decrease) in net assets resulting from operations

$ 179,657

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 177,833

$ (1,559)

Net realized gain (loss) on investment transactions

52,797

4,596

Net unrealized appreciation (depreciation) during the period on investment transactions

(50,973)

27,404

Net increase (decrease) in net assets resulting from operations

179,657

30,441

Distributions to shareholders from:

Net realized gains

Class B

(6,405)

Portfolio share transactions:

Class B

Proceeds from shares sold

8,184,577

1,899,687

Reinvestment of distributions

6,405

Cost of shares redeemed

(1,075,834)

(69,444)

Net increase (decrease) in net assets from Class B share transactions

7,115,148

1,830,243

Increase (decrease) in net assets

7,288,400

1,860,684

Net assets at beginning of period

1,860,684

Net assets at end of period (including undistributed net investment income of $177,833 at June 30, 2005)

$ 9,149,084

$ 1,860,684

Other Information

Class B

Shares outstanding at beginning of period

177,411

Shares sold

782,064

184,103

Shares issued to shareholders in reinvestment of distributions

615

Shares redeemed

(101,402)

(6,692)

Net increase (decrease) in Portfolio shares

681,277

177,411

Shares outstanding at end of period

858,688

177,411

a For the period from August 16, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.49

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.28

(.02)

Net realized and unrealized gain (loss) on investment transactions

(.11)

.51

Total from investment operations

.17

.49

Less distributions from:

Net realized gains on investment transactions

(.01)

Net asset value, end of period

$ 10.65

$ 10.49

Total Return (%)d

1.62**

4.90**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

9

2

Ratio of expenses before expense reductions (%)e

1.85*

21.20*

Ratio of expenses after expense reductions (%)e

.75*

.75*

Ratio of net investment income (loss) (%)

5.49*

(.63)*

Portfolio turnover rate (%)

51*

37*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from August 16, 2004 (commencement of operations) to December 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 Portfolio invests in other Scudder Portfolios and indirectly bears its proportionate share of fees and expenses incurred by the Underlying Scudder Portfolios in which the Portfolio is invested.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Fixed Income Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,026.80

$ 1,025.40

Expenses Paid per $1,000*

$ 3.32

$ 5.17

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.52

$ 1,019.69

Expenses Paid per $1,000*

$ 3.31

$ 5.16

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Fixed Income Portfolio

.66%

1.03%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Fixed Income Portfolio

The "conundrum" of falling long-term interest rates in the face of tightening by the US Federal Reserve (the Fed) characterized the first half of 2005. The Fed surprised almost no one by continuing its "measured" tightening policy, increasing the fed funds rate by 1.0%. In contrast, the 10-year Treasury yield declined from 4.2% to 3.9% as the yield curve continued to flatten. All of the non-Treasury sectors of the bond market with the exception of corporate bonds outperformed Treasury issues. Against this backdrop, the portfolio posted a positive return of 2.68% (Class A shares, unadjusted for contract charges) for the six-month period, outpacing the 2.51% return of its benchmark, the Lehman Brothers Aggregate Bond Index.

Performance relative to the market benefited the most from security selection within the corporate sector. Specifically, bottom-up credit analysis led to relative overweight positions in the utilities and financials sectors relative to the benchmark, two sectors that performed well, and to relative underweight positions in autos sub sector, which dramatically underperformed the corporate market. In the mortgage area, select high-quality holdings with a relatively low level of prepayment risk also contributed to relative performance. In contrast, a general overweight in corporate bonds detracted somewhat from returns. We continue to employ our bottom-up, security-selection-driven process to identify undervalued bonds, with the goal of generating consistent excess returns that are attractive on both an absolute and a risk-adjusted basis.

Gary W. Bartlett, CFA Timothy C. Vile, CFA
Warren S. Davis J. Christopher Gagnier
Thomas J. Flaherty Daniel R. Taylor, CFA William T. Lissenden

Co-Lead Managers Portfolio Manager
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

Investments by the portfolio in lower-rated bonds present greater risk to principal and income than investments in higher-quality securities. This portfolio invests in individual bonds whose yields and market values fluctuate so that your investment may be worth more or less than its original cost. Additionally, investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation and changes in political/economic conditions and market risks. All of these factors may result in greater share price volatility. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please see this portfolio's prospectus for specific details regarding its investments and risk profile.

A Treasury's guarantee relates only to the prompt payment of principal and interest and does not remove market risks if the investment is sold prior to maturity.

The Lehman Brothers Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, agency issues, corporate bond issues and mortgage securities. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Yield, or coupon rate, is simply the interest paid by a bond at the time it matures (is paid back to the purchaser). A bond with a 10% coupon or interest rate yields 10% of its principal when it matures.

The yield curve is a graph with a left-to-right line that shows how high or low yields are, from the shortest to the longest maturities. Typically (and when the yield curve is characterized as "steep" this is especially true), the line rises from left to right as investors who are willing to tie up their money for a longer period of time are rewarded with higher yields.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Fixed Income Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Collateralized Mortgage Obligations

24%

24%

Corporate Bonds

17%

16%

US Government Backed

16%

17%

Commercial and Non-Agency Mortgage Backed Securities

12%

11%

Foreign Bonds — US$ Denominated

8%

8%

US Government Agency Sponsored Pass-Throughs

8%

7%

Asset Backed

6%

8%

Municipal Bonds and Notes

5%

5%

Cash Equivalents, net

4%

4%

 

100%

100%

Corporate and Foreign Bonds Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Financials

43%

45%

Telecommunication Services

12%

8%

Utilities

12%

18%

Industrials

11%

1%

Materials

8%

4%

Energy

6%

11%

Consumer Discretionary

5%

6%

Health Care

2%

7%

Sovereign Bonds

1%

 

100%

100%

Quality (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

US Government and Agencies

48%

49%

AAA*

22%

26%

AA

3%

3%

A

13%

11%

BBB

12%

11%

BB

2%

 

100%

100%

* Includes cash equivalents

Effective Maturity (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Under 1 year

12%

9%

1 < 5 years

42%

46%

5 < 10 years

30%

25%

10 < 15 years

7%

10%

15 years or greater

9%

10%

 

100%

100%

Asset allocation, corporate and foreign bonds diversification, quality and effective maturity are subject to change.

Weighted average effective maturity: 6.5 years and 6.7 years, respectively.

The quality ratings represent the lower of Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Corporation ("S&P") credit ratings. The ratings of Moody's and S&P represent their opinions as to the quality of the securities they rate. Ratings are relative and subjective and are not absolute standards of quality. The Fund's credit quality does not remove market risk.

For more complete details about the Portfolio's investment portfolio, see page 36. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Fixed Income Portfolio

 

Principal Amount ($)

Value ($)

 

 

Corporate Bonds 16.4%

Consumer Discretionary 1.4%

Auburn Hills Trust, 12.375%, 5/1/2020

161,000

243,758

Comcast MO of Delaware, Inc., 9.0%, 9/1/2008

490,000

555,355

DaimlerChrysler NA Holding Corp., 4.75%, 1/15/2008

892,000

895,447

Liberty Media Corp., 5.7%, 5/15/2013

480,000

446,449

Mandalay Resort Group, 6.5%, 7/31/2009 (d)

202,000

206,545

MGM MIRAGE, 6.0%, 10/1/2009

395,000

396,975

TCI Communications, Inc., 8.75%, 8/1/2015

663,000

850,483

Tele-Communications, Inc.:

 

 

9.875%, 6/15/2022

250,000

361,035

10.125%, 4/15/2022

198,000

290,409

 

4,246,456

Energy 1.2%

Enterprise Products Operating LP:

 

 

144A, 5.0%, 3/1/2015

517,000

507,659

7.5%, 2/1/2011

580,000

651,689

Sempra Energy, 4.621%, 5/17/2007

1,510,000

1,517,130

Tri-State Generation & Transmission Association, 144A, 6.04%, 1/31/2018

1,190,000

1,236,731

 

3,913,209

Financials 7.2%

AIG SunAmerica Global Finance IX, 144A, 5.1%, 1/17/2007

835,000

845,373

American General Finance Corp.:

 

 

Series H, 4.0%, 3/15/2011

1,417,000

1,368,253

Series I, 4.875%, 5/15/2010

1,180,000

1,191,440

Duke Capital LLC, 4.302%, 5/18/2006

1,204,000

1,206,504

ERP Operating LP, 6.584%, 4/13/2015

1,420,000

1,589,237

Farmers Insurance Exchange, 144A, 8.625%, 5/1/2024

940,000

1,166,909

Ford Motor Credit Co.:

 

 

5.8%, 1/12/2009

599,000

568,628

6.875%, 2/1/2006

4,000,000

4,039,980

General Motors Acceptance Corp., 6.75%, 1/15/2006

2,012,000

2,027,875

HSBC Bank USA, 5.875%, 11/1/2034

880,000

958,965

HSBC Finance Corp., 5.0%, 6/30/2015

1,855,000

1,869,482

JPMorgan Chase Capital XV, 5.875%, 3/15/2035

1,955,000

2,006,641

Merrill Lynch & Co., Inc., Series C, 5.0%, 1/15/2015 (d)

486,000

497,632

PLC Trust, Series 2003-1, 144A, 2.709%, 3/31/2006

1,103,812

1,099,971

Simon Property Group L.P., (REIT), 144A, 4.6%, 6/15/2010

460,000

460,256

The Goldman Sachs Group, Inc.:

 

 

4.75%, 7/15/2013

945,000

944,209

5.125%, 1/15/2015

440,000

448,162

 

22,289,517

 

Principal Amount ($)

Value ($)

 

 

Health Care 0.6%

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

1,497,000

1,738,125

Industrials 1.0%

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

281,280

301,474

D.R. Horton, Inc.:

 

 

5.375%, 6/15/2012

1,555,000

1,546,447

5.625%, 9/15/2014 (d)

422,000

421,392

K. Hovnanian Enterprises, Inc., 6.25%, 1/15/2015

810,000

799,875

 

3,069,188

Materials 0.9%

Georgia-Pacific Corp.:

 

 

7.75%, 11/15/2029

606,000

680,992

8.875%, 5/15/2031

952,000

1,178,100

Newmont Mining Corp., 5.875%, 4/1/2035

755,000

769,354

Weyerhaeuser Co.:

 

 

7.125%, 7/15/2023

95,000

106,332

7.375%, 3/15/2032

140,000

165,085

 

2,899,863

Telecommunication Services 1.1%

Anixter International, Inc., 5.95%, 3/1/2015

178,000

176,389

Bell Atlantic New Jersey, Inc., Series A, 5.875%, 1/17/2012

877,000

927,089

SBC Communications, Inc.:

 

 

4.125%, 9/15/2009

2,085,000

2,067,721

6.15%, 9/15/2034 (d)

265,000

287,058

 

3,458,257

Utilities 3.0%

Centerior Energy Corp., Series B, 7.13%, 7/1/2007

1,490,000

1,569,006

Consumers Energy Co.:

 

 

Series F, 4.0%, 5/15/2010

1,655,000

1,614,097

5.0%, 2/15/2012

1,160,000

1,179,120

Pedernales Electric Cooperative, Series 02-A, 144A, 6.202%, 11/15/2032

1,715,000

1,989,245

Progress Energy, Inc., 6.75%, 3/1/2006

1,000,000

1,017,053

TXU Energy Co., 7.0%, 3/15/2013

585,000

652,411

Xcel Energy, Inc., 7.0%, 12/1/2010

1,240,000

1,379,486

 

9,400,418

Total Corporate Bonds (Cost $50,347,832)

51,015,033

 

Foreign Bonds — US$ Denominated 8.9%

Energy 0.2%

Petro-Canada, 5.95%, 5/15/2035

680,000

711,330

 

Principal Amount ($)

Value ($)

 

 

Financials 3.7%

Barclays Bank PLC, 1.0%, 12/15/2049

720,000

735,552

BNP Paribas SA, 144A, 5.186%, 6/29/2049

1,345,000

1,359,818

DBS Capital Funding Corp., 144A, 7.657%, 3/31/2049

1,330,000

1,524,300

Mantis Reef Ltd., 144A, 4.692%, 11/14/2008

2,120,000

2,126,409

Mizuho Financial Group, (Cayman), 8.375%, 4/27/2049

2,710,000

2,963,385

QBE Insurance Group Ltd., 144A, 5.647%, 7/1/2023

795,000

813,077

Westfield Capital Corp., 144A, 4.375%, 11/15/2010

2,119,000

2,115,692

 

11,638,233

Industrials 1.6%

Tyco International Group SA:

 

 

6.75%, 2/15/2011

1,900,000

2,109,194

6.875%, 1/15/2029

1,831,000

2,185,549

7.0%, 6/15/2028

539,000

650,030

 

4,944,773

Materials 1.1%

Celulosa Arauco y Constitucion SA, 144A, 5.625%, 4/20/2015

1,295,000

1,322,341

Sociedad Concesionaria Autopista Central, 144A, 6.223%, 12/15/2026

1,915,000

2,104,164

 

3,426,505

Sovereign Bonds 0.3%

United Mexican States:

 

 

Series A, 6.75%, 9/27/2034 (d)

910,000

964,600

8.375%, 1/14/2011

65,000

75,660

 

1,040,260

Telecommunication Services 2.0%

America Movil SA de CV, 5.75%, 1/15/2015

1,065,000

1,081,362

British Telecommunications PLC, 8.625%, 12/15/2030

1,755,000

2,477,453

Telecom Italia Capital:

 

 

144A, 4.0%, 1/15/2010

440,000

427,536

5.25%, 11/15/2013

1,385,000

1,406,059

Telecomunicaciones de Puerto Rico, 6.8%, 5/15/2009

625,000

669,137

 

6,061,547

Total Foreign Bonds — US$ Denominated (Cost $26,766,633)

27,822,648

 

Asset Backed 6.7%

Automobile Receivables 2.2%

Drive Auto Receivables Trust, "A3", Series 2004-1, 144A, 3.5%, 8/15/2008

1,490,000

1,479,925

MMCA Automobile Trust:

 

 

"A4", Series 2002-4, 3.05%, 11/16/2009

1,058,830

1,051,805

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

1,508,175

1,507,410

 

Principal Amount ($)

Value ($)

 

 

"B", Series 2002-2, 4.67%, 3/15/2010

486,668

485,802

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

438,264

439,383

Onyx Acceptance Owner Trust, "A3", Series 2003-D, 2.4%, 12/15/2007

1,858,884

1,851,409

 

6,815,734

Credit Card Receivables 1.5%

Capital One Multi-Asset Execution Trust:

 

 

"B3", Series 2004-B3, 3.95%*, 1/18/2022

2,955,000

3,024,727

"B1", Series 2005-B1, 4.9%, 12/15/2017

1,515,000

1,551,276

 

4,576,003

Home Equity Loans 2.7%

Aegis Asset Backed Securities Trust, "N1", Series 2005-3N, 144A, 4.75%, 8/25/2035

1,550,000

1,550,469

Countrywide Asset-Backed Certificates:

 

 

"AF2", Series 2005-7, 4.367%, 11/25/2035

2,340,000

2,339,995

"N1", Series 2004-2N, 144A, 5.0%, 2/25/2035

427,148

424,463

Novastar NIM Trust:

 

 

"NOTE", Series 2004-N1, 144A, 4.458%, 2/26/2034

93,469

93,434

"NOTE", Series 2005-N1, 144A, 4.77%, 10/26/2035

1,486,186

1,486,186

Renaissance Home Equity Loan Trust, "AF6", Series 2005-2, 4.781%, 7/25/2035

835,000

835,000

Renaissance NIM Trust, "A", Series 2004-A, 144A, 4.45%, 6/25/2034

304,691

304,405

Residential Asset Securities Corp., "AI6", Series 2000-KS1, 7.905%, 2/25/2031

1,425,113

1,456,444

 

8,490,396

Industrials 0.3%

Delta Air Lines, Inc., "G-2", Series 2002-1, 6.417%, 7/2/2012

821,000

863,732

Total Asset Backed (Cost $20,783,015)

20,745,865

 

US Government Agency Sponsored Pass-Throughs 7.7%

Federal Home Loan Mortgage Corp.:

 

 

4.0%, 5/1/2019

2,426,549

2,373,757

4.5%, 5/1/2024

2,207,289

2,180,366

6.0%, 12/1/2034

1,644,034

1,686,864

Federal National Mortgage Association:

 

 

4.5% with various maturities from 7/1/2018 until 10/1/2033 (g)

4,592,545

4,512,933

5.0%, 8/1/2033 (g)

2,235,000

2,235,000

5.5% with various maturities from 7/1/2024 until 1/1/2025

6,028,398

6,151,979

6.31%, 6/1/2008

1,500,000

1,566,783

6.5% with various maturities from 3/1/2017 until 9/1/2034

2,026,152

2,100,345

 

Principal Amount ($)

Value ($)

 

 

7.13%, 1/1/2012

1,115,749

1,153,700

8.0%, 9/1/2015

55,944

59,834

Total US Government Agency Sponsored Pass-Throughs (Cost $23,893,752)

24,021,561

 

Commercial and Non-Agency Mortgage-Backed Securities 12.0%

Banc of America Commercial Mortgage, Inc., "AJ", Series 2005-1, 5.153%*, 11/10/2042

2,270,000

2,368,230

Citicorp Mortgage Securities, Inc., "A4", Series 2003-3, 5.5%, 3/25/2033

1,248,792

1,251,414

Citigroup Mortgage Loan Trust, Inc.:

 

 

"1A2", Series 2004-NCM-1, 6.5%, 6/25/2034

1,333,666

1,376,594

"1CB2", Series 2004-NCM2, 6.75%, 8/25/2034

1,781,260

1,849,726

Countrywide Alternative Loan Trust:

 

 

"A2", Series 2003-6T2, 5.0%, 6/25/2033

1,918,990

1,922,377

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

396,715

401,361

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

518,638

526,418

First Union-Lehman Brothers Commercial Mortgage, "A3", Series 1997-C1, 7.38%, 4/18/2029

1,277,138

1,324,573

GMAC Commercial Mortgage Securities, Inc., "A3", Series 1997-C1, 6.869%, 7/15/2029

539,980

563,857

Greenwich Capital Commercial Funding Corp.:

 

 

"AJ", Series 2005-GG3, 4.859%, 8/10/2042

845,000

857,853

"B", Series 2005-GG3, 4.894%, 8/10/2042

1,410,000

1,425,423

GS Mortgage Securities Corp. II, "C", Series 1998-C1, 6.91%, 10/18/2030

1,260,000

1,352,934

LB-UBS Commercial Mortgage Trust, "AJ", Series 2005-C3, 4.843%, 7/15/2040

3,095,000

3,156,139

Master Alternative Loans Trust:

 

 

"5A1", Series 2005-1, 5.5%, 1/25/2020

749,664

765,898

"3A1", Series 2004-5, 6.5%, 6/25/2034

68,343

70,201

"5A1", Series 2005-2, 6.5%, 12/25/2034

473,888

482,853

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

351,534

359,637

Master Asset Securitization Trust:

 

 

"2A7", Series 2003-9, 5.5%, 10/25/2033

1,415,280

1,438,286

"8A1", Series 2003-6, 5.5%, 7/25/2033

861,915

867,572

Merrill Lynch Mortgage Investors, Inc., "D", Series 1996-C1, 7.42%, 4/25/2028

2,130,000

2,157,843

Park Place Securities NIM Trust, "B", Series 2004-MHQ1, 144A, 3.474%, 12/25/2034

1,597,010

1,589,025

Residential Asset Securitization Trust, "A1", Series 2003-A11, 4.25%, 11/25/2033

1,153,708

1,151,747

 

Principal Amount ($)

Value ($)

 

 

Structured Asset Securities Corp., "4A1", Series 2005-6, 5.0%, 5/25/2035

976,118

982,689

Washington Mutual:

 

 

"A6", Series 2003-AR11, 3.985%, 10/25/2033

1,540,000

1,522,657

"A7, Series 2004-AR9, 4.211%*, 8/25/2034

1,393,000

1,391,405

"2A1", Series 2002-S8, 4.5%, 1/25/2018

608,938

608,025

"4A", Series 2004-CB2, 6.5%, 8/25/2034

244,086

251,943

Wells Fargo Mortgage Backed Securities Trust:

 

 

"A6", Series 2004-N, 4.0%, 8/25/2034

2,350,000

2,344,599

"2A14", Series 2005-AR10, 4.111%*, 6/25/2035

2,350,000

2,343,146

"1A6", Series 2003-1, 4.5%, 2/25/2018

487,802

487,305

Total Commercial and Non-Agency Mortgage-Backed Securities (Cost $37,328,484)

37,191,730

 

Collateralized Mortgage Obligations 23.9%

Fannie Mae Grantor Trust:

 

 

"1A3", Series 2004-T2, 7.0%, 11/25/2043

506,854

537,628

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

243,346

255,365

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

656,420

694,980

Fannie Mae Whole Loan:

 

 

"2A3", Series 2003-W3, 4.16%, 6/25/2042

1,162,778

1,160,150

"A2", Series 2004-W4, 5.0%, 6/25/2034

2,115,000

2,145,931

"1A1", Series 2004-W15, 6.0%, 8/25/2044

1,935,198

1,997,864

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

866,685

922,265

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

1,460,173

1,569,055

Federal Home Loan Mortgage Corp.:

 

 

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

2,839,000

2,820,355

"XG", Series 2737, 4.0%, 11/15/2022

1,050,000

1,043,252

"KB", Series 2552, 4.25%, 6/15/2027

1,874,329

1,873,636

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

805,000

793,006

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

2,395,000

2,358,014

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

1,336,446

1,340,946

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

2,060,000

2,065,908

"BG", Series 2869, 5.0%, 7/15/2033

335,000

337,642

"BU", Series 2911, 5.0%, 9/15/2023

2,403,000

2,442,481

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

2,770,000

2,770,858

"KD", Series 2915, 5.0%, 9/15/2033

1,341,000

1,339,828

 

Principal Amount ($)

Value ($)

 

 

"NE", Series 2802, 5.0%, 2/15/2033

2,640,000

2,646,553

"NE", Series 2921, 5.0%, 9/15/2033

2,275,000

2,274,834

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

2,780,000

2,780,854

"OG", Series 2889, 5.0%, 5/15/2033

1,770,000

1,780,226

"OL", Series 2840, 5.0%, 11/15/2022

2,335,000

2,374,255

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

1,283,000

1,286,475

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

2,765,000

2,768,569

"PD", Series 2890, 5.0%, 3/15/2033

1,485,000

1,495,772

"PE", Series 2721, 5.0%, 1/15/2023

135,000

135,904

"PE", Series 2864, 5.0%, 6/15/2033

2,275,000

2,279,543

"PE", Series 2898, 5.0%, 5/15/2033

860,000

864,059

"PQ", Series 2844, 5.0%, 5/15/2023

1,616,000

1,648,330

"QK", Series 2513, 5.0%, 8/15/2028

33,328

33,283

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

1,785,000

1,789,832

"UE", Series 2911, 5.0%, 6/15/2033

3,055,000

3,073,854

"XD", Series 2941, 5.0%, 5/15/2033

1,055,000

1,055,609

"CH", Series 2390, 5.5%, 12/15/2016

440,000

456,672

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

1,765,000

1,833,954

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

45,000

46,948

"TG", Series 2517, 5.5%, 4/15/2028

195,204

195,074

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

1,006,739

1,045,223

"Z", Series 2173, 6.5%, 7/15/2029

344,593

359,816

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

1,136,248

1,211,176

Federal National Mortgage Association:

 

 

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

90,343

90,076

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

1,282,000

1,255,314

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

1,735,000

1,740,781

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

1,767

1,762

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

825,747

825,756

"HE", Series 2005-22, 5.0%, 10/25/2033

1,540,000

1,540,649

"PE", Series 2005-44, 5.0%, 7/25/2033

650,000

648,359

"QD", Series 2005-29, 5.0%, 8/25/2033

435,000

434,739

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

822,219

841,029

"PG", Series 2002-3, 5.5%, 2/25/2017

500,000

522,396

"QC", Series 2002-11, 5.5%, 3/25/2017

640,000

666,293

 

Principal Amount ($)

Value ($)

 

 

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

227,072

228,744

"QN", Series 2001-51, 6.0%, 10/25/2016

405,000

421,055

"QX", Series 2001-51, 6.0%, 2/25/2015

11,202

11,187

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

155,075

156,760

"A2", Series 1998-M6, 6.32%, 8/15/2008

920,745

967,124

"HM", Series 2002-36, 6.5%, 12/25/2029

58,935

59,322

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

537,959

569,347

FHLMC Structured Pass-Through Securities:

 

 

"1A2", Series T-59, 7.0%, 10/25/2043

686,835

728,723

"3A", Series T-58, 7.0%, 9/25/2043

692,399

731,704

Total Collateralized Mortgage Obligations (Cost $73,921,649)

74,347,099

 

Municipal Bonds and Notes 5.5%

Brockton, MA, General Obligation, Economic Development, Series A, 6.45%, 5/1/2017 (c)

1,530,000

1,725,243

California, Statewide Communities Development Authority Revenue, Series A-1, 4.0%, 11/15/2006 (c)

1,515,000

1,513,334

Illinois, Higher Education Revenue, 7.05%, 7/1/2009 (c)

1,410,000

1,557,133

Jersey City, NJ, Municipal Utilities Authority, Water Revenue, Series B, 4.55%, 5/15/2012 (c)

1,000,000

1,010,250

Jicarilla, NM, Sales & Special Tax Revenue, Apache Nation Revenue, 144A, 5.2%, 12/1/2013

945,000

977,905

Los Angeles, CA, Community Redevelopment Agency, Financing Authority Revenue, Bunker Hill Project, Series B, 5.83%, 12/1/2017 (c)

2,500,000

2,727,825

New York, General Obligation, Environmental Facilities Corp., Series B, 4.95%, 1/1/2013 (c)

1,500,000

1,553,685

Oklahoma City, OK, Airport Revenue, 5.2%, 10/1/2012 (c)

1,430,000

1,493,506

Oregon, School Boards Association, Pension Deferred Interest, Series A, Zero Coupon, 6/30/2017 (c)

3,830,000

2,175,325

Portland, OR, River District, Urban Renewal & Redevelopment, Series B, 3.35%, 6/15/2010 (c)

1,550,000

1,494,247

Trenton, NJ, School District General Obligation, 4.3%, 4/1/2011 (c)

1,040,000

1,037,213

Total Municipal Bonds and Notes (Cost $16,502,577)

17,265,666

 

Government National Mortgage Association 0.1%

Government National Mortgage Association, 6.0% with various maturities from 1/15/2034 until 6/20/2034 (cost $336,255)

327,830

338,136

 

 

Principal Amount ($)

Value ($)

 

 

US Government Backed 15.9%

US Treasury Bond, 6.0%, 2/15/2026 (d)

6,951,000

8,564,390

US Treasury Notes:

 

 

3.0%, 12/31/2006 (d)

3,655,000

3,621,447

3.375%, 2/15/2008 (d)

27,569,000

27,368,683

3.625%, 7/15/2009

8,353,000

8,325,268

4.75%, 5/15/2014 (d)

1,049,000

1,113,088

5.0%, 8/15/2011 (d)

470,000

501,082

Total US Government Backed (Cost $49,272,982)

49,493,958

 


Shares

Value ($)

 

 

Securities Lending Collateral 11.0%

Scudder Daily Assets Fund Institutional, 3.19% (e) (f) (Cost $34,228,099)

34,228,099

34,228,099

 


Shares

Value ($)

 

 

Cash Equivalents 3.9%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $12,135,271)

12,135,271

12,135,271

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $345,516,549) (a)

112.0

348,605,066

Other Assets and Liabilities, Net

(12.0)

(37,483,074)

Net Assets

100.0

311,121,992

Notes to Scudder Fixed Income Portfolio of Investments

* 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 June 30, 2005.

(a) The cost for federal income tax purposes was $345,548,607. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $3,056,459. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $4,568,385 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,511,926.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Bond is insured by one of these companies:

Insurance Coverage

As a % of Total Investment Portfolio

Ambac Financial Group

1.3%

Financial Guaranty Insurance Co.

1.9%

Financial Security Assurance Inc.

1.2%

MBIA Corp.

0.3%

(d) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005, amounted to $33,571,894, which is 10.8% of net assets.

(e) Scudder 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.

(f) Represents collateral held in connection with securities lending.

(g) Mortgage dollar roll included.

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.

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, Federal Home Loan Mortgage Corp. and the Government National Mortgage Association issues which have similar coupon rates have been aggregated for presentation purposes in the investment portfolio.

REIT: Real Estate Investment Trust

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $299,153,179) — including $33,571,894 of securities loaned

$ 302,241,696

Investment in Scudder Daily Assets Fund Institutional (cost $34,228,099)*

34,228,099

Investment in Scudder Cash Management QP Trust (cost $12,135,271)

12,135,271

Total investments in securities, at value (cost $345,516,549)

348,605,066

Cash

355,950

Receivable for investments sold

2,223,596

Interest receivable

2,612,510

Receivable for Portfolio shares sold

3,585

Other assets

3,761

Total assets

353,804,468

Liabilities

Payable for investments purchased

2,721,848

Payable upon return of securities loaned

34,228,099

Payable for investments purchased — mortgage dollar rolls

5,250,129

Deferred mortgage dollar roll income

405

Accrued management fee

147,066

Payable for Portfolio shares redeemed

228,785

Other accrued expenses and payables

106,144

Total liabilities

42,682,476

Net assets, at value

$ 311,121,992

Net Assets

Net assets consist of:

Undistributed net investment income

5,258,985

Net unrealized appreciation (depreciation) on investments

3,088,517

Accumulated net realized gain (loss)

490,252

Paid-in capital

302,284,238

Net assets, at value

$ 311,121,992

Class A

Net Asset Value, offering and redemption price per share ($222,410,846 ÷ 18,747,092 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.86

Class B

Net Asset Value, offering and redemption price per share ($88,711,146 ÷ 7,480,300 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.86

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Interest

$ 6,667,550

Mortgage dollar roll income

40,763

Interest — Scudder Cash Management QP Trust

166,605

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

52,906

Total Income

6,927,824

Expenses:

Management fee

908,539

Custodian fees

10,751

Distribution service fees (Class B)

109,823

Record keeping fees (Class B)

56,583

Auditing

23,469

Legal

11,484

Trustees' fees and expenses

3,174

Reports to shareholders

30,347

Other

8,459

Total expenses, before expense reductions

1,162,629

Expense reductions

(1,942)

Total expenses, after expense reductions

1,160,687

Net investment income (loss)

5,767,137

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

587,039

Net unrealized appreciation (depreciation) during the period on investments

1,694,519

Net gain (loss) on investment transactions

2,281,558

Net increase (decrease) in net assets resulting from operations

$ 8,048,695

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005

(Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 5,767,137

$ 9,852,018

Net realized gain (loss) on investment transactions

587,039

2,613,421

Net unrealized appreciation (depreciation) during the period on investment transactions

1,694,519

(740,835)

Net increase (decrease) in net assets resulting from operations

8,048,695

11,724,604

Distributions to shareholders from:

Net investment income

Class A

(7,365,945)

(6,899,791)

Class B

(2,666,763)

(1,766,032)

Net realized gains

Class A

(1,950,232)

(3,369,665)

Class B

(794,464)

(976,642)

Portfolio share transactions:

Class A

Proceeds from shares sold

34,964,879

43,408,606

Reinvestment of distributions

9,316,177

10,269,456

Cost of shares redeemed

(28,459,115)

(42,555,105)

Net increase (decrease) in net assets from Class A share transactions

15,821,940

11,122,957

Class B

Proceeds from shares sold

4,420,058

46,084,279

Reinvestment of distributions

3,461,227

2,742,674

Cost of shares redeemed

(6,239,757)

(6,180,393)

Net increase (decrease) in net assets from Class B share transactions

1,641,528

42,646,560

Increase (decrease) in net assets

12,734,759

52,481,991

Net assets at beginning of period

298,387,233

245,905,242

Net assets at end of period (including undistributed net investment income of $5,258,985 and $9,524,556, respectively)

$ 311,121,992

$ 298,387,233

Other Information

Class A

Shares outstanding at beginning of period

17,397,738

16,493,825

Shares sold

2,935,451

3,610,180

Shares issued to shareholders in reinvestment of distributions

808,696

865,161

Shares redeemed

(2,394,793)

(3,571,428)

Net increase (decrease) in Portfolio shares

1,349,354

903,913

Shares outstanding at end of period

18,747,092

17,397,738

Class B

Shares outstanding at beginning of period

7,335,272

3,731,351

Shares sold

369,856

3,887,722

Shares issued to shareholders in reinvestment of distributions

300,193

230,865

Shares redeemed

(525,021)

(514,666)

Net increase (decrease) in Portfolio shares

145,028

3,603,921

Shares outstanding at end of period

7,480,300

7,335,272

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

2000c

Selected Per Share Data

Net asset value, beginning of period

$ 12.07

$ 12.16

$ 11.98

$ 11.48

$ 11.45

$ 11.00

Income from investment operations:

Net investment incomed

.23

.50

.45

.53

.62

.69

Net realized and unrealized gain (loss) on investment transactions

.08

.05

.14

.37

.01

.36

Total from investment operations

.31

.55

.59

.90

.63

1.05

Less distributions from:

Net investment income

(.41)

(.43)

(.41)

(.40)

(.60)

(.60)

Net realized gains on investment transactions

(.11)

(.21)

Total distributions

(.52)

(.64)

(.41)

(.40)

(.60)

(.60)

Net asset value, end of period

$ 11.86

$ 12.07

$ 12.16

$ 11.98

$ 11.48

$ 11.45

Total Return (%)

2.68**

4.53

5.13

8.01

5.71

9.90

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

222

210

201

216

134

78

Ratio of expenses before expense reductions (%)

.66*

.66

.66

.65

.64

.68

Ratio of expenses after expense reductions (%)

.66*

.66

.66

.65

.64

.67

Ratio of net investment income (loss) (%)

3.91*

4.18

3.75

4.57

5.46

6.36

Portfolio turnover rate (%)

226e*

185e

229e

267

176

311

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. In addition, paydowns on mortgage-backed securities which were included in realized gain/loss on investment transactions prior to January 1, 2001 are included as interest income. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $.01, increase net realized and unrealized gains and losses per share by $.01 and decrease the ratio of net investment income to average net assets from 5.54% to 5.46%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

e The portfolio turnover rate including mortgage dollar roll transactions was 243% for the six months ended June 30, 2005, 204% and 265% for the year ended December 31, 2004 and December 31, 2003, respectively.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 12.04

$ 12.13

$ 11.96

$ 11.36

Income from investment operations:

Net investment incomec

.21

.45

.40

.27

Net realized and unrealized gain (loss) on investment transactions

.08

.05

.15

.33

Total from investment operations

.29

.50

.55

.60

Less distributions from:

Net investment income

(.36)

(.38)

(.38)

Net realized gains on investment transactions

(.11)

(.21)

Total distributions

(.47)

(.59)

(.38)

Net asset value, end of period

$ 11.86

$ 12.04

$ 12.13

$ 11.96

Total Return (%)

2.54**

4.10

4.76

5.28**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

89

88

45

2

Ratio of expenses (%)

1.03*

1.03

1.05

.92*

Ratio of net investment income (loss) (%)

3.54*

3.81

3.36

4.69*

Portfolio turnover rate (%)

226d*

185d

229d

267

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d The portfolio turnover rate including mortgage dollar roll transactions was 243% for the six months ended June 30, 2005, 204% and 265% for the year ended December 31, 2004 and December 31, 2003, respectively.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Global Blue Chip Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,027.70

$ 1,026.30

Expenses Paid per $1,000*

$ 6.94

$ 8.84

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,017.95

$ 1,016.07

Expenses Paid per $1,000*

$ 6.90

$ 8.80

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Global Blue Chip Portfolio

1.38%

1.76%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Global Blue Chip Portfolio

The portfolio outperformed its benchmark in the first half of 2005, returning 2.77% (Class A shares, unadjusted for contract charges). In comparison, the Morgan Stanley Capital International (MSCI) World Index returned -0.70% for the same period, while the average return among the 32 comparable annuity portfolios in Lipper's Global Core category was -0.59%.

The portfolio continues to invest in fundamentally sound companies that we believe will benefit from longer-term themes in the world economy. Our Ultimate Subcontractors theme, which invests in companies whose access to materials enables them to dominate price negotiations, contributed strongly to performance. Many of the companies in this theme are leveraged to oil and natural gas, and the recent spike in energy prices helped these stocks rally. Top contributors included ConocoPhillips (US) (not held in the portfolio at the end of the reporting period) and EnCana Corp. (Canada), as well as Russian energy companies LUKOIL and OAO Gazprom. Supply Chain Dominance, a theme that focuses on companies that are becoming the partner of choice for both suppliers and customers in their respective industries, also contributed to performance. The identification of capital-abundant companies that thrive on intellectual property is the thesis of our Virtuality theme, which produced good results in the second quarter. Among the top performers here were Monsanto Co. (US) and Infosys Technologies Ltd. (India), which rose on the expectation for faster growth in the software services industry. Greater China, a theme that seeks to exploit the growth of consumerism and the emerging middle class in Asia, also finished higher. However, Japan Restructuring, a theme based on the evolving relationship between Japanese government and business, detracted from performance.

Oliver Kratz
Steve M. Wreford, CFA

Co-Lead Portfolio Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividends and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Additionally, investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes and market risks. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Morgan Stanley Capital International (MSCI) World Index is an unmanaged, capitalization-weighted measure of stock markets around the world, including North America, Europe, Australia and Asia. The index is calculated using closing local market prices and converts to US dollars using the London close foreign exchange rates. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

The Lipper Global Core category includes funds that, by portfolio practice, invest at least 75% of their equity assets in companies both inside and outside of the U.S. with market capitalizations (on a three-year weighted basis) greater than the 500th-largest company in the S&P/Citigroup World Broad Market Index. Large-cap core funds typically have an average price-to-cash flow sets in ratio, price-to-book ratio, and three-year sales-per-share growth value compared to the S&P/Citigroup World BMI.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Global Blue Chip Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

92%

89%

Cash Equivalents

4%

8%

Exchange Traded Fund

2%

2%

Preferred Stocks

2%

1%

 

100%

100%

Sector Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Financials

18%

21%

Materials

17%

16%

Energy

13%

13%

Information Technology

13%

11%

Industrials

12%

12%

Health Care

8%

9%

Consumer Discretionary

8%

6%

Utilities

4%

7%

Telecommunication Services

4%

2%

Consumer Staples

3%

3%

 

100%

100%

Geographical Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Asia (excluding Japan)

26%

13%

Continental Europe

24%

30%

United States

19%

28%

Japan

8%

11%

Latin America

8%

3%

United Kingdom

7%

7%

Canada

5%

6%

Africa

2%

2%

Middle East

1%

 

100%

100%

Asset allocation, sector diversification and geographical diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 49. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Global Blue Chip Portfolio

 


Shares

Value ($)

 

 

Common Stocks 90.0%

Australia 0.2%

Alumina Ltd. (Cost $119,014)

47,100

198,529

Austria 1.3%

Erste Bank der oesterreichischen Sparkassen AG

6,000

300,109

Wienerberger AG

15,800

732,947

(Cost $804,088)

1,033,056

Brazil 1.3%

Banco Bradesco SA (ADR) (Preferred) (d)

23,600

835,204

Companhia Vale do Rio Doce (ADR)

5,350

156,648

Porto Seguro SA

9,100

81,842

(Cost $877,194)

1,073,694

Canada 4.5%

Canadian National Railway Co.

15,700

905,710

EnCana Corp.

29,450

1,161,703

Goldcorp, Inc.

35,050

557,562

Meridian Gold, Inc.*

21,000

377,081

Placer Dome, Inc.

45,250

692,489

(Cost $1,913,577)

3,694,545

China 1.9%

China Petroleum & Chemical Corp. "H"

2,948,000

1,152,922

Shanghai Electric Group Co., Ltd. "H"*

1,606,000

362,949

(Cost $1,480,086)

1,515,871

Finland 0.3%

Neste Oil Oyj* (Cost $184,375)

9,400

243,434

France 3.5%

Carrefour SA

7,925

382,428

Societe Generale

5,268

533,613

Total SA

8,228

1,926,849

(Cost $2,229,947)

2,842,890

Germany 10.8%

Allianz AG (Registered)

10,357

1,185,535

BASF AG

25,738

1,705,914

Bayer AG

16,554

550,569

Bayerische Motoren Werke AG

9,912

450,983

Commerzbank AG (d)

64,273

1,389,590

E.ON AG

20,949

1,859,854

Schering AG

11,400

698,156

Stada Arzneimittel AG

6,798

247,045

Volkswagen AG

14,882

678,923

(Cost $7,007,137)

8,766,569

Hong Kong 2.5%

China Mobile (Hong Kong) Ltd.

125,600

464,415

Fountain Set Holdings Ltd.

906,000

464,904

Hutchison Whampoa Ltd.

97,000

871,803

 


Shares

Value ($)

 

 

Shangri-La Asia Ltd.

143,000

220,903

(Cost $1,854,394)

2,022,025

India 2.6%

Infosys Technologies Ltd.

12,000

649,259

Oil & Natural Gas Corp. Ltd.

26,600

624,102

Reliance Industries Ltd.

57,000

841,079

(Cost $1,724,218)

2,114,440

Indonesia 1.0%

PT Telekomunikasi Indonesia (ADR) (Cost $721,484)

37,600

783,960

Israel 0.8%

Teva Pharmaceutical Industries Ltd. (ADR) (Cost $584,451)

19,925

620,464

Italy 1.6%

Capitalia SpA

166,200

925,531

Enel SpA

40,000

347,663

(Cost $935,765)

1,273,194

Japan 7.4%

FANUC Ltd.

14,400

912,554

Japan Retail Fund Investment Corp. (REIT)

23

197,128

Komatsu Ltd.

164,000

1,266,152

Mitsubishi Estate Co., Ltd.

76,000

831,666

Mitsui Fudosan Co., Ltd.

106,000

1,186,777

Mizuho Financial Group, Inc.

120

540,407

Nomura Holdings, Inc.

93,000

1,104,242

(Cost $5,282,388)

6,038,926

Korea 4.5%

Daewoo Shipbuilding & Marine Engineering Co., Ltd.

38,500

734,429

Insun ENT Co., Ltd.

4,000

69,117

LG Electronics, Inc.

13,700

863,394

Samsung Electronics Co., Ltd.

4,010

1,899,908

SFA Engineering Corp.

3,500

90,132

(Cost $3,314,354)

3,656,980

Malaysia 0.4%

Resorts World Bhd. (Cost $367,005)

143,500

358,217

Mexico 3.0%

Cemex SA de CV (ADR)

19,650

833,553

Fomento Economico Mexicano SA de CV (ADR)

19,200

1,143,744

Grupo Televisa SA (ADR)

7,700

478,093

(Cost $1,973,406)

2,455,390

Peru 2.2%

Compania de Minas Buenaventura SA (ADR) (Cost $1,552,031)

77,000

1,770,230

Russia 4.7%

AFK Sistema (GDR), 144A*

43,200

708,480

LUKOIL (ADR)

38,500

1,417,185

 


Shares

Value ($)

 

 

OAO Gazprom "S" (ADR) (Registered)

46,850

1,684,129

(Cost $3,062,627)

3,809,794

Singapore 0.9%

DBS Group Holdings Ltd.

60,000

507,698

Singapore Telecommunications Ltd.

149,060

245,080

(Cost $606,624)

752,778

South Africa 1.7%

Gold Fields Ltd.

92,000

1,050,305

Impala Platinum Holdings Ltd. (ADR)

16,028

358,452

(Cost $1,236,610)

1,408,757

Sweden 1.4%

Skandinaviska Enskilda Banken AB "A" (Cost $1,051,757)

68,800

1,140,960

Switzerland 2.8%

ABB Ltd.*

126,614

825,020

Credit Suisse Group (Registered)

10,933

428,934

Nestle SA (Registered)

1,509

385,643

Novartis AG (Registered)

14,067

668,140

(Cost $2,010,068)

2,307,737

Taiwan 4.2%

AU Optronics Corp. (ADR)*

25,900

438,746

Bank of Kaohsiung

112,000

79,077

Hon Hai Precision Industry Co., Ltd.

150,249

777,667

Quanta Computer, Inc.

534,417

1,014,876

Taiwan Semiconductor Manufacturing Co., Ltd. (ADR)

122,430

1,116,558

(Cost $2,902,115)

3,426,924

Thailand 1.1%

Bangkok Bank PCL (Foreign Registered)

234,500

610,229

Thai Olefins PCL (Foreign Registered)

223,300

310,702

(Cost $993,255)

920,931

United Kingdom 6.4%

Anglo American PLC

23,397

549,121

GlaxoSmithKline PLC

53,865

1,299,635

MFI Furniture Group PLC

184,165

363,874

National Grid Transco PLC

85,965

831,281

Rank Group PLC

41,000

196,768

Rio Tinto PLC

13,765

419,093

RT Group PLC*

54,206

3,156

William Morrison Supermarkets PLC

356,897

1,184,047

Woolworths Group PLC

516,972

341,840

(Cost $4,989,283)

5,188,815

United States 16.5%

AFLAC, Inc.

26,200

1,133,936

Avocent Corp.*

12,200

318,908

Caremark Rx, Inc.*

12,350

549,822

Caterpillar, Inc.

13,000

1,239,030

Devon Energy Corp.

15,100

765,268

Eaton Corp.

5,500

329,450

Hewlett-Packard Co.

63,625

1,495,824

 


Shares

Value ($)

 

 

Medicines Co.*

13,850

323,951

Monsanto Co.

18,400

1,156,808

Motorola, Inc.

31,800

580,668

Newmont Mining Corp.

28,100

1,096,743

Pfizer, Inc.

35,700

984,606

SBC Communications, Inc.

34,175

811,656

Schlumberger Ltd.

13,100

994,814

VERITAS Software Corp.*

32,975

804,590

Wyeth

18,350

816,575

(Cost $11,322,459)

13,402,649

Venezuela 0.5%

Compania Anonima Nacional Telefonos de Venezuela (ADR) (Cost $421,598)

21,300

403,422

Total Common Stocks (Cost $61,521,310)

73,225,181

 

Preferred Stocks 1.4%

Brazil 0.3%

Perdigao SA (Cost $162,320)

8,800

209,165

Germany 1.1%

Porsche AG (Cost $803,648)

1,234

925,074

Total Preferred Stocks (Cost $965,968)

1,134,239

 

Exchange Traded Funds 2.3%

iShares MSCI Malaysia Index Fund

74,550

515,886

iShares NASDAQ Biotechnology Index Fund* (d)

19,450

1,320,655

Total Exchange Traded Funds (Cost $1,878,329)

1,836,541

 

Securities Lending Collateral 2.9%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $2,366,006)

2,366,006

2,366,006

 

Cash Equivalents 4.3%

Scudder Cash Management, QP Trust, 3.14% (b) (Cost $3,460,910)

3,460,910

3,460,910

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $70,192,523) (a)

100.9

82,022,877

Other Assets and Liabilities, Net

(0.9)

(691,988)

Net Assets

100.0

81,330,889

Notes to Scudder Global Blue Chip Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $70,305,275. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $11,717,602. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $13,149,085 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,431,483.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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 June 30, 2005 amounted to $2,298,706, which is 2.8% of total net assets.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

GDR: Global Depository Receipt

REIT: Real Estate Investment Trust

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.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $64,365,607) — including $2,298,706 of securities loaned

$ 76,195,961

Investment in Scudder Daily Assets Fund Institutional (cost $2,366,006)*

2,366,006

Investment in Scudder Cash Management QP Trust (cost $3,460,910)

3,460,910

Total investments in securities, at value (cost $70,192,523)

82,022,877

Foreign currency, at value (cost $1,321,746)

1,313,693

Receivables for investments sold

376,644

Dividends receivable

178,731

Interest receivable

9,002

Receivable for Portfolio shares sold

34,344

Foreign taxes recoverable

18,043

Other assets

1,253

Total assets

83,954,587

Liabilities

Payable for investments purchased

13,657

Deferred foreign taxes

43,448

Payable upon return of securities loaned

2,366,006

Payable for Portfolio shares redeemed

73,467

Accrued management fee

65,306

Other accrued expenses and payables

61,814

Total liabilities

2,623,698

Net assets, at value

$ 81,330,889

Net Assets

Net assets consist of:

Undistributed net investment income

356,003

Net unrealized appreciation (depreciation) on:

Investments (net of deferred foreign taxes of $43,448)

11,786,906

Foreign currency related transactions

(9,919)

Accumulated net realized gain (loss)

(1,927,002)

Paid-in capital

71,124,901

Net assets, at value

$ 81,330,889

Class A

Net Asset Value, offering and redemption price per share ($66,289,765 ÷ 5,491,905 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.07

Class B

Net Asset Value, offering and redemption price per share ($15,041,124 ÷ 1,244,341 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.09

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $103,406)

$ 919,622

Interest

16

Interest — Scudder Cash Management QP Trust

38,812

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

40,070

Total Income

998,520

Expenses:

Management fee

383,075

Custodian and accounting fees

102,247

Distribution service fees (Class B)

16,829

Record keeping fees (Class B)

8,109

Auditing

26,410

Legal

6,097

Trustees' fees and expenses

951

Reports to shareholders

10,499

Other

2,092

Total expenses, before expense reductions

556,309

Expense reductions

(514)

Total expenses, after expense reductions

555,795

Net investment income (loss)

442,725

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments (net of foreign taxes of $449)

2,888,794

Foreign currency related transactions

(2,858)

 

2,885,936

Net unrealized appreciation (depreciation) during the period on:

Investments (net of deferred foreign taxes of $43,448)

(1,154,182)

Foreign currency related transactions

(16,352)

 

(1,170,534)

Net gain (loss) on investment transactions

1,715,402

Net increase (decrease) in net assets resulting from operations

$ 2,158,127

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 442,725

$ 204,775

Net realized gain (loss) on investment transactions

2,885,936

5,240,327

Net unrealized appreciation (depreciation) during the period on investment transactions

(1,170,534)

3,765,688

Net increase (decrease) in net assets resulting from operations

2,158,127

9,210,790

Distributions to shareholders from:

Net investment income

Class A

(188,888)

(686,309)

Class B

(57,902)

Portfolio share transactions:

Class A

Proceeds from shares sold

5,867,614

10,246,696

Reinvestment of distributions

188,888

686,309

Cost of shares redeemed

(4,379,994)

(9,557,336)

Net increase (decrease) in net assets from Class A share transactions

1,676,508

1,375,669

Class B

Proceeds from shares sold

2,502,431

5,449,125

Reinvestment of distributions

57,902

Cost of shares redeemed

(390,452)

(572,691)

Net increase (decrease) in net assets from Class B share transactions

2,111,979

4,934,336

Increase (decrease) in net assets

5,757,726

14,776,584

Net assets at beginning of period

75,573,163

60,796,579

Net assets at end of period (including undistributed net investment income of $356,003 and $102,166, respectively)

$ 81,330,889

$ 75,573,163

Other Information

Class A

Shares outstanding at beginning of period

5,350,985

5,262,148

Shares sold

496,615

941,848

Shares issued to shareholders in reinvestment of distributions

15,980

64,503

Shares redeemed

(371,675)

(917,514)

Net increase (decrease) in Portfolio shares

140,920

88,837

Shares outstanding at end of period

5,491,905

5,350,985

Class B

Shares outstanding at beginning of period

1,064,827

588,861

Shares sold

212,239

522,896

Shares issued to shareholders in reinvestment of distributions

5,427

Shares redeemed

(32,725)

(52,357)

Net increase (decrease) in Portfolio shares

179,514

475,966

Shares outstanding at end of period

1,244,341

1,064,827

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 11.78

$ 10.39

$ 8.08

$ 9.64

$ 11.81

$ 12.37

Income (loss) from investment operations:

Net investment income (loss)c

.07

.04

.09

.07

.08

.03

Net realized and unrealized gain (loss) on investment transactions

.25

1.48

2.25

(1.57)

(1.90)

(.44)

Total from investment operations

.32

1.52

2.34

(1.50)

(1.82)

(.41)

Less distributions from:

Net investment income

(.03)

(.13)

(.03)

(.06)

Net realized gains on investment transactions

(.35)

(.15)

Total distributions

(.03)

(.13)

(.03)

(.06)

(.35)

(.15)

Net asset value, end of period

$ 12.07

$ 11.78

$ 10.39

$ 8.08

$ 9.64

$ 11.81

Total Return (%)

2.77**

14.76

29.13d

(15.77)

(15.48)

(3.36)d

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

66

63

55

43

44

33

Ratio of expenses before expense reductions (%)

1.38*

1.44

1.48

1.32

1.24

1.78

Ratio of expenses after expense reductions (%)

1.38*

1.43

1.17

1.32

1.24

1.50

Ratio of net investment income (loss) (%)

1.22*

.38

1.02

.79

.76

.28

Portfolio turnover rate (%)

72*

81

65

41

52

54

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

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

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 11.78

$ 10.38

$ 8.06

$ 8.98

Income (loss) from investment operations:

Net investment income (loss)c

.05

.00e

.04

.02

Net realized and unrealized gain (loss) on investment transactions

.26

1.48

2.29

(.94)

Total from investment operations

.31

1.48

2.33

(.92)

Less distributions from:

Net investment income

(.08)

(.01)

Net asset value, end of period

$ 12.09

$ 11.78

$ 10.38

$ 8.06

Total Return (%)

2.63**

14.33

28.96d

(10.24)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

15

13

6

.2

Ratio of expenses before expense reductions (%)

1.76*

1.84

1.87

1.60*

Ratio of expenses after expense reductions (%)

1.76*

1.83

1.64

1.60*

Ratio of net investment income (loss) (%)

.84*

.02

.55

.49*

Portfolio turnover rate (%)

72*

81

65

41

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

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

e Amount is less than $.005 per share.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Government & Agency Securities Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,018.20

$ 1,016.50

Expenses Paid per $1,000*

$ 3.10

$ 5.00

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.72

$ 1,019.84

Expenses Paid per $1,000*

$ 3.11

$ 5.01

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Government & Agency Securities Portfolio

.62%

1.00%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Government & Agency Securities Portfolio

The semiannual period was characterized by solid economic growth accompanied by a mixed employment picture as reflected in the economic indicators. This environment permitted the US Federal Reserve Board (the Fed) to maintain its policy of increasing short-term rates in a measured fashion. Despite the rise in short-term interest rates, longer-term rates actually experienced a modest decline over the period, as the financial markets displayed confidence that the Fed was pursuing a policy that would continue to curtail potential inflationary pressures. While the price of oil reached $60 a barrel, the market, for the most part, chose to view this as a check on economic growth rather than a potential source of inflation. This period of mixed economic signals and stable or falling long-term interest rates resulted in modest positive returns for mortgage-backed securities.

During the semiannual period ended June 30, 2005, the portfolio provided a total return of 1.82% (Class A shares, unadjusted for contract charges), compared with the 2.10% return of its benchmark, the Lehman Brothers GNMA Index.

During the past six months, we continued to focus on mortgages that will maintain their yield in a wide variety of interest rate scenarios. In doing so, we purchased GNMA mortgages with specific geographic characteristics and smaller loan sizes, which have proved to be less sensitive to early redemptions, or prepayments, by home owners. We shifted cash assets into some CMOs and FHLMC/FNMA securities to enhance yield as well. In anticipation of a stable interest rate environment, we have emphasized 30-year mortgages over 15-year instruments because of the yield advantage of longer-term issues. We believe that the Fed will continue to raise short-term interest rates incrementally over the near term. If interest rates continue to be relatively stable, we expect to maintain our current strategy of emphasizing certain mortgage pool characteristics and longer-term mortgages in order to help maintain an attractive dividend for fund investors.

Sean P. McCaffrey, CFA
William Chepolis, CFA

Co-Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The government guarantee relates only to the prompt payment of principal and interest and does not remove market risks. Additionally, yields will fluctuate in response to changing interest rates and may be affected by the prepayment of mortgage-backed securities. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Lehman Brothers GNMA Index is an unmanaged market-value-weighted measure of all fixed-rate securities backed by mortgage pools of the Government National Mortgage Association. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Government & Agency Securities Portfolio

Asset Allocation

6/30/05

12/31/04

 

Agencies Backed by the Full Faith and Credit of the US Government (GNMA)

61%

57%

Agencies Not Backed by the Full Faith and Credit of the US Government (FNMA, FHLMC)

34%

21%

US Treasury Obligations

5%

4%

Cash Equivalents

18%

 

100%

100%

Credit Quality

6/30/05

12/31/04

 

AAA

100%

100%

Interest Rate Sensitivity

6/30/05

12/31/04

 

Average Maturity

5.7 years

4.6 years

Average Duration

2.4 years

2.6 years

 

 

 

Asset allocation, credit quality and interest rate sensitivity are subject to change.

The quality ratings represent the lower of Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Corporation ("S&P") credit ratings. The ratings of Moody's and S&P represent their opinions as to the quality of the securities they rate. Ratings are relative and subjective and are not absolute standards of quality. The Fund's credit quality does not remove market risk.

For more complete details about the Portfolio's investment portfolio, see page 60. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Government & Agency Securities Portfolio

 

Principal Amount ($)

Value ($)

 

 

Agencies Backed by the Full Faith and Credit of the US Government 65.3%

Government National Mortgage Association:

 

 

5.0% with various maturities from 4/20/2033 until 2/15/2035 (b)

31,147,640

31,387,133

5.5% with various maturities from 4/15/2020 until 5/20/2035 (b)

90,757,701

92,697,234

6.0% with various maturities from 12/20/2031 until 3/20/2035 (b)

50,123,716

51,677,658

6.5% with various maturities from 3/15/2014 until 8/20/2034

20,317,344

21,200,649

7.0% with various maturities from 6/20/2017 until 10/15/2032

5,160,226

5,459,441

7.5% with various maturities from 4/15/2026 until 7/15/2032

4,056,126

4,346,827

8.0% with various maturities from 12/15/2026 until 11/15/2031

1,295,264

1,400,313

8.5% with various maturities from 5/15/2016 until 12/15/2030

175,398

191,444

9.5% with various maturities from 6/15/2013 until 12/15/2022

71,883

79,621

10.0% with various maturities from 2/15/2016 until 3/15/2016

28,451

31,958

Total Agencies Backed by the Full Faith and Credit of the US Government (Cost $207,407,959)

208,472,278

 

Agencies Not Backed by the Full Faith and Credit of the US Government 33.2%

Federal Farm Credit Bank, 4.125%, 4/15/2009

6,000,000

6,038,070

Federal Home Loan Bank, 3.625%, 6/20/2007

24,000,000

23,902,704

Federal Home Loan Mortgage Corp.:

 

 

4.5%, 5/1/2019

76,855

76,579

4.644%, 2/1/2035

966,742

970,513

5.0% with various maturities from 9/1/2033 until 12/1/2033 (b) (d)

5,433,451

5,433,887

5.5%, 2/1/2017

74,145

76,143

6.0% with various maturities from 12/1/2014 until 4/1/2034

4,149,536

4,258,040

6.5%, 9/1/2032

260,159

269,728

7.0% with various maturities from 5/1/2029 until 9/1/2032

4,323,691

4,552,882

7.5% with various maturities from 1/1/2027 until 11/1/2033

884,376

947,310

8.0%, 11/1/2030

8,222

8,854

8.5%, 7/1/2030

5,941

6,474

Federal National Mortgage Association:

 

 

4.544%, 1/1/2035

1,618,912

1,620,905

4.551%, 2/1/2035

2,468,560

2,476,923

4.63%, 1/1/2035

2,126,219

2,139,650

4.668%, 2/1/2035

1,559,094

1,570,179

 

Principal Amount ($)

Value ($)

 

 

4.747%, 5/1/2035

2,359,903

2,371,447

4.876%, 12/1/2034

992,982

1,003,627

5.0% with various maturities from 10/1/2019 until 10/1/2033

11,745,383

11,804,108

5.5% with various maturities from 1/1/2033 until 6/1/2035 (b)

11,346,778

11,512,221

6.0% with various maturities from 4/1/2015 until 2/1/2035 (b) (d)

6,837,363

7,013,640

6.5% with various maturities from 8/1/2013 until 7/1/2034

7,033,101

7,286,438

7.0% with various maturities from 9/1/2013 until 7/1/2034 (d)

1,297,526

1,368,355

7.5% with various maturities from 7/1/2011 until 3/1/2032 (b)

2,738,753

2,926,823

8.0%, 12/1/2024

22,606

24,393

Tennessee Valley Authority, 5.625%, 1/18/2011

6,000,000

6,448,170

Total Agencies Not Backed by the Full Faith and Credit of the US Government (Cost $106,268,692)

106,108,063

 

US Treasury Obligations 5.1%

US Treasury Bills, 2.869%*, 7/21/2005 (c)

165,000

164,742

US Treasury Note:

 

 

3.625%, 4/30/2007

6,000,000

5,996,718

4.0%, 2/15/2015

5,000,000

5,017,775

5.75%, 11/15/2005

5,000,000

5,044,335

Total US Treasury Obligations (Cost $16,081,853)

16,223,570

 

Collateralized Mortgage Obligations 12.1%

Federal Home Loan Mortgage Corp.:

 

 

"PO", Series 228, Principal Only, Zero Coupon, 2/1/2035

2,693,955

2,315,454

"PF", Series 2962, 3.47%**, 3/15/2035

4,352,285

4,359,476

"IO", Series 228, Interest Only, 6.0%, 2/1/2035

2,693,955

450,384

Federal National Mortgage Association:

 

 

"IN", Series 2003-84, Interest Only, 4.5%, 4/25/2013

3,959,593

252,199

"L0", Series 2005-50, Principal Only, Zero Coupon, 6/25/2035

2,105,009

1,872,476

"FC", Series 2005-58, 3.34%, 7/25/2035

6,350,000

6,355,956

"PF", Series 2005-59, 3.34%, 5/25/2035

3,372,238

3,372,238

FHLMC Structured Pass-Through Securities, "3A", Series T-54, 7.0%, 2/25/2043

1,629,508

1,722,695

Government National Mortgage Association:

 

 

"DA", Series 2005-45, 3.39%, 6/16/2035

10,000,000

9,996,591

"FB", Series 2005-43, 3.436%, 2/17/2032

4,215,625

4,189,825

 

Principal Amount ($)

Value ($)

 

 

"FA", Series 2005-18, 3.46%, 10/20/2032

3,000,000

3,007,098

"IB", Series 2003-86, Interest Only, 5.0%, 1/20/2029

4,550,000

777,803

Total Collateralized Mortgage Obligations (Cost $38,663,022)

38,672,195

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $368,421,526) (a)

115.7

369,476,106

Other Assets and Liabilities, Net

(15.7)

(50,171,993)

Net Assets

100.0

319,304,113

Notes to Scudder Government & Agency Securities Portfolio of Investments

* Annualized yield at time of purchase; not a coupon rate.

** 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 June 30, 2005.

(a) The cost for federal income tax purposes was $368,377,730. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $1,098,376. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $2,255,074 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,156,698.

(b) Mortgage dollar roll included.

(c) At June 30, 2005, these securities have been segregated, in part or in whole, to cover initial margin requirements for open futures contracts.

(d) When issued or forward delivery securities included (see Notes to Financial Statements).

Interest Only (IO) bonds represent the "interest only" portion of payments on a pool of underlying mortgages or mortgage-backed securities. IO securities are subject to prepayment risk on the pool of underlying mortgages.

Principal Only (PO) bonds represent the "principal only" portion of payments on a pool of underlying mortgages or mortgage-backed securities.

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration

Contracts

Aggregate Face Value ($)

Market Value ($)

Net Unrealized

Appreciation

($)

10 year US Treasury Note

9/22/2005

122

13,826,142

13,843,187

17,045

At June 30, 2005, open futures contracts sold short were as follows:

Futures

Expiration

Contracts

Aggregate Face Value ($)

Market Value ($)

Net Unrealized

Depreciation

($)

2 year US Treasury Note

9/30/2005

59

(12,245,249)

(12,253,562)

(8,313)

10 year Interest Rate Swap

9/19/2005

80

(8,886,046)

(9,030,000)

(143,954)

Total net unrealized depreciation

 

 

 

 

(152,267)

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, Government National Mortgage Association and Federal Home Loan Mortgage Corp. issues which have similar coupon rates have been aggregated for presentation purposes in the investment portfolio.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments in securities, at value (cost $368,421,526)

369,476,106

Receivable for investments sold

30,762,815

Interest receivable

1,858,134

Receivable for Portfolio shares sold

14,162

Other assets

768

Total assets

402,111,985

Liabilities

Due to custodian bank

4,209,871

Payable for investments purchased

24,486,870

Payable for when issued and forward delivery securities

5,451,247

Payable for investments purchased—mortgage dollar rolls

38,250,382

Notes payable

9,950,000

Deferred mortgage dollar roll income

46,286

Payable for Portfolio shares redeemed

169,054

Payable for daily variation margin on open futures contracts

2,719

Accrued management fee

144,020

Other accrued expenses and payables

97,423

Total liabilities

82,807,872

Net assets, at value

$ 319,304,113

Net Assets

Net assets consist of:

Undistributed net investment income

4,746,697

Net unrealized appreciation (depreciation) on:

Investments

1,054,580

Futures

(135,222)

Accumulated net realized gain (loss)

161,297

Paid-in capital

313,476,761

Net assets, at value

$ 319,304,113

Class A

Net Asset Value, offering and redemption price per share ($270,285,361 ÷ 22,200,068 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.17

Class B

Net Asset Value, offering and redemption price per share ($49,018,752 ÷ 4,029,336 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.17

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Interest

$ 6,391,857

Interest — Scudder Cash Management QP Trust

668,516

Mortgage dollar roll income

431,662

Total Income

7,492,035

Expenses:

Management fee

879,363

Custodian fees

11,833

Distribution service fees (Class B)

60,246

Record keeping fees (Class B)

31,941

Auditing

28,347

Legal

11,049

Trustees' fees and expenses

5,917

Reports to shareholders

35,781

Other

17,947

Total expenses, before expense reductions

1,082,424

Expense reductions

(1,420)

Total expenses, after expense reductions

1,081,004

Net investment income (loss)

6,411,031

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

486,823

Futures

(8,591)

 

478,232

Net unrealized appreciation (depreciation) during the period on:

Investments

(994,098)

Futures

(155,554)

 

(1,149,652)

Net gain (loss) on investment transactions

(671,420)

Net increase (decrease) in net assets resulting from operations

$ 5,739,611

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005

(Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 6,411,031

$ 12,286,972

Net realized gain (loss) on investment transactions

478,232

1,566,054

Net unrealized appreciation (depreciation) during the period on investment transactions

(1,149,652)

(1,060,975)

Net increase (decrease) in net assets resulting from operations

5,739,611

12,792,051

Distributions to shareholders from:

Net investment income

Class A

(10,824,223)

(8,701,916)

Class B

(1,736,774)

(986,391)

Net realized gains

Class A

(2,099,899)

(2,734,888)

Class B

(374,454)

(359,519)

Portfolio share transactions:

Class A

Proceeds from shares sold

19,995,978

20,190,555

Reinvestment of distributions

12,924,122

11,436,803

Cost of shares redeemed

(34,758,435)

(97,935,807)

Net increase (decrease) in net assets from Class A share transactions

(1,838,335)

(66,308,449)

Class B

Proceeds from shares sold

2,331,882

23,191,368

Reinvestment of distributions

2,111,228

1,345,911

Cost of shares redeemed

(3,574,618)

(13,460,654)

Net increase (decrease) in net assets from Class B share transactions

868,492

11,076,625

Increase (decrease) in net assets

(10,265,582)

(55,222,487)

Net assets at beginning of period

329,569,695

384,792,182

Net assets at end of period (including undistributed net investment income of $4,746,697 and $10,896,663, respectively)

$ 319,304,113

$ 329,569,695

Other Information

Class A

Shares outstanding at beginning of period

22,309,252

27,631,433

Shares sold

1,636,471

1,635,527

Shares issued to shareholders in reinvestment of distributions

1,082,423

932,855

Shares redeemed

(2,828,078)

(7,890,563)

Net increase (decrease) in Portfolio shares

(109,184)

(5,322,181)

Shares outstanding at end of period

22,200,068

22,309,252

Class B

Shares outstanding at beginning of period

3,952,379

3,055,787

Shares sold

189,292

1,876,522

Shares issued to shareholders in reinvestment of distributions

176,819

109,781

Shares redeemed

(289,154)

(1,089,711)

Net increase (decrease) in Portfolio shares

76,957

896,592

Shares outstanding at end of period

4,029,336

3,952,379

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

2000c

Selected Per Share Data

Net asset value, beginning of period

$ 12.55

$ 12.54

$ 12.84

$ 12.32

$ 11.96

$ 11.56

Income from investment operations:

Net investment incomed

.27

.44

.31

.62

.61

.75

Net realized and unrealized gain (loss) on investment transactions

(.05)

.03

(.04)

.35

.25

.45

Total from investment operations

.22

.47

.27

.97

.86

1.20

Less distributions from:

Net investment income

(.50)

(.35)

(.35)

(.45)

(.50)

(.80)

Net realized gains on investment transactions

(.10)

(.11)

(.22)

Total distributions

(.60)

(.46)

(.57)

(.45)

(.50)

(.80)

Net asset value, end of period

$ 12.17

$ 12.55

$ 12.54

$ 12.84

$ 12.32

$ 11.96

Total Return (%)

1.82**

3.75f

2.26

8.05

7.48

10.93

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

270

280

347

551

305

152

Ratio of expenses (%)

.62*

.61

.61

.59

.60

.61

Ratio of net investment income (loss) (%)

4.48*

3.59

2.50

4.96

5.06

6.60

Portfolio turnover rate (%)

184e*

226e

511e

534e

334

173

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. In addition, gain/losses on paydowns on mortgage-backed securities which were included in realized gain/loss on investment transactions prior to January 1, 2001 are included as interest income. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $.08, increase net realized and unrealized gains and losses per share by $.08 and decrease the ratio of net investment income to average net assets from 5.67% to 5.06%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

e The portfolio turnover rate including mortgage dollar roll transactions was 358%, 391%, 536% and 651% for the periods ended June 30, 2005, December 31, 2004, December 31, 2003 and December 31, 2002, respectively.

f Reimbursement of $2,420 due to disposal of investments in violation of restrictions had no effect on total return.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 12.52

$ 12.51

$ 12.82

$ 12.36

Income from investment operations:

Net investment incomec

.25

.40

.27

.31

Net realized and unrealized gain (loss) on investment transactions

(.05)

.02

(.04)

.15

Total from investment operations

.20

.42

.23

.46

Less distributions from:

Net investment income

(.45)

(.30)

(.32)

Net realized gains on investment transactions

(.10)

(.11)

(.22)

Total distributions

(.55)

(.41)

(.54)

Net asset value, end of period

$ 12.17

$ 12.52

$ 12.51

$ 12.82

Total Return (%)

1.65**

3.36e

1.83

3.72**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

49

49

38

3

Ratio of expenses (%)

1.00*

1.00

.98

.84*

Ratio of net investment income (loss) (%)

4.10*

3.21

2.13

4.95*

Portfolio turnover rate (%)

184d*

226d

511d

534d

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d The portfolio turnover rate including mortgage dollar roll transactions was 358%, 391%, 536% and 651% for the periods ended June 30, 2005, December 31, 2004, December 31, 2003 and December 31, 2002, respectively.

e Reimbursement of $2,420 due to disposal of investments in violation of restrictions had no effect on total return.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Growth & Income Strategy Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In addition to the ongoing expenses which the Portfolio bears directly, the Portfolio's shareholders indirectly bear the expense of the Underlying Scudder Portfolios in which the Portfolio invests. The Portfolio's estimated indirect expense from investing in the Underlying Scudder Portfolios is based on its allocation of Underlying Scudder Portfolios. In the most recent six-month period, the Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Direct Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,007.10

Expenses Paid per $1,000*

$ 3.23

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.57

Expenses Paid per $1,000*

$ 3.26

Direct Portfolio Expenses and Estimated Indirect Underlying Scudder Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,007.10

Expenses Paid per $1,000**

$ 6.67

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,018.15

Expenses Paid per $1,000**

$ 6.71

* Expenses are equal to the Portfolio's annualized expense ratio for the 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.

** Expenses are equal to the Portfolio's annualized expense ratio for each class plus the estimated indirect expense from investing in underlying portfolios in which the Portfolio invests, 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 Ratio

Class B

Direct Portfolio Expense Ratio

.65%

Estimated Indirect Expenses of Underlying Scudder Portfolios

.69%

Estimated Net Annual Portfolio and Underlying Scudder Portfolios Expenses

1.34%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Growth & Income Strategy Portfolio

For the six months ended June 30, 2005, Scudder Growth & Income Strategy Portfolio had a return of 0.71% (Class B shares, unadjusted for contract charges). Since this portfolio invests in underlying portfolios from a broad array of investment styles, performance is analyzed by comparing the portfolio's return with the returns of indices that represent major asset classes. The portfolio's return was above that of major equity indices but below that of bond indices. The portfolio's allocation between stocks and bonds remained close to its target of 60% equity and 40% fixed income over the period.

During the first six months of 2005, the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. In the US markets, large-cap stocks performed better than small-cap stocks, and value stocks outperformed growth. International stocks were generally stronger than domestic issues.

Bonds delivered higher returns than stocks for the period: the return of the Lehman Brothers Aggregate Bond Index was 2.51%. High-yield bonds underperformed investment-grade issues in the early months of 2005, as concerns about the durability of economic growth drove a flight to quality. After a turbulent period in March and early April, the high-yield and emerging-market debt sectors rebounded.

Absolute returns were negatively affected by the portfolio's tactical asset allocation, as equities, which underperformed bonds, were overweighted. The underlying fixed income funds made a positive contribution to performance. Within fixed income, the portfolio was underweighted cash and overweighted bonds during most of the period. This positioning helped performance, as the Lehman Brothers Aggregate Bond Index outpaced treasury bills.

Arnim Holzer Inna Okounkova Robert Wang

Co-Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

Diversification does not eliminate risk. The underlying portfolios invest in individual bonds whose yields and market values fluctuate, so that your investment may be worth more or less than its original cost. In addition, the underlying portfolios are subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes, and market risks. Derivatives may be more volatile and less liquid than traditional securities, and the portfolio could suffer losses on its derivative positions. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its risk profile.

The Standard & Poor's 500 (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.

The Lehman Brothers Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, agency issues, corporate bond issues and mortgage securities.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Growth & Income Strategy Portfolio

Asset Allocation

6/30/05

12/31/04

 

Equity

60%

58%

Fixed Income

30%

38%

Cash Equivalents

10%

4%

 

100%

100%

Asset allocation is subject to change.

For more complete details about the Portfolio's investment portfolio, see page 70. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Growth & Income Strategy Portfolio

 


Shares

Value ($)

 

 

Equity Funds 59.8%

Scudder SVS I Capital Growth Portfolio "A"

293,758

4,620,812

Scudder SVS I Global Discovery Portfolio "A"

36,519

484,601

Scudder SVS I Growth & Income Portfolio "A"

827,355

7,545,476

Scudder SVS I International Portfolio "A"

236,022

2,199,729

Scudder SVS II Aggressive Growth Portfolio "A"

142,527

1,476,577

Scudder SVS II Blue Chip Portfolio "A"

853,211

11,663,397

Scudder SVS II Davis Venture Value Portfolio "A"

65,402

754,744

Scudder SVS II Dreman High Return Equity Portfolio "A"

329,022

4,188,455

Scudder SVS II Dreman Small Cap Value Portfolio "A"

147,034

2,743,652

Scudder SVS II International Select Equity Portfolio "A"

234,884

2,691,773

Scudder SVS II Janus Growth Opportunities Portfolio "A"

785,236

6,062,024

Scudder SVS II Large Cap Value Portfolio "A"

467,368

7,113,339

Scudder SVS II MFS Strategic Value Portfolio "A"

181,712

2,026,089

Scudder SVS II Small Cap Growth Portfolio "A"

181,174

2,304,537

Scudder SVS II Templeton Foreign Value Portfolio "A"

55,257

571,911

Scudder VIT Real Estate Securities Portfolio "A"

118,023

2,057,149

Total Equity Funds (Cost $57,058,508)

58,504,265

 


Shares

Value ($)

 

 

Fixed Income Funds 29.9%

Scudder SVS II Fixed Income Portfolio "A"

1,919,961

22,770,740

Scudder SVS II Government & Agency Securities Portfolio "A"

372,967

4,539,006

Scudder SVS II High Income Portfolio "A"

240,168

1,918,941

Total Fixed Income Funds (Cost $29,518,969)

29,228,687

 

Cash Equivalents 10.1%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $9,829,217)

9,829,217

9,829,217

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $96,406,694) (a)

99.8

97,562,169

Other Assets and Liabilities, Net

0.2

201,949

Net Assets

100.0

97,764,118

Notes to Scudder Growth & Income Strategy Portfolio of Investments

(a) The cost for federal income tax purposes was $96,406,694. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $1,155,475. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $1,483,306 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $327,831.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in Underlying Affiliated Portfolios, at value (cost $86,577,477)

$ 87,732,952

Investment in Scudder Cash Management QP Trust (cost $9,829,217)

9,829,217

Total investments in securities, at value (cost $96,406,694)

97,562,169

Interest receivable

18,879

Receivable for Portfolio shares sold

230,122

Other assets

144

Total assets

97,811,314

Liabilities

Accrued management fee

979

Other accrued expenses and payables

46,217

Total liabilities

47,196

Net assets, at value

$ 97,764,118

Net Assets

Net assets consist of:

Undistributed net investment income

1,107,068

Net unrealized appreciation (depreciation) on investments

1,155,475

Accumulated net realized gain (loss)

344,336

Paid-in capital

95,157,239

Net assets, at value

$ 97,764,118

Class B

Net Asset Value, offering and redemption price per share ($97,764,118 ÷ 8,966,322 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.90

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Income distributions from Underlying Affiliated Portfolios

1,274,883

Interest — Scudder Cash Management QP Trust

38,253

Total Income

1,313,136

Expenses:

Management fee

47,673

Custodian and accounting fees

44,423

Distribution service fees (Class B)

79,454

Record keeping fees (Class B)

33,810

Auditing

8,858

Legal

4,734

Trustees' fees and expenses

562

Reports to shareholders

1,413

Offering costs

458

Other

574

Total expenses

221,959

Expense reductions

(15,891)

Total expenses, after expense reductions

206,068

Net investment income (loss)

1,107,068

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

19,805

Capital gain distributions from Underlying Affiliated Portfolios

364,966

 

384,771

Net unrealized appreciation (depreciation) during the period on investments

(301,003)

Net gain (loss) on investment transactions

83,768

Net increase (decrease) in net assets resulting from operations

$ 1,190,836

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months

Ended June 30, 2005

(Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 1,107,068

$ (42,492)

Net realized gain (loss) on investment transactions

384,771

99,609

Net unrealized appreciation (depreciation) during the period on investment transactions

(301,003)

1,456,478

Net increase (decrease) in net assets resulting from operations

1,190,836

1,513,595

Distributions to shareholders:

From net realized gains

Class B

(98,563)

Portfolio share transactions:

Class B

Proceeds from shares sold

58,837,123

37,742,213

Reinvestment of distributions

98,563

Cost of shares redeemed

(797,822)

(721,827)

Net increase (decrease) in net assets from Class B share transactions

58,137,864

37,020,386

Increase (decrease) in net assets

59,230,137

38,533,981

Net assets at beginning of period

38,533,981

Net assets at end of period (including undistributed net investment income of $1,107,068 and $0, respectively)

$ 97,764,118

$ 38,533,981

Other Information

Class B

Shares outstanding at beginning of period

3,555,593

Shares sold

5,475,499

3,624,260

Shares issued to shareholders in reinvestment of distributions

9,229

Shares redeemed

(73,999)

(68,667)

Net increase (decrease) in Portfolio shares

5,410,729

3,555,593

Shares outstanding at end of period

8,966,322

3,555,593

a For the period from August 16, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.84

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.18

(.03)

Net realized and unrealized gain (loss) on investment transactions

(.10)

.87

Total from investment operations

.08

.84

Less distributions from:

Net realized gains on investment transactions

(.02)

Net asset value, end of period

$ 10.90

$ 10.84

Total Return (%)d

.71**

8.40**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

98

39

Ratio of expenses before expense reductions (%)e

.70*

1.53*

Ratio of expenses after expense reductions (%)e

.65*

.75*

Ratio of net investment income (loss) (%)

3.48*

(.68)*

Portfolio turnover rate (%)

13*

13*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from August 16, 2004 (commencement of operations) to December 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 Portfolio invests in other Scudder Portfolios and indirectly bears its proportionate share of fees and expenses incurred by the Underlying Scudder Portfolios in which the Portfolio is invested.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Growth Strategy Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In addition to the ongoing expenses which the Portfolio bears directly, the Portfolio's shareholders indirectly bear the expense of the Underlying Scudder Portfolios in which the Portfolio invests. The Portfolio's estimated indirect expense from investing in the Underlying Scudder Portfolios is based on its allocation of Underlying Scudder Portfolios. In the most recent six-month period, the Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Direct Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,003.80

Expenses Paid per $1,000*

$ 3.13

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.67

Expenses Paid per $1,000*

$ 3.16

Direct Portfolio Expenses and Estimated Indirect Underlying Scudder Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,003.80

Expenses Paid per $1,000**

$ 6.76

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,018.05

Expenses Paid per $1,000**

$ 6.80

* Expenses are equal to the Portfolio's annualized expense ratio for the 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.

** Expenses are equal to the Portfolio's annualized expense ratio for each class plus the estimated indirect expense from investing in underlying portfolios in which the Portfolio invests, 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 Ratio

Class B

Direct Portfolio Expense Ratio

.63%

Estimated Indirect Expenses of Underlying Scudder Portfolios

.73%

Estimated Net Annual Portfolio and Underlying Scudder Portfolios Expenses

1.36%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Growth Strategy Portfolio

During the first six months of 2005, the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. In the US markets, large-cap stocks performed better than small-cap stocks, and value stocks outperformed growth. International stocks were generally stronger than domestic issues.

Bonds delivered higher returns than stocks for the period: the return of the Lehman Brothers Aggregate Bond Index was 2.51%. High-yield bonds underperformed investment-grade issues in the early months of 2005, as concerns about the durability of economic growth drove a flight to quality. After a turbulent period in March and early April, the high-yield and emerging-market debt sectors rebounded.

For the six months ended June 30, 2005, Scudder Growth Strategy Portfolio had a return of 0.38% (Class B shares, unadjusted for contract charges). Since this portfolio invests in portfolios in six categories, performance is analyzed by comparing the portfolio's return with the returns of indices that represent each asset class. The portfolio's return was above that of its major equity benchmarks but below that of its bond benchmarks.

The portfolio's allocation between stocks and bonds remained close to its target of 75% equity and 25% fixed income over the period. Absolute returns were negatively affected by the portfolio's tactical asset allocation, as equities, which underperformed bonds, were overweighted. Within fixed income, the portfolio was overweighted bonds during most of the period. This positioning helped performance, as the Lehman Brothers Aggregate Bond Index outpaced treasury bills.

Arnim Holzer Inna Okounkova Robert Wang

Co-Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

Diversification does not eliminate risk. The underlying portfolios invest in individual equity and bond funds whose yields and market values fluctuate, so that your investment may be worth more or less than its original cost. In addition, the underlying portfolios are subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes, and market risks. Derivatives may be more volatile and less liquid than traditional securities, and the portfolio could suffer losses on its derivative positions. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its risk profile.

The Standard & Poor's 500 (S&P 500) Index is an unmanaged 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.

The Lehman Brothers Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, agency issues, corporate bond issues and mortgage securities.

Index returns assume reinvested dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Growth Strategy Portfolio

Asset Allocation

6/30/05

12/31/04

 

Equity

75%

73%

Fixed Income

15%

25%

Cash Equivalents

10%

2%

 

100%

100%

Asset allocation is subject to change.

For more complete details about the Portfolio's investment Portfolio see page 79. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Growth Strategy Portfolio

 


Shares

Value ($)

 

 

Equity Funds 74.7%

Scudder SVS I Capital Growth Portfolio "A"

407,503

6,410,026

Scudder SVS I Global Discovery Portfolio "A"

38,334

508,687

Scudder SVS I Growth & Income Portfolio "A"

1,095,170

9,987,952

Scudder SVS I International Portfolio "A"

381,491

3,555,492

Scudder SVS II Aggressive Growth Portfolio "A"

170,500

1,766,380

Scudder SVS II Blue Chip Portfolio "A"

1,042,834

14,255,539

Scudder SVS II Davis Venture Value Portfolio "A"

78,110

901,388

Scudder SVS II Dreman High Return Equity Portfolio "A"

403,568

5,137,415

Scudder SVS II Dreman Small Cap Value Portfolio "A"

185,770

3,466,470

Scudder SVS II International Select Equity Portfolio "A"

330,027

3,782,112

Scudder SVS II Janus Growth Opportunities Portfolio "A"

1,200,449

9,267,464

Scudder SVS II Large Cap Value Portfolio "A"

598,906

9,115,346

Scudder SVS II MFS Strategic Value Portfolio "A"

201,637

2,248,255

Scudder SVS II Small Cap Growth Portfolio "A"

229,107

2,914,239

Scudder SVS II Templeton Foreign Value Portfolio "A"

145,009

1,500,838

Scudder VIT Real Estate Securities Portfolio "A"

144,977

2,526,953

Total Equity Funds (Cost $75,545,447)

77,344,556

 


Shares

Value ($)

 

 

Fixed Income Funds 14.4%

Scudder SVS II Fixed Income Portfolio "A"

859,772

10,196,899

Scudder SVS II Government & Agency Securities Portfolio "A"

299,035

3,639,259

Scudder SVS II High Income Portfolio "A"

127,025

1,014,931

Total Fixed Income Funds (Cost $15,016,587)

14,851,089

 

Cash Equivalents 10.3%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $10,673,410)

10,673,410

10,673,410

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $101,235,444) (a)

99.4

102,869,055

Other Assets and Liabilities, Net

0.6

616,269

Net Assets

100.0

103,485,324

Notes to Scudder Growth Strategy Portfolio of Investments

(a) The cost for federal income tax purposes was $101,235,444. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $1,633,611. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $1,841,129 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $207,518.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in Underlying Affiliated Portfolios, at value (cost $90,562,034)

$ 92,195,645

Investment in Scudder Cash Management QP Trust (cost $10,673,410)

10,673,410

Total investments in securities, at value (cost $101,235,444)

102,869,055

Interest receivable

21,724

Receivable for Portfolio shares sold

676,544

Other assets

175

Total assets

103,567,498

Liabilities

Payable for Portfolio shares redeemed

28,251

Accrued management fee

8,616

Other accrued expenses and payables

45,307

Total liabilities

82,174

Net assets, at value

$ 103,485,324

Net Assets

Net assets consist of:

Undistributed net investment income

966,272

Net unrealized appreciation (depreciation) on investments

1,633,611

Accumulated net realized gain (loss)

357,371

Paid-in capital

100,528,070

Net assets, at value

$ 103,485,324

Class B

Net Asset Value, offering and redemption price per share ($103,485,324 ÷ 9,364,265 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.05

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Income distributions from Underlying Affiliated Portfolios

$ 1,150,385

Interest — Scudder Cash Management QP Trust

38,545

Total Income

1,188,930

Expenses:

Management fee

53,006

Custodian and accounting fees

44,345

Distribution service fees (Class B)

88,344

Record keeping fees (Class B)

37,954

Auditing

8,884

Legal

4,784

Trustees' fees and expenses

581

Reports to shareholders

1,355

Offering costs

458

Other

616

Total expenses, before expense reductions

240,327

Expense reductions

(17,669)

Total expenses, after expense reductions

222,658

Net investment income (loss)

966,272

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

42,139

Capital gain distributions from Underlying Affiliated Portfolios

366,736

 

408,875

Net unrealized appreciation (depreciation) during the period on investments

(443,424)

Net gain (loss) on investment transactions

(34,549)

Net increase (decrease) in net assets resulting from operations

$ 931,723

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months

Ended

June 30, 2005

(Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 966,272

$ (51,234)

Net realized gain (loss) on investment transactions

408,875

143,332

Net unrealized appreciation (depreciation) during the period on investment transactions

(443,424)

2,077,035

Net increase (decrease) in net assets resulting from operations

931,723

2,169,133

Distributions to shareholders from:

Net realized gains

Class B

(144,613)

Portfolio share transactions:

Class B

Proceeds from shares sold

56,724,765

45,093,561

Reinvestment of distributions

144,613

Cost of shares redeemed

(1,167,495)

(266,363)

Net increase (decrease) in net assets from Class B share transactions

55,701,883

44,827,198

Increase (decrease) in net assets

56,488,993

46,996,331

Net assets at beginning of period

46,996,331

Net assets at end of period (including undistributed net investment income of $966,272 at June 30, 2005)

$ 103,485,324

$ 46,996,331

Other Information

Class B

Shares outstanding at beginning of period

4,262,187

Shares sold

5,196,179

4,287,740

Shares issued to shareholders in reinvestment of distributions

13,340

Shares redeemed

(107,441)

(25,553)

Net increase (decrease) in Portfolio shares

5,102,078

4,262,187

Shares outstanding at end of period

9,364,265

4,262,187

a For the period from August 16, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 11.03

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.15

(.03)

Net realized and unrealized gain (loss) on investment transactions

(.11)

1.06

Total from investment operations

.04

1.03

Less distributions from:

Net realized gains on investment transactions

(.02)

Net asset value, end of period

$ 11.05

$ 11.03

Total Return (%)d

.38**

10.30**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

103

47

Ratio of expenses before expense reductions (%)e

.68*

1.38*

Ratio of expenses after expense reductions (%)e

.63*

0.75*

Ratio of net investment income (loss) (%)

2.73*

(0.69)*

Portfolio turnover rate (%)

23*

15*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from August 16, 2004 (commencement of operations) to December 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 Portfolio invests in other Scudder Portfolios and indirectly bears its proportionate share of fees and expenses incurred by the Underlying Scudder Portfolios in which the Portfolio is invested.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder High Income Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,008.60

$ 1,007.70

Expenses Paid per $1,000*

$ 3.39

$ 5.28

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.42

$ 1,019.54

Expenses Paid per $1,000*

$ 3.41

$ 5.31

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder High Income Portfolio

.68%

1.06%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder High Income Portfolio

High-yield bonds provided a positive absolute return during the period. Despite concerns about rising interest rates and higher commodity prices, the solid underpinnings of the market remained in place. Helped by the continued strength in the US economy, high-yield companies generally maintained sound financial positions. Perhaps the best indications of solid fundamentals in the high-yield market were the continuation of low default rates and the ongoing improvement in the ratio of rating upgrades to downgrades. Although the high-yield market's yield spread over Treasuries widened from 3.46% at the end of 2004 to 4.06% on June 30, 2005, it remained considerably below the long-term historical average of approximately 5.71%.

The portfolio produced a total return of 0.86% (Class A shares, unadjusted for contract charges), compared with 0.77% for the CS First Boston High Yield Index. We remained focused on adding value through fundamental research rather than making broad predictions about sector performance or interest rates. Our overweight in the land transportation sub sector coupled with overweight positions in Dobson Communications Corp. and OAO Gazprom were positive contributors to return. An underweight in Collins & Aikman Floor Cover Products also benefited performance. An overweight position in Tembec Industries Inc. and an overweight in the building materials sub sector detracted from results. The high-yield market continues to exhibit sound fundamentals, and defaults are expected to remain low. But low default rates will not last forever, meaning that good security selection is paramount at this point in the cycle.

Andrew P. Cestone

Lead Manager
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

Investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes and market risks. Additionally, the portfolio may invest in lower-quality and nonrated securities which present greater risk of loss of principal and interest than higher-quality securities. All of these factors may result in greater share price volatility. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The quality ratings represent the lower of Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Corporation ("S&P") credit ratings. The ratings of Moody's and S&P represent their opinions as to the quality of the securities they rate. Ratings are relative and subjective and are not absolute standards of quality. The Fund's credit quality does not remove market risk.

The CS First Boston High Yield Index (CSFB) is an unmanaged index that is market-weighted, including publicly traded bonds having a rating below BBB by Standard & Poor's and Moody's.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder High Income Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Corporate Bonds

77%

74%

Foreign Bonds — US$ Denominated

15%

20%

Cash Equivalents

4%

2%

Foreign Bonds — Non US$ Denominated

1%

2%

Asset Backed

1%

1%

Convertible Bonds

1%

1%

Stocks

1%

 

100%

100%

Corporate and Foreign Bond Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Consumer Discretionary

23%

24%

Materials

16%

16%

Industrials

16%

14%

Telecommunication Services

11%

14%

Financials

10%

9%

Energy

8%

7%

Utilities

7%

5%

Consumer Staples

3%

4%

Information Technology

2%

2%

Health Care

2%

3%

Sovereign Bonds

2%

2%

 

100%

100%

Asset allocation and corporate and foreign bond diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 87. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder High Income Portfolio

 

Principal Amount ($)(f)

Value ($)

 

 

Corporate Bonds 75.9%

Consumer Discretionary 18.3%

155 East Tropicana LLC/Finance, 144A, 8.75%, 4/1/2012 (d)

760,000

739,100

Adesa, Inc., 7.625%, 6/15/2012

355,000

360,325

AMC Entertainment, Inc., 8.0%, 3/1/2014 (d)

1,815,000

1,610,812

AutoNation, Inc., 9.0%, 8/1/2008

585,000

639,113

Aztar Corp., 7.875%, 6/15/2014 (d)

1,665,000

1,760,737

Bally Total Fitness Holdings Corp., 10.5%, 7/15/2011 (d)

390,000

389,513

Cablevision Systems New York Group, Series B, 7.89%**, 4/1/2009

610,000

611,525

Caesars Entertainment, Inc.:

 

 

8.875%, 9/15/2008

580,000

647,425

9.375%, 2/15/2007

400,000

430,000

Charter Communications Holdings LLC, Step-up Coupon 0% to 5/15/2006, 11.75% to 5/15/2011

1,210,000

801,625

9.625%, 11/15/2009 (d)

1,980,000

1,480,050

10.25%, 9/15/2010 (d)

3,700,000

3,741,625

Cooper-Standard Automotive, Inc., 8.375%, 12/15/2014 (d)

1,245,000

983,550

CSC Holdings, Inc.:

 

 

7.25%, 7/15/2008

425,000

426,062

7.875%, 12/15/2007

1,784,000

1,841,980

Dex Media East LLC/Financial, 12.125%, 11/15/2012

4,767,000

5,708,482

Dura Operating Corp.:

 

 

Series B, 8.625%,
4/15/2012 (d)

630,000

567,000

Series B, 9.0%, 5/1/2009 EUR

180,000

150,301

EchoStar DBS Corp., 6.625%, 10/1/2014

305,000

301,188

Foot Locker, Inc., 8.5%,
1/15/2022

920,000

1,009,700

Ford Motor Co., 7.45%,
7/16/2031

185,000

154,441

General Motors Corp., 8.25%, 7/15/2023 (d)

65,000

53,788

Gregg Appliances, Inc., 144A, 9.0%, 2/1/2013

650,000

609,375

Imperial Home Decor Group, Inc., Series B, 11.0%, 3/15/2008*

1,050,000

0

Interep National Radio Sales, Inc., Series B, 10.0%, 7/1/2008 (d)

860,000

714,875

ITT Corp., 7.375%, 11/15/2015

960,000

1,068,000

Jacobs Entertainment, Inc.:

 

 

11.875%, 2/1/2009

2,375,000

2,562,031

144A, 11.875%, 2/1/2009

930,000

1,003,238

Levi Strauss & Co., 7.73%**, 4/1/2012

520,000

491,400

Liberty Media Corp.:

 

 

7.875%, 7/15/2009

45,000

48,023

8.5%, 7/15/2029

45,000

45,464

Mediacom LLC, 9.5%, 1/15/2013 (d)

1,340,000

1,336,650

MGM MIRAGE:

 

 

8.375%, 2/1/2011 (d)

2,265,000

2,468,850

9.75%, 6/1/2007

695,000

753,206

 

Principal Amount ($)(f)

Value ($)

 

 

MTR Gaming Group, Inc., Series B, 9.75%, 4/1/2010

495,000

537,075

NCL Corp., 144A, 10.625%, 7/15/2014

1,105,000

1,163,013

Norcraft Holdings/Capital, Step-up Coupon, 0% to 9/1/2008, 9.75% to 9/1/2012

1,765,000

1,217,850

Paxson Communications Corp.:

 

 

Step-up Coupon, 0% to 1/15/2006, 12.25% to 1/15/2009 (d)

505,000

472,175

10.75%, 7/15/2008 (d)

475,000

467,875

Petro Stopping Centers, 9.0%, 2/15/2012

1,756,000

1,764,780

Pinnacle Entertainment, Inc., 8.75%, 10/1/2013 (d)

890,000

943,400

Premier Entertainment Biloxi LLC/Finance, 10.75%, 2/1/2012

1,458,000

1,414,260

PRIMEDIA, Inc.:

 

 

8.638%**, 5/15/2010

1,700,000

1,776,500

8.875%, 5/15/2011

1,540,000

1,613,150

Renaissance Media Group LLC, 10.0%, 4/15/2008

955,000

945,450

Resorts International Hotel & Casino, Inc., 11.5%, 3/15/2009

1,790,000

2,038,362

Restaurant Co., 11.25%, 5/15/2008

1,427,408

1,427,408

Schuler Homes, Inc., 10.5%, 7/15/2011 (d)

1,455,000

1,604,137

Simmons Bedding Co.:

 

 

144A, Step-up Coupon, 0% to 12/15/2009, 10.0% to 12/15/2014

2,350,000

1,057,500

7.875%, 1/15/2014 (d)

470,000

404,200

Sinclair Broadcast Group, Inc.:

 

 

8.0%, 3/15/2012

1,400,000

1,435,000

8.75%, 12/15/2011

3,090,000

3,244,500

Sonic Automotive, Inc., Series B, 8.625%, 8/15/2013

695,000

701,950

Toys "R" Us, Inc., 7.375%, 10/15/2018

1,210,000

980,100

Trump Entertainment Resorts, Inc., 8.5%, 6/1/2015 (d)

3,025,000

2,953,156

TRW Automotive, Inc.:

 

 

11.0%, 2/15/2013 (d)

2,010,000

2,311,500

11.75%, 2/15/2013 EUR

380,000

535,733

United Auto Group, Inc., 9.625%, 3/15/2012

1,495,000

1,595,913

Wheeling Island Gaming, Inc., 10.125%, 12/15/2009

475,000

503,500

Williams Scotsman, Inc., 9.875%, 6/1/2007

2,500,000

2,512,500

Wynn Las Vegas LLC, 144A, 6.625%, 12/1/2014

1,120,000

1,089,200

XM Satellite Radio, Inc.:

 

 

Step-up Coupon, 0% to 12/31/2005, 14.0% to 12/31/2009

1,886,934

1,948,259

12.0%, 6/15/2010

75,000

84,375

Young Broadcasting, Inc.:

 

 

8.75%, 1/15/2014 (d)

1,800,000

1,593,000

10.0%, 3/1/2011

420,000

399,000

 

76,244,275

 

Principal Amount ($)(f)

Value ($)

 

 

Consumer Staples 2.7%

Agrilink Foods, Inc., 11.875%, 11/1/2008

588,000

607,845

Alliance One International, Inc.:

 

 

144A, 11.0%, 5/15/2012

1,405,000

1,447,150

144A, 12.75%, 11/15/2012

410,000

389,500

Del Laboratories, Inc., 144A, 8.0%, 2/1/2012

575,000

494,500

Duane Reade, Inc., 9.75%, 8/1/2011

635,000

517,525

GNC Corp.:

 

 

8.5%, 12/1/2010

515,000

412,000

144A, 8.625%, 1/15/2011

115,000

106,375

National Beef Packing Co., 10.5%, 8/1/2011 (d)

400,000

381,000

North Atlantic Trading Co., 9.25%, 3/1/2012

2,405,000

1,815,775

Pinnacle Foods Holding Corp., 8.25%, 12/1/2013 (d)

755,000

675,725

Rite Aid Corp., 11.25%, 7/1/2008

1,695,000

1,790,344

Swift & Co.:

 

 

10.125%, 10/1/2009

1,080,000

1,177,200

12.5%, 1/1/2010

265,000

295,806

Viskase Co., Inc., 11.5%, 6/15/2011

1,120,000

1,209,600

 

11,320,345

Energy 4.8%

Belden & Blake Corp., 8.75%, 7/15/2012

1,220,000

1,195,600

Chesapeake Energy Corp., 6.875%, 1/15/2016

185,000

192,863

CITGO Petroleum Corp., 6.0%, 10/15/2011

1,555,000

1,551,112

Dynegy Holdings, Inc.:

 

 

6.875%, 4/1/2011 (d)

390,000

385,125

7.125%, 5/15/2018

1,075,000

1,023,937

7.625%, 10/15/2026 (d)

705,000

671,513

8.75%, 2/15/2012 (d)

185,000

201,650

144A, 9.875%, 7/15/2010

1,680,000

1,856,400

El Paso Production Holding Corp., 7.75%, 6/1/2013 (d)

1,095,000

1,168,912

Key Energy Services, Inc., 6.375%, 5/1/2013

400,000

402,000

Newpark Resources, Inc., Series B, 8.625%, 12/15/2007

1,625,000

1,608,750

NGC Corp. Capital Trust I, Series B, 8.316%, 6/1/2027

1,400,000

1,225,000

Sonat, Inc., 7.0%, 2/1/2018

655,000

610,788

Southern Natural Gas, 8.875%, 3/15/2010 (d)

1,260,000

1,382,129

Stone Energy Corp.:

 

 

6.75%, 12/15/2014

815,000

792,588

8.25%, 12/15/2011

1,935,000

2,026,912

Whiting Petroleum Corp.:

 

 

7.25%, 5/1/2012

80,000

82,000

7.25%, 5/1/2013 (d)

130,000

132,600

Williams Companies, Inc.:

 

 

8.125%, 3/15/2012 (d)

2,305,000

2,616,175

8.75%, 3/15/2032

735,000

882,919

 

20,008,973

 

Principal Amount ($)(f)

Value ($)

 

 

Financials 8.3%

AAC Group Holding Corp., 144A, Step-up Coupon, 0% to 10/1/2008, 10.25% to 10/1/2012

405,000

273,375

Affinia Group, Inc., 144A, 9.0%, 11/30/2014

1,625,000

1,365,000

Alamosa Delaware, Inc., Step-up Coupon, 0% to 7/31/2005, 12.0% to 7/31/2009

668,000

736,470

Alliance Mortgage Cycle Loan, 12.25%, 6/4/2010

750,000

750,000

AmeriCredit Corp., 9.25%, 5/1/2009

2,970,000

3,163,050

Atlantic Mutual Insurance Co., 144A, 8.15%, 2/15/2028

605,000

399,661

BF Saul Real Estate Investment Trust, (REIT) 7.5%, 3/1/2014

515,000

533,025

E*TRADE Financial Corp., 8.0%, 6/15/2011

1,175,000

1,236,688

FINOVA Group, Inc., 7.5%, 11/15/2009

3,330,600

1,482,117

Ford Motor Credit Co., 7.25%, 10/25/2011

1,945,000

1,871,611

FRD Acquisition Co., Series B, 12.5%, 7/15/2004*

210,000

0

General Motors Acceptance Corp.:

 

 

4.13%**, 3/20/2007

1,690,000

1,639,023

6.125%, 8/28/2007

400,000

395,887

6.75%, 12/1/2014 (d)

700,000

626,272

6.875%, 9/15/2011

205,000

189,233

8.0%, 11/1/2031

6,925,000

6,179,475

H&E Equipment/Finance, 11.125%, 6/15/2012

1,140,000

1,256,850

Neff Rental/Neff Finance Corp., 144A, 11.25%, 6/15/2012

405,000

405,000

Poster Financial Group, Inc., 8.75%, 12/1/2011 (d)

1,220,000

1,241,350

PXRE Capital Trust I, 8.85%, 2/1/2027

1,185,000

1,228,753

Qwest Capital Funding, Inc., 6.5%, 11/15/2018

455,000

373,100

R.H. Donnelly Finance Corp., 10.875%, 12/15/2012

890,000

1,034,625

Radnor Holdings Corp., 11.0%, 3/15/2010 (d)

1,850,000

1,262,625

Rafaella Apparel Group, Inc., 144A, 11.25%, 6/15/2011

490,000

471,625

RC Royalty Subordinated LLC, 7.0%, 1/1/2018

1,075,000

881,500

TIG Capital Holdings Trust, 144A, 8.597%, 1/15/2027

1,470,000

1,190,700

Triad Acquisition, 144A, 11.125%, 5/1/2013

740,000

749,250

UGS Corp., 10.0%, 6/1/2012

1,490,000

1,653,900

Universal City Development, 11.75%, 4/1/2010

1,980,000

2,272,050

 

34,862,215

Health Care 1.8%

Cinacalcet Royalty Subordinated LLC, 8.0%, 3/30/2017

795,000

802,950

Encore Medical Corp., 9.75%, 10/1/2012

425,000

412,250

Hanger Orthopedic Group, Inc., 10.375%, 2/15/2009 (d)

590,000

544,275

HEALTHSOUTH Corp., 10.75%, 10/1/2008

1,540,000

1,601,600

 

Principal Amount ($)(f)

Value ($)

 

 

InSight Health Services Corp., Series B, 9.875%, 11/1/2011

1,122,000

875,160

Tenet Healthcare Corp., 144A, 9.25%, 2/1/2015

3,325,000

3,449,687

 

7,685,922

Industrials 12.1%

Aavid Thermal Technologies, Inc., 12.75%, 2/1/2007

2,353,000

2,491,239

Allied Security Escrow Corp., 11.375%, 7/15/2011

1,455,000

1,418,625

Allied Waste North America, Inc.:

 

 

Series B, 5.75%, 2/15/2011

2,615,000

2,445,025

Series B, 9.25%, 9/1/2012 (d)

1,510,000

1,630,800

American Color Graphics, 10.0%, 6/15/2010

1,210,000

871,200

Avondale Mills, Inc., 144A, 10.093%**, 7/1/2012

1,090,000

1,024,600

Bear Creek Corp., 144A, 8.33%**, 3/1/2012

565,000

548,050

Beazer Homes USA, Inc.:

 

 

8.375%, 4/15/2012

860,000

922,350

8.625%, 5/15/2011

575,000

609,500

Browning-Ferris Industries:

 

 

7.4%, 9/15/2035

1,845,000

1,586,700

9.25%, 5/1/2021

430,000

435,375

Cenveo Corp., 7.875%, 12/1/2013 (d)

1,302,000

1,236,900

Collins & Aikman Floor Cover, Series B, 9.75%, 2/15/2010

2,160,000

2,235,600

Columbus McKinnon Corp., 10.0%, 8/1/2010

810,000

878,850

Compression Polymers Corp.:

 

 

144A, 10.46%**, 7/1/2012

445,000

445,000

144A, 10.5%, 7/1/2013

880,000

880,000

Congoleum Corp., 8.625%, 8/1/2008*

850,000

830,875

Cornell Companies, Inc., 10.75%, 7/1/2012

1,255,000

1,302,063

Dana Corp., 7.0%, 3/1/2029

1,408,000

1,230,036

Erico International Corp., 8.875%, 3/1/2012

475,000

482,125

Goodman Global Holding Co., Inc., 144A, 7.875%, 12/15/2012 (d)

1,000,000

925,000

HydroChem Industrial Services, Inc., 144A, 9.25%, 2/15/2013

205,000

189,625

ISP Chemco, Inc., Series B, 10.25%, 7/1/2011

2,425,000

2,643,250

K. Hovnanian Enterprises, Inc., 8.875%, 4/1/2012

1,250,000

1,353,125

Kansas City Southern:

 

 

7.5%, 6/15/2009

405,000

418,162

9.5%, 10/1/2008

2,745,000

2,992,050

Kinetek, Inc., Series D, 10.75%, 11/15/2006

2,040,000

1,856,400

Laidlaw International, Inc., 10.75%, 6/15/2011

1,320,000

1,546,618

Metaldyne Corp., 144A, 10.0%, 11/1/2013 (d)

1,250,000

1,025,000

Millennium America, Inc., 9.25%, 6/15/2008

2,300,000

2,489,750

NTK Holdings, Inc., 144A, Step-up Coupon, 0% to 9/1/2009, 10.75% to 3/1/2014 (d)

1,035,000

486,450

Rainbow National Services LLC, 144A, 10.375%, 9/1/2014

1,100,000

1,265,000

 

Principal Amount ($)(f)

Value ($)

 

 

Remington Arms Co., Inc., 10.5%, 2/1/2011 (d)

600,000

567,000

Sea Containers Ltd., Series B, 10.75%, 10/15/2006

210,000

212,100

Securus Technologies, Inc., 144A, 11.0%, 9/1/2011

865,000

730,925

Ship Finance International Ltd., 8.5%, 12/15/2013

2,030,000

1,931,037

Technical Olympic USA, Inc.:

 

 

7.5%, 3/15/2011

625,000

581,250

10.375%, 7/1/2012

2,160,000

2,257,200

The Brickman Group Ltd., Series B, 11.75%, 12/15/2009

870,000

985,275

United Rentals North America, Inc., 7.0%, 2/15/2014 (d)

1,910,000

1,819,275

Xerox Capital Trust I, 8.0%, 2/1/2027

650,000

672,750

 

50,452,155

Information Technology 2.3%

Activant Solutions, Inc.:

 

 

144A, 8.904%**, 4/1/2010

150,000

155,250

10.5%, 6/15/2011

1,070,000

1,160,950

Eschelon Operating Co.:

 

 

8.375%, 3/15/2010

255,000

221,850

8.375%, 3/15/2010 (d)

355,000

308,850

Lucent Technologies, Inc.:

 

 

6.45%, 3/15/2029

2,370,000

2,121,150

7.25%, 7/15/2006 (d)

205,000

209,612

Sanmina-SCI Corp.:

 

 

144A, 6.75%, 3/1/2013 (d)

3,070,000

2,931,850

10.375%, 1/15/2010

1,813,000

2,012,430

Viasystems, Inc., 10.5%, 1/15/2011

435,000

400,200

 

9,522,142

Materials 11.5%

Aqua Chemical, Inc., 11.25%, 7/1/2008

525,000

441,000

ARCO Chemical Co., 9.8%, 2/1/2020

4,385,000

4,911,200

Associated Materials, Inc., Step-up Coupon, 0% to 3/1/2009, 11.25% to 3/1/2014

3,000,000

1,905,000

Caraustar Industries, Inc., 9.875%, 4/1/2011 (d)

2,705,000

2,725,287

Constar International, Inc.:

 

 

144A, 6.643%**, 2/15/2012

535,000

510,925

11.0%, 12/1/2012 (d)

150,000

119,250

Dayton Superior Corp.:

 

 

10.75%, 9/15/2008

925,000

962,000

13.0%, 6/15/2009 (d)

1,955,000

1,720,400

Edgen Acquisition Corp., 144A, 9.875%, 2/1/2011

635,000

615,950

GEO Specialty Chemicals, Inc., 11.62%, 12/31/2009

1,029,000

1,090,740

Georgia-Pacific Corp.:

 

 

8.0%, 1/15/2024

2,335,000

2,685,250

9.375%, 2/1/2013

1,750,000

1,979,687

Hercules, Inc., 6.75%, 10/15/2029

955,000

926,350

Huntsman Advanced Materials LLC, 11.0%, 7/15/2010

1,525,000

1,723,250

Huntsman International LLC, 10.125%, 7/1/2009 EUR

740,000

929,092

Huntsman LLC, 11.625%, 10/15/2010 (d)

2,102,000

2,461,968

 

Principal Amount ($)(f)

Value ($)

 

 

IMC Global, Inc.:

 

 

7.375%, 8/1/2018

425,000

425,000

10.875%, 8/1/2013

1,320,000

1,547,700

Intermet Corp., 9.75%, 6/15/2009* (d)

180,000

77,850

MMI Products, Inc., Series B, 11.25%, 4/15/2007

1,260,000

1,244,250

Neenah Foundry Co.:

 

 

144A, 11.0%, 9/30/2010

2,227,000

2,416,295

144A, 13.0%, 9/30/2013

1,102,460

1,091,435

NewPage Corp., 144A, 9.46%**, 5/1/2012 (d)

1,025,000

1,027,563

Omnova Solutions, Inc., 11.25%, 6/1/2010

2,280,000

2,394,000

Oregon Steel Mills, Inc., 10.0%, 7/15/2009

635,000

684,213

Oxford Automotive, Inc., 144A, 12.0%, 10/15/2010* (d)

2,091,513

1,045,757

Portola Packaging, Inc., 8.25%, 2/1/2012 (d)

1,675,000

1,139,000

Rockwood Specialties
Group, Inc.:

 

 

144A, 7.625%, 11/15/2014 EUR

860,000

1,051,136

10.625%, 5/15/2011

145,000

162,038

Sheffield Steel Corp., 11.375%, 8/15/2011

627,000

608,190

Texas Industries, Inc., 10.25%, 6/15/2011

1,860,000

2,155,275

TriMas Corp., 9.875%, 6/15/2012

2,791,000

2,344,440

UAP Holding Corp., Step-up Coupon, 0% to 1/15/2008, 10.75% to 7/15/2012 (d)

1,135,000

930,700

United States Steel Corp., 9.75%, 5/15/2010

1,694,000

1,829,520

 

47,881,711

Telecommunication Services 7.3%

AirGate PCS, Inc., 6.891%**, 10/15/2011

505,000

516,363

American Cellular Corp., Series B, 10.0%, 8/1/2011 (d)

1,440,000

1,461,600

AT&T Corp.:

 

 

9.05%, 11/15/2011

1,430,000

1,648,075

9.75%, 11/15/2031

1,590,000

2,068,987

Cincinnati Bell, Inc.:

 

 

7.25%, 7/15/2013 (d)

460,000

483,000

8.375%, 1/15/2014 (d)

3,825,000

3,920,625

Dobson Communications Corp., 8.875%, 10/1/2013

725,000

663,375

Insight Midwest LP, 9.75%, 10/1/2009

615,000

637,294

LCI International, Inc., 7.25%, 6/15/2007

1,640,000

1,590,800

Level 3 Financing, Inc., 144A, 10.75%, 10/15/2011 (d)

280,000

235,900

MCI, Inc., 8.735%, 5/1/2014

2,060,000

2,309,775

Nextel Communications, Inc.:

 

 

5.95%, 3/15/2014

1,410,000

1,464,637

7.375%, 8/1/2015

3,765,000

4,066,200

Nextel Partners, Inc., 8.125%, 7/1/2011

885,000

960,225

Northern Telecom Capital, 7.875%, 6/15/2026

235,000

235,000

 

Principal Amount ($)(f)

Value ($)

 

 

Qwest Corp.:

 

 

144A, 6.671%**, 6/15/2013

575,000

588,656

7.25%, 9/15/2025

1,470,000

1,374,450

Qwest Services Corp.:

 

 

13.5%, 12/15/2010

3,085,000

3,563,175

14.0%, 12/15/2014

480,000

582,000

Rural Cellular Corp., 9.875%, 2/1/2010

100,000

103,250

SBA Telecom, Inc., Step-up Coupon, 0% to 12/15/2007, 9.75% to 12/15/2011

317,000

291,640

Triton PCS, Inc., 8.5%, 6/1/2013 (d)

335,000

309,038

Ubiquitel Operating Co., 9.875%, 3/1/2011

410,000

449,975

US Unwired, Inc., Series B, 10.0%, 6/15/2012

750,000

834,375

Western Wireless Corp., 9.25%, 7/15/2013

200,000

227,750

 

30,586,165

Utilities 6.8%

AES Corp., 144A, 8.75%, 5/15/2013

2,255,000

2,519,962

Allegheny Energy Supply Co. LLC:

 

 

144A, 8.25%, 4/15/2012 (d)

3,010,000

3,371,200

Series A, 144A, 10.25%, 11/15/2007

1,265,000

1,391,500

Series B, 144A, 13.0%, 11/15/2007

455,000

502,206

Calpine Corp.:

 

 

7.625%, 4/15/2006

405,000

379,688

144A, 8.5%, 7/15/2010 (d)

1,745,000

1,343,650

CMS Energy Corp.:

 

 

8.5%, 4/15/2011 (d)

1,515,000

1,689,225

9.875%, 10/15/2007

2,295,000

2,501,550

DPL, Inc., 6.875%, 9/1/2011

1,170,000

1,263,600

Mission Energy Holding Co., 13.5%, 7/15/2008

3,960,000

4,702,500

NorthWestern Corp., 144A, 5.875%, 11/1/2014

345,000

353,625

NRG Energy, Inc., 144A, 8.0%, 12/15/2013

3,245,000

3,423,475

PSE&G Energy Holdings LLC:

 

 

8.5%, 6/15/2011

1,340,000

1,460,600

10.0%, 10/1/2009

2,350,000

2,637,875

Tenaska Alabama Partners LP, 144A, 7.0%, 6/30/2021

750,000

759,375

 

28,300,031

Total Corporate Bonds (Cost $322,420,841)

316,863,934

 

Asset Backed 0.6%

Golden Tree High Yield Opportunities LP, "D1", Series 1, 13.054%, 10/31/2007 (Cost $2,500,000)

2,500,000

2,618,500

 

Foreign Bonds — US$ Denominated 14.9%

Consumer Discretionary 2.3%

Jafra Cosmetics International, Inc., 10.75%, 5/15/2011

2,060,000

2,307,200

Kabel Deutschland GmbH, 144A, 10.625%, 7/1/2014

1,490,000

1,616,650

 

Principal Amount ($)(f)

Value ($)

 

 

Shaw Communications, Inc., 8.25%, 4/11/2010

2,495,000

2,769,450

Telenet Group Holding NV, 144A, Step-up Coupon, 0% to 12/15/2008, 11.5% to 6/15/2014 

2,020,000

1,570,550

Vitro Envases Norteamerica SA, 144A, 10.75%, 7/23/2011

170,000

164,900

Vitro SA de CV, Series A, 144A, 11.75%, 11/1/2013 (d)

1,470,000

1,227,450

 

9,656,200

Consumer Staples 0.4%

Burns Philp Capital Property Ltd., 10.75%, 2/15/2011

1,210,000

1,334,025

Grupo Cosan SA, 144A, 9.0%, 11/1/2009

375,000

388,125

 

1,722,150

Energy 2.4%

Luscar Coal Ltd., 9.75%, 10/15/2011

1,480,000

1,628,000

OAO Gazprom, 144A, 9.625%, 3/1/2013

1,965,000

2,409,581

Petroleum Geo-Services ASA, 10.0%, 11/5/2010

4,620,066

5,174,474

Secunda International Ltd., 11.141%**, 9/1/2012

893,000

870,675

 

10,082,730

Financials 0.6%

Conproca SA de CV, 12.0%, 6/16/2010

600,000

741,000

Eircom Funding, 8.25%, 8/15/2013

1,045,000

1,133,825

New ASAT (Finance) Ltd., 9.25%, 2/1/2011

566,000

472,610

 

2,347,435

Health Care 0.3%

Biovail Corp., 7.875%, 4/1/2010 (d)

1,330,000

1,359,925

Industrials 2.3%

CP Ships Ltd., 10.375%, 7/15/2012

1,435,000

1,607,200

Grupo Transportacion Ferroviaria Mexicana SA de CV:

 

 

144A, 9.375%, 5/1/2012

1,260,000

1,310,400

10.25%, 6/15/2007 (d)

2,815,000

3,012,050

12.5%, 6/15/2012

836,000

978,120

J. Ray McDermott SA, 144A, 11.5%, 12/15/2013

1,070,000

1,198,400

LeGrand SA, 8.5%, 2/15/2025

750,000

907,500

Stena AB, 9.625%, 12/1/2012

595,000

648,550

Supercanal Holding SA, 11.5%, 5/15/2005*

100,000

15,000

 

9,677,220

Materials 3.1%

Alrosa Finance SA, 144A, 8.875%, 11/17/2014

530,000

598,900

Cascades, Inc.:

 

 

7.25%, 2/15/2013

1,430,000

1,397,825

144A, 7.25%, 2/15/2013

95,000

92,862

Crown Euro Holdings SA, 10.875%, 3/1/2013

685,000

804,875

ISPAT Inland ULC, 9.75%, 4/1/2014

1,460,000

1,700,900

Rhodia SA, 8.875%, 6/1/2011 (d)

2,970,000

2,858,625

 

Principal Amount ($)(f)

Value ($)

 

 

Sino-Forest Corp., 144A, 9.125%, 8/17/2011

35,000

38,238

Tembec Industries, Inc.:

 

 

8.5%, 2/1/2011 (d)

4,780,000

3,692,550

8.625%, 6/30/2009 (d)

2,320,000

1,890,800

 

13,075,575

Sovereign Bonds 0.8%

Dominican Republic, 144A, 9.04%, 1/23/2018

200,000

208,500

Federative Republic of Brazil, 8.875%, 10/14/2019

770,000

816,200

Republic of Argentina, 8.28%, 12/31/2033 (d)

2,322,297

2,136,513

Republic of Venezuela, 10.75%, 9/19/2013 (d)

25,000

29,263

 

3,190,476

Telecommunication Services 2.7%

Alestra SA de RL de CV, 8.0%, 6/30/2010

405,000

364,500

Axtel SA, 11.0%, 12/15/2013

695,000

757,550

Embratel, Series B, 11.0%, 12/15/2008 (d)

676,000

768,950

Global Crossing UK Finance, 144A, 10.75%, 12/15/2014

1,005,000

912,037

Grupo Iusacell SA de CV, Series B, 10.0%, 7/15/2004*

240,000

182,400

Intelsat Bermuda Ltd., 144A, 7.805%**, 1/15/2012

645,000

656,288

Millicom International Cellular SA, 10.0%, 12/1/2013

1,900,000

1,890,500

Mobifon Holdings BV, 12.5%, 7/31/2010

1,900,000

2,303,750

Mobile Telesystems Financial, 144A, 8.375%, 10/14/2010

185,000

191,938

Nortel Networks Corp., 6.875%, 9/1/2023

430,000

402,050

Nortel Networks Ltd., 6.125%, 2/15/2006 (d)

2,585,000

2,601,156

 

11,031,119

Total Foreign Bonds — US$ Denominated (Cost $62,176,709)

62,142,830

 

Foreign Bonds — Non US$ Denominated 1.5%

Consumer Discretionary 0.4%

IESY Repository GMBH, 144A, 8.75%, 2/15/2015 EUR

710,000

803,358

Victoria Acquisition III BV, 144A, 7.875%, 10/1/2014 EUR

795,000

875,483

 

1,678,841

Industrials 0.2%

Grohe Holdings GmbH, 144A, 8.625%, 10/1/2014 EUR

815,000

914,768

Sovereign Bonds 0.9%

Mexican Bonds, Series MI-10, 8.0%, 12/19/2013 MXN

13,560,500

1,162,711

Republic of Argentina, 7.82%, 12/31/2033 EUR

2,316,897

2,505,188

 

3,667,899

Total Foreign Bonds — Non US$ Denominated (Cost $6,423,551)

6,261,508

 

Principal Amount ($)(f)

Value ($)

 

 

Convertible Bonds 0.6%

DIMON, Inc., 6.25%, 3/31/2007

1,600,000

1,600,000

HIH Capital Ltd.:

 

 

144A, Series DOM, 7.5%, 9/25/2006

665,000

658,350

144A, Series EURO, 7.5%, 9/25/2006

110,000

108,900

Total Convertible Bonds (Cost $2,264,412)

2,367,250

 


Shares

Value ($)

 

 

Common Stocks* 0.2%

Catalina Restaurant Group, Inc.

3,870

6,192

GEO Specialty Chemicals, Inc.

24,225

314,925

GEO Specialty Chemicals, Inc., 144A

2,206

33,090

IMPSAT Fiber Networks, Inc.

33,652

188,451

Oxford Automotive, Inc.

403,263

112,914

Total Common Stocks (Cost $2,229,150)

655,572

 

Warrants* 0.0%

Dayton Superior Corp., 144A

95

1

DeCrane Aircraft Holdings, Inc., 144A

1,350

0

Destia Communications, Inc., 144A

1,260

0

TravelCenters of America, Inc.

345

43

UIH Australia Pacific, Inc.

750

0

Total Warrants (Cost $1,422)

44

 

Preferred Stocks 0.6%

Paxson Communications Corp., 14.25% (PIK) (d)

185

1,195,842

TNP Enterprises, Inc., 14.5%, "D" (PIK)

997

1,129,102

Total Preferred Stocks (Cost $2,852,577)

2,324,944

 

 


Shares

Value ($)

 

 

Other Investments* 0.3%

Hercules, Inc., (Bond Unit), 6.5%, 6/30/2029

1,730,000

1,349,400

SpinCycle, Inc., "F" (Common Stock Unit)

69

76

SpinCycle, Inc., (Common Stock Unit)

9,913

10,904

Total Other Investments (Cost $1,456,664)

1,360,380

 

Principal Amount ($)

Value ($)

 

 

Loan Participations 0.8%

Citigroup Global (Severstal), 8.625%, 2/24/2009

392,000

403,211

Intermet Corp., PRIME plus 3.25%, 9.0%**, 3/31/2009

3,000,000

2,910,001

Total Loan Participations (Cost $3,233,172)

3,313,212

 


Shares

Value ($)

 

 

Securities Lending Collateral 16.2%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $67,624,792)

67,624,792

67,624,792

 

Cash Equivalents 3.6%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $14,979,156)

14,979,156

14,979,156

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $488,162,446) (a)

115.2

480,512,122

Other Assets and Liabilities, Net

(15.2)

(63,243,140)

Net Assets

100.0

417,268,982

Notes to Scudder High Income Portfolio of Investments

* Non-income producing security. In the case of a bond, generally denotes that the issuer has defaulted on the payment of principal or interest. The following table represents bonds that are in default.

Security

Coupon

Maturity Date

Principal Amount

Acquisition Cost ($)

Value ($)

Congoleum Corp.

8.625

8/1/2008

850,000

USD

708,009

830,875

FRD Acquisition Co.

12.5

7/15/2004

210,000

USD

0

0

Grupo Iusacell SA de CV

10.0

7/15/2004

240,000

USD

144,738

182,400

Imperial Home Decor Group, Inc.

11.0

3/15/2008

1,050,000

USD

1,029,755

0

Intermet Corp.

9.75

6/15/2009

180,000

USD

73,800

77,850

Oxford Automotive, Inc.

12.0

10/15/2010

2,091,513

USD

1,423,950

1,045,757

Supercanal Holding SA

11.5

5/15/2005

100,000

USD

10,000

15,000

 

 

 

 

 

$ 3,390,252

$ 2,151,882

** 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 June 30, 2005.

(a) The cost for federal income tax purposes was $488,210,710. At June 30, 2005, net unrealized depreciation for all securities based on tax cost was $7,698,588. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $6,828,365 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $14,526,953.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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 June 30, 2005, amounted to $66,185,536, which is 15.9% of net assets.

(e) Represents collateral held in connection with securities lending.

(f) Principal amount stated in US dollars unless otherwise noted.

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.

PIK denotes that interest and dividend is paid in-kind.

Currency Abbreviations

EUR

Euro

MXN

Mexican Peso

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $405,558,498) — including $66,185,536 of securities loaned

$ 397,908,174

Investment in Scudder Daily Assets Fund Institutional (cost $67,624,792)*

67,624,792

Investment in Scudder Cash Management QP Trust (cost $14,979,156)

14,979,156

Total investments in securities, at value (cost $488,162,446)

480,512,122

Foreign currency, at value (cost $671,382)

659,439

Receivable for investments sold

4,701,377

Interest receivable

8,759,388

Receivable for Portfolio shares sold

4,822

Unrealized appreciation on forward foreign currency exchange contracts

335,265

Other assets

6,644

Total assets

494,979,057

Liabilities

Due to custodian bank

676,048

Payable for investments purchased

8,564,027

Payable for Portfolio shares redeemed

468,475

Payable upon return of securities loaned

67,624,792

Unrealized depreciation on forward foreign currency exchange contracts

27,507

Accrued management fee

202,792

Other accrued expenses and payables

146,434

Total liabilities

77,710,075

Net assets, at value

$ 417,268,982

Net Assets

Net assets consist of:

Undistributed net investment income

12,365,594

Net unrealized appreciation (depreciation) on:

Investments

(7,650,324)

Foreign currency related transactions

299,148

Accumulated net realized gain (loss)

(111,954,711)

Paid-in capital

524,209,275

Net assets, at value

$ 417,268,982

Class A

Net Asset Value, offering and redemption price per share ($361,099,658 ÷ 45,175,065 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 7.99

Class B

Net Asset Value, offering and redemption price per share ($56,169,324 ÷ 7,016,221 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 8.01

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 165,102

Interest

17,914,730

Interest — Scudder Cash Management QP Trust

103,960

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

169,048

Total Income

18,352,840

Expenses:

Management fee

1,248,725

Custodian fees

23,149

Distribution service fees (Class B)

68,995

Record keeping fees (Class B)

34,824

Auditing

27,213

Legal

10,313

Trustees' fees and expenses

4,881

Reports to shareholders

47,688

Other

62,186

Total expenses, before expense reductions

1,527,974

Expense reductions

(4,524)

Total expenses, after expense reductions

1,523,450

Net investment income (loss)

16,829,390

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

1,060,716

Foreign currency related transactions

12,562

 

1,073,278

Net unrealized appreciation (depreciation) during the period on:

Investments

(14,980,947)

Foreign currency related transactions

1,166,680

 

(13,814,267)

Net gain (loss) on investment transactions

(12,740,989)

Net increase (decrease) in net assets resulting from operations

$ 4,088,401

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 16,829,390

$ 34,238,642

Net realized gain (loss) on investment transactions

1,073,278

9,470,236

Net unrealized appreciation (depreciation) during the period on investment transactions

(13,814,267)

5,291,376

Net increase (decrease) in net assets resulting from operations

4,088,401

49,000,254

Distributions to shareholders from:

Net investment income

Class A

(33,565,659)

(29,352,659)

Class B

(5,270,980)

(3,056,845)

Portfolio share transactions:

Class A

Proceeds from shares sold

39,408,315

56,878,387

Reinvestment of distributions

33,565,659

29,352,659

Cost of shares redeemed

(75,402,406)

(119,443,412)

Net increase (decrease) in net assets from Class A share transactions

(2,428,432)

(33,212,366)

Class B

Proceeds from shares sold

8,746,492

37,277,037

Reinvestment of distributions

5,270,980

3,056,845

Cost of shares redeemed

(9,771,262)

(23,434,006)

Net increase (decrease) in net assets from Class B share transactions

4,246,210

16,899,876

Increase (decrease) in net assets

(32,930,460)

278,260

Net assets at beginning of period

450,199,442

449,921,182

Net assets at end of period (including undistributed net investment income of $12,365,594 and $34,372,843, respectively)

$ 417,268,982

$ 450,199,442

Other Information

Class A

Shares outstanding at beginning of period

44,826,321

48,977,744

Shares sold

4,899,884

6,841,589

Shares issued to shareholders in reinvestment of distributions

4,275,880

3,696,808

Shares redeemed

(8,827,020)

(14,689,820)

Net increase (decrease) in Portfolio shares

348,744

(4,151,423)

Shares outstanding at end of period

45,175,065

44,826,321

Class B

Shares outstanding at beginning of period

6,474,194

4,421,727

Shares sold

1,047,378

4,504,371

Shares issued to shareholders in reinvestment of distributions

669,756

384,026

Shares redeemed

(1,175,107)

(2,835,930)

Net increase (decrease) in Portfolio shares

542,027

2,052,467

Shares outstanding at end of period

7,016,221

6,474,194

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

2000c

Selected Per Share Data

Net asset value, beginning of period

$ 8.78

$ 8.43

$ 7.40

$ 8.13

$ 9.16

$ 11.46

Income (loss) from investment operations:

Net investment incomed

.34

.67

.67

.75

.84

1.14

Net realized and unrealized gain (loss) on investment transactions

(.28)

.31

1.03

(.74)

(.59)

(2.04)

Total from investment operations

.06

.98

1.70

.01

.25

(.90)

Less distributions from:

Net investment income

(.85)

(.63)

(.67)

(.74)

(1.28)

(1.40)

Net asset value, end of period

$ 7.99

$ 8.78

$ 8.43

$ 7.40

$ 8.13

$ 9.16

Total Return (%)

.86**

12.42

24.62

(.30)

2.63

(8.68)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

361

393

413

329

335

309

Ratio of expenses (%)

.68*

.66

.67

.66

.70

.68

Ratio of net investment income (%)

8.13*

8.11

8.62

10.07

9.89

11.23

Portfolio turnover rate (%)

130*

162

165

138

77

54

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $.08, increase net realized and unrealized gains and losses per share by $.08 and decrease the ratio of net investment income to average net assets from 10.74% to 9.89%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 8.77

$ 8.41

$ 7.39

$ 7.21

Income (loss) from investment operations:

Net investment incomec

.32

.64

.64

.31

Net realized and unrealized gain (loss) on investment transactions

(.27)

.32

1.03

(.13)

Total from investment operations

.05

.96

1.67

.18

Less distributions from:

Net investment income

(.81)

(.60)

(.65)

Net asset value, end of period

$ 8.01

$ 8.77

$ 8.41

$ 7.39

Total Return (%)

.77**

12.08

24.14

2.50**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

56

57

37

1

Ratio of expenses  (%)

1.06*

1.06

1.06

.92*

Ratio of net investment income (%)

7.75*

7.71

8.23

8.78*

Portfolio turnover rate  (%)

130*

162

165

138

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Income & Growth Strategy Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In addition to the ongoing expenses which the Portfolio bears directly, the Portfolio's shareholders indirectly bear the expense of the Underlying Scudder Portfolios in which the Portfolio invests. The Portfolio's estimated indirect expense from investing in the Underlying Scudder Portfolios is based on its allocation of Underlying Scudder Portfolios. In the most recent six-month period, the portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Direct Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,011.80

Expenses Paid per $1,000*

$ 3.74

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.08

Expenses Paid per $1,000*

$ 3.76

Direct Portfolio Expenses and Estimated Indirect Underlying Scudder Portfolio Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,011.80

Expenses Paid per $1,000**

$ 7.18

Hypothetical 5% Portfolio Return

Class B

Beginning Account Value 1/1/05

$ 1,000.00

Ending Account Value 6/30/05

$ 1,017.65

Expenses Paid per $1,000**

$ 7.20

* Expenses are equal to the Portfolio's annualized expense ratio for the 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.

** Expenses are equal to the Portfolio's annualized expense ratio for each class plus the estimated indirect expense from investing in underlying portfolios in which the Portfolio invests, 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 Ratio

Class B

Direct Portfolio Expense Ratio

.75%

Estimated Indirect Expenses of Underlying Scudder Portfolios

.69%

Estimated Net Annual Portfolio and Underlying Scudder Portfolios Expenses

1.44%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Income & Growth Strategy Portfolio

For the six months ended June 30, 2005, Scudder Income & Growth Strategy Portfolio had a return of 1.18% (Class B shares, unadjusted for contract charges). Since this portfolio invests in underlying portfolios from a broad array of investment styles, performance is analyzed by comparing the portfolio's return with the returns of indices that represent major asset classes. The portfolio's return was above that of major equity indices but below that of bond indices. The portfolio's allocation between stocks and bonds remained close to its target of 40% equity and 60% fixed income over the period.

During the first six months of 2005, the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. In the US markets, large-cap stocks performed better than small-cap stocks, and value stocks outperformed growth. International stocks were generally stronger than domestic issues.

Bonds delivered higher returns than stocks for the period: the return of the Lehman Brothers Aggregate Bond Index was 2.51%. High-yield bonds underperformed investment-grade issues in the early months of 2005, as concerns about the durability of economic growth drove a flight to quality. After a turbulent period in March and early April, the high-yield and emerging-market debt sectors rebounded.

Absolute returns were negatively affected by the portfolio's tactical asset allocation, as equities, which underperformed bonds, were overweighted. Within fixed income, the portfolio was underweighted cash and overweighted bonds during most of the period. This positioning helped performance, as the Lehman Brothers Aggregate Bond Index outpaced treasury bills.

Arnim Holzer Inna Okounkova Robert Wang

Co-Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividends and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

Diversification does not eliminate risk. The underlying portfolios invest in individual equity and bond funds whose yields and market values fluctuate, so that your investment may be worth more or less that its original cost. In addition, the underlying portfolios are subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes, and market risks. Derivatives may be more volatile and less liquid than traditional securities, and the portfolio could suffer losses on its derivative positions. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its risk profile.

The Standard & Poor's 500 (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.

The Lehman Brothers Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, agency issues, corporate bond issues and mortgage securities.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Income & Growth Strategy Portfolio

Asset Allocation

6/30/05

12/31/04

 

Fixed Income Funds

49%

56%

Equity Funds

43%

42%

Cash Equivalents

8%

2%

 

100%

100%

Asset allocation is subject to change.

For more complete details about the Portfolio's investment portfolio, see page 103. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Income & Growth Strategy Portfolio

 

Shares

Value ($)

 

 

Equity Funds 42.5%

Scudder SVS I Capital Growth Portfolio "A"

48,361

760,715

Scudder SVS I Global Discovery Portfolio "A"

4,153

55,116

Scudder SVS I Growth & Income Portfolio "A"

162,961

1,486,208

Scudder SVS I International Portfolio "A"

59,418

553,773

Scudder SVS II Aggressive Growth Portfolio "A"

27,696

286,935

Scudder SVS II Blue Chip Portfolio "A"

152,641

2,086,607

Scudder SVS II Dreman High Return Equity Portfolio "A"

72,767

926,324

Scudder SVS II Dreman Small Cap Value Portfolio "A"

34,330

640,594

Scudder SVS II International Select Equity Portfolio "A"

59,294

679,505

Scudder SVS II Janus Growth Opportunities Portfolio "A"

159,820

1,233,810

Scudder SVS II Large Cap Value Portfolio "A"

96,626

1,470,654

Scudder SVS II MFS Strategic Value Portfolio "A"

31,357

349,634

Scudder SVS II Small Cap Growth Portfolio "A"

39,481

502,193

Scudder SVS II Templeton Foreign Value Portfolio "A"

10,385

107,488

Scudder VIT Real Estate Securities Portfolio "A"

31,456

548,279

Total Equity Funds (Cost $11,372,075)

11,687,835

 

Shares

Value ($)

 

 

Fixed Income Funds 48.8%

Scudder SVS II Fixed Income Portfolio "A"

936,993

11,112,736

Scudder SVS II Government & Agency Securities Portfolio "A"

124,590

1,516,264

Scudder SVS II High Income Portfolio "A"

102,176

816,386

Scudder SVS II Strategic Income Portfolio "A"

275

3,138

Total Fixed Income Funds (Cost $13,599,880)

13,448,524

Cash Equivalents 7.6%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $2,095,249)

2,095,249

2,095,249

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $27,067,204) (a)

98.9

27,231,608

Other Assets and Liabilities, Net

1.1

308,236

Net Assets

100.0

27,539,844

Notes to Scudder Income & Growth Strategy Portfolio of Investments

(a) The cost for federal income tax purposes was $27,067,204. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $164,404. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $320,835 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $156,431.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in Underlying Affiliated Portfolios, at value (cost $24,971,955)

$ 25,136,359

Investment in Scudder Cash Management QP Trust (cost $2,095,249)

2,095,249

Total investments in securities, at value (cost $27,067,204)

27,231,608

Interest receivable

1,731

Receivable for Portfolio shares sold

318,178

Other assets

6,145

Total assets

27,557,662

Liabilities

Payable for Portfolio shares redeemed

3,060

Other accrued expenses and payables

14,758

Total liabilities

17,818

Net assets, at value

$ 27,539,844

Net Assets

Net assets consist of:

Undistributed net investment income

463,834

Net unrealized appreciation (depreciation) on investments

164,404

Accumulated net realized gain (loss)

165,791

Paid-in capital

26,745,815

Net assets, at value

$ 27,539,844

Class B Shares

Net asset value, offering and redemption price per share ($27,539,844 ÷ 2,558,509 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.76

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Income distributions from Underlying Affiliated Portfolios

$ 532,985

Interest — Scudder Cash Management QP Trust

8,921

Total Income

541,906

Expenses:

Management fee

15,593

Custodian and accounting fees

43,882

Distribution service fees (Class B)

25,988

Record keeping fees (Class B)

10,984

Auditing

8,783

Legal

4,539

Trustees' fees and expenses

126

Reports to shareholders

1,221

Offering costs

177

Other

491

Total expenses, before expense reductions

111,784

Expense reductions

(33,712)

Total expenses, after expense reductions

78,072

Net investment income (loss)

463,834

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

38,980

Capital gain distributions from Underlying Affiliated Portfolios

143,166

 

182,146

Net unrealized appreciation (depreciation) during the period on investments

(270,157)

Net gain (loss) on investment transactions

(88,011)

Net increase (decrease) in net assets resulting from operations

$ 375,823

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 463,834

$ (17,219)

Net realized gain (loss) on investment transactions

182,146

49,859

Net unrealized appreciation (depreciation) during the period on investment transactions

(270,157)

434,561

Net increase (decrease) in net assets resulting from operations

375,823

467,201

Distributions to shareholders from:

From net realized gains

Class B

(50,006)

Portfolio share transactions:

Class B

Proceeds from shares sold

15,319,596

13,456,607

Reinvestment of distributions

50,006

Cost of shares redeemed

(1,777,609)

(301,774)

Net increase (decrease) in net assets from Portfolio share transactions

13,591,993

13,154,833

Increase (decrease) in net assets

13,917,810

13,622,034

Net assets at beginning of period

13,622,034

Net assets at end of period (including undistributed net investment income of $463,834 at June 30, 2005)

$ 27,539,844

$ 13,622,034

Other Information

Class B

Shares outstanding at beginning of period

1,277,644

Shares sold

1,442,561

1,306,747

Shares issued to shareholders in reinvestment of distributions

4,753

Shares redeemed

(166,449)

(29,103)

Net increase (decrease) in Portfolio shares

1,280,865

1,277,644

Shares outstanding at end of period

2,558,509

1,277,644

a For the period from August 16, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.66

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.23

(.03)

Net realized and unrealized gain (loss) on investment transactions

(.10)

.69

Total from investment operations

.13

.66

Less distributions from:

Net realized gains on investment transactions

(.03)

Net asset value, end of period

$ 10.76

$ 10.66

Total Return (%)d

1.18**

6.60**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

28

14

Ratio of expenses before expense reductions (%)e

1.07*

2.96*

Ratio of expenses after expense reductions (%)e

.75*

.75*

Ratio of net investment income (%)

4.46*

(.67)*

Portfolio turnover rate (%)

22*

18*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from August 16, 2004 (commencement of operations) to December 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 Portfolio invests in other Scudder Portfolios and indirectly bears its proportionate share of fees and expenses incurred by the Underlying Scudder Portfolios in which the Portfolio is invested.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder International Select Equity Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 990.40

$ 988.10

Expenses Paid per $1,000*

$ 4.34

$ 6.11

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.43

$ 1,018.65

Expenses Paid per $1,000*

$ 4.41

$ 6.21

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder International Select Equity Portfolio

.88%

1.24%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder International Select Equity Portfolio

International equities delivered lackluster returns for US dollar investors during the first half of 2005. Although international stocks — especially emerging markets — fared well in local currency terms, the strength of the US dollar erased the majority of those gains and left only the emerging markets in positive territory. For the semiannual period ended June 30, 2005, the portfolio's Class A shares' return, unadjusted for contract charges, was -0.96%, underperforming the -0.04% return of the MSCI EAFE + Emerging Markets Index.

Our positioning in the financials sector was the largest detractor, as the portfolio's real estate linked stocks suffered from the specter of rising interest rates in some regions and continued economic weakness in others. Performance was helped by strong stock selection, particularly in the information technology and health care sectors. Within information technology, stock-specific news lifted the shares of Indra Sistemas SA (Spain) and Samsung Electronics Co., Ltd. (Korea), both of which announced positive outlooks for 2005. In health care, Roche Holding AG (Switzerland) rose due to positive results for a study relating to its breast cancer drug Herceptin and estimates that annual sales of the drug may double to $1 billion a year.

During the first half of the year, stock prices were influenced by concerns about slower global growth, sustained high oil prices and rising inflation expectations. We anticipate that these risks are short term in nature, as increasing globalization and rising productivity should continue to act as a counterbalance. In the short term, however, we believe the fund is positioned to benefit from these forces through its holdings in the energy and materials sectors.

Alex Tedder

Lead Portfolio Manager

Matthias Knerr, CFA
Sangita Uberoi, CFA

Managers
Deutsche Asset Management Investment Services Ltd., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Additionally, investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes and market risks. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The MSCI EAFE + EM Index (Morgan Stanley Capital International Europe, Australasia, Far East + Emerging Markets Index) is an unmanaged index generally accepted as a benchmark for major overseas markets plus emerging markets. The index is calculated using closing local market prices and converts to US dollars using the London close foreign exchange rates. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder International Select Equity Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

100%

99%

Cash Equivalents

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

25%

27%

Consumer Discretionary

13%

14%

Industrials

12%

13%

Energy

11%

10%

Materials

10%

5%

Information Technology

8%

8%

Health Care

8%

8%

Telecommunication Services

5%

8%

Utilities

5%

3%

Consumer Staples

3%

4%

 

100%

100%

Geographical Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Continental Europe

59%

51%

Japan

15%

19%

United Kingdom

14%

18%

Asia (excluding Japan)

8%

12%

Australia

2%

Latin America

2%

 

100%

100%

Asset allocation, geographical and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 111. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder International Select Equity Portfolio


Shares

Value ($)

 

 

Common Stocks 98.6%

Australia 2.4%

Macquarie Bank Ltd. (Cost $4,811,273)

124,500

5,629,885

Austria 1.5%

Wienerberger AG (Cost $3,443,866)

75,900

3,520,929

Brazil 2.0%

Petroleo Brasileiro SA (ADR) (Cost $4,137,990)

89,200

4,649,996

Denmark 1.3%

A P Moller — Maersk AS (Cost $2,970,792)

310

2,944,637

Finland 5.3%

Fortum Oyj

331,400

5,314,328

Neste Oil Oyj*

190,750

4,939,897

Nokia Oyj

135,500

2,254,965

(Cost $12,416,758)

12,509,190

France 11.6%

Christian Dior SA

53,335

4,121,436

Schneider Electric SA

66,000

4,960,715

Total SA

34,861

8,163,816

Vinci SA

70,000

5,823,057

Vivendi Universal SA

132,000

4,133,733

(Cost $21,637,815)

27,202,757

Germany 9.5%

Adidas-Salomon AG

15,900

2,652,440

BASF AG

68,152

4,517,112

E.ON AG

67,062

5,953,769

Hypo Real Estate Holding AG

127,000

4,821,388

Metro AG

85,163

4,215,577

(Cost $16,466,322)

22,160,286

Greece 1.6%

Alpha Bank AE (Cost $3,040,255)

141,260

3,753,687

Hong Kong 2.0%

Esprit Holdings Ltd. (Cost $4,529,682)

651,046

4,685,425

India 1.7%

State Bank of India (GDR) (Cost $2,998,549)

99,566

3,964,688

Ireland 3.7%

Anglo Irish Bank Corp. PLC

250,600

3,107,230

CRH PLC

211,258

5,606,579

(Cost $6,974,649)

8,713,809

Italy 5.0%

Banca Intesa SpA

1,040,400

4,746,032

Eni SpA (d)

271,560

6,971,947

(Cost $9,069,587)

11,717,979


Shares

Value ($)

 

 

Japan 14.3%

Canon, Inc.

97,800

5,122,694

Credit Saison Co., Ltd.

130,400

4,321,092

Daito Trust Construction Co., Ltd.

117,300

4,379,373

Kirin Brewery Co., Ltd. (d)

353,479

3,420,298

Millea Holdings, Inc.

270

3,636,199

Mitsubishi Corp.

417,000

5,640,751

Mitsubishi Tokyo Financial Group, Inc.

270

2,279,162

Toyota Motor Corp.

130,200

4,654,964

(Cost $26,407,547)

33,454,533

Korea 3.7%

POSCO (ADR) (d)

50,800

2,233,676

Samsung Electronics Co., Ltd. (GDR), 144A

26,940

6,445,395

(Cost $7,745,156)

8,679,071

Netherlands 5.5%

European Aeronautic Defence & Space Co.

117,700

3,734,871

ING Groep NV

238,755

6,717,018

TNT NV

92,000

2,329,522

(Cost $10,380,266)

12,781,411

Spain 5.2%

Indra Sistemas SA (d)

303,000

5,984,114

Telefonica SA

380,255

6,208,703

(Cost $8,278,052)

12,192,817

Sweden 1.0%

Investor AB "B" (Cost $2,284,679)

166,000

2,243,538

Switzerland 7.3%

Credit Suisse Group (Registered)

115,400

4,527,488

Nestle SA (Registered)

16,966

4,335,861

Roche Holding AG

65,680

8,282,869

(Cost $13,527,628)

17,146,218

United Kingdom 14.0%

AstraZeneca PLC

54,677

2,259,430

GlaxoSmithKline PLC

279,500

6,743,676

GUS PLC

146,000

2,295,239

HSBC Holdings PLC

208,334

3,320,434

Rio Tinto PLC

147,400

4,487,779

Royal Bank of Scotland Group PLC

126,385

3,805,951

Smith & Nephew PLC

225,546

2,219,973

Trinity Mirror PLC

211,993

2,337,478

Vodafone Group PLC

2,192,721

5,328,098

(Cost $28,899,675)

32,798,058

Total Common Stocks (Cost $190,020,542)

230,748,914

 

Securities Lending Collateral 5.4%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $12,529,309)

12,529,309

12,529,309


Shares

Value ($)

 

 

Cash Equivalents 0.4%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $858,737)

858,737

858,737

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $203,408,588) (a)

104.4

244,136,960

Other Assets and Liabilities, Net

(4.4)

(10,219,155)

Net Assets

100.0

233,917,805

Notes to Scudder International Select Equity Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $204,127,380. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $40,009,580. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $42,027,977 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $2,018,397.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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 June 30, 2005, amounted to $11,978,431, which is 5.1% of net assets.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

GDR: Global Depositary Receipt

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.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $190,020,542) — including $11,978,431 of securities loaned

$ 230,748,914

Investment in Scudder Daily Assets Fund Institutional (cost $12,529,309)*

12,529,309

Investment in Scudder Cash Management QP Trust (cost $858,737)

858,737

Total investments in securities, at value (cost $203,408,588)

244,136,960

Foreign currency, at value (cost $3,804,880)

3,812,394

Receivable for investments sold

465,989

Dividends receivable

551,681

Interest receivable

12,749

Receivable for Portfolio shares sold

157,331

Foreign taxes recoverable

247,660

Other assets

2,691

Total assets

249,387,455

Liabilities

Payable for investment purchased

2,460,981

Payable for Portfolio shares redeemed

231,052

Payable upon return of securities loaned

12,529,309

Accrued management fee

156,785

Other accrued expenses and payables

91,523

Total liabilities

15,469,650

Net assets, at value

$ 233,917,805

Net Assets

Net assets consist of:

Accumulated distributions in excess of net investment income

(84,496)

Net unrealized appreciation (depreciation) on:

Investments

40,728,372

Foreign currency related transactions

10,998

Accumulated net realized gain (loss)

(43,947,017)

Paid-in capital

237,209,948

Net assets, at value

$ 233,917,805

Class A

Net Asset Value, offering and redemption price per share ($181,905,954 ÷ 15,866,599 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.46

Class B

Net Asset Value, offering and redemption price per share ($52,011,851 ÷ 4,540,898 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.45

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $609,984)

$ 4,121,615

Interest — Scudder Cash Management QP Trust

39,660

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

131,867

Total Income

4,293,142

Expenses:

Management fee

860,598

Custodian fees

85,600

Distribution service fees (Class B)

60,905

Record keeping fees (Class B)

28,173

Auditing

26,426

Legal

7,726

Trustees' fees and expenses

2,636

Reports to shareholders

14,666

Other

8,849

Total expenses, before expense reductions

1,095,579

Expense reductions

(978)

Total expenses, after expense reductions

1,094,601

Net investment income (loss)

3,198,541

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

6,856,453

Foreign currency related transactions

(541,718)

 

6,314,735

Net unrealized appreciation (depreciation) during the period on:

Investments

(11,633,296)

Foreign currency related transactions

(192,576)

 

(11,825,872)

Net gain (loss) on investment transactions

(5,511,137)

Net increase (decrease) in net assets resulting from operations

$ (2,312,596)

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 3,198,541

$ 2,816,586

Net realized gain (loss) on investment transactions

6,314,735

10,653,908

Net unrealized appreciation (depreciation) during the period on investment transactions

(11,825,872)

20,514,926

Net increase (decrease) in net assets resulting from operations

(2,312,596)

33,985,420

Distributions to shareholders from:

Net investment income

Class A

(5,238,343)

(1,616,136)

Class B

(1,218,036)

(162,336)

Portfolio share transactions:

Class A

Proceeds from shares sold

15,656,533

40,441,379

Reinvestment of distributions

5,238,343

1,616,136

Cost of shares redeemed

(15,924,693)

(30,593,940)

Net increase (decrease) in net assets from Class A share transactions

4,970,183

11,463,575

Class B

Proceeds from shares sold

7,595,360

25,663,873

Reinvestment of distributions

1,218,036

162,336

Cost of shares redeemed

(1,666,999)

(3,432,245)

Net increase (decrease) in net assets from Class B share transactions

7,146,397

22,393,964

Increase (decrease) in net assets

3,347,605

66,064,487

Net assets at beginning of period

230,570,200

164,505,713

Net assets at end of period (including accumulated distributions in excess of net investment income and undistributed net investment income of $84,496 and $3,173,342, respectively)

$ 233,917,805

$ 230,570,200

Other Information

Class A

Shares outstanding at beginning of period

15,442,740

14,404,846

Shares sold

1,337,837

3,811,740

Shares issued to shareholders in reinvestment of distributions

457,897

154,506

Shares redeemed

(1,371,875)

(2,928,352)

Net increase (decrease) in Portfolio shares

423,859

1,037,894

Shares outstanding at end of period

15,866,599

15,442,740

Class B

Shares outstanding at beginning of period

3,923,204

1,760,419

Shares sold

655,131

2,466,794

Shares issued to shareholders in reinvestment of distributions

106,471

15,520

Shares redeemed

(143,908)

(319,529)

Net increase (decrease) in Portfolio shares

617,694

2,162,785

Shares outstanding at end of period

4,540,898

3,923,204

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 11.91

$ 10.18

$ 7.96

$ 9.24

$ 14.73

$ 21.45

Income (loss) from investment operations:

Net investment income (loss)c

.16

.17

.10

.12

.05

.08

Net realized and unrealized gain (loss) on investment transactions

(.27)

1.67

2.23

(1.36)

(3.46)

(3.90)

Total from investment operations

(.11)

1.84

2.33

(1.24)

(3.41)

(3.82)

Less distributions from:

Net investment income

(.34)

(.11)

(.11)

(.04)

(.10)

Net realized gains on investment transactions

(1.98)

(2.90)

Total distributions

(.34)

(.11)

(.11)

(.04)

(2.08)

(2.90)

Net asset value, end of period

$ 11.46

$ 11.91

$ 10.18

$ 7.96

$ 9.24

$ 14.73

Total Return (%)

(.96)**

18.25

29.83

(13.48)

(24.43)

(20.49)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

182

184

147

120

121

179

Ratio of expenses (%)

.88*

.89

.94

.85

.92

.84

Ratio of net investment income (loss) (%)

2.86*

1.58

1.17

1.46

.44

.47

Portfolio turnover rate (%)

76*

88

139

190

145

87

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 11.88

$ 10.15

$ 7.94

$ 8.98

Income (loss) from investment operations:

Net investment income (loss)c

.14

.13

.06

.02

Net realized and unrealized gain (loss) on investment transactions

(.28)

1.67

2.24

(1.06)

Total from investment operations

(.14)

1.80

2.30

(1.04)

Less distributions from:

Net investment income

(.29)

(.07)

(.09)

Net asset value, end of period

$ 11.45

$ 11.88

$ 10.15

$ 7.94

Total Return (%)

(1.19)**

17.84

29.42

(11.58)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

52

47

18

.4

Ratio of expenses (%)

1.24*

1.28

1.33

1.11*

Ratio of net investment income (loss) (%)

2.50*

1.19

.78

.54*

Portfolio turnover rate (%)

76*

88

139

190

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Large Cap Value Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 981.60

$ 979.70

Expenses Paid per $1,000*

$ 3.93

$ 5.74

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.83

$ 1,018.99

Expenses Paid per $1,000*

$ 4.01

$ 5.86

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Large Cap Value Portfolio

.80%

1.18%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Large Cap Value Portfolio

The portfolio's result for the first half of 2005 of -1.84% (Class A shares, unadjusted for contract charges) came in below that of our benchmark, the Russell 1000 Value Index, which was 1.76%.

The benchmark was affected by the strong showing of mid-cap stocks. In the first half of 2005, mid-cap stocks comprised about 32% of the Russell 1000 Value Index but contributed about 66% of the index's return. As the popularity of mid caps wanes, reversion to the mean may occur and the current difficulty that large value managers have had in beating the value benchmark should dissipate.

During the semiannual period, oil prices climbed on concerns of limited supply and production cutbacks. The portfolio benefited from this trend; however, our sector underweight, when compared to the index, and focus on large, integrated oil firms instead of oil services companies had a negative impact on relative performance. Additionally, ExxonMobil, which rose 13%, has now reached a 6% weight in the index, while the fund has maintained a position about half that size for risk management and diversification.

In technology, the portfolio benefited from good stock selection, which delivered positive results. We were overweight in semiconductor stocks, which rose on the heels of better-than-expected company earnings. We continue to like this undervalued group and believe it will benefit from solid economic growth and rising capital expenditures.

We believe that recent performance below the benchmark suggests substantial underappreciated performance potential within the portfolio.

Thomas F. Sassi
Lead Manager

Steve Scrudato
Portfolio Manager

Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio is subject to stock market risk. It focuses its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political or regulatory development. This may result in greater share price volatility. Please read the underlying prospectus for specific details regarding the product's investments and risk profile.

The Russell 1000 Value Index is an unmanaged index, which consists of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted-growth values.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Large Cap Value Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

94%

99%

Cash Equivalents

6%

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

28%

31%

Information Technology

19%

15%

Energy

15%

7%

Health Care

10%

11%

Industrials

10%

11%

Consumer Discretionary

7%

9%

Consumer Staples

5%

7%

Materials

3%

7%

Telecommunication Services

2%

1%

Utilities

1%

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 120. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Large Cap Value Portfolio

 


Shares

Value ($)

 

 

Common Stocks 93.3%

Consumer Discretionary 6.5%

Multiline Retail 1.5%

Family Dollar Stores, Inc.

178,300

4,653,630

Specialty Retail 5.0%

Lowe's Companies, Inc. (c)

90,200

5,251,444

RadioShack Corp.

133,000

3,081,610

The Gap, Inc.

220,100

4,346,975

TJX Companies, Inc.

95,400

2,322,990

15,003,019

Consumer Staples 4.3%

Food Products 2.9%

General Mills, Inc.

108,800

5,090,752

Unilever NV (NY Shares)

55,500

3,598,065

8,688,817

Household Products 1.4%

Kimberly-Clark Corp.

70,300

4,400,077

Energy 14.1%

Energy Equipment & Services 1.9%

Halliburton Co.

123,300

5,896,206

Oil, Gas & Consumable Fuels 12.2%

BP PLC (ADR)

97,444

6,078,557

ChevronTexaco Corp.

188,100

10,518,552

ExxonMobil Corp.

254,100

14,603,127

Royal Dutch Petroleum Co. (NY Shares)

86,000

5,581,400

36,781,636

Financials 26.0%

Banks 12.3%

AmSouth Bancorp. (c)

179,300

4,661,800

Bank of America Corp.

164,326

7,494,909

BB&T Corp.

74,600

2,981,762

PNC Financial Services Group

55,500

3,022,530

SunTrust Banks, Inc.

51,400

3,713,136

US Bancorp.

177,600

5,185,920

Wachovia Corp.

94,900

4,707,040

Wells Fargo & Co.

89,900

5,536,042

37,303,139

Capital Markets 2.9%

Bear Stearns Companies, Inc.

32,300

3,357,262

Merrill Lynch & Co., Inc.

96,700

5,319,467

8,676,729

Diversified Financial Services 7.6%

Citigroup, Inc.

195,200

9,024,096

Freddie Mac

69,300

4,520,439

JPMorgan Chase & Co.

264,700

9,349,204

22,893,739

Insurance 3.2%

Allstate Corp.

42,000

2,509,500

American International Group, Inc.

85,500

4,967,550

 


Shares

Value ($)

 

 

Lincoln National Corp.

49,300

2,313,156

9,790,206

Health Care 9.5%

Health Care Equipment & Supplies 2.0%

Baxter International, Inc.

166,100

6,162,310

Pharmaceuticals 7.5%

Abbott Laboratories

105,900

5,190,159

Bristol-Myers Squibb Co.

256,000

6,394,880

Johnson & Johnson

47,000

3,055,000

Pfizer, Inc.

127,500

3,516,450

Wyeth

103,000

4,583,500

22,739,989

Industrials 9.0%

Aerospace & Defense 2.3%

Honeywell International, Inc.

190,800

6,989,004

Commercial Services & Supplies 1.9%

Avery Dennison Corp.

75,500

3,998,480

Pitney Bowes, Inc.

35,400

1,541,670

5,540,150

Electrical Equipment 1.0%

Emerson Electric Co.

48,200

3,018,766

Industrial Conglomerates 3.8%

General Electric Co.

220,500

7,640,325

Textron, Inc.

51,900

3,936,615

11,576,940

Information Technology 18.0%

Communications Equipment 3.4%

Cisco Systems, Inc.*

158,800

3,034,668

Nokia Oyj (ADR)

439,600

7,314,944

10,349,612

Computers & Peripherals 3.8%

Hewlett-Packard Co.

253,797

5,966,767

International Business Machines Corp.

75,400

5,594,680

11,561,447

IT Consulting & Services 3.2%

Automatic Data Processing, Inc.

155,400

6,522,138

First Data Corp.

77,000

3,090,780

9,612,918

Semiconductors & Semiconductor Equipment 6.0%

Applied Materials, Inc. (c)

284,100

4,596,738

Intel Corp.

336,500

8,769,190

Texas Instruments, Inc.

168,700

4,735,409

18,101,337

Software 1.6%

Microsoft Corp.

188,900

4,692,276

Materials 3.0%

Chemicals 1.0%

Air Products & Chemicals, Inc.

51,600

3,111,480

 


Shares

Value ($)

 

 

Containers & Packaging 1.5%

Sonoco Products Co.

169,800

4,499,700

Metals & Mining 0.5%

Alcoa, Inc.

57,900

1,512,927

Telecommunication Services 1.6%

Diversified Telecommunication Services

SBC Communications, Inc.

87,300

2,073,375

Verizon Communications, Inc.

79,800

2,757,090

4,830,465

Utilities 1.3%

Electric Utilities

Progress Energy, Inc.

88,100

3,985,644

Total Common Stocks (Cost $250,833,992)

282,372,163

 


Shares

Value ($)

 

 

Securities Lending Collateral 3.9%

Scudder Daily Assets Fund Institutional, 3.19% (d) (e) (Cost $11,835,575)

11,835,575

11,835,575

 

Cash Equivalents 6.3%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $18,994,003)

18,994,003

18,994,003

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $281,663,570) (a)

103.5

313,201,741

Other Assets and Liabilities, Net

(3.5)

(10,666,576)

Net Assets

100.0

302,535,165

Notes to Scudder Large Cap Value Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $283,434,191. At June 30, 2005, net realized appreciation for all securities based on tax cost was $29,767,550. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $37,368,516 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $7,600,966.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $11,541,380, which is 3.8% of net assets.

(d) Scudder 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.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $250,833,992) — including $11,541,380 of securities loaned

$ 282,372,163

Investment in Scudder Daily Assets Fund Institutional (cost $11,835,575)*

11,835,575

Investment in Scudder Cash Management QP Trust (cost $18,994,003)

18,994,003

Total investments in securities, at value (cost $281,663,570)

313,201,741

Cash

17,936

Receivable for investments sold

1,251,624

Dividends receivable

393,094

Interest receivable

29,299

Receivable for Portfolio shares sold

38,518

Other assets

4,262

Total assets

314,936,474

Liabilities

Payable for Portfolio shares redeemed

306,281

Payable upon return of securities loaned

11,835,575

Accrued management fee

194,400

Other accrued expenses and payables

65,053

Total liabilities

12,401,309

Net assets, at value

$ 302,535,165

Net Assets

Net assets consist of:

Undistributed net investment income

$ 2,474,081

Net unrealized appreciation (depreciation) on investments

31,538,171

Accumulated net realized gain (loss)

(16,234,299)

Paid-in capital

284,757,212

Net assets, at value

$ 302,535,165

Class A

Net Asset Value, offering and redemption price per share ($262,643,056 ÷ 17,259,976 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 15.22

Class B

Net Asset Value, offering and redemption price per share ($39,892,109 ÷ 2,619,699 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 15.23

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $71,052)

$ 3,765,725

Interest — Scudder Cash Management QP Trust

100,488

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

26,238

Total Income

3,892,451

Expenses:

Management fee

1,140,499

Custodian fees

7,643

Distribution service fees (Class B)

49,923

Record keeping fees (Class B)

25,468

Auditing

22,169

Legal

6,384

Trustees' fees and expenses

3,306

Reports to shareholders

24,440

Other

8,690

Total expenses, before expense reductions

1,288,522

Expense reductions

(1,277)

Total expenses, after expense reductions

1,287,245

Net investment income (loss)

2,605,206

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

10,331,679

Net unrealized appreciation (depreciation) during the period on investments

(18,771,577)

Net gain (loss) on investment transactions

(8,439,898)

Net increase (decrease) in net assets resulting from operations

$ (5,834,692)

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 2,605,206

$ 5,323,805

Net realized gain (loss) on investment transactions

10,331,679

13,617,082

Net unrealized appreciation (depreciation) during the period on investment transactions

(18,771,577)

9,876,005

Net increase (decrease) in net assets resulting from operations

(5,834,692)

28,816,892

Distributions to shareholders from:

Net investment income

Class A

(4,761,672)

(4,099,698)

Class B

(575,737)

(305,336)

Portfolio share transactions:

Class A

Proceeds from shares sold

15,822,882

26,091,725

Reinvestment of distributions

4,761,672

4,099,698

Cost of shares redeemed

(22,123,675)

(40,278,155)

Net increase (decrease) in net assets from Class A share transactions

(1,539,121)

(10,086,732)

Class B

Proceeds from shares sold

2,296,571

22,917,145

Reinvestment of distributions

575,737

305,336

Cost of shares redeemed

(1,948,679)

(3,736,209)

Net increase (decrease) in net assets from Class B share transactions

923,629

19,486,272

Increase (decrease) in net assets

(11,787,593)

33,811,398

Net assets at beginning of period

314,322,758

280,511,360

Net assets at end of period (including undistributed net investment income of $2,474,081 and $5,206,284, respectively)

$ 302,535,165

$ 314,322,758

Other Information

Class A

Shares outstanding at beginning of period

17,350,180

18,033,776

Shares sold

1,031,188

1,766,310

Shares issued to shareholders in reinvestment of distributions

312,241

282,738

Shares redeemed

(1,433,633)

(2,732,644)

Net increase (decrease) in Portfolio shares

(90,204)

(683,596)

Shares outstanding at end of period

17,259,976

17,350,180

Class B

Shares outstanding at beginning of period

2,560,016

1,221,656

Shares sold

148,189

1,563,652

Shares issued to shareholders in reinvestment of distributions

37,679

21,029

Shares redeemed

(126,185)

(246,321)

Net increase (decrease) in Portfolio shares

59,683

1,338,360

Shares outstanding at end of period

2,619,699

2,560,016

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 15.79

$ 14.57

$ 11.24

$ 13.40

$ 13.40

$ 14.70

Income (loss) from investment operations:

Net investment income (loss)c

.13

.27

.24

.23

.23

.30

Net realized and unrealized gain (loss) on investment transactions

(.42)

1.18

3.33

(2.20)

.01

1.40

Total from investment operations

(.29)

1.45

3.57

(1.97)

.24

1.70

Less distributions from:

Net investment income

(.28)

(.23)

(.24)

(.19)

(.24)

(.40)

Net realized gains on investment transactions

(2.60)

Total distributions

(.28)

(.23)

(.24)

(.19)

(.24)

(3.00)

Net asset value, end of period

$ 15.22

$ 15.79

$ 14.57

$ 11.24

$ 13.40

$ 13.40

Total Return (%)

(1.84)**

10.07

32.60

(14.98)

1.87

16.13

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

263

274

263

215

257

219

Ratio of expenses (%)

.80*

.80

.80

.79

.79

.80

Ratio of net investment income (loss) (%)

1.76*

1.84

1.94

1.84

1.75

2.55

Portfolio turnover rate (%)

43*

40

58

84

72

56

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 15.77

$ 14.55

$ 11.23

$ 12.77

Income (loss) from investment operations:

Net investment income (loss)c

.11

.22

.18

.15

Net realized and unrealized gain (loss) on investment transactions

(.43)

1.17

3.35

(1.69)

Total from investment operations

(.32)

1.39

3.53

(1.54)

Less distributions from:

Net investment income

(.22)

(.17)

(.21)

Net asset value, end of period

$ 15.23

$ 15.77

$ 14.55

$ 11.23

Total Return (%)

(2.03)**

9.65

32.19

(12.06)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

40

40

18

.5

Ratio of expenses (%)

1.18*

1.18

1.19

1.04*

Ratio of net investment income (loss) (%)

1.38*

1.46

1.55

2.74*

Portfolio turnover rate (%)

43*

40

58

84**

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Mercury Large Cap Core Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio 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 Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the period ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,041.50

$ 1,040.60

Expenses Paid per $1,000*

$ 5.06

$ 6.02

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.84

$ 1,018.89

Expenses Paid per $1,000*

$ 5.01

$ 5.96

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Mercury Large Cap Core Portfolio

1.00%

1.19%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Mercury Large Cap Core Portfolio

The portfolio returned 4.15% (Class A shares, unadjusted for contract charges) during the first six months of 2005, while its benchmark, the Russell 1000 Index, rose 0.11%. The portfolio's performance versus the benchmark benefited most from our holdings in the consumer discretionary and health care sectors. Both stock selection and an overweight in energy also fueled performance. On the flip side, stock selection and an overweight in information technology, security selection in consumer staples and an overweight in the consumer discretionary sector hindered return.

During the six-month period, shares of large-cap value companies outperformed large-cap growth stocks. The Russell 1000 Value Index posted a 1.76% gain, versus the 1.72% decline of the Russell 1000 Growth Index. The broad US equity market, as represented by the S&P 500 Index, dipped 0.81% for the period.

Among the portfolio's top 10 holdings, ConocoPhillips in the energy sector was the main driver of outperformance versus the benchmark year to date. UnitedHealth Group Inc. also had a positive impact. Conversely, a small overweight in ExxonMobil Corp. slightly detracted from the relative return.

The portfolio's pro-cyclical bias benefited performance during the period, so we maintain this strategy. Accordingly, the portfolio's largest overweights versus the Russell 1000 Index are in the information technology, energy, health care, materials and consumer discretionary sectors, while its most notable underweights are in financials, consumer staples and industrials.

Bob Doll, CFA, CPA
Lead Portfolio Manager

Tasos Bouloutas Brenda Sklar
Dan Hansen Gregory Brunk
Portfolio Managers

Fund Asset Management L.P. (doing business as Mercury Advisors), Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

The portfolio is subject to stock market risk. It focuses its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political or regulatory development. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell 1000 Index is an unmanaged capitalization-weighted price-only index composed of the largest-capitalized United States companies whose common stocks are traded in the US. This larger capitalization, market-oriented index is highly correlated with the S&P 500 Index.

The Russell 1000 Growth Index is an unmanaged, capitalization-weighted index which consists of those securities in the Russell 1000 Index with higher price-to-book ratios and higher forecasted growth values.

Russell 1000 Value Index is an unmanaged index which consists of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted-growth values.

The Standard & Poor's (S&P) 500 Index is an unmanaged 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.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Mercury Large Cap Core Portfolio

Asset Allocation

6/30/05

12/31/04

 

Common Stocks

99%

99%

Cash Equivalents

1%

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Information Technology

25%

24%

Health Care

21%

12%

Energy

16%

11%

Consumer Discretionary

14%

18%

Financials

11%

12%

Industrials

6%

8%

Utilities

3%

3%

Materials

3%

8%

Consumer Staples

1%

4%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 5. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Mercury Large Cap Core Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.8%

Consumer Discretionary 14.2%

Auto Components 0.3%

Goodyear Tire & Rubber Co.*

470

7,003

Diversified Consumer Services 0.6%

ITT Educational Services, Inc.*

280

14,958

Hotels Restaurants & Leisure 0.8%

Darden Restaurants, Inc.

610

20,118

Household Durables 2.1%

Lennar Corp. "A"

425

26,966

NVR, Inc.*

30

24,300

 

51,266

Media 0.6%

Getty Images, Inc.*

160

11,881

Omnicom Group, Inc.

50

3,993

 

15,874

Multiline Retail 2.2%

J.C. Penney Co., Inc.

525

27,604

Nordstrom, Inc.

405

27,528

 

55,132

Specialty Retail 7.6%

Abercrombie & Fitch Co. "A"

385

26,450

Advance Auto Parts, Inc.*

295

19,042

American Eagle Outfitters, Inc.

835

25,593

AutoZone, Inc.*

285

26,351

Circuit City Stores, Inc.

1,245

21,526

Michaels Stores, Inc.

520

21,512

Pacific Sunwear of California, Inc.*

360

8,276

Staples, Inc.

1,205

25,691

The Gap, Inc.

785

15,504

 

189,945

Consumer Staples 1.5%

Food Products 1.1%

Archer-Daniels-Midland Co.

1,265

27,046

Household Products 0.2%

Procter & Gamble Co.

100

5,275

Tobacco 0.2%

Altria Group, Inc.

70

4,526

Energy 15.7%

Oil, Gas & Consumable Fuels

Amerada Hess Corp.

245

26,095

Anadarko Petroleum Corp.

375

30,806

Burlington Resources, Inc.

535

29,554

ConocoPhillips

720

41,393

Devon Energy Corp.

625

31,675

ExxonMobil Corp.

1,785

102,584

Kerr-McGee Corp.

140

10,683

Marathon Oil Corp.

20

1,067

Occidental Petroleum Corp.

425

32,695

Sunoco, Inc.

255

28,988

Unocal Corp.

335

18,539

 


Shares

Value ($)

 

 

Valero Energy Corp.

395

31,249

Williams Companies, Inc.

350

6,650

 

391,978

Financials 10.9%

Banks 0.5%

Bank of America Corp.

310

14,139

Capital Markets 1.6%

Bear Stearns Companies, Inc.

80

8,315

Lehman Brothers Holdings, Inc.

325

32,266

 

40,581

Diversified Financial Services 1.1%

Citigroup, Inc.

540

24,965

JPMorgan Chase & Co.

60

2,119

 

27,084

Insurance 7.7%

Allstate Corp.

570

34,058

American International Group, Inc.

40

2,328

Chubb Corp.

335

28,679

MetLife, Inc.

655

29,436

Progressive Corp.

120

11,857

Prudential Financial, Inc.

505

33,158

Safeco Corp.

465

25,268

UnumProvident Corp.

1,045

19,145

W.R. Berkley Corp.

227

8,099

 

192,028

Health Care 20.5%

Biotechnology 1.1%

Invitrogen Corp.*

335

27,902

Health Care Equipment & Supplies 0.9%

Becton, Dickinson & Co.

430

22,562

Health Care Providers & Services 12.9%

Aetna, Inc.

385

31,886

Caremark Rx, Inc.*

675

30,051

CIGNA Corp.

285

30,504

Express Scripts, Inc.*

550

27,489

HCA, Inc.

535

30,318

Humana, Inc.*

665

26,427

Laboratory Corp. of America Holdings*

420

20,958

McKesson Corp.

665

29,785

PacifiCare Health Systems, Inc.*

395

28,223

Quest Diagnostics, Inc.

505

26,901

UnitedHealth Group, Inc.

765

39,887

Universal Health Services, Inc. "B"

10

622

 

323,051

Pharmaceuticals 5.6%

Barr Pharmaceuticals, Inc.*

350

17,059

Johnson & Johnson

1,005

65,325

Pfizer, Inc.

2,060

56,815

 

139,199

 


Shares

Value ($)

 

 

Industrials 6.0%

Aerospace & Defense 0.8%

Goodrich Corp.

135

5,529

Raytheon Co.

390

15,257

 

20,786

Electrical Equipment 1.1%

Rockwell Automation, Inc.

550

26,791

Industrial Conglomerates 2.1%

General Electric Co.

1,510

52,322

Road & Rail 2.0%

CSX Corp.

570

24,316

Yellow Roadway Corp.*

525

26,670

 

50,986

Information Technology 25.2%

Communications Equipment 1.5%

Cisco Systems, Inc.*

165

3,153

Motorola, Inc.

1,875

34,238

 

37,391

Computers & Peripherals 6.0%

Dell, Inc.*

1,145

45,239

Hewlett-Packard Co.

1,685

39,614

NCR Corp.*

655

23,003

QLogic Corp.*

685

21,146

Storage Technology Corp.*

175

6,351

Western Digital Corp.*

1,090

14,628

 

149,981

Electronic Equipment & Instruments 0.5%

Jabil Circuit, Inc.*

430

13,214

IT Consulting & Services 2.5%

CheckFree Corp.*

530

18,052

Computer Sciences Corp.*

140

6,118

Fiserv, Inc.*

595

25,555

Sabre Holdings Corp.

645

12,868

 

62,593

Office Electronics 0.7%

Xerox Corp.*

1,245

17,168

Semiconductors & Semiconductor Equipment 3.5%

Intel Corp.

1,115

29,057

Lam Research Corp.*

785

22,718

NVIDIA Corp.*

730

19,505

Texas Instruments, Inc.

570

16,000

 

87,280

 


Shares

Value ($)

 

 

Software 10.5%

Adobe Systems, Inc.

420

12,020

Autodesk, Inc.

715

24,575

BEA Systems, Inc.*

3,205

28,140

BMC Software, Inc.*

775

13,911

Citrix Systems, Inc.*

1,125

24,368

Computer Associates International, Inc.

880

24,182

Intuit, Inc.*

595

26,841

McAfee, Inc.*

1,005

26,312

Mercury Interactive Corp.*

645

24,742

Microsoft Corp.

935

23,225

Oracle Corp.*

2,605

34,386

 

262,702

Materials 2.9%

Chemicals 2.0%

Eastman Chemical Co.

415

22,887

Monsanto Co.

445

27,977

 

50,864

Metals & Mining 0.9%

Nucor Corp.

490

22,354

Utilities 2.9%

Electric Utilities 1.5%

American Electric Power Co., Inc.

110

4,056

Edison International

645

26,155

Northeast Utilities

360

7,509

 

37,720

Independent Power Producers & Energy Traders 1.4%

Dynegy, Inc. "A"*

2,170

10,546

TXU Corp.

305

25,343

 

35,889

Total Common Stocks (Cost $2,332,886)

2,497,708

 

Cash Equivalents 1.0%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $26,180)

26,180

26,180

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $2,359,066) (a)

100.8

2,523,888

Other Assets and Liabilities

(0.8)

(20,443)

Net Assets

100.0

2,503,445

Notes to Scudder Mercury Large Cap Core Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $2,359,066. At June 30, 2005, net realized appreciation for all securities based on tax cost was $164,822. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $200,602 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $35,780.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $2,332,886)

$ 2,497,708

Investment in Scudder Cash Management QP Trust (cost $26,180)

26,180

Total investments in securities, at value (cost $2,359,066)

2,523,888

Cash

162

Receivable for investments sold

13,044

Dividends receivable

1,917

Interest receivable

261

Receivable for Portfolio shares sold

3,913

Due from Advisor

23,160

Total assets

2,566,345

Liabilities

Payable for investments purchased

19,708

Payable for Portfolio shares redeemed

5,407

Other accrued expenses and payables

37,785

Total liabilities

62,900

Net assets, at value

$ 2,503,445

Net Assets

Net assets consist of:

Undistributed net investment income

$ 91

Net unrealized appreciation (depreciation) on investments

164,822

Accumulated net realized gain (loss)

(39,394)

Paid-in capital

2,377,926

Net assets, at value

$ 2,503,445

Class A

Net Asset Value, offering and redemption price per share ($541,194 ÷ 50,284 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.76

Class B

Net Asset Value, offering and redemption price per share ($1,962,251 ÷ 182,546 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.75

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 10,063

Interest — Scudder Cash Management QP Trust

435

Total Income

10,498

Expenses:

Management fee

8,145

Custodian and accounting fees

26,761

Distribution service fees (Class B)

1,608

Record keeping fees (Class B)

529

Auditing

11,341

Legal

2,273

Trustees' fees and expenses

3

Reports to shareholders

1,817

Offering cost

793

Other

460

Total expenses, before expense reductions

53,730

Expense reductions

(43,429)

Total expenses, after expense reductions

10,301

Net investment income (loss)

197

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

(38,468)

Net unrealized appreciation (depreciation) during the period on investments

121,048

Net gain (loss) on investment transactions

82,580

Net increase (decrease) in net assets resulting from operations

$ 82,777

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 197

$ 1,239

Net realized gain (loss) on investment transactions

(38,468)

6,729

Net unrealized appreciation (depreciation) during the period on investment transactions

121,048

43,774

Net increase (decrease) in net assets resulting from operations

82,777

51,742

Distributions to shareholders from:

Net investment income

Class A

(725)

Class B

(1,862)

Net realized gains

Class A

(2,250)

Class B

(5,405)

Portfolio share transactions:

Class A

Proceeds from shares sold

499,964

Reinvestment of distributions

2,975

Net increase (decrease) in net assets from Class A share transactions

2,975

499,964

Class B

Proceeds from shares sold

879,568

1,008,929

Reinvestment of distributions

7,267

Cost of shares redeemed

(19,118)

(417)

Net increase (decrease) in net assets from Class B share transactions

867,717

1,008,512

Increase (decrease) in net assets

943,227

1,508,476

Net assets at beginning of period

1,560,218

Net assets at end of period (including undistributed net investment income of $91 and $2,481, respectively)

$ 2,503,445

$ 1,560,218

Other Information

Class A

Shares outstanding at beginning of period

50,000

Shares sold

50,000

Shares issued to shareholders in reinvestment of distributions

284

Net increase (decrease) in Portfolio shares

284

50,000

Shares outstanding at end of period

50,284

50,000

Class B

Shares outstanding at beginning of period

100,195

Shares sold

83,472

100,236

Shares issued to shareholders in reinvestment of distributions

693

Shares redeemed

(1,814)

(41)

Net increase (decrease) in Portfolio shares

82,351

100,195

Shares outstanding at end of period

182,546

100,195

a For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.39

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.01

.01

Net realized and unrealized gain (loss) on investment transactions

.43

.38

Total from investment operations

.44

.39

Less distributions from:

Net investment income

(.02)

Net realized gains on investment transactions

(.05)

Total distributions

(.07)

Net asset value, end of period

$ 10.76

$ 10.39

Total Return (%)d

4.15**

3.90**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

1

1

Ratio of expenses before expense reductions (%)

5.69*

22.15*

Ratio of expenses after expense reductions (%)

1.00*

1.12*

Ratio of net investment income (loss) (%)

.16*

.79*

Portfolio turnover rate (%)

88*

104*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

c Based on average shares outstanding during the period.

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

* Annualized ** Not annualized

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.39

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

(.00)d

.01

Net realized and unrealized gain (loss) on investment transactions

.43

.38

Total from investment operations

.43

.39

Less distributions from:

Net investment income

(.02)

Net realized gains on investment transactions

(.05)

Total distributions

(.07)

Net asset value, end of period

$ 10.75

$ 10.39

Total Return (%)e

4.06**

3.90**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

2

1

Ratio of expenses before expense reductions (%)

6.03*

22.55*

Ratio of expenses after expense reductions (%)

1.19*

1.11*

Ratio of net investment income (loss) (%)

(.03)*

.80*

Portfolio turnover rate (%)

88*

104*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

c Based on average shares outstanding during the period.

d Amount is less than $.005

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

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Money Market Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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 table is 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,011.30

$ 1,009.40

Expenses Paid per $1,000*

$ 2.54

$ 4.43

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,022.27

$ 1,020.38

Expenses Paid per $1,000*

$ 2.56

$ 4.46

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Money Market Portfolio

.51%

.89%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Money Market Portfolio

Short-term interest rates rose steadily during the semiannual period as investors reacted to rising oil prices, increasing signs of inflationary pressure and the continued series of interest rate increases by the US Federal Reserve Board (the Fed). The federal funds rate stood at 3.25% on June 30, 2005, compared with 2.25% six months earlier, following four hikes of 0.25% by the Fed. The federal funds rate is the interest rate banks charge each other for overnight loans and is a closely-watched indicator of US Federal Reserve Board monetary policy. The one-year LIBOR rate, an industry standard for measuring one-year money market rates, stood at a four-year high of 3.90% at the close of the period.

The portfolio provided a total return of 1.13% (Class A shares, unadjusted for contract charges) for the six months ended June 30, 2005, compared with the 1.07% average return for funds in the Lipper Money Market Funds category for the same period. The seven-day current yield for the portfolio was 2.73% as of June 30, 2005.

Our strategy was to keep the portfolio's average maturity relatively short in order to reduce risk, generally limiting our purchases to three-month-maturity issues and shorter. (Shorter-term securities are generally less risky than longer-term securities and are therefore potentially more attractive in a difficult environment.) From time to time, when the market offered more attractive yields at longer maturities, we added some longer-term issues. Overall, we maintain our conservative investment strategy and our insistence on the highest credit quality within the portfolio.

A group of investment professionals is responsible for the day-to-day management of the portfolio. These investment professionals have a broad range of experience managing money market funds.

Deutsche Investment Management Americas Inc.

Performance is historical, assumes reinvestment of all dividends, and does not guarantee future results. Current performance may be higher or lower than the performance quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns. The yield quotation more closely reflects the current earnings of the portfolio than the total return quotation. Investment returns will fluctuate.

Risk Considerations

An investment in this portfolio is not insured or guaranteed by the Federal Deposit Insurance Corporation or by any other government agency. Although the portfolio seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the portfolio. Please read this portfolio's prospectus for specific details regarding its investment and risk profile.

LIBOR, the London Interbank Offered Rate, is the most widely used benchmark or reference rate for short-term interest rates. LIBOR is the rate of interest at which banks borrow funds from other banks, in large volume, in the international market.

The Lipper Money Market Funds category includes funds that invest in high-quality financial instruments rated in the top two grades with dollar-weighted average maturities of less than 90 days and that intend to keep a constant net asset value. It is not possible to invest directly in a Lipper category.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Money Market Portfolio

Asset Allocation

6/30/05

12/31/04

 

Repurchase Agreements

26%

8%

Short-Term Notes

23%

22%

Commercial Paper

22%

41%

Certificates of Deposit and Bank Notes

16%

12%

US Government Sponsored Agencies+

10%

11%

Funding Agreement

2%

3%

Promissory Notes

1%

3%

 

100%

100%

+ Not backed by the full faith and credit of the US Government

Weighted Average Maturity*

 

 

Scudder Variable Series II — Money Market Portfolio

36 days

30 days

First Tier Money Fund Average

36 days

36 days

* The Funds are compared to their respective iMoneyNet category: Category includes only non-government retail funds that are not holding any second tier securities. Portfolio Holdings of First Tier funds include U.S. Treasury, U.S. Other, Repos, Time Deposits, Domestic Bank Obligations, Foreign Bank Obligations, First Tier CP, Floating Rate Notes and Asset backed Commercial Paper.

Asset allocation is subject to change.

For more complete details about the Portfolios' holdings, see page 16. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Money Market Portfolio

 

Principal Amount ($)

Value ($)

 

 

Certificates of Deposit and Bank Notes 16.0%

Bank of The West, 3.1%, 7/1/2005

5,000,000

5,000,000

Barclays Bank PLC, 3.06%, 8/9/2005

6,000,000

6,000,000

Depfa Bank PLC, 3.22%, 2/6/2006

3,000,000

3,000,000

HBOS Treasury Services PLC, 3.8%, 7/10/2006

3,000,000

3,000,000

Societe Generale:

 

 

2.955%, 8/8/2005

6,000,000

6,000,031

3.265%, 3/3/2006

3,000,000

3,000,000

Toronto Dominion Bank, 3.75%, 5/16/2006

3,000,000

2,999,744

UniCredito Italiano SpA, 3.8%, 6/15/2006

3,000,000

3,000,000

Wells Fargo Bank NA, 3.1%, 7/8/2005

15,000,000

15,000,000

Total Certificates of Deposit and Bank Notes (Cost $46,999,775)

46,999,775

 

Commercial Paper** 21.8%

Apreco LLC, 3.33%, 8/8/2005

14,000,000

13,950,938

Charta LLC, 3.26%, 8/4/2005

14,000,000

13,957,028

Giro Funding US Corp., 3.13%, 7/8/2005

11,000,000

10,993,305

Kitty Hawk Funding Corp., 3.32%, 7/25/2005

8,128,000

8,110,064

RWE AG, 2.92%, 8/1/2005

9,000,000

8,977,448

Verizon Network Funding Corp., 3.21%, 7/7/2005

8,000,000

7,995,720

Total Commercial Paper (Cost $63,984,503)

63,984,503

 

Short-Term Notes 23.2%

American Honda Finance Corp., 3.404%*, 6/22/2006

2,000,000

2,000,000

Credit Suisse First Boston, 3.38%*, 9/9/2005

7,000,000

7,000,315

Depfa Bank PLC, 3.42%*, 9/15/2005

4,000,000

4,000,000

HSBC Finance Corp., 3.37%*, 8/18/2005

12,000,000

12,002,091

International Business Machines Corp., 3.14%*, 3/8/2006

3,000,000

2,999,697

Kimberly-Clark Corp., 4.5%, 7/30/2005

8,000,000

8,009,096

Links Finance LLC, 3.215%*, 5/22/2006

6,000,000

5,999,451

Merrill Lynch & Co., Inc.:

 

 

3.2%*, 5/5/2006

3,000,000

3,002,039

3.471%*, 3/17/2006

10,000,000

10,005,180

 

Principal Amount ($)

Value ($)

 

 

Morgan Stanley, 3.508%*, 11/15/2005

10,000,000

10,000,000

Skandinaviska Enskila Banken, 3.27%*, 7/18/2006

3,000,000

3,000,000

Total-Short Term Notes (Cost $68,017,869)

68,017,869

 

Promissory Note* 1.0%

The Goldman Sachs Group, Inc., 3.538%, 10/28/2005 (Cost $3,000,000)

3,000,000

3,000,000

 

Funding Agreement* 2.4%

New York Life Insurance Co., 3.514%, 9/20/2005 (Cost $7,000,000)

7,000,000

7,000,000

 

US Government Sponsored Agencies+ 9.5%

Federal Home Loan Mortgage Corp.:

 

3.083%*, 10/7/2005

10,000,000

10,000,000

3.184%*, 11/7/2005

5,000,000

5,000,000

Federal National Mortgage Association:

 

 

3.04%*, 9/7/2006

3,000,000

2,997,354

3.05%**, 7/1/2005

10,000,000

10,000,000

Total US Government Sponsored Agencies (Cost $27,997,354)

27,997,354

 

Repurchase Agreements 26.2%

JPMorgan Chase, Inc., 3.43%, dated 6/30/2005, to be repurchased at $24,002,287 on 7/1/2005 (b)

24,000,000

24,000,000

Morgan Stanley, 3.4%, dated 6/30/2005, to be repurchased at $51,004,817 on 7/1/2005 (c)

51,000,000

51,000,000

State Street Bank and Trust Co., 2.65%, dated 6/30/2005, to be repurchased at $1,913,141 on 7/1/2005 (d)

1,913,000

1,913,000

Total Repurchase Agreements (Cost $76,913,000)

76,913,0000

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $293,912,501) (a)

100.1

293,912,501

Other Assets and Liabilities, Net

(0.1)

(390,323)

Net Assets

100.0

293,522,178

Notes to Scudder Money Market Portfolio of Investments

* 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 June 30, 2005.

** Annualized yield at time of purchase; not a coupon rate.

+ Not backed by the full faith and credit of the US Government.

(a) Cost for federal income tax purposes was $293,912,501.

(b) Collateralized by $31,620,461 Federal National Mortgage Association, Principal Only, Zero coupon with various maturities from 7/1/2034 to 2/1/2035 with a value of $24,720,623.

(c) Collateralized by a $52,735,000 Federal National Mortgage Association, with various coupon rates from 2.625-2.81%, and various maturities from 9/28/2006 to 1/9/2007 with a value of $52,421,244.

(d) Collateralized by a $1,940,000 Federal Farm Credit Bank, 2.125% maturing on 8/15/2005 with a value of $1,952,263.

Principal Only (PO) Bonds represent the "principal only" portion of payments on a pool of underlying mortgages or mortgage-backed securities.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at amortized cost (cost $216,999,501)

$ 216,999,501

Repurchase agreements, at amortized cost (cost $76,913,000)

76,913,000

Total investments in securities, at amortized cost (cost $293,912,501)

293,912,501

Cash

437

Interest receivable

702,708

Receivable for Portfolio shares sold

42,969

Other assets

5,995

Total assets

294,664,610

Liabilities

Dividends payable

313,998

Payable for Portfolio shares redeemed

651,009

Accrued management fee

108,327

Other accrued expenses and payables

69,098

Total liabilities

1,142,432

Net assets, at value

$ 293,522,178

Net Assets

Net assets consist of:

Accumulated distributions in excess of net investment income

(41,483)

Accumulated net realized gain (loss)

(16)

Paid-in capital

293,563,677

Net assets, at value

$ 293,522,178

Class A

Net Asset Value, offering and redemption price per share ($239,314,521 ÷ 239,347,534 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 1.00

Class B

Net Asset Value, offering and redemption price per share ($54,207,657 ÷ 54,212,661 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 1.00

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Interest

$ 4,298,332

Expenses:

Management fee

711,320

Custodian fees

9,399

Distribution service fees (Class B)

65,674

Record keeping fees (Class B)

32,989

Auditing

18,122

Legal

8,358

Trustees' fee and expenses

3,698

Reports to shareholders

34,535

Other

8,478

Total expenses, before expense reductions

892,573

Expense reductions

(1,231)

Total expenses, after expense reductions

891,342

Net investment income (loss)

3,406,990

Net realized gain (loss) from investments

(16)

Net increase (decrease) in net assets resulting from operations

$ 3,406,974

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income

$ 3,406,990

$ 3,038,989

Net realized gain (loss) on investment transactions

(16)

3,830

Net increase (decrease) in net assets resulting from operations

3,406,974

3,042,819

Distributions to shareholders from:

Net investment income

Class A

(2,910,012)

(2,746,531)

Class B

(496,383)

(313,926)

Portfolio share transactions:

Class A

Proceeds from shares sold

114,574,572

220,350,001

Reinvestment of distributions

2,816,208

2,679,083

Cost of shares redeemed

(119,350,996)

(308,224,544)

Net increase (decrease) in net assets from Class A share transactions

(1,960,216)

(85,195,460)

Class B

Proceeds from shares sold

35,038,325

69,563,948

Reinvestment of distributions

473,950

295,489

Cost of shares redeemed

(34,016,944)

(83,569,264)

Net increase (decrease) in net assets from Class B share transactions

1,495,331

(13,709,827)

Increase (decrease) in net assets

(464,306)

(98,922,925)

Net assets at beginning of period

293,986,484

392,909,409

Net assets at end of period (including accumulated distributions in excess of net investment income of $41,483 and $42,078, respectively)

$ 293,522,178

$ 293,986,484

Other Information

Class A

Shares outstanding at beginning of period

241,307,750

326,503,210

Shares sold

114,574,572

220,350,001

Shares issued to shareholders in reinvestment of distributions

2,816,208

2,679,083

Shares redeemed

(119,350,996)

(308,224,544)

Net increase (decrease) in Portfolio shares

(1,960,216)

(85,195,460)

Shares outstanding at end of period

239,347,534

241,307,750

Class B

Shares outstanding at beginning of period

52,717,331

66,427,158

Shares sold

35,038,324

69,563,948

Shares issued to shareholders in reinvestment of distributions

473,950

295,489

Shares redeemed

(34,016,944)

(83,569,264)

Net increase (decrease) in Portfolio shares

1,495,330

(13,709,827)

Shares outstanding at end of period

54,212,661

52,717,331

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000

Selected Per Share Data

Net asset value, beginning of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Income from investment operations:

Net investment income

.011

.009

.007

.013

.037

.059

Total from investment operations

.011

.009

.007

.013

.037

.059

Less distributions from:

Net investment income

(.011)

(.009)

(.007)

(.013)

(.037)

(.059)

Net asset value, end of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Total Return (%)

1.13**

.91

.72

1.35

3.75

6.10

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

239

241

326

570

671

279

Ratio of expenses (%)

.51*

.53

.54

.54

.55

.58

Ratio of net investment income (%)

2.28*

.88

.73

1.35

3.39

5.94

a For the six months ended June 30, 2005 (Unaudited).

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Income from investment operations:

Net investment income

.009

.005

.004

.007

Total from investment operations

.009

.005

.004

.007

Less distributions from:

Net investment income

(.009)

(.005)

(.004)

(.007)

Net asset value, end of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Total Return (%)

.94**

.52

.42

.67**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

54

53

66

3

Ratio of expenses before expense reductions (%)

.89*

.91

.93

.79*

Ratio of expenses after expense reductions (%)

.89*

.91

.92

.64*

Ratio of net investment income (%)

1.90*

.50

.35

1.11*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Small Cap Growth Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,010.30

$ 1,008.80

Expenses Paid per $1,000*

$ 3.54

$ 5.43

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,021.27

$ 1,019.39

Expenses Paid per $1,000*

$ 3.56

$ 5.46

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Small Cap Growth Portfolio

.71%

1.09%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Small Cap Growth Portfolio

During the first quarter of 2005, a strong, low-inflation economic environment favored mid- and large-cap stocks over small caps. In the second quarter, however, mixed economic data suggested that growth may be slowing. Over the six-month period, small caps rebounded during the second quarter from their last place first-quarter finish as surging oil prices led investors to move into smaller, specialized companies.

For its most recent semiannual period, the portfolio returned 1.03% (Class A shares, unadjusted for contract charges), handily outperforming the - -3.58% return of the Russell 2000 Growth Index.

The largest contributor to the portfolio's return over the six-month period was strong stock selection in the health care sector, particularly within the providers and services industry, which includes our holdings in companies dealing with laser vision-correction and managed care. Positive stock selection within consumer discretionary and information technology also helped returns. The portfolio benefited from an overweight in the consumer discretionary sector and underweight in materials during the period. Based on significantly higher oil prices, energy was the strongest-performing sector in the Russell 2000 Growth Index by a wide margin. However, our stock selection within energy detracted from performance. Going forward, we are optimistic that the portfolio is suitably positioned given the current market environment.

Samuel A. Dedio
Robert S. Janis

Co-Lead Portfolio Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Additionally, stocks of small companies involve greater risk than securities of larger, more-established companies, as they often have limited product lines, markets or financial resources and may be subject to more erratic and abrupt market movements. Finally, derivatives may be more volatile and less liquid than traditional securities and the portfolio could suffer losses on its derivatives positions. Please read this portofolio's prospectus for specific details regarding this product's investments and risk profile.

The Russell 2000 Growth Index is an unmanaged index (with no defined investment objective) of those securities in the Russell 2000 Index with a higher price-to-book ratio and higher forecasted growth values. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Small Cap Growth Portfolio

Asset Allocation (Excludes Security Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

99%

97%

Cash Equivalents

1%

3%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Health Care

28%

24%

Information Technology

23%

29%

Consumer Discretionary

22%

22%

Industrials

9%

8%

Financials

7%

8%

Energy

7%

3%

Consumer Staples

3%

5%

Telecommunication Services

1%

Materials

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 24. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Small Cap Growth Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.1%

Consumer Discretionary 21.6%

Hotels Restaurants & Leisure 7.4%

Buffalo Wild Wings, Inc.* (d)

96,100

2,998,320

P.F. Chang's China Bistro, Inc.*

105,800

6,240,084

RARE Hospitality International, Inc.*

198,350

6,043,724

Shuffle Master, Inc.* (d)

182,700

5,121,081

20,403,209

Media 2.0%

Lions Gate Entertainment Corp.* (d)

540,800

5,548,608

Specialty Retail 9.0%

A.C. Moore Arts & Crafts, Inc.*

183,700

5,806,757

Aeropostale, Inc.*

213,400

7,170,240

Hot Topic, Inc.*

319,500

6,108,840

Kenneth Cole Productions, Inc. "A"

177,700

5,530,024

24,615,861

Textiles, Apparel & Luxury Goods 3.2%

Gildan Activewear, Inc. "A"*

217,200

5,723,220

The Warnaco Group, Inc.*

136,000

3,162,000

8,885,220

Consumer Staples 2.9%

Household Products

Jarden Corp.*

146,300

7,888,496

Energy 7.3%

Energy Equipment & Services 3.8%

Grey Wolf, Inc.*

876,500

6,494,865

Universal Compression Holdings, Inc.*

112,400

4,073,376

10,568,241

Oil, Gas & Consumable Fuels 3.5%

Bill Barrett Corp.*

130,600

3,863,148

Bois d'Arc Energy, Inc.*

58,400

861,400

Comstock Resources, Inc.*

187,500

4,741,875

9,466,423

Financials 7.5%

Banks 4.0%

PrivateBancorp, Inc. (d)

120,800

4,273,904

Signature Bank*

136,700

3,335,480

Texas Capital Bancshares, Inc.*

175,500

3,464,370

11,073,754

Diversified Financial Services 2.3%

Affiliated Managers Group, Inc.* (d)

92,000

6,286,360

Insurance 1.2%

KMG America Corp.*

345,000

3,429,300

Health Care 27.6%

Health Care Equipment & Supplies 6.0%

American Medical Systems Holdings, Inc.*

246,800

5,096,420

ArthroCare Corp.* (d)

159,200

5,562,448

Hologic, Inc.*

10,100

401,475

 


Shares

Value ($)

 

 

Wright Medical Group, Inc.*

205,300

5,481,510

16,541,853

Health Care Providers & Services 21.6%

Amedisys, Inc.* (d)

170,900

6,285,702

American Healthways, Inc.* (d)

146,200

6,179,874

AMERIGROUP Corp.*

146,700

5,897,340

AmSurg Corp.*

149,300

4,134,117

Centene Corp.*

304,800

10,235,184

Chemed Corp.

96,500

3,944,920

HealthExtras, Inc.*

178,900

3,590,523

LCA-Vision, Inc. (d)

143,500

6,954,010

Psychiatric Solutions, Inc.*

135,800

6,614,818

United Surgical Partners International, Inc.*

111,700

5,817,336

59,653,824

Industrials 8.7%

Commercial Services & Supplies 0.6%

Morningstar, Inc.* (d)

62,300

1,753,745

Construction & Engineering 1.3%

Dycom Industries, Inc.*

182,900

3,623,249

Machinery 3.2%

Actuant Corp. "A"*

92,600

4,439,244

Watts Water Technologies, Inc. "A"

127,000

4,253,230

8,692,474

Road & Rail 0.9%

Heartland Express, Inc.

130,946

2,544,281

Transportation Infrastructure 2.7%

Greenbrier Companies, Inc.

96,600

2,617,860

Overnite Corp.

111,300

4,783,674

7,401,534

Information Technology 22.5%

Communications Equipment 2.6%

ADTRAN, Inc.

120,200

2,979,758

Foundry Networks, Inc.*

493,900

4,262,357

7,242,115

Electronic Equipment & Instruments 1.8%

National Instruments Corp.

229,500

4,865,400

Internet Software & Services 5.7%

Digital River, Inc.* (d)

194,500

6,175,375

j2 Global Communications, Inc.* (d)

134,800

4,642,512

Websense, Inc.*

101,100

4,857,855

15,675,742

Semiconductors & Semiconductor Equipment 6.8%

Emulex Corp.*

323,100

5,899,806

FormFactor, Inc.*

154,000

4,068,680

Power Integrations, Inc.*

166,800

3,597,876

Tessera Technologies, Inc.*

151,500

5,061,615

18,627,977

Software 5.6%

Hyperion Solutions Corp.*

121,500

4,889,160

Kronos, Inc.*

100,300

4,051,117

 


Shares

Value ($)

 

 

THQ, Inc.*

225,400

6,597,458

15,537,735

Telecommunication Services 1.0%

Diversified Telecommunication Services

NeuStar, Inc. "A"*

109,000

2,790,400

Total Common Stocks (Cost $227,042,693)

273,115,801

 

Preferred Stocks 0.0%

Convergent Networks, Inc. "D"* (c)

113,149

10,183

FusionOne "D"* (c)

230,203

7,367

Total Preferred Stocks (Cost $1,250,002)

17,550

 

 


Shares

Value ($)

 

 

Securities Lending Collateral 14.2%

Scudder Daily Assets Fund Institutional, 3.19%, (e) (f) (Cost $39,096,475)

39,096,475

39,096,475

 

Cash Equivalents 1.2%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $3,311,966)

3,311,966

3,311,966

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $270,701,136) (a)

114.5

315,541,792

Other Assets and Liabilities, Net

(14.5)

(40,010,572)

Net Assets

100.0

275,531,220

Notes to Scudder Small Cap Growth Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $270,701,136. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $44,840,656. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $50,898,425 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $6,057,769.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) The Portfolio may purchase securities that are subject to legal or contractual restrictions on resale ("restricted securities"). Restricted securities are securities which have not been registered with the Securities and Exchange Commission under the Securities Act of 1933. The Portfolio may be unable to sell a restricted security and it may be more difficult to determine a market value for a restricted security. Moreover, if adverse market conditions were to develop during the period between the Portfolio's decision to sell a restricted security and the point at which the Portfolio is permitted or able to sell such a security, the Portfolio might obtain a price less favorable than the price that prevailed when it decided to sell. This investment practice, therefore, could have the effect of increasing the level of illiquidity of the Portfolio.

Schedule of Restricted Securities

 

 

 

 

Securities

Acquisition Dates

Acquisition Cost ($)

Value ($)

Value as % of Net Assets

Convergent Networks, Inc. "D"

June 2003

10,183

.003

FusionOne "D"

October 2000

1,250,002

7,367

.003

Total Restricted Securities

 

 

17,550

.006

(d) All or a portion of these securities were on loan (see Notes to Financials Statements). The value of all securities loaned at June 30, 2005 amounted to $38,132,626, which is 13.8% of net assets.

(e) Scudder 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.

(f) Represents collateral held in connection with securities lending.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $228,292,695) — including $38,132,626 of securities loaned

$ 273,133,351

Investment in Scudder Daily Assets Fund Institutional (cost $39,096,475)*

39,096,475

Investment in Scudder Cash Management QP Trust (cost $3,311,966)

3,311,966

Total investments in securities, at value (cost $270,701,136)

315,541,792

Receivable for investments sold

3,025,861

Dividends receivable

2,597

Interest receivable

28,754

Receivable for Portfolio shares sold

3,802

Other assets

6,271

Total assets

318,609,077

Liabilities

Payable for investments purchased

3,548,107

Payable upon return of securities loaned

39,096,475

Payable for Portfolio shares redeemed

224,592

Accrued management fee

147,894

Other accrued expenses and payables

60,789

Total liabilities

43,077,857

Net assets, at value

$ 275,531,220

Net Assets

Net assets consist of:

Accumulated net investment loss

(635,473)

Net unrealized appreciation (depreciation) on investments

44,840,656

Accumulated net realized gain (loss)

(125,408,519)

Paid-in capital

356,734,556

Net assets, at value

$ 275,531,220

Class A

Net Asset Value, offering and redemption price per share ($238,601,751 ÷ 18,754,190 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.72

Class B

Net Asset Value, offering and redemption price per share ($36,929,469 ÷ 2,932,802 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.59

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 138,604

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

49,117

Interest — Scudder Cash Management QP Trust

83,425

Total Income

271,146

Expenses:

Management fee

775,666

Custodian fees

9,212

Distribution service fees (Class B)

37,559

Record keeping fees (Class B)

19,036

Auditing

27,040

Legal

6,996

Trustees' fees and expenses

1,866

Reports to shareholders

20,112

Other

8,383

Total expenses, before expense reductions

905,870

Expense reductions

(1,104)

Total expenses, after expense reductions

904,766

Net investment income (loss)

(633,620)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

11,094,936

Net unrealized appreciation (depreciation) during the period on investments

(3,838,457)

Net gain (loss) on investment transactions

7,256,479

Net increase (decrease) in net assets resulting from operations

$ 6,622,859

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (633,620)

$ (1,143,378)

Net realized gain (loss) on investment transactions

11,094,936

9,898,921

Net unrealized appreciation (depreciation) during the period on investment transactions

(3,838,457)

14,522,914

Net increase (decrease) in net assets resulting from operations

6,622,859

23,278,457

Portfolio share transactions:

Class A

Proceeds from shares sold

10,724,878

41,819,691

Net assets acquired in tax free reorganization

37,649,364

Cost of shares redeemed

(25,704,052)

(62,320,969)

Net increase (decrease) in net assets from Class A share transactions

22,670,190

(20,501,278)

Class B

Proceeds from shares sold

9,423,065

11,462,792

Net assets acquired in tax free reorganization

7,786,470

Cost of shares redeemed

(9,377,228)

(1,207,862)

Net increase (decrease) in net assets from Class B share transactions

7,832,307

10,254,930

Increase (decrease) in net assets

37,125,356

13,032,109

Net assets at beginning of period

238,405,864

225,373,755

Net assets at end of period (including accumulated net investment loss of $635,473 and $1,853, respectively)

$ 275,531,220

$ 238,405,864

Other Information

Class A

Shares outstanding at beginning of period

16,708,714

18,522,593

Shares sold

876,372

3,534,946

Shares issued in tax free reorganization

3,256,621

Shares redeemed

(2,087,517)

(5,348,825)

Net increase (decrease) in Portfolio shares

2,045,476

(1,813,879)

Shares outstanding at end of period

18,754,190

16,708,714

Class B

Shares outstanding at beginning of period

2,250,352

1,358,975

Shares sold

813,391

996,848

Shares issued in tax free reorganization

680,062

Shares redeemed

(811,003)

(105,471)

Net increase (decrease) in Portfolio shares

682,450

891,377

Shares outstanding at end of period

2,932,802

2,250,352

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 12.59

$ 11.34

$ 8.53

$ 12.80

$ 21.64

$ 26.54

Income (loss) from investment operations:

Net investment income (loss)c

(.03)

(.05)

(.04)

(.02)

(.02)

(.09)

Net realized and unrealized gain (loss) on investment transactions

.16

1.30

2.85

(4.25)

(6.27)

(2.01)

Total from investment operations

.13

1.25

2.81

(4.27)

(6.29)

(2.10)

Less distributions from:

Net realized gains on investment transactions

(2.52)

(2.80)

Return of capital

(.03)

Total distributions

(2.55)

(2.80)

Net asset value, end of period

$ 12.72

$ 12.59

$ 11.34

$ 8.53

$ 12.80

$ 21.64

Total Return (%)

1.03**

11.02

32.94

(33.36)

(28.91)

(10.71)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

239

210

210

154

232

301

Ratio of expenses (%)

.71*

.71

.69

.71

.68

.72

Ratio of net investment income (loss) (%)

(.48)*

(.47)

(.41)

(.24)

(.12)

(.34)

Portfolio turnover rate (%)

97*

117

123

68

143

124

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 12.48

$ 11.29

$ 8.52

$ 9.39

Income (loss) from investment operations:

Net investment income (loss)c

(.05)

(.10)

(.09)

(.02)

Net realized and unrealized gain (loss) on investment transactions

.16

1.29

2.86

(.85)

Total from investment operations

.11

1.19

2.77

(.87)

Net asset value, end of period

$ 12.59

$ 12.48

$ 11.29

$ 8.52

Total Return (%)

.88**

10.54

32.51

(9.27)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

37

28

15

.5

Ratio of expenses before expense reductions  (%)

1.09*

1.10

1.08

.96*

Ratio of expenses after expense reductions  (%)

1.09*

1.09

1.08

.96*

Ratio of net investment income (loss) (%)

(.86)*

(.85)

(.80)

(.39)*

Portfolio turnover rate (%)

97*

117

123

68

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Strategic Income Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,014.00

$ 1,012.10

Expenses Paid per $1,000*

$ 4.19

$ 6.04

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.63

$ 1,018.79

Expenses Paid per $1,000*

$ 4.21

$ 6.06

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Strategic Income Portfolio

.84%

1.21%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Strategic Income Portfolio

The bond markets began to show more volatility over the past six months. In March and April, high-yield issues in particular were affected by a combination of rich valuations, the US Federal Reserve Board's (the Fed) continuing hikes of short rates, and uncertainty over downgrades to high-yield status for GM and Ford. As the auto picture gained clarity in May, and the economic backdrop in the United States continued to evidence moderate, stable growth, the high-yield sector recovered. Emerging markets debt did not experience as much stress and showed better returns for the period than the high-yield sector.

For the six-month period ended June 30, 2005, the portfolio posted a 1.40% total return (Class A shares, unadjusted for contract charges). This compares with the portfolio benchmarks' returns of 5.52% for the JP Morgan Emerging Markets Bond Plus Index, 1.22% for the Merrill Lynch High Yield Master Index, 3.20% for the Lehman Brothers US Treasury Index and -3.97% for the Citigroup World Government Bond Index.

During the six months, we modestly decreased our exposure to high-yield and emerging markets bonds in view of the narrower yield advantage they provide following a period of strong performance. In addition to the high-yield and emerging markets sectors, a significant portion of the portfolio is invested in high-quality sovereign, agency and provincial bonds. These include US Treasury bonds, as well as debt of the United Kingdom, countries within the European Union and yen-denominated bonds. While our allocation to emerging markets helped returns, our high yield and global government positioning held back overall portfolio performance.

Jan Faller, CFA

Lead Manager

Andrew P. Cestone Brett Diment
Sean P. McCaffrey, CFA Edwin Gutierrez

Portfolio Managers Portfolio Managers
Deutsche Investment Management Americas Inc. Deutsche Asset Management Investment Services Ltd.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio invests in individual bonds whose yields and market values fluctuate so that your investment may be worth more or less than its original cost. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Additionally, investments by the portfolio in lower-rated bonds present greater risk to principal and income than investments in higher-quality securities. Finally, investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes and market risks. All of these factors may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The JP Morgan Emerging Markets Bond Plus Index is an unmanaged foreign securities index of US dollar and other external-currency-denominated Brady bonds, loans, Eurobonds and local market debt instruments traded in emerging markets.

The Merrill Lynch High Yield Master Index is an unmanaged index which tracks the performance of below-investment-grade US dollar-denominated corporate bonds publicly issued in the United States domestic market.

The Lehman Brothers US Treasury Index is an unmanaged index reflecting the performance of all public obligations and does not focus on one particular segment of the Treasury market.

The Citigroup World Government Bond Index (formerly known as Salomon Smith Barney World Government Bond Index) is an unmanaged index comprised of government bonds from 18 developed countries, including the US, with maturities greater than one year.

Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Strategic Income Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Corporate Bonds

35%

40%

Foreign Bonds — US$ Denominated

22%

21%

Foreign Bonds — Non US$ Denominated

18%

19%

US Government Backed

14%

13%

Cash Equivalents

8%

2%

US Government Sponsored Agencies

3%

4%

Other

1%

 

100%

100%

Quality (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

AAA*

27%

30%

AA

1%

2%

A

3%

4%

BBB

7%

5%

BB

16%

16%

B

26%

31%

CCC

5%

6%

Below CC

1%

Not rated

15%

5%

 

100%

100%

* Includes cash equivalents

Interest Rate Sensitivity

6/30/05

12/31/04

 

Average maturity

7.9 years

7.5 years

Average duration

5.6 years

5.4 years

Asset allocation, quality and interest rate sensitivity are subject to change.

The quality ratings represent the lower of Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Corporation ("S&P") credit ratings. The ratings of Moody's and S&P represent their opinions as to the quality of the securities they rate. Ratings are relative and subjective and are not absolute standards of quality. The Fund's credit quality does not remove market risk.

For more complete details about the Portfolio's investment portfolio, see page 34. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Strategic Income Portfolio

 

Principal Amount ($)(c)

Value ($)

 

 

Corporate Bonds 33.5%

Consumer Discretionary 7.7%

155 East Tropicana LLC/Finance, 144A, 8.75%, 4/1/2012 (e)

65,000

63,213

Adesa, Inc., 7.625%, 6/15/2012

35,000

35,525

AMC Entertainment, Inc., 8.0%, 3/1/2014 (e)

160,000

142,000

AutoNation, Inc., 9.0%, 8/1/2008

55,000

60,088

Aztar Corp., 7.875%, 6/15/2014 (e)

155,000

163,912

Bally Total Fitness Holdings Corp., 10.5%, 7/15/2011 (e)

35,000

34,956

Cablevision Systems New York Group, Series B, 7.89%**, 4/1/2009 (e)

55,000

55,138

Caesars Entertainment, Inc.:

 

 

8.875%, 9/15/2008

50,000

55,813

9.375%, 2/15/2007

30,000

32,250

Charter Communications Holdings LLC:

Step-up Coupon 0% to 5/15/2006, 11.75% to 5/15/2011

110,000

72,875

9.625%, 11/15/2009 (e)

175,000

130,813

10.25%, 9/15/2010

330,000

333,712

Cooper-Standard Automotive, Inc., 8.375%, 12/15/2014 (e)

115,000

90,850

CSC Holdings, Inc.:

 

 

7.25%, 7/15/2008

40,000

40,100

7.875%, 12/15/2007

160,000

165,200

Dex Media East LLC/Financial, 12.125%, 11/15/2012

426,000

510,135

Dura Operating Corp.:

 

 

Series B, 8.625%, 4/15/2012 (e)

60,000

54,000

Series B, 9.0%, 5/1/2009 EUR

20,000

16,700

EchoStar DBS Corp., 6.625%, 10/1/2014

30,000

29,625

Foot Locker, Inc., 8.5%, 1/15/2022

80,000

87,800

Ford Motor Co., 7.45%, 7/16/2031

15,000

12,522

Gregg Appliances, Inc., 144A, 9.0%, 2/1/2013

60,000

56,250

Interep National Radio Sales, Inc., Series B, 10.0%, 7/1/2008 (e)

80,000

66,500

ITT Corp., 7.375%, 11/15/2015

85,000

94,563

Jacobs Entertainment, Inc.:

 

 

11.875%, 2/1/2009

205,000

221,144

144A, 11.875%, 2/1/2009

70,000

75,512

Levi Strauss & Co., 7.73%**, 4/1/2012

50,000

47,250

Mediacom LLC, 9.5%, 1/15/2013 (e)

125,000

124,687

MGM MIRAGE:

 

 

8.375%, 2/1/2011 (e)

200,000

218,000

9.75%, 6/1/2007

65,000

70,444

MTR Gaming Group, Inc., Series B, 9.75%, 4/1/2010

40,000

43,400

NCL Corp., 144A, 11.625%, 7/15/2005

110,000

115,775

Norcraft Holdings/Capital, Step-up Coupon, 0% to 9/1/2008, 9.75% to 9/1/2012

155,000

106,950

 

Principal Amount ($)(c)

Value ($)

 

 

Paxson Communications Corp.:

 

 

Step-up Coupon, 0% to 1/15/2006, 12.25% to 1/15/2009 (e)

50,000

46,750

10.75%, 7/15/2008 (e)

40,000

39,400

Petro Stopping Centers, 9.0%, 2/15/2012

160,000

160,800

Pinnacle Entertainment, Inc., 8.75%, 10/1/2013

85,000

90,100

Premier Entertainment Biloxi LLC/Finance, 10.75%, 2/1/2012

130,000

126,100

PRIMEDIA, Inc.:

 

 

8.638%**, 5/15/2010

155,000

161,975

8.875%, 5/15/2011

145,000

151,887

Renaissance Media Group LLC, 10.0%, 4/15/2008

85,000

84,150

Resorts International Hotel & Casino, Inc., 11.5%, 3/15/2009

160,000

182,200

Restaurant Co., 11.25%, 5/15/2008

118,709

118,709

Schuler Homes, Inc., 10.5%, 7/15/2011

220,000

242,550

Simmons Bedding Co.:

 

 

144A, Step-up Coupon, 0% to 12/15/2009, 10.0% to 12/15/2014

220,000

99,000

7.875%, 1/15/2014 (e)

45,000

38,700

Sinclair Broadcast Group, Inc.:

 

 

8.0%, 3/15/2012

190,000

194,750

8.75%, 12/15/2011

210,000

220,500

Sonic Automotive, Inc., Series B, 8.625%, 8/15/2013

60,000

60,600

Toys "R" Us, Inc., 7.375%, 10/15/2018

110,000

89,100

Trump Entertainment Resorts, Inc., 8.5%, 6/1/2015 (e)

255,000

248,944

TRW Automotive, Inc.:

 

 

11.0%, 2/15/2013 (e)

180,000

207,000

11.75%, 2/15/2013 EUR

35,000

49,344

United Auto Group, Inc., 9.625%, 3/15/2012

140,000

149,450

Wheeling Island Gaming, Inc., 10.125%, 12/15/2009

45,000

47,700

Williams Scotsman, Inc., 9.875%, 6/1/2007

220,000

221,100

Wynn Las Vegas LLC, 144A, 6.625%, 12/1/2014

105,000

102,112

XM Satellite Radio, Inc.:

 

 

Step-up Coupon, 0% to 12/31/2005, 14.0% to 12/31/2009

166,321

171,726

12.0%, 6/15/2010

10,000

11,250

Young Broadcasting, Inc.:

 

 

8.75%, 1/15/2014 (e)

160,000

141,600

10.0%, 3/1/2011

35,000

33,250

 

6,918,449

Consumer Staples 1.1%

Alliance One International, Inc.:

 

 

144A, 11.0%, 5/15/2012

125,000

128,750

144A, 12.75%, 11/15/2012

40,000

38,000

Del Laboratories, Inc., 144A, 8.0%, 2/1/2012

60,000

51,600

Duane Reade, Inc., 9.75%, 8/1/2011

60,000

48,900

 

Principal Amount ($)(c)

Value ($)

 

 

GNC Corp.:

 

 

8.5%, 12/1/2010

40,000

32,000

144A, 8.625%, 1/15/2011

10,000

9,250

National Beef Packing Co., 10.5%, 8/1/2011 (e)

35,000

33,338

North Atlantic Trading Co., 9.25%, 3/1/2012

230,000

173,650

Pinnacle Foods Holding Corp., 8.25%, 12/1/2013 (e)

70,000

62,650

Rite Aid Corp., 11.25%, 7/1/2008 (e)

145,000

153,156

Swift & Co.:

 

 

10.125%, 10/1/2009

105,000

114,450

12.5%, 1/1/2010

25,000

27,906

Viskase Co., Inc., 11.5%, 6/15/2011

100,000

108,000

 

981,650

Energy 2.0%

Belden & Blake Corp., 8.75%, 7/15/2012 (e)

110,000

107,800

Chesapeake Energy Corp., 6.875%, 1/15/2016

15,000

15,638

CITGO Petroleum Corp., 6.0%, 10/15/2011

135,000

134,663

Dynegy Holdings, Inc.:

 

 

6.875%, 4/1/2011 (e)

40,000

39,500

7.125%, 5/15/2018

100,000

95,250

7.625%, 10/15/2026 (e)

65,000

61,912

8.75%, 2/15/2012 (e)

20,000

21,800

144A, 9.875%, 7/15/2010

150,000

165,750

El Paso Production Holding Corp., 7.75%, 6/1/2013

100,000

106,750

Key Energy Services, Inc., 6.375%, 5/1/2013

35,000

35,175

Newpark Resources, Inc., Series B, 8.625%, 12/15/2007

150,000

148,500

NGC Corp. Capital Trust I, Series B, 8.316%, 6/1/2027

100,000

87,500

Sonat, Inc., 7.0%, 2/1/2018

60,000

55,950

Southern Natural Gas, 8.875%, 3/15/2010

110,000

120,662

Stone Energy Corp.:

 

 

6.75%, 12/15/2014

75,000

72,937

8.25%, 12/15/2011

170,000

178,075

Whiting Petroleum Corp.:

 

 

7.25%, 5/1/2012

10,000

10,250

7.25%, 5/1/2013 (e)

15,000

15,300

Williams Companies, Inc.:

 

 

8.125%, 3/15/2012 (e)

210,000

238,350

8.75%, 3/15/2032

65,000

78,081

 

1,789,843

Financials 5.3%

AAC Group Holding Corp., 144A, Step-up Coupon, 0% to 10/1/2008, 10.25% to 10/1/2012

35,000

23,625

Affinia Group, Inc., 144A, 9.0%, 11/30/2014

150,000

126,000

Alamosa Delaware, Inc., Step-up Coupon, 0% to 7/31/2005, 12.0% to 7/31/2009 (e)

65,000

71,663

AmeriCredit Corp., 9.25%, 5/1/2009

235,000

250,275

Atlantic Mutual Insurance Co., 144A, 8.15%, 2/15/2028

40,000

26,424

 

Principal Amount ($)(c)

Value ($)

 

 

BF Saul Real Estate Investment Trust, (REIT) 7.5%, 3/1/2014

50,000

51,750

E*TRADE Financial Corp., 8.0%, 6/15/2011

115,000

121,037

FINOVA Group, Inc., 7.5%, 11/15/2009

295,850

131,653

Ford Motor Credit Co., 7.25%, 10/25/2011 (e)

175,000

168,397

General Motors Acceptance Corp.:

 

 

4.13%**, 3/20/2007

150,000

145,475

6.125%, 8/28/2007 (e)

40,000

39,589

6.75%, 12/1/2014 (e)

55,000

49,207

6.875%, 9/15/2011 (e)

20,000

18,462

8.0%, 11/1/2031

625,000

557,714

H&E Equipment/Finance, 11.125%, 6/15/2012

110,000

121,275

Neff Rental/Neff Finance Corp., 144A, 11.25%, 6/15/2012

35,000

35,000

Poster Financial Group, Inc., 8.75%, 12/1/2011

105,000

106,838

PXRE Capital Trust I, 8.85%, 2/1/2027

95,000

98,508

Qwest Capital Funding, Inc., 6.5%, 11/15/2018

40,000

32,800

R.H. Donnelly Finance Corp., 10.875%, 12/15/2012

85,000

98,813

Radnor Holdings Corp., 11.0%, 3/15/2010 (e)

175,000

119,437

Rafaella Apparel Group, Inc., 144A, 11.25%, 6/15/2011

45,000

43,313

RC Royalty Subordinated LLC, 7.0%, 1/1/2018

95,000

77,900

Tennessee Valley Authority, Series A, 6.79%, 5/23/2012

1,500,000

1,736,577

TIG Capital Holdings Trust, 144A, 8.597%, 1/15/2027

135,000

109,350

Triad Acquisition, 144A, 11.125%, 5/1/2013

70,000

70,875

UGS Corp., 10.0%, 6/1/2012

140,000

155,400

Universal City Development, 11.75%, 4/1/2010

175,000

200,812

 

4,788,169

Health Care 0.7%

Cinacalcet Royalty Subordinated LLC, 144A, 8.0%, 3/30/2017

70,000

70,700

Encore Medical Corp., 9.75%, 10/1/2012

40,000

38,800

Hanger Orthopedic Group, Inc., 10.375%, 2/15/2009 (e)

55,000

50,738

HEALTHSOUTH Corp., 10.75%, 10/1/2008

140,000

145,600

InSight Health Services Corp., Series B, 9.875%, 11/1/2011 (e)

100,000

78,000

Tenet Healthcare Corp., 144A, 9.25%, 2/1/2015

295,000

306,062

 

689,900

Industrials 5.0%

Aavid Thermal Technologies, Inc., 12.75%, 2/1/2007

210,000

222,337

Allied Security Escrow Corp., 11.375%, 7/15/2011

130,000

126,750

Allied Waste North America, Inc.:

 

 

Series B, 5.75%, 2/15/2011

235,000

219,725

Series B, 9.25%, 9/1/2012 (e)

132,000

142,560

 

Principal Amount ($)(c)

Value ($)

 

 

American Color Graphics, 10.0%, 6/15/2010 (e)

110,000

79,200

Avondale Mills, Inc., 144A, 10.093%**, 7/1/2012

105,000

98,700

Bear Creek Corp., 144A, 8.33%**, 3/1/2012

55,000

53,350

Beazer Homes USA, Inc.:

 

 

8.375%, 4/15/2012

75,000

80,437

8.625%, 5/15/2011

50,000

53,000

Browning-Ferris Industries:

 

 

7.4%, 9/15/2035

185,000

159,100

9.25%, 5/1/2021

20,000

20,250

Cenveo Corp., 7.875%, 12/1/2013

115,000

109,250

Collins & Aikman Floor Cover, Series B, 9.75%, 2/15/2010

189,000

195,615

Columbus McKinnon Corp., 10.0%, 8/1/2010

75,000

81,375

Compression Polymers Corp.:

 

 

144A, 10.46%**, 7/1/2012

40,000

40,000

144A, 10.5%, 7/1/2013

80,000

80,000

Congoleum Corp., 8.625%, 8/1/2008*

80,000

78,200

Cornell Companies, Inc., 10.75%, 7/1/2012

105,000

108,938

Dana Corp., 7.0%, 3/1/2029

125,000

109,201

Erico International Corp., 8.875%, 3/1/2012

45,000

45,675

Goodman Global Holding Co., Inc., 144A, 7.875%, 12/15/2012 (e)

90,000

83,250

HydroChem Industrial Services, Inc., 144A, 9.25%, 2/15/2013

20,000

18,500

ISP Chemco, Inc., Series B, 10.25%, 7/1/2011

215,000

234,350

K. Hovnanian Enterprises, Inc., 8.875%, 4/1/2012

110,000

119,075

Kansas City Southern:

 

 

7.5%, 6/15/2009

40,000

41,300

9.5%, 10/1/2008

245,000

267,050

Kinetek, Inc., Series D, 10.75%, 11/15/2006

180,000

163,800

Laidlaw International, Inc., 10.75%, 6/15/2011

115,000

134,743

Metaldyne Corp., 144A, 10.0%, 11/1/2013 (e)

115,000

94,300

Millennium America, Inc., 9.25%, 6/15/2008

215,000

232,737

NTK Holdings, Inc., 144A, Step-up Coupon, 0% to 9/1/2009, 10.75% to 3/1/2014

100,000

47,000

Rainbow National Services LLC, 144A, 10.375%, 9/1/2014

100,000

115,000

Remington Arms Co., Inc., 10.5%, 2/1/2011 (e)

60,000

56,700

Sea Containers Ltd., Series B, 10.75%, 10/15/2006

20,000

20,200

Securus Technologies, Inc., 144A, 11.0%, 9/1/2011

75,000

63,375

Ship Finance International Ltd., 8.5%, 12/15/2013

180,000

171,225

Technical Olympic USA, Inc.:

 

 

7.5%, 3/15/2011

55,000

51,150

10.375%, 7/1/2012

195,000

203,775

The Brickman Group Ltd., Series B, 11.75%, 12/15/2009

75,000

84,938

United Rentals North America, Inc., 7.0%, 2/15/2014 (e)

170,000

161,925

 

Principal Amount ($)(c)

Value ($)

 

 

Xerox Capital Trust I, 8.0%, 2/1/2027

60,000

62,100

 

4,530,156

Information Technology 1.0%

Activant Solutions, Inc.:

 

 

144A, 8.904%**, 4/1/2010

15,000

15,525

10.5%, 6/15/2011

95,000

103,075

Eschelon Operating Co.:

 

 

8.375%, 3/15/2010

20,000

17,400

8.375%, 3/15/2010 (e)

30,000

26,100

Lucent Technologies, Inc.:

 

 

6.45%, 3/15/2029

215,000

192,425

7.25%, 7/15/2006 (e)

40,000

40,900

Sanmina-SCI Corp.:

 

 

144A, 6.75%, 3/1/2013 (e)

275,000

262,625

10.375%, 1/15/2010

159,000

176,490

Viasystems, Inc., 10.5%, 1/15/2011

40,000

36,800

 

871,340

Materials 4.8%

Aqua Chemical, Inc., 11.25%, 7/1/2008

50,000

42,000

ARCO Chemical Co., 9.8%, 2/1/2020

390,000

436,800

Associated Materials, Inc., Step-up Coupon, 0% to 3/1/2009, 11.25% to 3/1/2014

265,000

168,275

Caraustar Industries, Inc., 9.875%, 4/1/2011 (e)

245,000

246,837

Constar International, Inc.:

 

 

144A, 6.643%**, 2/15/2012

50,000

47,750

11.0%, 12/1/2012 (e)

15,000

11,925

Dayton Superior Corp.:

 

 

10.75%, 9/15/2008

85,000

88,400

13.0%, 6/15/2009 (e)

175,000

154,000

Edgen Acquisition Corp., 144A, 9.875%, 2/1/2011

60,000

58,200

GEO Specialty Chemicals, Inc., 10.125%, 8/1/2008 *

93,000

98,580

Georgia-Pacific Corp.:

 

 

8.0%, 1/15/2024

210,000

241,500

9.375%, 2/1/2013

155,000

175,344

Hercules, Inc., 6.75%, 10/15/2029

90,000

87,300

Huntsman Advanced Materials LLC, 11.0%, 7/15/2010

140,000

158,200

Huntsman International LLC, 10.125%, 7/1/2009 EUR

85,000

106,720

Huntsman LLC, 11.625%, 10/15/2010

188,000

220,195

IMC Global, Inc.:

 

 

7.375%, 8/1/2018

35,000

35,000

10.875%, 8/1/2013 (e)

118,000

138,355

Intermet Corp., 9.75%, 6/15/2009* (e)

15,000

6,488

MMI Products, Inc., Series B, 11.25%, 4/15/2007

105,000

103,687

Neenah Foundry Co.:

 

 

144A, 11.0%, 9/30/2010

195,000

211,575

144A, 13.0%, 9/30/2013

94,000

93,060

NewPage Corp., 144A, 9.46%**, 5/1/2012 (e)

90,000

90,225

Omnova Solutions, Inc., 11.25%, 6/1/2010

205,000

215,250

Oregon Steel Mills, Inc., 10.0%, 7/15/2009

55,000

59,262

 

Principal Amount ($)(c)

Value ($)

 

 

Oxford Automotive, Inc., 144A, 12.0%, 10/15/2010 * (e)

167,321

83,661

Portola Packaging, Inc., 8.25%, 2/1/2012 (e)

150,000

102,000

Rockwood Specialties Group, Inc.:

 

 

144A, 7.625%, 11/15/2014 EUR

90,000

110,003

10.625%, 5/15/2011

15,000

16,762

Sheffield Steel Corp., 11.375%, 8/15/2011

55,000

53,350

Texas Industries, Inc., 10.25%, 6/15/2011 (e)

165,000

191,194

TriMas Corp., 9.875%, 6/15/2012

250,000

210,000

UAP Holding Corp., Step-up Coupon, 0% to 1/15/2008, 10.75% to 7/15/2012

90,000

73,800

United States Steel Corp., 9.75%, 5/15/2010 (e)

150,000

162,000

 

4,297,698

Telecommunication Services 3.0%

AirGate PCS, Inc., 6.891%**, 10/15/2011

50,000

51,125

American Cellular Corp., Series B, 10.0%, 8/1/2011 (e)

125,000

126,875

AT&T Corp.:

 

 

9.05%, 11/15/2011

126,000

145,215

9.75%, 11/15/2031

140,000

182,175

Cincinnati Bell, Inc.:

 

 

7.25%, 7/15/2013 (e)

40,000

42,000

8.375%, 1/15/2014 (e)

315,000

322,875

144A, 8.375%, 1/15/2014

20,000

20,500

Dobson Communications Corp., 8.875%, 10/1/2013

65,000

59,475

Insight Midwest LP, 9.75%, 10/1/2009

50,000

51,813

LCI International, Inc., 7.25%, 6/15/2007

130,000

126,100

Level 3 Financing, Inc., 144A, 10.75%, 10/15/2011 (e)

25,000

21,063

MCI, Inc., 8.735%, 5/1/2014

185,000

207,431

Nextel Communications, Inc.:

 

 

5.95%, 3/15/2014

120,000

124,650

7.375%, 8/1/2015

340,000

367,200

Nextel Partners, Inc., 8.125%, 7/1/2011

85,000

92,225

Qwest Corp.:

 

 

144A, 6.671%**, 6/15/2013

50,000

51,187

7.25%, 9/15/2025

135,000

126,225

Qwest Services Corp.:

 

 

13.5%, 12/15/2010

285,000

329,175

14.0%, 12/15/2014

45,000

54,562

Rural Cellular Corp., 9.875%, 2/1/2010

10,000

10,325

SBA Telecom, Inc., Step-up Coupon, 0% to 12/15/2007, 9.75% to 12/15/2011 (e)

27,000

24,840

Triton PCS, Inc., 8.5%, 6/1/2013 (e)

30,000

27,675

Ubiquitel Operating Co., 9.875%, 3/1/2011

35,000

38,413

US Unwired, Inc., Series B, 10.0%, 6/15/2012

65,000

72,313

Western Wireless Corp., 9.25%, 7/15/2013

15,000

17,081

 

2,692,518

 

Principal Amount ($)(c)

Value ($)

 

 

Utilities 2.9%

AES Corp., 144A, 8.75%, 5/15/2013

205,000

229,087

Allegheny Energy Supply Co. LLC:

 

 

144A, 8.25%, 4/15/2012 (e)

285,000

319,200

Series A, 144A, 10.25%, 11/15/2007

110,000

121,000

Series B, 144A, 13.0%, 11/15/2007

40,000

44,150

Calpine Corp.:

 

 

7.625%, 4/15/2006

35,000

32,813

144A, 8.5%, 7/15/2010

165,000

127,050

CMS Energy Corp.:

 

 

8.5%, 4/15/2011 (e)

135,000

150,525

9.875%, 10/15/2007

210,000

228,900

DPL, Inc., 6.875%, 9/1/2011

110,000

118,800

Mission Energy Holding Co., 13.5%, 7/15/2008

350,000

415,625

NorthWestern Corp., 144A, 5.875%, 11/1/2014

35,000

35,875

NRG Energy, Inc., 144A, 8.0%, 12/15/2013

291,000

307,005

PSE&G Energy Holdings LLC:

 

 

8.5%, 6/15/2011 (e)

120,000

130,800

10.0%, 10/1/2009

210,000

235,725

Tenaska Alabama Partners LP, 144A, 7.0%, 6/30/2021

100,000

101,250

 

2,597,805

Total Corporate Bonds (Cost $30,265,991)

30,137,328

 

Foreign Bonds — US$ Denominated 22.4%

Consumer Discretionary 1.0%

Jafra Cosmetics International, Inc., 10.75%, 5/15/2011

183,000

204,960

Kabel Deutschland GmbH, 144A, 10.625%, 7/1/2014

150,000

162,750

Shaw Communications, Inc., 8.25%, 4/11/2010

220,000

244,200

Telenet Group Holding NV, 144A, Step-up Coupon, 0% to 12/15/2008, 11.5% to 6/15/2014 (e)

190,000

147,725

Vitro Envases Norteamerica SA, 144A, 10.75%, 7/23/2011

15,000

14,550

Vitro SA de CV, Series A, 144A, 11.75%, 11/1/2013 (e)

130,000

108,550

 

882,735

Consumer Staples 0.1%

Burns Philp Capital Property Ltd., 10.75%, 2/15/2011

110,000

121,275

Grupo Cosan SA, 144A, 9.0%, 11/1/2009

30,000

31,050

 

152,325

Energy 2.2%

Luscar Coal Ltd., 9.75%, 10/15/2011

135,000

148,500

OAO Gazprom, 144A, 9.625%, 3/1/2013 (e)

200,000

245,250

Pemex Project Funding Master Trust:

 

 

8.0%, 11/15/2011

250,000

284,000

9.5%, 9/15/2027

450,000

591,750

Petroleum Geo-Services ASA, 10.0%, 11/5/2010

410,005

459,206

 

Principal Amount ($)(c)

Value ($)

 

 

Petroliam Nasional Berhad:

 

 

7.625%, 10/15/2026

40,000

50,346

7.75%, 8/15/2015

80,000

98,455

Secunda International Ltd., 11.141%**, 9/1/2012

85,000

82,875

 

1,960,382

Financials 0.3%

Conproca SA de CV, 12.0%, 6/16/2010

100,000

123,500

Eircom Funding, 8.25%, 8/15/2013

95,000

103,075

New ASAT (Finance) Ltd., 9.25%, 2/1/2011 (e)

50,000

41,750

 

268,325

Health Care 0.1%

Biovail Corp., 7.875%, 4/1/2010 (e)

120,000

122,700

Industrials 1.0%

CP Ships Ltd., 10.375%, 7/15/2012

130,000

145,600

Grupo Transportacion Ferroviaria Mexicana SA de CV:

 

 

144A, 9.375%, 5/1/2012

120,000

124,800

10.25%, 6/15/2007

230,000

246,100

12.5%, 6/15/2012

90,000

105,300

J. Ray McDermott SA, 144A, 11.5%, 12/15/2013

95,000

106,400

LeGrand SA, 8.5%, 2/15/2025

75,000

90,750

Stena AB, 9.625%, 12/1/2012

55,000

59,950

 

878,900

Materials 1.4%

Alrosa Finance SA, 144A, 8.875%, 11/17/2014

100,000

113,000

Cascades, Inc.:

 

 

7.25%, 2/15/2013

135,000

131,963

144A, 7.25%, 2/15/2013

10,000

9,775

Crown Euro Holdings SA, 10.875%, 3/1/2013

60,000

70,500

ISPAT Inland ULC, 9.75%, 4/1/2014

137,000

159,605

Rhodia SA, 8.875%, 6/1/2011 (e)

265,000

255,062

Sino-Forest Corp., 144A, 9.125%, 8/17/2011

10,000

10,925

Tembec Industries, Inc.:

 

 

8.5%, 2/1/2011 (e)

430,000

332,175

8.625%, 6/30/2009 (e)

205,000

167,075

 

1,250,080

Sovereign Bonds 15.0%

Aries Vermogensverwaltung GmbH, Series C, 9.6%, 10/25/2014

750,000

974,505

Central Bank of Nigeria, Series WW, 6.25%, 11/15/2020

500,000

492,500

Dominican Republic:

 

 

9.04%, 1/23/2018

120,000

124,800

144A, 9.04%, 1/23/2018

20,000

20,850

9.5%, 9/27/2011

120,000

128,400

Federative Republic of Brazil:

 

 

Floating Rate Note Debt Conversion Bond, LIBOR plus .8125%, Series 30YR, 4.25%**, 4/15/2024

140,000

132,132

 

Principal Amount ($)(c)

Value ($)

 

 

Floating Rate Note Debt Conversion Bond, LIBOR Plus .875%, Series 18YR, 4.313%**, 4/15/2012

172,943

166,354

8.875%, 10/14/2019

70,000

74,200

11.0%, 1/11/2012

320,000

380,000

11.0%, 8/17/2040

360,000

433,080

14.5%, 10/15/2009

220,000

286,000

Kingdom of Morocco, Series A, 3.803%, 1/2/2009

224,000

221,480

Republic of Argentina, 8.28%, 12/31/2033 (e)

894,943

823,348

Republic of Bulgaria, 8.25%, 1/15/2015

490,000

616,959

Republic of Colombia:

 

 

10.75%, 1/15/2013

60,000

72,960

11.75%, 2/25/2020

110,000

144,650

Republic of Ecuador, Step-up Coupon, 8.0% to 8/15/2005, 9.0% to 8/15/2006, 10.0% to 8/15/2030

680,000

566,100

Republic of Indonesia, 7.25%, 4/20/2015

420,000

426,300

Republic of Panama, 9.375%, 1/16/2023

160,000

197,600

Republic of Peru, 9.875%, 2/6/2015

130,000

160,875

Republic of Philippines:

 

 

9.375%, 1/18/2017

740,000

791,800

9.5%, 2/2/2030

270,000

275,535

9.875%, 1/15/2019

205,000

221,656

Republic of Turkey:

 

 

7.375%, 2/5/2025

340,000

336,804

8.0%, 2/14/2034

60,000

62,250

11.75%, 6/15/2010

520,000

646,100

11.875%, 1/15/2030

80,000

115,700

12.375%, 6/15/2009

340,000

419,050

Republic of Uruguay:

 

 

7.25%, 2/15/2011

80,000

80,000

9.25%, 5/17/2017

380,000

406,600

Republic of Venezuela:

 

 

9.25%, 9/15/2027

140,000

146,790

9.375%, 1/13/2034

130,000

136,175

10.75%, 9/19/2013 (e)

720,000

842,760

Russian Federation, Step-up Coupon, 5.0% to 3/31/2007, 7.5% to 3/31/2030

835,000

932,194

Russian Ministry of Finance:

 

 

Series V, 3.0%, 5/14/2008

510,000

481,185

Series VII, 3.0%, 5/14/2011

410,000

359,324

United Mexican States:

 

 

Series A, 6.625%, 3/3/2015

400,000

440,200

8.3%, 8/15/2031

70,000

87,150

Series A, 9.875%, 2/1/2010

220,000

266,090

 

13,490,456

Telecommunication Services 1.3%

Alestra SA de RL de CV, 8.0%, 6/30/2010

40,000

36,000

Axtel SA, 11.0%, 12/15/2013

70,000

76,300

Embratel, Series B, 11.0%, 12/15/2008

55,000

62,563

Global Crossing UK Finance, 144A, 10.75%, 12/15/2014

95,000

86,212

Grupo Iusacell SA de CV, Series B, 10.0%, 7/15/2004 *

20,000

15,200

 

Principal Amount ($)(c)

Value ($)

 

 

Intelsat Bermuda Ltd., 144A, 7.805%**, 7/15/2005

60,000

61,050

Millicom International Cellular SA, 10.0%, 12/1/2013

175,000

174,125

Mobifon Holdings BV, 12.5%, 7/31/2010

175,000

212,187

Mobile Telesystems Financial, 144A, 8.375%, 10/14/2010

15,000

15,563

Nortel Networks Corp., 6.875%, 9/1/2023

90,000

84,150

Nortel Networks Ltd., 6.125%, 2/15/2006 (e)

335,000

337,094

 

1,160,444

Total Foreign Bonds — US$ Denominated (Cost $19,379,488)

20,186,547

 

Foreign Bonds — Non US$ Denominated 17.7%

Consumer Discretionary 0.1%

IESY Repository GMBH, 144A, 8.75%, 2/15/2015 EUR

50,000

56,574

Victoria Acquisition III BV, 144A, 7.875%, 10/1/2014 EUR

50,000

55,062

 

111,636

Financials 3.2%

KFW Bankengruppe, 5.0%, 7/4/2011  EUR

2,080,000

2,833,523

Industrials 0.1%

Grohe Holdings GmbH, 144A, 8.625%, 10/1/2014 EUR

100,000

112,241

Sovereign Bonds 14.3%

Federal Republic of Germany, Series 94, 6.25%, 1/4/2024 EUR

1,310,000

2,164,609

Federative Republic of Brazil, 8.5%, 9/24/2012 EUR

130,000

175,333

Government of Malaysia, 4.305%, 2/27/2009 MYR

1,380,000

375,023

Mexican Bonds:

 

 

Series M-20, 8.0%, 2/7/2023 MXN

2,230,000

176,370

Series MI-10, 8.0%,
12/19/2013 MXN

1,292,000

110,779

Series MI-10, 9.5%,
12/18/2014 MXN

400,500

37,452

Series M-20, 10.0%,
12/5/2024 MXN

3,970,000

374,160

Province of Ontario, 1.875%, 1/25/2010 JPY

140,000,000

1,351,622

Republic of Argentina:

 

 

5.83%, 12/31/2033 ARS

1,364,377

487,370

7.82%, 12/31/2033 EUR

527,486

570,355

Republic of Colombia, 12.0%, 10/22/2015 COP

442,000,000

198,333

Republic of Greece, 4.65%, 4/19/2007 EUR

2,105,000

2,661,892

Republic of Peru, 7.5%,
10/14/2014 EUR

130,000

176,984

Republic of Turkey:

 

 

15.0%, 2/10/2010 TRY

740,000

596,783

20.0%, 10/17/2007 TRY

35

29

Republic of Uruguay, 10.5%, 10/20/2006 UYU

4,200,000

205,751

 

Principal Amount ($)(c)

Value ($)

 

 

United Kingdom Treasury Bond, 4.75%, 9/7/2015 GBP

1,700,000

3,193,342

 

12,856,187

Total Foreign Bonds — Non US$ Denominated (Cost $14,676,524)

15,913,587

 

US Government Backed 13.5%

US Treasury Bond:

 

 

5.375%, 2/15/2031 (e) (g)

540,000

637,200

6.0%, 2/15/2026 (e)

1,375,000

1,694,150

7.5%, 11/15/2016

250,000

327,666

8.5%, 2/15/2020 (e)

760,000

1,114,706

10.375%, 11/15/2012 (g)

3,350,000

3,853,153

12.75%, 11/15/2010 (e)

500,000

517,227

US Treasury Note:

 

 

4.75%, 11/15/2008

285,000

294,440

5.75%, 8/15/2010 (e)(g)

3,000,000

3,278,790

6.125%, 8/15/2007 (e)

375,000

393,838

Total US Government Backed (Cost $11,769,004)

12,111,170

 

US Government Sponsored Agencies 2.8%

Federal Home Loan Mortgage Corp., 5.125%, 7/15/2012 (e) (Cost $2,374,196)

2,350,000

2,491,031

 

Convertible Bond 0.2%

DIMON, Inc., 6.25%, 3/31/2007

135,000

135,000

HIH Capital Ltd., 144A, Series DOM, 7.5%, 9/25/2006

55,000

54,450

Total Convertible Bond (Cost $183,708)

189,450

 

Shares

Value ($)

 

 

Preferred Stocks 0.2%

Paxson Communications Corp., 14.25% (PIK) (e)

19

124,404

TNP Enterprises, Inc., 14.5%, "D" (PIK)

86

97,395

Total Preferred Stocks (Cost $271,090)

221,799

 

Principal Amount ($)(c)

Value ($)

 

 

Loan Participation 0.2%

Citigroup Global (Severstal), 8.625%, 2/24/2009

34,000

34,972

Republic of Algeria, Floating Rate Debt Conversion Bond, LIBOR plus .8125, 4.003%**, 3/4/2010

105,000

104,213

Total Loan Participation (Cost $135,120)

139,185

 

 

Shares

Value ($)

 

 

Warrants 0.0%

Dayton Superior Corp., 144A*

10

0

TravelCenters of America, Inc.*

25

3

Total Warrants (Cost $101)

3

 

Principal Amount ($)(c)

Value ($)

 

 

Other Investments 0.1%

Hercules, Inc., (Bond Unit), 6.5%, 6/30/2029 (Cost $125,262)

160,000

124,800

 


Shares

Value ($)

 

 

Common Stocks 0.0%

GEO Specialty Chemicals, Inc.*

2,058

26,754

Oxford Automotive, Inc.*

37,399

10,472

Total Common Stocks (Cost $19,831)

37,226

 


Shares

Value ($)

 

 

Securities Lending Collateral 15.2%

Scudder Daily Assets Fund Institutional, 3.19% (d) (f) (Cost $13,710,167)

13,710,167

13,710,167

 

Cash Equivalents 8.1%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $7,255,707)

7,255,707

7,255,707

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $100,166,189) (a)

113.9

102,518,000

Other Assets and Liabilities, Net

(13.9)

(12,552,817)

Net Assets

100.0

89,965,183

Notes to Scudder Strategic Income Portfolio of Investments

* Non-income producing security. In the case of a bond, generally denotes that the issuer has defaulted on the payment of principal or interest. The following table represents bonds that are in default.

Security

Coupon

Maturity Date

Principal Amount

Acquisition Cost ($)

Value ($)

Congoleum Corp.

8.625

8/1/2008

80,000

USD

61,050

78,200

GEO Specialty Chemicals, Inc.

10.125

8/1/2008

93,000

USD

97,540

98,580

Grupo lusacell SA de CV

10.0

7/15/2004

20,000

USD

13,175

15,200

Intermet Corp.

9.75

6/15/2009

15,000

USD

6,150

6,488

Oxford Automotive, Inc.

12.0

10/15/2010

167,321

USD

105,806

83,661

 

 

 

283,721

282,129

** 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 June 30, 2005.

(a) The cost for federal income tax purposes was $100,264,769. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $2,253,231. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $3,464,381 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,211,150.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Principal amount stated in US dollars unless otherwise noted.

(d) Scudder 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.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of securities loaned at June 30, 2005 amounted to $13,440,690, which is 14.9% of net assets.

(f) Represents collateral held in connection with securities lending.

(g) At June 30, 2005, these securities have been segregated, in whole or in part, to cover initial margin requirements for open futures contracts.

LIBOR: Represents the London InterBank Offered Rate

PIK: Denotes that all or a portion of income is paid in-kind.

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

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Appreciation ($)

10 Year Canada Bond

9/21/2005

30

2,841,223

2,852,351

11,128

UK Treasury Bond

9/28/2005

28

5,669,648

5,727,637

57,989

10 Year Japanese Government Bond

9/8/2005

9

11,383,512

11,457,940

74,428

10 Year US Treasury Note

9/22/2005

5

565,291

567,344

2,053

Total net unrealized appreciation

145,598

At June 30, 2005, open futures contracts sold short were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Depreciation ($)

10 Year Germany Bond

9/8/2005

93

(13,770,706)

(13,899,175)

(128,469)

Total net unrealized depreciation

(128,469)

At June 30, 2005, open credit rate default swap contracts sold were as follows:

Effective/

Expiration Date

Notional Amount ($)

Cash Flows Received by the Fund

Underlying Debt Obligation

Net Unrealized Depreciation  ($)

5/19/2005
6/20/2010

4,356,000+

Fixed — 3.60%

Dow Jones CDX High Yield 100

(129,800)

+ Counterparty: JPMorgan Chase Bank

Currency Abbreviations

ARS

Argentine Peso

JPY

Japanese Yen

COP

Colombian Peso

MXN

Mexican Peso

EUR

Euro

MYR

Malaysian Ringgitt

GBP

British Pound

TRY

New Turkish Lira

 

 

UYU

Uraguary Peso

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $79,200,315) — including $13,440,690 of securities loaned

$ 81,552,126

Investment in Scudder Daily Assets Fund Institutional (cost $13,710,167)*

13,710,167

Investment in Scudder Cash Management QP Trust (cost $7,255,707)

7,255,707

Total investments in securities, at value (cost $100,166,189)

102,518,000

Cash

251,817

Foreign currency, at value (cost $30,296)

30,282

Receivable for investments sold

202,798

Interest receivable

1,685,159

Receivable for Portfolio shares sold

5,087

Foreign taxes recoverable

2,212

Unrealized appreciation on forward foreign currency exchange contracts

538,162

Open swap contract receivable

147,015

Other assets

1,521

Total assets

105,382,053

Liabilities

Payable for investments purchased

736,778

Payable upon return of securities loaned

13,710,167

Payable for Portfolio shares redeemed

139,738

Payable for daily variation margin on open futures contracts

22,743

Net payable on closed forward foreign currency contracts

24,255

Unrealized depreciation on forward foreign currency exchange contracts

544,354

Unrealized depreciation on credit default swap contracts

129,800

Accrued management fee

40,398

Other accrued expenses and payables

68,637

Total liabilities

15,416,870

Net assets, at value

$ 89,965,183

Net Assets

Net assets consist of:

Undistributed net investment income

2,640,582

Net unrealized appreciation (depreciation) on:

Investments

2,351,811

Credit default swaps

(129,800)

Foreign currency related transactions

(21,874)

Futures

17,129

Accumulated net realized gain (loss)

318,427

Paid-in capital

84,788,908

Net assets, at value

$ 89,965,183

Class A Shares

Net asset value, offering and redemption price per share ($66,378,687 ÷ 5,826,278 shares outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.39

Class B Shares

Net asset value, offering and redemption price per share ($23,586,496 ÷ 2,078,210 shares outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.35

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 16,510

Interest

2,709,154

Interest — Scudder Cash Management QP Trust

72,459

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

25,406

Total Income

2,823,529

Expenses:

Management fee

276,333

Custodian fees

27,801

Distribution service fees (Class B)

27,695

Record keeping fees (Class B)

13,342

Auditing

26,245

Legal

7,781

Trustees' fees and expenses

905

Reports to shareholders

13,035

Other

8,158

Total expenses, before expense reductions

401,295

Expense reductions

(918)

Total expenses, after expense reductions

400,377

Net investment income (loss)

2,423,152

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

825,615

Credit default swaps

(8,294)

Futures

247,871

Foreign currency related transactions

(343,145)

 

722,047

Net unrealized appreciation (depreciation) during the period on:

Investments

(2,356,297)

Credit default swaps

(129,800)

Futures

(40,910)

Foreign currency related transactions

579,768

 

(1,947,239)

Net gain (loss) on investment transactions

(1,225,192)

Net increase (decrease) in net assets resulting from operations

$ 1,197,960

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 2,423,152

$ 3,680,243

Net realized gain (loss) on investment transactions

722,047

2,282,802

Net unrealized appreciation (depreciation) on investment transactions during the period

(1,947,239)

390,098

Net increase (decrease) in net assets resulting from operations

1,197,960

6,353,143

Distributions to shareholders from:

Net investment income

Class A

(5,064,114)

Class B

(1,726,009)

Net realized gains

Class A

(149,856)

(2,822,807)

Class B

(53,955)

(547,427)

Portfolio share transactions:

Class A

Proceeds from shares sold

8,196,357

13,206,141

Reinvestment of distributions

5,213,970

2,822,807

Cost of shares redeemed

(4,834,299)

(17,995,166)

Net increase (decrease) in net assets from Class A share transactions

8,576,028

(1,966,218)

Class B

Proceeds from shares sold

2,915,997

13,821,690

Reinvestment of distributions

1,779,964

547,427

Cost of shares redeemed

(1,018,519)

(2,371,956)

Net increase (decrease) in net assets from Class B share transactions

3,677,442

11,997,161

Increase (decrease) in net assets

6,457,496

13,013,852

Net assets at beginning of period

83,507,687

70,493,835

Net assets at end of period (including undistributed net investment income of $2,640,582 and $7,007,553, respectively)

$ 89,965,183

$ 83,507,687

Other Information

Class A

Shares outstanding at beginning of period

5,069,464

5,264,429

Shares sold

697,393

1,130,086

Shares issued to shareholders in reinvestment of distributions

468,041

247,832

Shares redeemed

(408,620)

(1,572,883)

Net increase (decrease) in Portfolio shares

756,814

(194,965)

Shares outstanding at end of period

5,826,278

5,069,464

Class B

Shares outstanding at beginning of period

1,758,421

701,718

Shares sold

246,407

1,213,237

Shares issued to shareholders in reinvestment of distributions

160,213

48,231

Shares redeemed

(86,831)

(204,765)

Net increase (decrease) in Portfolio shares

319,789

1,056,703

Shares outstanding at end of period

2,078,210

1,758,421

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

2000c

Selected Per Share Data

Net asset value, beginning of period

$ 12.25

$ 11.82

$ 11.10

$ 10.27

$ 9.86

$ 9.86

Income (loss) from investment operations:

Net investment incomed

.34

.58

.41

.45

.48

.51

Net realized and unrealized gain (loss) on investment transactions

(.19)

.39

.47

.68

.03

(.26)

Total from investment operations

.15

.97

.88

1.13

.51

.25

Less distributions from:

Net investment income

(.98)

(.15)

(.30)

(.10)

(.25)

Net realized gains on investment transactions

(.03)

(.54)

(.01)

Total distributions

(1.01)

(.54)

(.16)

(.30)

(.10)

(.25)

Net asset value, end of period

$ 11.39

$ 12.25

$ 11.82

$ 11.10

$ 10.27

$ 9.86

Total Return (%)

1.40**

8.60

7.85

11.30

5.23

2.57

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

66

62

62

60

21

9

Ratio of expenses before expense reductions (%)

.84*

.84

.83

.73

.66

1.14

Ratio of expenses after expense reductions (%)

.84*

.84

.83

.73

.65

1.10

Ratio of net investment income (%)

5.79*

4.99

3.60

4.26

4.76

5.26

Portfolio turnover rate (%)

196*

210

160

65

27

154

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. In addition, paydowns on mortgage-backed securities which were included in realized gain/loss on investment transactions prior to January 1, 2001 are included as interest income. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $.04, increase net realized and unrealized gains and losses per share by $.04 and decrease the ratio of net investment income to average net assets from 5.16% to 4.76%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003b

Selected Per Share Data

Net asset value, beginning of period

$ 12.17

$ 11.78

$ 11.44

Income (loss) from investment operations:

Net investment incomec

.32

.53

.17

Net realized and unrealized gain (loss) on investment transactions

(.18)

.40

.17

Total from investment operations

.14

.93

.34

Less distributions from:

Net investment income

(.93)

Net realized gains on investment transactions

(.03)

(.54)

Total distributions

(.96)

(.54)

Net asset value, end of period

$ 11.35

$ 12.17

$ 11.78

Total Return (%)

1.21**

8.27

2.97**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

24

21

8

Ratio of expenses (%)

1.21*

1.22

1.26*

Ratio of net investment income (%)

5.42*

4.61

1.80*

Portfolio turnover rate (%)

196*

210

160

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2003 (commencement of operations of Class B shares) to December 31, 2003.

c Based on average shares outstanding during the period.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Technology Growth Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 937.00

$ 935.10

Expenses Paid per $1,000*

$ 4.08

$ 5.90

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.58

$ 1,018.70

Expenses Paid per $1,000*

$ 4.26

$ 6.16

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Technology Growth Portfolio

.85%

1.23%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Technology Growth Portfolio

Technology was one of the most challenging sectors in the first half of 2005, due largely to investor concerns that a slowing global economy would crimp the industry's sales growth. In this difficult environment, the portfolio returned -6.30% for the six-month period (Class A shares, unadjusted for contract charges) exceeding the -7.33% return of the Goldman Sachs Technology Index. The Russell 1000 Growth Index returned - -1.72% for the six-month period ended June 30, 2005.

We generated the best relative returns in the communications equipment subsector, where positions in Corning Inc. and Motorola Inc. contributed to performance, and in the Internet group, where an underweight in eBay Inc. — which underperformed — benefited returns. The semiconductor sector was also a source of outperformance, as our positions in National Semiconductor Corp. and Broadcom Corp. added value. On the negative side, the portfolio's holdings in software underperformed due largely to weakness in TIBCO Software, Inc.

In terms of portfolio activity, we boosted our weighting in computers and peripherals — largely by adding to International Business Machines Corp. on weakness — and reduced our weighting in software. The portfolio is now slightly overweight in semiconductors, reflecting our belief that the sector is poised for outperformance in the second half. Overall, our sector weightings are more closely in line with the benchmark than they were at the beginning of the period.

Looking ahead, we are cautiously optimistic that tech can recover from its first-half underperformance, due to the growing financial health of technology companies, the increasing number of reasonably valued tech stocks and the sector's traditional second-half strength.

Ian Link, CFA Kelly P. Davis

Lead Manager Brian S. Peters, CFA

Portfolio Managers
Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

Investments by the portfolio in small companies present greater risk of loss than investments in larger, more established companies. Concentration of the portfolio's investment in technology stocks may present a greater risk than investments in a more diversified portfolio. Investments by the portfolio in emerging technology companies present greater risk than investments in more established technology companies. This portfolio is non-diversified and can take larger positions in fewer companies, increasing its overall potential risk. Please read this portfolio's prospectus for specific details regarding this product's investments and risk profile.

The Goldman Sachs Technology Index is an unmanaged, capitalization-weighted index based on a universe of technology-related stocks.

The Russell 1000 Growth Index is an unmanaged index composed of common stocks of larger US companies with higher price-to-book ratios and higher forecasted growth values.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Technology Growth Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

98%

91%

Cash Equivalents

2%

9%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Information Technology

96%

96%

Consumer Discretionary

3%

3%

Telecommunication Services

1%

Health Care

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 51. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Technology Growth Portfolio

 


Shares

Value ($)

 

 

Common Stocks 94.4%

Consumer Discretionary 2.5%

Internet & Catalog Retail

eBay, Inc.*

152,500

5,034,025

Information Technology 90.3%

Communications Equipment 15.4%

Avocent Corp.* (d)

148,900

3,892,246

Cisco Systems, Inc.*

340,600

6,508,866

Corning, Inc.*

223,300

3,711,246

Juniper Networks, Inc.* (d)

66,300

1,669,434

Motorola, Inc.

434,084

7,926,374

Nokia Oyj (ADR) (d)

119,100

1,981,824

QUALCOMM, Inc.

123,416

4,073,962

Scientific-Atlanta, Inc.

56,600

1,883,082

 

31,647,034

Computers & Peripherals 19.2%

ATI Technologies, Inc.* (d)

181,600

2,151,960

Dell, Inc.*

111,975

4,424,132

EMC Corp.*

699,900

9,595,629

Hewlett-Packard Co.

220,900

5,193,359

International Business Machines Corp.

81,500

6,047,300

Lexmark International, Inc. "A"*

57,825

3,748,795

Network Appliance, Inc.*

110,400

3,121,008

QLogic Corp.* (d)

64,400

1,988,028

Sun Microsystems, Inc.*

881,500

3,287,995

 

39,558,206

Electronic Equipment & Instruments 3.0%

AU Optronics Corp. (ADR)* (d)

99,000

1,677,060

Celestica, Inc.* (d)

164,100

2,198,940

Solectron Corp.*

594,200

2,252,018

 

6,128,018

Internet Software & Services 6.1%

Check Point Software Technologies Ltd.*

154,400

3,057,120

Google, Inc. "A"*

13,700

4,029,855

VeriSign, Inc.* (d)

57,600

1,656,576

Yahoo!, Inc.*

113,100

3,918,915

 

12,662,466

IT Consulting & Services 8.4%

Accenture Ltd. "A"* (d)

168,500

3,819,895

Affiliated Computer Services, Inc. "A"* (d)

110,300

5,636,330

BearingPoint, Inc.* (d)

304,300

2,230,519

Cognizant Technology Solutions Corp. "A"*

44,200

2,083,146

Paychex, Inc.

112,408

3,657,756

 

17,427,646

Semiconductors & Semiconductor Equipment 19.0%

Advanced Micro Devices, Inc.* (d)

249,900

4,333,266

Applied Materials, Inc.

299,400

4,844,292

Broadcom Corp. "A"*

120,458

4,277,464

Integrated Circuit Systems, Inc.* (d)

48,200

994,848

Intel Corp.

202,489

5,276,863

 


Shares

Value ($)

 

 

Maxim Integrated Products, Inc.

61,434

2,347,393

Microchip Technology, Inc. (d)

11,800

349,516

National Semiconductor Corp. (d)

154,500

3,403,635

Powertech Technology, Inc.*

497,000

1,554,225

Samsung Electronics Co., Ltd.

4,290

2,032,570

Texas Instruments, Inc.

164,000

4,603,480

Xilinx, Inc.

199,800

5,094,900

 

39,112,452

Software 19.2%

Infosys Technologies Ltd. (ADR) (d)

31,400

2,432,558

Mercury Interactive Corp.* (d)

31,800

1,219,848

Microsoft Corp.

427,146

10,610,307

Oracle Corp.*

993,700

13,116,840

Symantec Corp.*

263,300

5,724,142

TIBCO Software, Inc.*

529,700

3,464,238

TomTom NV*

19,100

419,286

VERITAS Software Corp.*

106,456

2,597,526

 

39,584,745

Materials 0.1%

Metals & Mining

SODIFF Advanced Materials Co., Ltd.

13,960

270,191

Telecommunication Services 1.5%

Diversified Telecommunication Services

Inmarsat PLC*

68,900

417,255

NeuStar, Inc. "A"*

16,900

432,640

Syniverse Holdings, Inc.* (d)

153,600

2,150,400

 

3,000,295

Total Common Stocks (Cost $174,245,404)

194,425,078

 

Call Options Purchased 0.0%

International Business Machines Corp., Expiring 7/16/2005, Strike Price, $80.0 (Cost $18,726)

132

1,320

 

Securities Lending Collateral 10.3%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $21,253,321)

21,253,321

21,253,321

 

Cash Equivalents 2.2%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $4,615,397)

4,615,397

4,615,397

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $200,132,848) (a)

106.9

220,295,116

Other Assets and Liabilities

(6.9)

(14,224,097)

Net Assets

100.0

206,071,019

Notes to Scudder Technology Growth Portfolio

* Non-income producing security.

(a) The cost for federal income tax purposes was $209,182,438. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $11,112,678. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $19,588,248 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $8,475,570.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder Daily Assets Fund Institutional, an affiliated fund, is managed by Deutsche Asset Management, Inc. The rate shown is the 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 June 30, 2005 amounted to $20,673,000, which is 10.0% of net assets.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

At June 30, 2005, open written options were as follows:

Written Options

Contracts

Expiration Date

Strike Price

Value ($)

Call Options

 

 

 

 

Broadcom Corp.

409

7/16/2005

35.0

(51,125)

Corning, Inc.

1,459

7/16/2005

15.0

(248,030)

EMC Corp.

785

7/16/2005

14.0

(11,775)

Mercury Interactive Corp.

128

7/16/2005

47.5

(640)

Microchip Technology, Inc.

118

7/16/2005

30.0

(7,080)

Total outstanding written options (Premiums received ($255,194))

 

 

(318,650)

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $174,264,130) — including $20,673,000 of securities loaned

$ 194,426,398

Investment in Scudder Daily Assets Fund Institutional (cost $21,253,321)*

21,253,321

Investment in Scudder Cash Management QP Trust (cost $4,615,397)

4,615,397

Total investments in securities, at value (cost $200,132,848)

220,295,116

Cash

4,299

Foreign currency, at value (cost $4,825,128)

4,749,174

Receivable for investments sold

6,847,960

Dividends receivable

22,185

Interest receivable

25,469

Receivable for Portfolio shares sold

21,713

Foreign taxes recoverable

274

Other assets

3,443

Total assets

231,969,633

Liabilities

Payable for investments purchased

3,904,164

Payable for Portfolio shares redeemed

232,746

Payable upon return of securities loaned

21,253,321

Written options, at value (premiums received $255,194)

318,650

Accrued management fee

128,453

Other accrued expenses and payables

61,280

Total liabilities

25,898,614

Net assets, at value

$ 206,071,019

Net Assets

Net assets consist of:

Accumulated distributions in excess of net investment income

$ (476,740)

Net unrealized appreciation (depreciation) on:

Investments

20,162,268

Written options

(63,456)

Foreign currency related transactions

(69,153)

Accumulated net realized gain (loss)

(281,793,784)

Paid-in capital

468,311,884

Net assets, at value

$ 206,071,019

Class A

Net Asset Value, offering and redemption price per share ($191,609,963 ÷ 22,806,154 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 8.40

Class B

Net Asset Value, offering and redemption price per share ($14,461,056 ÷ 1,733,862 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 8.34

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $1,918)

$ 394,345

Interest

592

Interest — Scudder Cash Management QP Trust

110,206

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

9,691

Total Income

514,834

Expenses:

Management fee

806,800

Custodian and accounting fees

55,193

Distribution service fees (Class B)

18,303

Record keeping fees (Class B)

9,328

Auditing

21,621

Legal

9,019

Trustees' fees and expenses

2,699

Reports to shareholders

13,832

Other

9,165

Total expenses, before expense reductions

945,960

Expense reductions

(1,086)

Total expenses, after expense reductions

944,874

Net investment income (loss)

(430,040)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

1,264,440

Written options

1,742,079

Foreign currency related transactions

4,408

 

3,010,927

Net unrealized appreciation (depreciation) during the period on:

Investments

(17,767,359)

Written options

(189,882)

Foreign currency related transactions

(76,867)

 

(18,034,108)

Net gain (loss) on investment transactions

(15,023,181)

Net increase (decrease) in net assets resulting from operations

$ (15,453,221)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (430,040)

$ 1,003,070

Net realized gain (loss)

3,010,927

14,690,748

Net unrealized appreciation (depreciation) during the period on investment transactions

(18,034,108)

(12,924,302)

Net increase (decrease) in net assets resulting from operations

(15,453,221)

2,769,516

Distributions to shareholders from:

Net investment income

Class A

(979,061)

Class B

(18,255)

Portfolio share transactions:

Class A

Proceeds from shares sold

8,890,885

32,575,554

Reinvestment of distributions

979,061

Cost of shares redeemed

(32,947,232)

(61,621,741)

Net increase (decrease) in net assets from Class A share transactions

(23,077,286)

(29,046,187)

Class B

Proceeds from shares sold

1,010,297

7,002,084

Reinvestment of distributions

18,255

Cost of shares redeemed

(1,863,250)

(1,720,967)

Net increase (decrease) in net assets from Class B share transactions

(834,698)

5,281,117

Increase (decrease) in net assets

(40,362,521)

(20,995,554)

Net assets at beginning of period

246,433,540

267,429,094

Net assets at end of period (including accumulated distributions in excess of net investment income and undistributed net investment income of $476,740 and $950,616, respectively)

$ 206,071,019

$ 246,433,540

Other Information

Class A

Shares outstanding at beginning of period

25,536,462

29,035,542

Shares sold

1,043,921

3,753,123

Shares issued to shareholders in reinvestment of distributions

119,107

Shares redeemed

(3,893,336)

(7,252,203)

Net increase (decrease) in Portfolio shares

(2,730,308)

(3,499,080)

Shares outstanding at end of period

22,806,154

25,536,462

Class B

Shares outstanding at beginning of period

1,832,122

1,217,540

Shares sold

121,925

821,254

Shares issued to shareholders in reinvestment of distributions

2,234

Shares redeemed

(222,419)

(206,672)

Net increase (decrease) in Portfolio shares

(98,260)

614,582

Shares outstanding at end of period

1,733,862

1,832,122

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 9.01

$ 8.84

$ 6.02

$ 9.36

$ 13.87

$ 17.77

Income (loss) from investment operations:

Net investment income (loss)c

(.02)

.04

(.04)

(.03)

.01

.04

Net realized and unrealized gain (loss) on investment transactions

(.55)

.13

2.86

(3.30)

(4.50)

(3.84)

Total from investment operations

(.57)

.17

2.82

(3.33)

(4.49)

(3.80)

Less distributions from:

Net investment income

(.04)

(.01)

(.02)

Net realized gains on investment transactions

(.10)

Total distributions

(.04)

(.01)

(.02)

(.10)

Net asset value, end of period

$ 8.40

$ 9.01

$ 8.84

$ 6.02

$ 9.36

$ 13.87

Total Return (%)

(6.30)**

1.92

46.84

(35.52)

(32.39)

(21.57)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

192

230

257

219

351

270

Ratio of expenses (%)

.85*

.83

.86

.80

.81

.82

Ratio of net investment income (loss) (%)

(.37)*

.43

(.50)

(.37)

.12

.21

Portfolio turnover rate (%)

124*

112

66

64

56

107

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 8.93

$ 8.80

$ 6.01

$ 6.32

Income (loss) from investment operations:

Net investment income (loss)c

(.03)

.01

(.07)

(.02)

Net realized and unrealized gain (loss) on investment transactions

(.55)

.12

2.86

(.29)

Total from investment operations

(.58)

.13

2.79

(.31)

Less distributions from:

Net investment income

(.01)

Net asset value, end of period

$ 8.34

$ 8.93

$ 8.80

$ 6.01

Total Return (%)

(6.49)**

1.48

46.42

(4.75)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

14

16

11

.3

Ratio of expenses before expense reductions (%)

1.23*

1.22

1.25

1.06*

Ratio of expenses after expense reductions (%)

1.23*

1.21

1.25

1.06*

Ratio of net investment income (loss) (%)

(.75)*

.05

(.89)

(.79)*

Portfolio turnover rate (%)

124*

112

66

64

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Templeton Foreign Value Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio 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 Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 980.10

$ 979.20

Expenses Paid per $1,000*

$ 5.60

$ 6.58

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.14

$ 1,018.15

Expenses Paid per $1,000*

$ 5.71

$ 6.71

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Templeton Foreign Value Portfolio

1.14%

1.34%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Templeton Foreign Value Portfolio

The global economy generally grew during the six-month period ended June 30, 2005. Apart from western Europe, foreign countries' growth appeared to be beating the expectations of a slowdown. However, the synchronized global recovery is now at least three and a half years old. At this point in the economic cycle, we think it is reasonable for the pace of growth to moderate, which might have been occurring over the past few months. Oil prices remained a major concern for the global economy, as the commodity traded at elevated levels, reaching a high of more than $60 per barrel in June. Although rising energy costs affected companies around the world, many global equity markets produced positive returns in local currencies for the first half of 2005. The US dollar rallied during the period, which significantly reduced these returns when translated into dollars.

Within this environment, the portfolio posted a -1.99% return (Class A shares, unadjusted for contract charges) for the period under review, versus the MSCI ACWI World ex-US Index return of -0.01%. The portfolio benefited from several holdings, including Denmark's ISS commercial services company, which was subject to a buyout bid. Over the period, a leading electronics manufacturer, South Korea's Samsung Electronics, also aided performance as it benefited from strong sales volumes. Australian mining company Iluka Resources performed well for the period, due to favorable demand and pricing for titanium and zircon, as well as takeover speculation.

Detractors from performance for the period included Canada's Alcan, an aluminum manufacturer hurt by lower aluminum prices and increased competition. Another holding, Israel's Check Point Software Technologies a global leader in Internet firewall and security, was weak mainly due to increased competition and concerns about new products not doing as well as projected, as well as slower growth in its core business. And Portugal Telecom hindered the portfolio's performance due to increased competitive pressures in its domestic mobile business, as well as its Brazilian subsidiaries.

At Templeton, our investment focus has always centered on individual companies and longer-term returns. We are confident that regardless of the macroeconomic climate we might encounter, we should continue to find "bargain" investment opportunities. This has been our experience for more than 60 years.

Antonio Docal, CFA

Lead Portfolio Manager
Templeton Investment Counsel LLC, Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Additionally, investing in foreign securities presents certain unique risks not associated with domestic investments, such as currency fluctuation, political and economic changes and market risks. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The MSCI ACWI (All Country World Index) World ex US IndexSM is an unmanaged free float-adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets. As of December 2003 the MSCI ACWI ex US consisted of the following 48 developed and emerging market country indices: Argentina, Australia, Austria, Belgium, Brazil, Canada, Chile, China, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan, Jordan, Korea, Malaysia, Mexico, Morocco, Netherlands, New Zealand, Norway, Pakistan, Peru, Philippines, Poland, Portugal, Russia, Singapore Free, South Africa, Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, the United Kingdom, and Venezuela. The index is calculated using closing local market prices and converts to US dollars using the London close foreign exchange rates. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Templeton Foreign Value Portfolio

Asset Allocation

6/30/05

12/31/04

 

Common Stocks

91%

95%

Cash Equivalents

9%

5%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

19%

23%

Consumer Discretionary

14%

13%

Industrials

13%

14%

Materials

12%

11%

Telecommunication Services

12%

10%

Energy

7%

7%

Information Technology

7%

6%

Health Care

7%

6%

Consumer Staples

5%

5%

Utilities

4%

5%

 

100%

100%

Geographical Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Europe (excluding United Kingdom)

41%

44%

United Kingdom

24%

24%

Japan

12%

11%

Pacific Basin

12%

10%

Australia

3%

3%

Latin America

2%

2%

Other

6%

6%

 

100%

100%

Asset allocation, sector and geographical diversifications are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 60. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Templeton Foreign Value Portfolio

 


Shares

Value ($)

 

 

Common Stocks 93.6%

Australia 2.3%

Alumina Ltd.

14,039

59,175

Iluka Resources Ltd.

7,183

41,037

National Australia Bank Ltd.

4,527

105,720

(Cost $195,553)

205,932

Bermuda 0.9%

ACE Ltd. (Cost $70,794)

1,780

79,833

Brazil 1.3%

Companhia Vale do Rio Doce (ADR)

1,720

43,688

Empresa Brasiliera de Aeronautica SA (Preferred) (ADR)

2,270

75,069

(Cost $103,335)

118,757

Canada 2.8%

Alcan, Inc.

3,410

102,367

BCE, Inc.

3,840

90,891

Domtar, Inc.

7,800

57,679

(Cost $278,169)

250,937

Cayman Island 0.8%

XL Capital Ltd. "A" (Cost $68,518)

910

67,722

China 0.9%

China Telecom Corp., Ltd. "H" (Cost $75,825)

220,000

77,891

Finland 2.3%

Stora Enso Oyj

8,000

101,600

UPM-Kymmene Oyj

5,380

103,139

(Cost $227,835)

204,739

France 6.2%

Accor SA

1,891

88,326

Axa

3,172

78,886

Compagnie Generale des Etablissements Michelin "B"

812

49,289

Sanofi-Aventis

1,518

124,277

Suez SA

2,159

58,393

Total SA

469

109,831

Valeo SA

1,034

46,279

(Cost $523,768)

555,281

Germany 5.5%

BASF AG

1,795

118,972

Celesio AG

526

41,365

Deutsche Post AG

5,749

134,236

E.ON AG

1,395

123,848

Volkswagen AG

1,637

74,681

(Cost $478,897)

493,102

Hong Kong 3.2%

Cheung Kong Holdings Ltd.

10,000

96,678

Hutchison Whampoa Ltd.

12,000

107,852

 


Shares

Value ($)

 

 

Swire Pacific Ltd. "A"

9,000

79,266

(Cost $263,844)

283,796

Israel 1.2%

Check Point Software Technologies Ltd.* (Cost $121,177)

5,410

107,118

Italy 2.2%

Eni SpA

5,350

137,354

Riunione Adriatica di Sicurta SpA

3,140

60,943

(Cost $197,453)

198,297

Japan 11.5%

East Japan Railway Co.

16

82,024

Fuji Photo Film Co., Ltd.

2,000

65,066

Hitachi Ltd.

13,000

78,718

KDDI Corp.

21

96,892

Mabuchi Motor Co., Ltd.

1,500

86,279

NEC Corp.

9,000

48,366

Nintendo Co., Ltd.

700

72,919

Nippon Telegraph & Telephone Corp.

22

94,293

Nomura Holdings, Inc.

6,900

81,928

Olympus Corp.

3,000

57,285

Sompo Japan Insurance, Inc.

7,000

70,328

Sony Corp.

2,700

92,980

Takeda Chemical Industries Ltd.

2,000

98,884

(Cost $1,086,232)

1,025,962

Korea 4.8%

Kookmin Bank (ADR)

1,750

79,765

Korea Electric Power Corp. (ADR)

2,790

43,719

POSCO (ADR)

840

36,935

Samsung Electronics Co., Ltd. (GDR), 144A

867

207,430

SK Telecom Co., Ltd. (ADR)

3,060

62,424

(Cost $392,447)

430,273

Mexico 0.9%

Telefonos de Mexico SA de CV "L" (ADR) (Cost $80,934)

4,480

84,627

Netherlands 6.5%

Akzo Nobel NV

2,597

101,922

ING Groep NV

4,263

119,933

Koninklijke (Royal) Philips Electronics NV

5,126

128,900

Reed Elsevier NV

4,445

61,772

Unilever NV

1,527

98,852

Wolters Kluwer NV

3,963

75,585

(Cost $589,954)

586,964

Norway 1.4%

Norske Skogindustrier ASA

2,000

32,774

Telenor ASA

11,600

92,098

(Cost $139,349)

124,872

 


Shares

Value ($)

 

 

Portugal 1.3%

Portugal Telecom SGPS SA (Registered) (Cost $129,476)

11,862

113,013

Singapore 1.0%

DBS Group Holdings Ltd. (Cost $104,336)

11,000

93,078

Spain 4.6%

Banco Santander Central Hispano SA

9,077

104,810

Iberdrola SA

2,938

77,253

Repsolf YPF SA

5,451

138,751

Telefonica SA (ADR)

1,893

92,558

(Cost $396,621)

413,372

Sweden 4.3%

Atlas Copco AB "A"

5,580

88,223

Nordea Bank AB

12,559

113,832

Securitas AB "B"

5,350

89,053

Volvo AB "B"

2,230

90,494

(Cost $375,519)

381,602

Switzerland 3.8%

Lonza Group AG (Registered)

1,781

98,337

Nestle SA (Registered)

384

98,136

Swiss Re (Registered)

1,094

67,051

UBS AG (Registered)

1,033

80,391

(Cost $356,742)

343,915

Taiwan 1.6%

Chunghwa Telecom Co., Ltd. (ADR)

2,630

56,361

Compal Electronics, Inc (GDR), 144A

16,740

83,198

(Cost $134,815)

139,559

United Kingdom 22.3%

Alliance Unichem PLC

4,867

73,916

 


Shares

Value ($)

 

 

BAE Systems PLC

17,741

90,818

Boots Group PLC

9,138

99,454

BP PLC

9,519

98,985

British Airways PLC*

16,360

76,912

British Sky Broadcasting Group PLC

12,463

117,453

Cadbury Schweppes PLC

11,490

109,378

Compass Group PLC

36,228

151,981

GKN PLC

11,346

52,216

GlaxoSmithKline PLC

5,152

124,306

HSBC Holdings PLC

6,000

95,913

National Grid Transco PLC

5,730

55,409

Pearson PLC

5,899

69,202

Rentokil Initial PLC

40,752

116,031

Rolls-Royce Group PLC*

16,857

86,426

Rolls-Royce Group PLC "B"

789,000

1,413

Royal Bank of Scotland Group PLC

4,395

132,351

Shell Transport & Trading Co., PLC

13,293

128,772

Shire Pharmaceuticals Group PLC

7,994

87,526

Smiths Group PLC

5,109

84,018

Vodafone Group PLC

46,722

113,530

Yell Group PLC

4,117

31,303

(Cost $1,977,809)

1,997,312

Total Common Stocks (Cost $8,369,402)

8,377,954

 

Cash Equivalents 8.9%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $797,330)

797,330

797,330

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $9,166,732) (a)

102.5

9,175,284

Other Assets and Liabilities

(2.5)

(220,720)

Net Assets

100.0

8,954,564

Notes to Scudder Templeton Foreign Value Portfolio

* Non-income producing security.

(a) The cost for federal income tax purposes was $9,169,865. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $5,419. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $274,324 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $268,905.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

ADR: American Depositary Receipt

GDR: Global Depositary Receipt

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.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $8,369,402)

$ 8,377,954

Scudder Cash Management QP Trust (cost $797,330)

797,330

Total investments in securities, at value (cost $9,166,732)

9,175,284

Cash

118

Foreign currency, at value (cost $19,710)

19,595

Receivable for investments sold

78,343

Dividends receivable

17,187

Interest receivable

1,692

Receivable for Portfolio shares sold

16,963

Foreign taxes recoverable

5,168

Unrealized appreciation on forward foreign currency exchange contracts

13

Due from Advisor

19,825

Total assets

9,334,188

Liabilities

Payable for investments purchased

338,065

Other accrued expenses and payables

41,559

Total liabilities

379,624

Net assets, at value

$ 8,954,564

Net Assets

Net assets consist of:

Undistributed net investment income

106,509

Net unrealized appreciation (depreciation) on:

Investments

8,552

Foreign currency related transactions

(551)

Accumulated net realized gain (loss)

25,709

Paid-in capital

8,814,345

Net assets, at value

$ 8,954,564

Class A

Net Asset Value, offering and redemption price per share ($4,788,855 ÷ 462,829 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.35

Class B

Net Asset Value, offering and redemption price per share ($4,165,709 ÷ 403,070 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 10.33

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $19,342)

$ 148,925

Interest — Scudder Cash Management QP Trust

7,467

Total Income

156,392

Expenses:

Management fee

36,065

Custodian and accounting fees

51,727

Distribution service fees (Class B)

4,257

Record keeping fees (Class B)

804

Auditing

11,349

Legal

1,677

Trustees' fees and expenses

42

Reports to shareholders

1,749

Offering cost

787

Other

627

Total expenses, before expense reductions

109,084

Expense reductions

(62,334)

Total expenses, after expense reductions

46,750

Net investment income (loss)

109,642

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

34,471

Foreign currency related transactions

(8,762)

 

25,709

Net unrealized appreciation (depreciation) during the period on:

Investments

(287,506)

Foreign currency related transactions

(579)

 

(288,085)

Net gain (loss) on investment transactions

(262,376)

Net increase (decrease) in net assets resulting from operations

$ (152,734)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months
Ended
June 30, 2005
(Unaudited)

Period Ended December 31, 2004a

Operations:

Net investment income (loss)

$ 109,642

$ 2,020

Net realized gain (loss) on investment transactions

25,709

(8,340)

Net unrealized appreciation (depreciation) on investment transactions during the period

(288,085)

296,086

Net increase (decrease) in net assets resulting from operations

(152,734)

289,766

Portfolio share transactions:

Class A

Proceeds from shares sold

2,472,721

2,500,000

Cost of shares redeemed

(253,590)

Net increase (decrease) in net assets from Class A share transactions

2,219,131

2,500,000

Class B

Proceeds from shares sold

1,382,698

2,758,419

Cost of shares redeemed

(42,404)

(312)

Net increase (decrease) in net assets from Class B share transactions

1,340,294

2,758,107

Increase (decrease) in net assets

3,406,691

5,547,873

Net assets at beginning of period

5,547,873

Net assets at end of period (including undistributed net investment income and accumulated net investment loss of $106,509 and $3,133, respectively)

$ 8,954,564

$ 5,547,873

Other Information

Class A

Shares outstanding at beginning of period

250,000

Shares sold

236,937

250,000

Share redeemed

(24,108)

Net increase in Portfolio shares

212,829

250,000

Shares outstanding at end of period

462,829

250,000

Class B

Shares outstanding at beginning of period

275,227

Shares sold

131,929

275,257

Shares redeemed

(4,086)

(30)

Net increase in Portfolio shares

127,843

275,227

Shares outstanding at end of period

403,070

275,227

a For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.56

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.15

.01

Net realized and unrealized gain (loss) on investment transactions

(.36)

.55

Total from investment operations

(.21)

.56

Net asset value, end of period

$ 10.35

$ 10.56

Total Return (%)d

(1.99)**

5.60**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

5

3

Ratio of expenses before expense reductions (%)

2.74*

7.34*

Ratio of expenses after expense reductions (%)

1.14*

1.14*

Ratio of net investment income (loss) (%)

2.97*

.41*

Portfolio turnover rate (%)

12*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Class B

 

2005a

2004b

Selected Per Share Data

Net asset value, beginning of period

$ 10.56

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.14

Net realized and unrealized gain (loss) on investment transactions

(.37)

.56

Total from investment operations

(.23)

.56

Net asset value, end of period

$ 10.33

$ 10.56

Total Return (%)d

(2.18)**

5.60**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

4

3

Ratio of expenses before expense reductions (%)

3.03*

7.74*

Ratio of expenses after expense reductions (%)

1.34*

1.34*

Ratio of net investment income (loss) (%)

2.77*

.21*

Portfolio turnover rate (%)

12*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from November 15, 2004 (commencement of operations) to December 31, 2004.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

Scudder Total Return Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,007.70

$ 1,005.60

Expenses Paid per $1,000*

$ 2.79

$ 4.67

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,022.02

$ 1,020.13

Expenses Paid per $1,000*

$ 2.81

$ 4.71

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — Scudder Total Return Portfolio

.56%

.94%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

Scudder Total Return Portfolio

During the first six months of 2005, the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At June 30, 2005, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. Large-cap stocks performed better than small-cap stocks, and value stocks outperformed growth.

Bonds delivered higher returns than stocks for the period: Return of the Lehman Brothers Aggregate Bond Index was 2.51%. High-yield bonds underperformed investment-grade issues in the early months of 2005, as concerns about the durability of economic growth drove a flight to quality. After a turbulent period in March and early April, the high-yield and emerging market debt sectors rebounded in the quarter.

For the six-month period ended June 30, 2005, the return of Scudder Total Return Portfolio (Class A shares, unadjusted for contract charges) was 0.77%. As expected, since this portfolio invests in a blend of equity and bond securities, its return was between the returns of our major equity and bond benchmarks, the S&P 500 and the Lehman Brothers Aggregate Bond Index. Our other equity benchmark, the Russell 1000 Growth Index, had a return of -1.72%. The Lipper peer group of balanced funds had an average return of 0.51% for the period.

Over the last six months, the portfolio's equity/fixed-income mix was maintained at close to a neutral position of 60% stocks and 40% bonds, but with a modest overweight in equities. This overweight in equities detracted from performance, since bond returns were higher than equity returns. In the equity portion of the portfolio, stock selection, particularly in the energy and health care sectors, was the major contributor to the portfolio's performance. The lack of utility holdings was negative for performance, as this sector had the second highest return (after energy) in the S&P 500 Index. In the bond portion of the portfolio, individual security selection had the largest positive impact on performance. Exposure to the high-yield and emerging market debt sectors added value. Non-dollar bond holdings added value as well since foreign markets performed better than the US market.

Julie M. Van Cleave, CFA J. Christopher Gagnier
Andrew P. Cestone Brett Diment
Thomas F. Sassi Arnim S. Holzer
Portfolio Managers

Deutsche Investment Management Americas Inc.

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. The portfolio also invests in individual bonds whose yields and market values fluctuate so that your investment may be worth more or less than its original cost. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Standard & Poor's (S&P) 500 Index is an unmanaged 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.

The Lehman Brothers Aggregate Bond Index is an unmanaged market value-weighted measure of treasury issues, agency issues, corporate bond issues and mortgage securities.

The Russell 1000 Growth Index is an unmanaged, capitalization-weighted index which consists of those securities in the Russell 1000 Index with higher price-to-book ratios and higher forecasted growth values.

Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

The Lipper Balanced Fund category includes funds whose primary objective is to conserve principal by maintaining at all times a balanced portfolio of both stocks and bonds. Typically, the stock/bond ratio ranges around 60%/40%.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

Scudder Total Return Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

58%

60%

Corporate Bonds

11%

11%

Cash Equivalents

6%

3%

Collateralized Mortgage Obligations

5%

7%

Foreign Bonds — US$ Denominated

4%

5%

Commercial and Non-Agency Mortgage Backed Securities

4%

2%

US Government Backed

3%

4%

Foreign Bonds — Non US$ Denominated

3%

1%

Municipal Bonds and Notes

2%

2%

US Government Agency Sponsored Pass-Throughs

2%

1%

Asset Backed

2%

3%

Government National Mortgage Association

1%

 

100%

100%

Sector Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Financials

19%

19%

Information Technology

16%

19%

Health Care

12%

16%

Consumer Discretionary

11%

12%

Industrials

11%

11%

Energy

10%

9%

Consumer Staples

5%

8%

Sovereign Bonds

5%

Materials

5%

4%

Telecommunication Services

3%

1%

Utilities

3%

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 70. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

Scudder Total Return Portfolio

 


Shares

Value ($)

 

 

Common Stocks 58.0%

Consumer Discretionary 6.5%

Auto Components 0.1%

Noble International Ltd.

4,000

94,200

Oxford Automotive, Inc.*

73,172

20,488

Tenneco Automotive, Inc.*

19,200

319,488

434,176

Automobiles 0.3%

Harley-Davidson, Inc.

47,600

2,360,960

Distributors 0.0%

The Andersons, Inc.

3,200

114,592

Diversified Consumer Services 0.0%

Sotheby's Holdings, Inc., "A"*

7,300

100,010

Hotels Restaurants & Leisure 0.9%

Argosy Gaming Co.*

9,300

433,473

California Pizza Kitchen, Inc.*

3,600

98,172

CEC Entertainment, Inc.*

3,500

147,315

CKE Restaurants, Inc.

19,200

267,264

Dave & Buster's, Inc.*

3,300

60,852

International Game Technology

40,200

1,131,630

MTR Gaming Group, Inc.*

29,200

339,888

Multimedia Games, Inc.*

23,400

257,634

Panera Bread Co., "A"*

5,300

329,051

Starbucks Corp.*

17,700

914,382

YUM! Brands, Inc.

43,900

2,286,312

6,265,973

Household Durables 0.1%

Fortune Brands, Inc.

11,100

985,680

Internet & Catalog Retail 0.2%

eBay, Inc.*

43,200

1,426,032

Leisure Equipment & Products 0.1%

Arctic Cat, Inc.

7,200

147,816

Escalade, Inc.

1,300

17,979

JAKKS Pacific, Inc.*

14,300

274,703

440,498

Media 1.1%

aQuantive, Inc.*

7,400

131,128

Comcast Corp., Special "A"*

50,000

1,497,500

McGraw-Hill Companies, Inc.

53,800

2,380,650

Omnicom Group, Inc.

29,600

2,363,856

Reader's Digest Association, Inc.

30,100

496,650

Scholastic Corp.*

10,100

389,355

Viacom, Inc., "B"

25,309

810,394

8,069,533

Multiline Retail 1.2%

Family Dollar Stores, Inc.

107,500

2,805,750

Kirkland's, Inc.*

17,700

165,318

Kohl's Corp.*

26,300

1,470,433

Target Corp.

75,100

4,086,191

8,527,692

Specialty Retail 2.3%

Bed Bath & Beyond, Inc.*

22,300

931,694

Cato Corp., "A"

16,350

337,627

 


Shares

Value ($)

 

 

GameStop Corp., "B"*

2,600

77,740

Genesco, Inc.*

8,700

322,683

Hibbett Sporting Goods, Inc.*

9,300

351,912

Home Depot, Inc.

12,600

490,140

Jo-Ann Stores, Inc.*

1,400

36,946

Jos. A. Bank Clothiers, Inc.*

8,100

350,730

Lowe's Companies, Inc.

70,300

4,092,866

Payless ShoeSource, Inc.*

12,800

245,760

Pier 1 Imports, Inc.

25,900

367,521

RadioShack Corp.

81,300

1,883,721

Stage Stores, Inc.*

10,700

466,520

Staples, Inc.

81,600

1,739,712

Stein Mart, Inc.

12,900

283,800

The Buckle, Inc.

6,300

279,342

The Finish Line, Inc., "A"

6,300

119,196

The Gap, Inc.

134,500

2,656,375

TJX Companies, Inc.

58,300

1,419,605

Too, Inc.*

7,400

172,938

16,626,828

Textiles, Apparel & Luxury Goods 0.2%

Guess?, Inc.*

9,300

319,994

K-Swiss, Inc., "A"

12,400

401,016

Wolverine World Wide, Inc.

18,600

446,586

1,167,596

Consumer Staples 3.9%

Beverages 0.6%

PepsiCo, Inc.

79,580

4,291,749

Food & Staples Retailing 0.7%

Pantry, Inc.*

1,300

50,349

Pathmark Stores, Inc.*

26,900

235,644

Wal-Mart Stores, Inc.

44,700

2,154,540

Walgreen Co.

54,500

2,506,455

4,946,988

Food Products 1.3%

Dean Foods Co.*

18,500

651,940

Flowers Foods, Inc.

5,300

187,408

General Mills, Inc.

66,500

3,111,535

Kellogg Co.

31,900

1,417,636

Lance, Inc.

23,600

406,156

The Hershey Co.

23,900

1,484,190

TreeHouse Foods, Inc.*

3,700

105,487

Unilever NV, (NY Shares)

33,900

2,197,737

9,562,089

Household Products 1.2%

Colgate-Palmolive Co.

28,100

1,402,471

Kimberly-Clark Corp.

55,200

3,454,968

Procter & Gamble Co.

72,600

3,829,650

8,687,089

Personal Products 0.1%

Chattem, Inc.*

9,000

372,600

Energy 7.2%

Energy Equipment & Services 1.6%

Baker Hughes, Inc.

49,500

2,532,420

Halliburton Co.

73,300

3,505,206

 


Shares

Value ($)

 

 

Nabors Industries Ltd.*

27,300

1,654,926

Schlumberger Ltd.

26,900

2,042,786

Transocean, Inc.*

35,300

1,905,141

11,640,479

Oil, Gas & Consumable Fuels 5.6%

BP PLC (ADR)

59,600

3,717,848

Callon Petroleum Co.*

19,200

283,776

ChevronTexaco Corp.

111,400

6,229,488

Cimarex Energy Co.*

14,200

552,522

ConocoPhillips

63,800

3,667,862

Devon Energy Corp.

61,400

3,111,752

Energy Partners Ltd.*

19,000

497,990

EOG Resources, Inc.

81,900

4,651,920

ExxonMobil Corp.

155,100

8,913,597

Forest Oil Corp.*

9,100

382,200

Harvest Natural Resources, Inc.*

18,900

206,577

KCS Energy, Inc.*

12,200

211,914

Meridian Resource Corp.*

28,900

138,142

Penn Virginia Corp.

10,400

464,568

Royal Dutch Petroleum Co., (NY Shares)

50,100

3,251,490

St. Mary Land & Exploration Co.

5,000

144,900

Stone Energy Corp.*

5,300

259,170

Valero Energy Corp.

19,900

1,574,289

Vintage Petroleum, Inc.

14,100

429,627

XTO Energy, Inc.

38,966

1,324,454

40,014,086

Financials 10.2%

Banks 4.4%

AmSouth Bancorp.

75,700

1,968,200

BancFirst Corp.

1,200

104,388

BancorpSouth, Inc.

1,500

35,400

Bank of America Corp.

163,100

7,438,991

BB&T Corp.

50,100

2,002,497

Brookline Bancorp, Inc.

6,700

108,942

Cathay General Bancorp.

2,900

97,759

Center Financial Corp.

15,900

394,797

City Holding Co.

3,700

135,124

CoBiz, Inc.

1,200

21,756

Corus Bankshares, Inc.

10,000

554,900

CVB Financial Corp.

10,775

212,052

Fidelity Bancshares, Inc.

5,750

152,490

First BanCorp.

13,500

542,025

First Charter Corp.

3,800

83,486

First Community Bancorp.

2,100

99,750

FirstFed Financial Corp.*

9,400

560,334

Frontier Financial Corp.

1,350

34,101

Harbor Florida Bancshares, Inc.

10,100

378,144

NewAlliance Bancshares, Inc.

8,800

123,640

Oriental Financial Group, Inc.

13,200

201,432

Pacific Capital Bancorp.

1,800

66,744

PFF Bancorp., Inc.

5,350

162,051

PNC Financial Services Group

38,000

2,069,480

Prosperity Bancshares, Inc.

15,000

429,150

Provident Financial Services, Inc.

14,000

245,980

Republic Bancorp., Inc.

17,800

266,644

Republic Bancorp., Inc., "A"

1,260

27,355

Sterling Bancshares, Inc.

21,400

332,984

 


Shares

Value ($)

 

 

Sterling Financial Corp.*

1,500

56,100

SunTrust Banks, Inc.

30,600

2,210,544

TierOne Corp.

4,300

116,659

UMB Financial Corp.

1,900

108,357

Umpqua Holdings Corp.

1,400

32,956

United Community Banks, Inc.

1,700

44,234

US Bancorp.

105,800

3,089,360

Wachovia Corp.

62,600

3,104,960

Wells Fargo & Co.

54,900

3,380,742

Wintrust Financial Corp.

3,000

157,050

WSFS Financial Corp.

3,800

207,898

31,359,456

Capital Markets 1.2%

Bear Stearns Companies, Inc.

19,800

2,058,012

Investment Technology Group, Inc.*

19,900

418,298

Lehman Brothers Holdings, Inc.

18,500

1,836,680

Merrill Lynch & Co., Inc.

52,300

2,877,023

The Goldman Sachs Group, Inc.

17,100

1,744,542

8,934,555

Consumer Finance 0.3%

American Express Co.

33,500

1,783,205

Cash America International, Inc.

3,500

70,420

CompuCredit Corp.*

3,500

119,980

Metris Companies, Inc.*

13,000

187,980

2,161,585

Diversified Financial Services 2.2%

Citigroup, Inc.

181,732

8,401,470

Freddie Mac

42,500

2,772,275

JPMorgan Chase & Co.

132,200

4,669,304

Ocwen Financial Corp.*

4,900

33,124

Santander BanCorp

6,400

160,384

16,036,557

Insurance 1.5%

AFLAC, Inc.

53,600

2,319,808

Allstate Corp.

54,600

3,262,350

American International Group, Inc.

50,400

2,928,240

American Physicians Capital, Inc.*

5,400

200,610

Argonaut Group, Inc.*

1,300

30,017

Commerce Group, Inc.

5,900

366,449

Lincoln National Corp.

30,100

1,412,292

Navigators Group, Inc.*

1,000

34,570

Zenith National Insurance Corp.

5,400

366,444

10,920,780

Real Estate 0.6%

American Financial Realty Trust (REIT)

8,500

130,730

Amli Residential Properties Trust (REIT)

5,800

181,308

Colonial Properties Trust (REIT)

4,700

206,800

Commercial Net Lease Realty (REIT)

9,100

186,277

Corporate Office Properties Trust (REIT)

8,000

235,600

Cousins Properties, Inc. (REIT)

5,700

168,606

EastGroup Properties, Inc. (REIT)

1,500

63,165

FelCor Lodging Trust, Inc. (REIT)*

12,000

173,760

First Industrial Realty Trust, Inc. (REIT)

3,100

123,690

Gables Residential Trust (REIT)

6,100

263,703

 


Shares

Value ($)

 

 

Glenborough Realty Trust, Inc. (REIT)

4,000

82,360

Glimcher Realty Trust (REIT)

3,800

105,450

Heritage Property Investment Trust (REIT)

5,800

203,116

Highwoods Properties, Inc. (REIT)

7,500

223,200

Home Properties, Inc. (REIT)

4,500

193,590

Kilroy Realty Corp. (REIT)

4,900

232,701

Lexington Corporate Properties Trust (REIT)

10,100

245,531

LTC Properties, Inc. (REIT)

1,300

26,910

Maguire Properties, Inc. (REIT)

200

5,668

Nationwide Health Properties, Inc. (REIT)

10,300

243,183

Newcastle Investment Corp. (REIT)

6,300

189,945

OMEGA Healthcare Investors, Inc. (REIT)

2,500

32,150

Parkway Properties, Inc. (REIT)

3,600

180,036

Prentiss Properties Trust (REIT)

4,800

174,912

Senior Housing Properties Trust (REIT)

11,700

221,247

Sun Communities, Inc. (REIT)

1,600

59,504

Town & Country Trust (REIT)

1,200

34,212

Urstadt Biddle Properties "A" (REIT)

1,200

20,784

Washington Real Estate Investment Trust (REIT)

7,500

234,000

4,442,138

Health Care 9.2%

Biotechnology 1.5%

Albany Molecular Research, Inc.*

20,400

285,600

Amgen, Inc.*

15,500

937,130

Genentech, Inc.*

77,200

6,197,616

Gilead Sciences, Inc.*

68,900

3,030,911

ImmunoGen, Inc.*

7,300

42,267

Serologicals Corp.*

14,600

310,250

ZymoGenetics, Inc.*

1,400

24,640

10,828,414

Health Care Equipment & Supplies 2.1%

American Medical Systems Holdings, Inc.*

23,200

479,080

Baxter International, Inc.

146,300

5,427,730

Boston Scientific Corp.*

48,300

1,304,100

C.R. Bard, Inc.

19,300

1,283,643

DJ Orthopedics, Inc.*

9,500

260,585

Haemonetics Corp.*

10,600

430,784

Hologic, Inc.*

2,800

111,300

Medtronic, Inc.

48,600

2,516,994

Palomar Medical Technologies, Inc.*

8,400

200,928

West Pharmaceutical Services, Inc.

3,500

98,175

Zimmer Holdings, Inc.*

39,900

3,039,183

15,152,502

Health Care Providers & Services 1.3%

Apria Healthcare Group, Inc.*

4,400

152,416

Centene Corp.*

12,000

402,960

Cerner Corp.*

4,000

271,880

Chemed Corp.

10,600

433,328

Computer Programs & Systems, Inc.

8,700

324,249

Kindred Healthcare, Inc.*

8,700

344,607

LabOne, Inc.*

3,500

139,335

MedCath Corp.*

9,800

272,342

 


Shares

Value ($)

 

 

Per-Se Technologies, Inc.*

16,600

348,932

Quality Systems, Inc.

6,000

284,280

RehabCare Group, Inc.*

12,000

320,760

Sierra Health Services, Inc.*

5,600

400,176

UnitedHealth Group, Inc.

103,400

5,391,276

9,086,541

Pharmaceuticals 4.3%

Abbott Laboratories

135,600

6,645,756

Alpharma, Inc., "A"

13,700

198,239

Andrx Corp.*

13,400

272,154

Bristol-Myers Squibb Co.

156,700

3,914,366

Connetics Corp.*

12,100

213,444

Eli Lilly & Co.

22,800

1,270,188

Enzon Pharmaceuticals, Inc.*

45,900

297,432

First Horizon Pharmaceutical Corp.*

8,100

154,224

ICOS Corp.*

14,500

306,965

Impax Laboratories, Inc.*

13,700

215,090

Johnson & Johnson

127,582

8,292,830

Kos Pharmaceuticals, Inc.*

4,900

320,950

Perrigo Co.

15,600

217,464

Pfizer, Inc.

179,225

4,943,026

Pharmion Corp.*

11,200

259,952

United Therapeutics Corp.*

5,000

241,000

Valeant Pharmaceuticals International

11,200

197,456

Wyeth

74,100

3,297,450

31,257,986

Industrials 6.2%

Aerospace & Defense 1.2%

HEICO Corp.

8,500

198,985

Honeywell International, Inc.

102,500

3,754,575

Moog, Inc., "A"*

17,450

549,501

Teledyne Technologies, Inc.*

4,000

130,320

Triumph Group, Inc.*

8,800

305,888

United Technologies Corp.

74,700

3,835,845

8,775,114

Air Freight & Logistics 0.3%

FedEx Corp.

24,700

2,000,947

Hub Group, Inc.*

7,400

185,370

2,186,317

Airlines 0.0%

Alaska Air Group, Inc.*

12,000

357,000

Building Products 0.2%

Eagle Materials, Inc.

6,300

583,317

Lennox International, Inc.

19,800

419,166

USG Corp.*

4,300

182,750

1,185,233

Commercial Services & Supplies 1.2%

Avery Dennison Corp.

40,700

2,155,472

CompX International, Inc.

300

5,025

Consolidated Graphics, Inc.*

7,500

305,775

DiamondCluster International, Inc.*

14,300

161,590

Electro Rent Corp.*

22,000

319,880

Euronet Worldwide, Inc.*

8,000

232,560

FTI Consulting, Inc.*

8,100

169,290

John H. Harland Co.

13,800

524,400

Korn/Ferry International*

21,500

381,625

 


Shares

Value ($)

 

 

Labor Ready, Inc.*

14,700

342,657

Navigant Consulting, Inc.*

17,000

300,220

NuCo2, Inc.*

16,200

415,854

Pitney Bowes, Inc.

54,000

2,351,700

TeleTech Holdings, Inc.*

23,100

188,265

TNS, Inc.*

1,900

44,403

Ventiv Health, Inc.*

14,500

279,560

8,342,076

Construction & Engineering 0.1%

Dycom Industries, Inc.*

20,700

410,067

Perini Corp.*

15,200

249,584

Quanta Services, Inc.*

26,800

235,840

895,491

Electrical Equipment 0.4%

Emerson Electric Co.

44,000

2,755,720

Industrial Conglomerates 2.1%

3M Co.

19,500

1,409,850

Blount International, Inc.*

29,800

497,362

General Electric Co.

319,000

11,053,350

Textron, Inc.

32,300

2,449,955

15,410,517

Machinery 0.6%

AGCO Corp.*

11,000

210,320

Caterpillar, Inc.

14,200

1,353,402

Gardner Denver, Inc.*

11,000

385,880

JLG Industries, Inc.

16,000

439,680

Kennametal, Inc.

12,900

591,465

NACCO Industries, Inc., "A"

400

42,888

Sauer-Danfoss, Inc.

15,600

277,212

Stewart & Stevenson Services, Inc.

16,200

367,092

Toro Co.

7,500

289,575

Wabash National Corp.*

11,600

281,068

4,238,582

Road & Rail 0.1%

Knight Transportation, Inc.

19,700

479,301

Old Dominion Freight Line, Inc.*

2,400

64,392

543,693

Trading Companies & Distributors 0.0%

United Rentals, Inc.*

15,700

317,297

Information Technology 12.2%

Communications Equipment 1.9%

Arris Group, Inc.*

25,100

218,621

Avocent Corp.*

7,400

193,436

Belden CDT, Inc.

5,800

122,960

Cisco Systems, Inc.*

253,800

4,850,118

ComTech Telecommunications Corp.*

7,400

241,462

Equinix, Inc.*

1,800

78,012

InterDigital Communications Corp.*

17,300

302,750

NETGEAR, Inc.*

7,800

145,080

Nokia Oyj, (ADR)

268,500

4,467,840

QUALCOMM, Inc.

78,800

2,601,188

Symmetricom, Inc.*

26,900

278,953

13,500,420

 


Shares

Value ($)

 

 

Computers & Peripherals 2.3%

Apple Computer, Inc.*

22,200

817,182

infoUSA, Inc.

14,000

163,800

Dell, Inc.*

59,900

2,366,649

EMC Corp.*

228,000

3,125,880

Hewlett-Packard Co.

154,800

3,639,348

Imation Corp.

12,800

496,512

International Business Machines Corp.

76,800

5,698,560

Maxtor Corp.*

41,900

217,880

PalmOne, Inc.*

8,400

250,068

16,612,079

Electronic Equipment & Instruments 0.2%

Agilysys, Inc.

17,400

273,180

American Science & Engineering, Inc.*

7,700

341,572

Itron, Inc.*

7,000

312,760

LeCroy Corp.*

15,900

218,625

MIPS Technologies, Inc.*

10,100

72,720

Paxar Corp.*

20,400

362,100

1,580,957

Internet Software & Services 0.3%

Digital Insight Corp.*

5,100

121,992

Digital River, Inc.*

6,700

212,725

EarthLink, Inc.*

23,600

204,376

InfoSpace, Inc.*

4,500

148,185

j2 Global Communications, Inc.*

3,900

134,316

Openwave Systems, Inc.*

2,700

44,280

Redback Networks, Inc.*

17,200

109,736

Yahoo!, Inc.*

37,200

1,288,980

2,264,590

IT Consulting & Services 1.5%

Accenture Ltd., "A"*

64,400

1,459,948

Automatic Data Processing, Inc.

80,500

3,378,585

Covansys Corp.*

18,600

239,010

First Data Corp.

45,000

1,806,300

Fiserv, Inc.*

59,600

2,559,820

Paychex, Inc.

24,600

800,484

Sapient Corp.*

22,100

175,253

TALX Corp.

8,000

231,280

10,650,680

Semiconductors & Semiconductor Equipment 3.4%

ADE Corp.*

7,900

221,595

Applied Materials, Inc.

174,900

2,829,882

Axcelis Technologies, Inc.*

36,300

249,018

Broadcom Corp., "A"*

44,500

1,580,195

Cypress Semiconductor Corp.*

20,500

258,095

Diodes, Inc.*

8,400

262,080

Emulex Corp.*

15,900

290,334

Fairchild Semiconductor International, Inc.*

21,300

314,175

Integrated Device Technology, Inc.*

1,700

18,275

Intel Corp.

361,800

9,428,508

IXYS Corp.*

16,000

226,880

Linear Technology Corp.

53,100

1,948,239

Micrel, Inc.*

4,800

55,296

OmniVision Technologies, Inc.*

14,100

191,619

Photronics, Inc.*

10,200

238,068

 


Shares

Value ($)

 

 

Silicon Image, Inc.*

21,300

218,538

Texas Instruments, Inc.

204,800

5,748,736

TTM Technologies, Inc.*

23,800

181,118

Varian Semiconductor Equipment Associates, Inc.*

7,500

277,500

24,538,151

Software 2.6%

Adobe Systems, Inc.

44,400

1,270,728

Ansoft Corp.*

13,500

326,160

Electronic Arts, Inc.*

36,600

2,071,926

FileNET Corp.*

18,200

457,548

Hyperion Solutions Corp.*

8,000

321,920

Internet Security Systems, Inc.*

7,600

154,204

Interwoven, Inc.*

17,300

130,269

Intuit, Inc.*

18,600

839,046

Microsoft Corp.

410,000

10,184,400

MicroStrategy, Inc., "A"*

22

1,167

Oracle Corp.*

112,500

1,485,000

PAR Technology Corp.*

9,400

300,800

Parametric Technology Corp.*

52,100

332,398

SS&C Technologies, Inc.

900

28,512

Symantec Corp.*

26,500

576,110

TIBCO Software, Inc.*

30,100

196,854

Wind River Systems, Inc.*

16,500

258,720

Witness Systems, Inc.*

12,900

235,167

19,170,929

Materials 1.3%

Chemicals 0.6%

Air Products & Chemicals, Inc.

33,600

2,026,080

Cambrex Corp.

16,500

314,325

Ecolab, Inc.

44,800

1,449,728

Terra Industries, Inc.*

58,800

400,428

W.R. Grace & Co.*

23,600

183,844

4,374,405

Containers & Packaging 0.4%

Silgan Holdings, Inc.

6,400

359,936

Sonoco Products Co.

81,600

2,162,400

2,522,336

Metals & Mining 0.3%

AK Steel Holding Corp.*

36,300

232,683

Alcoa, Inc.

35,400

925,002

Carpenter Technology Corp.

6,100

315,980

Century Aluminum Co.*

8,500

173,400

Quanex Corp.

8,800

466,488

2,113,553

Paper & Forest Products 0.0%

Deltic Timber Corp.

8,200

311,846

Telecommunication Services 0.8%

Diversified Telecommunication Services 0.8%

Alaska Communications Systems Group, Inc.

3,300

32,703

Aspect Communications Corp.*

18,800

211,124

CT Communications, Inc.

22,100

288,405

General Communication, Inc., "A"*

27,500

271,425

North Pittsburgh Systems, Inc.

9,600

187,776

Premiere Global Services, Inc.*

25,600

289,024

 


Shares

Value ($)

 

 

SBC Communications, Inc.

69,100

1,641,125

TALK America Holdings, Inc.*

23,200

232,232

Verizon Communications, Inc.

60,600

2,093,730

5,247,544

Wireless Telecommunication Services 0.0%

UbiquiTel, Inc.*

24,400

199,104

Utilities 0.5%

Electric Utilities 0.4%

PNM Resources, Inc.

12,700

365,887

Progress Energy, Inc.

54,000

2,442,960

2,808,847

Gas Utilities 0.1%

Energen Corp.

9,400

329,470

Northwest Natural Gas Co.

2,800

107,072

South Jersey Industries, Inc.

5,100

311,713

748,255

Total Common Stocks (Cost $350,628,516)

417,865,900

 

Principal Amount ($)(g)

Value ($)

 

 

Convertible Bond 0.0%

DIMON, Inc., 6.25%, 3/31/2007

70,000

70,000

HIH Capital Ltd., 144A, Series DOM, 7.5%, 9/25/2006

60,000

59,400

Total Convertible Bond (Cost $125,873)

129,400

 

Corporate Bonds 10.5%

Consumer Discretionary 2.1%

155 East Tropicana LLC/Finance, 144A, 8.75%, 4/1/2012

110,000

106,975

Adesa, Inc., 7.625%, 6/15/2012

55,000

55,825

AMC Entertainment, Inc., 8.0%, 3/1/2014

275,000

244,063

Auburn Hills Trust, 12.375%, 5/1/2020

131,000

198,337

AutoNation, Inc., 9.0%, 8/1/2008

100,000

109,250

Aztar Corp., 7.875%, 6/15/2014

255,000

269,663

Bally Total Fitness Holdings Corp., 10.5%, 7/15/2011

65,000

64,919

Cablevision Systems New York Group, Series B, 7.89%**, 4/1/2009

90,000

90,225

Caesars Entertainment, Inc.:

 

 

8.875%, 9/15/2008

85,000

94,881

9.375%, 2/15/2007

55,000

59,125

Charter Communications Holdings LLC:

Step-up Coupon, 0% to 5/15/2006, 11.75% to 5/15/2011

175,000

115,938

9.625%, 11/15/2009

285,000

213,037

10.25%, 9/15/2010

560,000

566,300

Comcast MO of Delaware, Inc., 9.0%, 9/1/2008

150,000

170,007

Cooper-Standard Automotive, Inc., 8.375%, 12/15/2014

195,000

154,050

CSC Holdings, Inc.:

 

 

7.25%, 7/15/2008

65,000

65,162

7.875%, 12/15/2007

270,000

278,775

 

Principal Amount ($)(g)

Value ($)

 

 

DaimlerChrysler NA Holding Corp., 4.75%, 1/15/2008

250,000

250,966

Dex Media East LLC/Financial, 12.125%, 11/15/2012

698,000

835,855

Dura Operating Corp.:

 

 

Series B, 8.625%, 4/15/2012

95,000

85,500

Series B, 9.0%, 5/1/2009 EUR

30,000

25,050

EchoStar DBS Corp., 6.625%, 10/1/2014

50,000

49,375

Foot Locker, Inc., 8.5%, 1/15/2022

135,000

148,163

Ford Motor Co., 7.45%, 7/16/2031

30,000

25,044

General Motors Corp., 8.25%, 7/15/2023

10,000

8,275

Gregg Appliances, Inc., 144A, 9.0%, 2/1/2013

100,000

93,750

Harrah's Operating Co., Inc., 144A, 5.625%, 6/1/2015

635,000

646,778

Interep National Radio Sales, Inc., Series B, 10.0%, 7/1/2008

150,000

124,688

ITT Corp., 7.375%, 11/15/2015

140,000

155,750

Jacobs Entertainment, Inc.:

 

 

11.875%, 2/1/2009

370,000

399,137

144A, 11.875%, 2/1/2009

90,000

97,088

Levi Strauss & Co., 7.73%**, 4/1/2012

80,000

75,600

Liberty Media Corp.:

 

 

5.7%, 5/15/2013

257,000

239,036

7.875%, 7/15/2009

10,000

10,672

8.5%, 7/15/2029

10,000

10,103

Mandalay Resort Group, 6.5%, 7/31/2009

117,000

119,633

Mediacom LLC, 9.5%, 1/15/2013

210,000

209,475

MGM MIRAGE:

 

 

6.0%, 10/1/2009

235,000

236,175

8.375%, 2/1/2011

355,000

386,950

9.75%, 6/1/2007

110,000

119,212

MTR Gaming Group, Inc., Series B, 9.75%, 4/1/2010

70,000

75,950

NCL Corp., 144A, 11.625%, 7/15/2014

180,000

189,450

Norcraft Holdings/Capital, Step-up Coupon, 0% to 9/1/2008, 9.75% to 9/1/2012

255,000

175,950

Paxson Communications Corp., Step-up Coupon, 0% to 1/15/2006, 12.25% to 1/15/2009

70,000

65,450

10.75%, 7/15/2008

80,000

78,800

Petro Stopping Centers, 9.0%, 2/15/2012

260,000

261,300

Pinnacle Entertainment, Inc., 8.75%, 10/1/2013

145,000

153,700

Premier Entertainment Biloxi LLC/Finance, 10.75%, 2/1/2012

220,000

213,400

PRIMEDIA, Inc.:

 

 

8.638%**, 5/15/2010

285,000

297,825

8.875%, 5/15/2011

240,000

251,400

Renaissance Media Group LLC, 10.0%, 4/15/2008

130,000

128,700

Resorts International Hotel & Casino, Inc., 11.5%, 3/15/2009

270,000

307,462

Restaurant Co., 11.25%, 5/15/2008

234,523

234,523

Schuler Homes, Inc., 10.5%, 7/15/2011

370,000

407,925

 

Principal Amount ($)(g)

Value ($)

 

 

Simmons Bedding Co.,:

Step-up Coupon, 0% to 12/15/2009,
10.0% to 12/15/2014, 144A,

365,000

164,250

7.875%, 1/15/2014, 144A

75,000

64,500

Sinclair Broadcast Group, Inc.:

 

 

8.0%, 3/15/2012

65,000

66,625

8.75%, 12/15/2011

590,000

619,500

Sonic Automotive, Inc., Series B, 8.625%, 8/15/2013

105,000

106,050

Tele-Communications, Inc.:

 

 

9.875%, 6/15/2022

670,000

967,573

10.125%, 4/15/2022

28,000

41,068

Time Warner, Inc., 7.625%, 4/15/2031

300,000

374,667

Toys "R" Us, Inc., 7.375%, 10/15/2018

185,000

149,850

Trump Entertainment Resorts, Inc., 8.5%, 6/1/2015

480,000

468,600

TRW Automotive, Inc., 11.0%, 2/15/2013

355,000

408,250

United Auto Group, Inc., 9.625%, 3/15/2012

250,000

266,875

Wheeling Island Gaming, Inc., 10.125%, 12/15/2009

75,000

79,500

Williams Scotsman, Inc., 9.875%, 6/1/2007

365,000

366,825

Wynn Las Vegas LLC, 144A, 6.625%, 12/1/2014

170,000

165,325

XM Satellite Radio, Inc., Step-up Coupon, 0% to 12/31/2005, 14.0% to 12/31/2009

275,000

283,938

12.0%, 6/15/2010

10,000

11,250

Young Broadcasting, Inc.:

 

 

8.75%, 1/15/2014

265,000

234,525

10.0%, 3/1/2011

60,000

57,000

14,946,813

Consumer Staples 0.2%

Agrilink Foods, Inc., 11.875%, 11/1/2008

20,000

20,675

Alliance One International, Inc.:

 

 

144A, 11.0%, 5/15/2012

150,000

154,500

144A, 12.75%, 11/15/2012

70,000

66,500

Del Laboratories, Inc., 144A, 8.0%, 2/1/2012

90,000

77,400

Duane Reade, Inc., 9.75%, 8/1/2011

100,000

81,500

GNC Corp.:

 

 

8.5%, 12/1/2010

65,000

52,000

144A, 8.625%, 1/15/2011

20,000

18,500

National Beef Packing Co., 10.5%, 8/1/2011

60,000

57,150

North Atlantic Trading Co., 9.25%, 3/1/2012

410,000

309,550

Pinnacle Foods Holding Corp., 8.25%, 12/1/2013

115,000

102,925

Rite Aid Corp., 11.25%, 7/1/2008

265,000

279,907

Swift & Co.:

 

 

10.125%, 10/1/2009

185,000

201,650

12.5%, 1/1/2010

45,000

50,231

Viskase Co., Inc., 11.5%, 6/15/2011

170,000

183,600

1,656,088

 

Principal Amount ($)(g)

Value ($)

 

 

Energy 0.6%

Belden & Blake Corp., 8.75%, 7/15/2012

175,000

171,500

Chesapeake Energy Corp., 6.875%, 1/15/2016

30,000

31,275

CITGO Petroleum Corp., 6.0%, 10/15/2011

235,000

234,413

Dynegy Holdings, Inc.:

 

 

6.875%, 4/1/2011

65,000

64,188

7.125%, 5/15/2018

145,000

138,112

7.625%, 10/15/2026

115,000

109,537

8.75%, 2/15/2012

30,000

32,700

144A, 9.875%, 7/15/2010

245,000

270,725

El Paso Production Holding Corp., 7.75%, 6/1/2013

165,000

176,138

Enterprise Products Operating LP, 7.5%, 2/1/2011

957,000

1,075,287

Key Energy Services, Inc., 6.375%, 5/1/2013

60,000

60,300

Newpark Resources, Inc., Series B, 8.625%, 12/15/2007

255,000

252,450

NGC Corp. Capital Trust I, Series B, 8.316%, 6/1/2027

200,000

175,000

Sonat, Inc., 7.0%, 2/1/2018

100,000

93,250

Southern Natural Gas, 8.875%, 3/15/2010

190,000

208,416

Stone Energy Corp.:

 

 

6.75%, 12/15/2014

130,000

126,425

8.25%, 12/15/2011

290,000

303,775

Whiting Petroleum Corp.:

 

 

7.25%, 5/1/2012

15,000

15,375

7.25%, 5/1/2013

15,000

15,300

Williams Companies, Inc.:

 

 

8.125%, 3/15/2012

350,000

397,250

8.75%, 3/15/2032

110,000

132,137

4,083,553

Financials 2.1%

AAC Group Holding Corp., 144A, Step-up Coupon, 0% to 10/1/2008, 10.25% to 10/1/2012

60,000

40,500

Affinia Group, Inc., 144A, 9.0%, 11/30/2014

255,000

214,200

Alamosa Delaware, Inc., Step-up Coupon, 0% to 7/31/2005, 12.0% to 7/31/2009

110,000

121,275

Allstate Corp., 5.55%, 5/9/2035

510,000

527,743

American General Finance Corp.:

 

 

Series H, 4.0%, 3/15/2011

1,314,000

1,268,796

Series I, 4.875%, 5/15/2010

480,000

484,653

American General Institutional Capital, 144A, 8.125%, 3/15/2046

230,000

312,282

AmeriCredit Corp., 9.25%, 5/1/2009

425,000

452,625

BF Saul Real Estate Investment Trust, (REIT) 7.5%, 3/1/2014

80,000

82,800

DBS Capital Funding Corp., 144A, 7.657%, 3/31/2049

198,000

226,926

Dow Jones CDX:

 

 

144A, Series 4-T3, 8.0%, 6/29/2010

213,000

216,062

144A, Series 4-T1, 8.25%, 6/29/2010

252,200

253,146

 

Principal Amount ($)(g)

Value ($)

 

 

E*TRADE Financial Corp., 8.0%, 6/15/2011

185,000

194,713

Farmers Insurance Exchange, 144A, 8.625%, 5/1/2024

545,000

676,559

FINOVA Group, Inc., 7.5%, 11/15/2009

488,000

217,160

Ford Motor Credit Co.:

 

 

5.8%, 1/12/2009

335,000

318,014

6.875%, 2/1/2006

1,226,000

1,238,254

7.25%, 10/25/2011

290,000

279,058

General Motors Acceptance Corp.:

 

 

4.13%**, 3/20/2007

255,000

247,308

6.125%, 8/28/2007

65,000

64,332

6.75%, 1/15/2006

3,340,000

3,366,352

6.75%, 12/1/2014

90,000

80,521

6.875%, 9/15/2011

35,000

32,308

8.0%, 11/1/2031

1,040,000

928,037

H&E Equipment/Finance, 11.125%, 6/15/2012

185,000

203,962

HSBC Finance Corp., 4.125%, 12/15/2008

160,000

158,973

JPMorgan Chase Capital XV, 5.875%, 3/15/2035

810,000

831,396

Merrill Lynch & Co., Inc., Series C, 5.0%, 1/15/2015

280,000

286,701

Neff Rental/Neff Finance Corp., 144A, 11.25%, 6/15/2012

60,000

60,000

Poster Financial Group, Inc., 8.75%, 12/1/2011

170,000

172,975

PXRE Capital Trust I, 8.85%, 2/1/2027

160,000

165,908

Qwest Capital Funding, Inc., 6.5%, 11/15/2018

65,000

53,300

R.H. Donnelly Finance Corp., 10.875%, 12/15/2012

140,000

162,750

Radnor Holdings Corp., 11.0%, 3/15/2010

290,000

197,925

Rafaella Apparel Group, Inc., 144A, 11.25%, 6/15/2011

70,000

67,375

RC Royalty Subordinated LLC, 7.0%, 1/1/2018

155,000

127,100

Simon Property Group L.P., (REIT), 144A, 4.6%, 6/15/2010

240,000

240,133

TIG Capital Holdings Trust, 144A, 8.597%, 1/15/2027

230,000

186,300

Triad Acquisition, 144A, 11.125%, 5/1/2013

120,000

121,500

UGS Corp., 10.0%, 6/1/2012

230,000

255,300

Universal City Development, 11.75%, 4/1/2010

315,000

361,462

15,496,684

Health Care 0.3%

Cinacalcet Royalty Subordinated LLC, 144A, 8.0%, 3/30/2017

115,000

116,150

Encore Medical Corp., 9.75%, 10/1/2012

65,000

63,050

Hanger Orthopedic Group, Inc., 10.375%, 2/15/2009

90,000

83,025

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

867,000

1,006,649

HEALTHSOUTH Corp., 10.75%, 10/1/2008

225,000

234,000

InSight Health Services Corp., Series B, 9.875%, 11/1/2011

160,000

124,800

 

Principal Amount ($)(g)

Value ($)

 

 

Tenet Healthcare Corp., 144A, 9.25%, 2/1/2015

485,000

503,188

2,130,862

Industrials 1.4%

Aavid Thermal Technologies, Inc., 12.75%, 2/1/2007

353,000

373,739

Allied Security Escrow Corp., 11.375%, 7/15/2011

210,000

204,750

Allied Waste North America, Inc.:

 

 

Series B, 5.75%, 2/15/2011

380,000

355,300

Series B, 9.25%, 9/1/2012

220,000

237,600

American Color Graphics, 10.0%, 6/15/2010

175,000

126,000

Avondale Mills, Inc., 144A, 10.093%**, 7/1/2012

175,000

164,500

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

396,429

424,890

Bear Creek Corp., 144A, 8.33%**, 3/1/2012

90,000

87,300

Beazer Homes USA, Inc.:

 

 

8.375%, 4/15/2012

130,000

139,425

8.625%, 5/15/2011

85,000

90,100

Browning-Ferris Industries:

 

 

7.4%, 9/15/2035

320,000

275,200

9.25%, 5/1/2021

20,000

20,250

Cenveo Corp., 7.875%, 12/1/2013

195,000

185,250

Collins & Aikman Floor Cover, Series B, 9.75%, 2/15/2010

310,000

320,850

Columbus McKinnon Corp., 10.0%, 8/1/2010

125,000

135,625

Compression Polymers Corp.:

 

 

144A, 10.46%**, 7/1/2012

65,000

65,000

144A, 10.5%, 7/1/2013

130,000

130,000

Congoleum Corp., 8.625%, 8/1/2008*

135,000

131,963

Cornell Companies, Inc., 10.75%, 7/1/2012

190,000

197,125

D.R. Horton, Inc.:

 

 

5.472%, 6/15/2012

1,010,000

1,004,445

5.625%, 9/15/2014

272,000

271,608

Dana Corp., 7.0%, 3/1/2029

205,000

179,089

Erico International Corp., 8.875%, 3/1/2012

75,000

76,125

Goodman Global Holding Co., Inc., 144A, 7.875%, 12/15/2012

150,000

138,750

HydroChem Industrial Services, Inc., 144A, 9.25%, 2/15/2013

40,000

37,000

ISP Chemco, Inc., Series B, 10.25%, 7/1/2011

350,000

381,500

K. Hovnanian Enterprises, Inc.:

 

 

6.25%, 1/15/2015

550,000

543,125

8.875%, 4/1/2012

180,000

194,850

Kansas City Southern:

 

 

7.5%, 6/15/2009

65,000

67,112

9.5%, 10/1/2008

400,000

436,000

Kinetek, Inc., Series D, 10.75%, 11/15/2006

315,000

286,650

Laidlaw International, Inc., 10.75%, 6/15/2011

210,000

246,053

Metaldyne Corp., 144A, 10.0%, 11/1/2013

195,000

159,900

Millennium America, Inc., 9.25%, 6/15/2008

365,000

395,112

 

Principal Amount ($)(g)

Value ($)

 

 

NTK Holdings, Inc., 144A, Step-up Coupon, 0% to 9/1/2009, 10.75% to 3/1/2014

165,000

77,550

Rainbow National Services LLC, 144A, 10.375%, 9/1/2014

160,000

184,000

Remington Arms Co., Inc., 10.5%, 2/1/2011

95,000

89,775

Sea Containers Ltd., Series B, 10.75%, 10/15/2006

30,000

30,300

Securus Technologies, Inc., 144A, 11.0%, 9/1/2011

130,000

109,850

Ship Finance International Ltd., 8.5%, 12/15/2013

295,000

280,619

Technical Olympic USA, Inc.:

 

 

7.5%, 3/15/2011

95,000

88,350

10.375%, 7/1/2012

325,000

339,625

The Brickman Group Ltd., Series B, 11.75%, 12/15/2009

125,000

141,562

United Rentals North America, Inc., 7.0%, 2/15/2014

280,000

266,700

Xerox Capital Trust I, 8.0%, 2/1/2027

95,000

98,325

9,788,842

Information Technology 0.2%

Activant Solutions, Inc.:

 

 

144A, 8.904%**, 4/1/2010

20,000

20,700

10.5%, 6/15/2011

160,000

173,600

Eschelon Operating Co.:

 

 

8.375%, 3/15/2010

35,000

30,450

8.375%, 3/15/2010

50,000

43,500

Lucent Technologies, Inc.:

 

 

6.45%, 3/15/2029

365,000

326,675

7.25%, 7/15/2006

70,000

71,575

Sanmina-SCI Corp.:

 

 

144A, 6.75%, 3/1/2013

450,000

429,750

10.375%, 1/15/2010

263,000

291,930

Viasystems, Inc., 10.5%, 1/15/2011

65,000

59,800

1,447,980

Materials 1.4%

Aqua Chemical, Inc., 11.25%, 7/1/2008

80,000

67,200

ARCO Chemical Co., 9.8%, 2/1/2020

640,000

716,800

Associated Materials, Inc., Step-up Coupon, 0% to 3/1/2009, 11.25% to 3/1/2014

455,000

288,925

Caraustar Industries, Inc., 9.875%, 4/1/2011

415,000

418,112

Constar International, Inc.:

 

 

144A, 6.643%**, 2/15/2012

85,000

81,175

11.0%, 12/1/2012

25,000

19,875

Dayton Superior Corp.:

 

 

10.75%, 9/15/2008

170,000

176,800

13.0%, 6/15/2009

290,000

255,200

Edgen Acquisition Corp., 144A, 9.875%, 2/1/2011

115,000

111,550

GEO Specialty Chemicals, Inc., 144A, 11.62%, 12/31/2009

151,000

160,060

Georgia-Pacific Corp.:

 

 

7.75%, 11/15/2029

434,000

487,708

8.0%, 1/15/2024

340,000

391,000

8.875%, 5/15/2031

568,000

702,900

9.375%, 2/1/2013

265,000

299,781

Hercules, Inc., 6.75%, 10/15/2029

160,000

155,200

 

Principal Amount ($)(g)

Value ($)

 

 

Huntsman Advanced Materials LLC, 11.0%, 7/15/2010

230,000

259,900

Huntsman LLC, 11.625%, 10/15/2010

307,000

359,574

IMC Global, Inc.:

 

 

7.375%, 8/1/2018

55,000

55,000

10.875%, 8/1/2013

200,000

234,500

Intermet Corp., 9.75%, 6/15/2009 *

25,000

10,813

Lubrizol Corp.:

 

 

5.5%, 10/1/2014

949,000

978,719

6.5%, 10/1/2034

704,000

777,170

MMI Products, Inc., Series B, 11.25%, 4/15/2007

170,000

167,875

Neenah Foundry Co.:

 

 

144A, 11.0%, 9/30/2010

450,000

488,250

144A, 13.0%, 9/30/2013

40,000

39,600

Newmont Mining Corp., 5.875%, 4/1/2035

390,000

397,415

NewPage Corp., 144A, 9.46%**, 5/1/2012

150,000

150,375

Omnova Solutions, Inc., 11.25%, 6/1/2010

340,000

357,000

Oregon Steel Mills, Inc., 10.0%, 7/15/2009

95,000

102,362

Oxford Automotive, Inc., 144A, 12.0%, 10/15/2010 *

269,573

134,786

Portola Packaging, Inc., 8.25%, 2/1/2012

255,000

173,400

Rockwood Specialties Group, Inc.:

 

 

144A, 7.625%, 11/15/2014 EUR

120,000

146,670

10.625%, 5/15/2011

20,000

22,350

Sheffield Steel Corp., 11.375%, 8/15/2011

105,000

101,850

Texas Industries, Inc., 10.25%, 6/15/2011

275,000

318,656

TriMas Corp., 9.875%, 6/15/2012

410,000

344,400

UAP Holding Corp., Step-up Coupon, 0% to 1/15/2008, 10.75% to 7/15/2012

140,000

114,800

United States Steel Corp., 9.75%, 5/15/2010

248,000

267,840

Weyerhaeuser Co., 6.75%, 3/15/2012

90,000

99,022

10,434,613

Telecommunication Services 0.8%

AirGate PCS, Inc., 6.891%**, 10/15/2011

60,000

61,350

American Cellular Corp., Series B, 10.0%, 8/1/2011

205,000

208,075

Anixter International, Inc., 5.95%, 3/1/2015

108,000

107,022

AT&T Corp.:

 

 

9.05%, 11/15/2011

206,000

237,415

9.75%, 11/15/2031

235,000

305,794

Bell Atlantic New Jersey, Inc., Series A, 5.875%, 1/17/2012

745,000

787,550

Cincinnati Bell, Inc.:

 

 

7.25%, 7/15/2013

80,000

84,000

8.375%, 1/15/2014

540,000

553,500

144A, 8.375%, 1/15/2014

20,000

20,500

Dobson Communications Corp., 8.875%, 10/1/2013

105,000

96,075

Insight Midwest LP, 9.75%, 10/1/2009

45,000

46,631

LCI International, Inc., 7.25%, 6/15/2007

230,000

223,100

 

Principal Amount ($)(g)

Value ($)

 

 

Level 3 Financing, Inc., 144A, 10.75%, 10/15/2011

45,000

37,913

MCI, Inc., 8.735%, 5/1/2014

300,000

336,375

Nextel Communications, Inc.:

 

 

5.95%, 3/15/2014

205,000

212,944

7.375%, 8/1/2015

550,000

594,000

Nextel Partners, Inc., 8.125%, 7/1/2011

145,000

157,325

Qwest Corp.:

 

 

144A, 6.671%**, 6/15/2013

90,000

92,137

7.25%, 9/15/2025

230,000

215,050

Qwest Services Corp.:

 

 

13.5%, 12/15/2010

480,000

554,400

14.0%, 12/15/2014

65,000

78,812

Rural Cellular Corp., 9.875%, 2/1/2010

15,000

15,488

SBA Telecom, Inc., Step-up Coupon, 0% to 12/15/2007, 9.75% to 12/15/2011

51,000

46,920

SBC Communications, Inc., 6.15%, 9/15/2034

381,000

412,713

Triton PCS, Inc., 8.5%, 6/1/2013

45,000

41,513

Ubiquitel Operating Co., 9.875%, 3/1/2011

55,000

60,363

US Unwired, Inc., Series B, 10.0%, 6/15/2012

105,000

116,812

Western Wireless Corp., 9.25%, 7/15/2013

40,000

45,550

5,749,327

Utilities 1.4%

AES Corp., 144A, 8.75%, 5/15/2013

340,000

379,950

Allegheny Energy Supply Co. LLC:

 

 

144A, 8.25%, 4/15/2012

440,000

492,800

144A, 10.25%, 11/15/2007

180,000

198,000

144A, 13.0%, 11/15/2007

70,000

77,262

Calpine Corp.:

 

 

7.625%, 4/15/2006

60,000

56,250

144A, 8.5%, 7/15/2010

280,000

215,600

CC Funding Trust I, 6.9%, 2/16/2007

179,000

186,444

CMS Energy Corp.:

 

 

8.5%, 4/15/2011

220,000

245,300

9.875%, 10/15/2007

350,000

381,500

Consumers Energy Co.:

 

 

Series F, 4.0%, 5/15/2010

1,590,000

1,550,703

5.0%, 2/15/2012

975,000

991,071

DPL, Inc., 6.875%, 9/1/2011

190,000

205,200

Mission Energy Holding Co., 13.5%, 7/15/2008

590,000

700,625

NorthWestern Corp., 144A, 5.875%, 11/1/2014

55,000

56,375

NRG Energy, Inc., 144A, 8.0%, 12/15/2013

478,000

504,290

Pedernales Electric Cooperative, Series 02-A, 144A, 6.202%, 11/15/2032

1,260,000

1,461,487

Progress Energy, Inc., 6.75%, 3/1/2006

1,495,000

1,520,494

PSE&G Energy Holdings LLC:

 

 

8.5%, 6/15/2011

200,000

218,000

10.0%, 10/1/2009

345,000

387,263

Tenaska Alabama Partners LP, 144A, 7.0%, 6/30/2021

100,000

101,250

 

Principal Amount ($)(g)

Value ($)

 

 

TXU Energy Co., 7.0%, 3/15/2013

345,000

384,755

10,314,619

Total Corporate Bonds (Cost $75,957,256)

76,049,381

 

Foreign Bonds — US$ Denominated 5.4%

Consumer Discretionary 0.2%

Jafra Cosmetics International, Inc., 10.75%, 5/15/2011

301,000

337,120

Kabel Deutschland GmbH, 144A, 10.625%, 7/1/2014

215,000

233,275

Shaw Communications, Inc., 8.25%, 4/11/2010

360,000

399,600

Telenet Group Holding NV, 144A, Step-up Coupon, 0% to 12/15/2008, 11.5% to 6/15/2014

320,000

248,800

Vitro Envases Norteamerica SA, 144A, 10.75%, 7/23/2011

25,000

24,250

Vitro SA de CV, Series A, 144A, 11.75%, 11/1/2013

215,000

179,525

1,422,570

Consumer Staples 0.1%

Burns Philp Capital Property Ltd., 10.75%, 2/15/2011

185,000

203,962

Grupo Cosan SA, 144A, 9.0%, 11/1/2009

60,000

62,100

266,062

Energy 0.3%

Luscar Coal Ltd., 9.75%, 10/15/2011

220,000

242,000

OAO Gazprom, 144A, 9.625%, 3/1/2013

300,000

367,875

Pemex Project Funding Master Trust:

 

 

7.375%, 12/15/2014

90,000

100,935

8.0%, 11/15/2011

160,000

181,760

9.5%, 9/15/2027

240,000

315,600

Petroleum Geo-Services ASA, 10.0%, 11/5/2010

684,002

766,082

Secunda International Ltd., 11.141%**, 9/1/2012

145,000

141,375

2,115,627

Financials 1.7%

Barclays Bank PLC, 1.0%, 12/15/2049

410,000

418,856

ChinaTrust Commercial Bank, 144A, 5.625%, 12/29/2049

680,000

692,283

Chuo Mitsui Trust & Banking Co., Ltd, 144A, 5.506%, 12/29/2049

795,000

781,029

Conproca SA de CV, 12.0%, 6/16/2010

100,000

123,500

Eircom Funding, 8.25%, 8/15/2013

155,000

168,175

Mantis Reef Ltd., 144A, 4.692%, 11/14/2008

1,145,000

1,148,461

Mizuho Financial Group, (Cayman), 8.375%, 4/27/2049

2,290,000

2,504,115

National Capital Trust II, 144A, 5.486%, 12/29/2049

903,000

929,847

New ASAT (Finance) Ltd., 9.25%, 2/1/2011

85,000

70,975

Nordea Bank AB, 144A, 5.424%, 12/29/2049

810,000

834,212

Pemex Finance Ltd., 9.03%, 2/15/2011

725,000

814,661

 

Principal Amount ($)(g)

Value ($)

 

 

QBE Insurance Group Ltd., 144A, 5.647%, 7/1/2023

535,000

547,165

Royal Bank of Scotland Group PLC:

 

 

Series 3, 7.816%, 11/29/2049

1,045,000

1,065,576

Series 1, 9.118%, 3/31/2049

50,000

59,547

SPI Electricity & Gas Australia Holdings Property Ltd., 144A, 6.15%, 11/15/2013

905,000

988,633

Westfield Capital Corp., 144A, 4.375%, 11/15/2010

1,105,000

1,103,275

12,250,310

Health Care 0.0%

Biovail Corp., 7.875%, 4/1/2010

195,000

199,388

Industrials 0.3%

CP Ships Ltd., 10.375%, 7/15/2012

210,000

235,200

Grupo Transportacion Ferroviaria Mexicana SA de CV:

 

 

144A, 9.375%, 5/1/2012

200,000

208,000

10.25%, 6/15/2007

365,000

390,550

12.5%, 6/15/2012

158,000

184,860

J. Ray McDermott SA, 144A, 11.5%, 12/15/2013

155,000

173,600

LeGrand SA, 8.5%, 2/15/2025

125,000

151,250

Stena AB, 9.625%, 12/1/2012

115,000

125,350

Tyco International Group SA, 7.0%, 6/15/2028

553,000

666,914

2,135,724

Materials 0.8%

Alrosa Finance SA, 144A, 8.875%, 11/17/2014

115,000

129,950

Cascades, Inc.:

 

 

7.25%, 2/15/2013

235,000

229,712

144A, 7.25%, 2/15/2013

10,000

9,775

Celulosa Arauco y Constitucion SA:

 

 

144A, 5.625%, 4/20/2015

206,000

210,349

7.75%, 9/13/2011

875,000

996,901

Crown Euro Holdings SA, 10.875%, 3/1/2013

105,000

123,375

ISPAT Inland ULC, 9.75%, 4/1/2014

224,000

260,960

Rhodia SA, 8.875%, 6/1/2011

460,000

442,750

Sino-Forest Corp., 144A, 9.125%, 8/17/2011

10,000

10,925

Sociedad Concesionaria Autopista Central, 144A, 6.223%, 12/15/2026

2,450,000

2,692,011

Tembec Industries, Inc.:

 

 

8.5%, 2/1/2011

700,000

540,750

8.625%, 6/30/2009

340,000

277,100

5,924,558

Sovereign Bonds 1.2%

Aries Vermogensverwaltung GmbH, Series C, 9.6%, 10/25/2014

250,000

324,835

Central Bank of Nigeria, Series WW, 6.25%, 11/15/2020

250,000

246,250

Dominican Republic:

 

 

9.04%, 1/23/2018

40,000

41,600

144A, 9.04%, 1/23/2018

30,000

31,275

9.5%, 9/27/2011

80,000

85,600

Federative Republic of Brazil:

 

 

8.875%, 10/14/2019

115,000

121,900

 

Principal Amount ($)(g)

Value ($)

 

 

9.25%, 10/22/2010

210,000

233,625

11.0%, 1/11/2012

270,000

320,625

11.0%, 8/17/2040

190,000

228,570

Republic of Argentina, 8.28%, 12/31/2033

903,748

831,448

Republic of Bulgaria, 8.25%, 1/15/2015

240,000

302,184

Republic of Colombia:

 

 

10.375%, 1/28/2033

40,000

47,700

10.75%, 1/15/2013

30,000

36,480

Republic of Ecuador, Step-up Coupon, 8.0% to 8/15/2005, 9.0% to 8/15/2006, 10.0% to 8/15/2030

330,000

274,725

Republic of Indonesia, 7.25%, 4/20/2015

200,000

203,000

Republic of Panama, 9.375%, 1/16/2023

80,000

98,800

Republic of Peru, 9.875%, 2/6/2015

70,000

86,625

Republic of Philippines:

 

 

9.375%, 1/18/2017

420,000

449,400

9.5%, 2/2/2030

130,000

132,665

9.875%, 1/15/2019

60,000

64,875

Republic of Turkey:

 

 

11.5%, 1/23/2012

230,000

293,825

11.75%, 6/15/2010

440,000

546,700

11.875%, 1/15/2030

160,000

231,400

Republic of Uruguay:

 

 

7.25%, 2/15/2011

40,000

40,000

9.25%, 5/17/2017

200,000

214,000

Republic of Venezuela:

 

 

Series A, Collateralized Par Bond, 6.75%, 3/31/2020

250,000

250,625

9.25%, 9/15/2027

150,000

157,275

10.75%, 9/19/2013

125,000

146,313

Russian Federation, Step-up Coupon, 5.0% to 3/31/2007, 7.5% to 3/31/2030

500,000

558,200

Russian Ministry of Finance:

 

 

Series V, 3.0%, 5/14/2008

240,000

226,440

Series VII, 3.0%, 5/14/2011

300,000

262,920

United Mexican States:

 

 

Series A, 6.625%, 3/3/2015

130,000

143,065

Series A, 6.75%, 9/27/2034

870,000

922,200

8.3%, 8/15/2031

40,000

49,800

8.375%, 1/14/2011

60,000

69,840

11.375%, 9/15/2016

30,000

44,550

8,319,335

Telecommunication Services 0.8%

Alestra SA de RL de CV, 8.0%, 6/30/2010

65,000

58,500

America Movil SA de CV, 5.75%, 1/15/2015

985,000

1,000,133

Axtel SA, 11.0%, 12/15/2013

115,000

125,350

British Telecommunications PLC, 8.875%, 12/15/2030

1,063,000

1,500,588

Embratel, Series B, 11.0%, 12/15/2008

84,000

95,550

Global Crossing UK Finance, 144A, 10.75%, 12/15/2014

165,000

149,737

Intelsat Bermuda Ltd., 144A, 7.805%**, 1/15/2012

95,000

96,663

Millicom International Cellular SA, 10.0%, 12/1/2013

295,000

293,525

 

Principal Amount ($)(g)

Value ($)

 

 

Mobifon Holdings BV, 12.5%, 7/31/2010

235,000

284,937

Mobile Telesystems Financial, 144A, 8.375%, 10/14/2010

30,000

31,125

Nortel Networks Corp., 6.875%, 9/1/2023

135,000

126,225

Nortel Networks Ltd., 6.125%, 2/15/2006

535,000

538,344

Telecom Italia Capital, 5.25%, 11/15/2013

820,000

832,468

Telefonos de Mexico SA de CV, Series L, 144A, 4.75%, 1/27/2010

670,000

669,437

5,802,582

Utilities 0.0%

Scottish Power PLC, 5.81%, 3/15/2025

170,000

175,465

Total Foreign Bonds — US$ Denominated (Cost $37,642,268)

38,611,621

 

Foreign Bonds — Non US$ Denominated 2.5%

Consumer Discretionary 0.0%

IESY Repository GMBH, 144A, 8.75%, 2/15/2015 EUR

110,000

124,464

Victoria Acquisition III BV, 144A, 7.875%, 10/1/2014 EUR

130,000

143,160

267,624

Industrials 0.0%

Grohe Holdings GmbH, 144A, 8.625%, 10/1/2014 EUR

135,000

151,526

Sovereign Bonds 2.5%

Federal Republic of Germany, 144A, 3.25%, 4/17/2009 EUR

3,140,000

3,929,640

Government of Malaysia, 4.305%, 2/27/2009 MYR

4,920,000

1,337,037

Mexican Bonds:

 

 

Series M-20, 8.0%,

12/7/2023 MXN

2,480,000

196,142

Series MI-10, 8.0%,
12/19/2013 MXN

38,283,500

3,282,522

Series MI-10, 9.5%,
12/18/2014 MXN

16,433,000

1,536,681

Series M-20, 10.0%,
12/5/2024 MXN

1,030,000

97,074

Republic of Argentina:

 

 

5.83%, 12/31/2033 ARS

863,078

308,301

7.82%, 12/31/2033 EUR

237,339

256,627

Republic of Colombia, 12.0%, 10/22/2015 COP

235,000,000

105,448

Republic of Peru, 7.5%,
10/14/2014 EUR

70,000

95,299

Republic of Uruguay, 10.5%, 10/20/2006 UYU

2,100,000

102,876

United Kingdom Treasury Bonds, 5.0%, 9/7/2014 GBP

3,470,000

6,611,371

17,859,018

Total Foreign Bonds — Non US$ Denominated (Cost $18,138,522)

18,278,168

 

Principal Amount ($)(g)

Value ($)

 

 

Asset Backed 1.6%

Automobile Receivables 0.3%

MMCA Automobile Trust:

 

 

"A4", Series 2002-4, 3.05%, 11/16/2009

644,505

640,229

"A4", Series 2002-3, 3.57%, 8/17/2009

452,673

451,829

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

328,826

328,660

"B", Series 2002-2, 4.67%, 3/15/2010

75,452

75,318

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

327,711

328,548

1,824,584

Home Equity Loans 1.1%

Advanta Mortgage Loan Trust, "A6", Series 2000-2, 7.72%, 3/25/2015

286,370

296,177

Argent NIM Trust:

 

 

"A", Series 2004-WN10, 144A, 4.212%, 11/25/2034

117,947

117,726

"A", Series 2004-WN2, 144A, 4.55%, 4/25/2034

99,153

99,122

Centex Home Equity, "A6", Series 2000-B, 7.97%, 7/25/2031

357,464

357,992

Countrywide Asset-Backed Certificates:

 

 

"AF2", Series 2005-7, 4.367%, 11/25/2035

1,365,000

1,364,997

"N1", Series 2004-2N, 144A, 5.0%, 2/25/2035

349,031

346,837

First Franklin Mortgage Loan Trust NIM, "N1", Series 2004-FFH4, 144A, 4.212%, 1/21/2035

280,618

280,618

Long Beach Asset Holdings Corp., "N1", Series 2004-2, 144A, 4.94%, 6/25/2034

662,438

665,750

Merrill Lynch Mortgage Investors, Inc., "N1", Series 2005-NC1N, 144A, 5.0%, 10/25/2035

59,941

59,941

Park Place Securities NIM Trust:

 

 

"B", Series 2004-WHQ1, 144A, 3.483%, 9/25/2034

775,765

774,432

"C", Series 2004-MHQ1, 144A, 4.458%, 12/25/2034

1,445,000

1,437,775

Renaissance Home Equity Loan Trust, "AF6", Series 2005-2, 4.781%, 8/25/2035

450,000

450,000

Residential Asset Securities Corp., "AI6", Series 2000-KS1, 7.905%, 2/25/2031

1,506,119

1,539,231

7,790,598

Industrials 0.2%

Delta Air Lines, Inc., "G-2", Series 2002-1, 6.417%, 7/2/2012

480,000

504,983

Northwest Airlines, "G", Series 1999-3, 7.935%, 4/1/2019

776,360

847,120

1,352,103

Manufactured Housing Receivables 0.0%

Vanderbilt Acquisition Loan Trust, "A2", Series 2002-1, 4.77%, 10/7/2018

315,006

315,625

Total Asset Backed (Cost $11,403,055)

11,282,910

 

Principal Amount ($)(g)

Value ($)

 

 

US Government Agency Sponsored Pass-Throughs 1.6%

Federal National Mortgage Association:

 

 

4.5% with various maturities from 7/1/2018 until 10/1/2033

5,233,476

5,161,249

5.0%, 9/1/2033

1,570,000

1,570,000

5.115%, 1/1/2035

967,260

974,561

5.5% with various maturities from 1/1/2025 until 1/1/2034

1,391,573

1,412,903

6.0%, 1/1/2024

231,300

238,304

6.5% with various maturities from 5/1/2017 until 9/1/2034

1,493,909

1,547,475

7.13%, 1/1/2012

194,240

200,846

8.0%, 9/1/2015

310,585

332,185

Total US Government Agency Sponsored Pass-Throughs (Cost $11,415,597)

11,437,523

 

US Government Backed 3.1%

US Treasury Bills:

 

 

2.598%***, 7/21/2005 (d)

5,000

4,993

2.649%***, 7/21/2005 (d)

135,000

134,805

2.869%***, 7/21/2005 (d)

120,000

119,813

US Treasury Bond, 6.0%, 2/15/2026

1,956,000

2,410,005

US Treasury Note:

 

 

3.0%, 12/31/2006

5,003,000

4,957,072

3.375%, 2/15/2008

8,500,000

8,438,239

3.625%, 7/15/2009

5,440,000

5,421,939

4.75%, 5/15/2014

613,000

650,451

5.0%, 8/15/2011

325,000

346,493

Total US Government Backed (Cost $22,107,056)

22,483,810

 

Commercial and Non-Agency Mortgage-Backed Securities 3.6%

Banc of America Commercial Mortgage, Inc.:

 

 

"A3", Series 2005-1, 4.877%, 11/10/2042

245,000

250,509

"AJ", Series 2005-1, 5.153%**, 11/10/2042

825,000

860,700

Banc of America Mortgage Securities, "2A6", Series 2004-G, 4.657%**, 8/25/2034

2,275,000

2,313,700

Chase Mortgage Finance Corp., "2A1", Series 2004-S3, 5.25%, 3/25/2034

878,384

884,326

Citigroup Mortgage Loan Trust, Inc., "1CB2", Series 2004-NCM2, 6.75%, 8/25/2034

513,309

533,039

Countrywide Alternative Loan Trust:

 

 

"A1", Series 2004-1T1, 5.0%, 2/25/2034

1,270,673

1,267,641

"A2", Series 2004-1T1, 5.5%, 2/25/2034

839,836

843,561

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

499,727

505,579

Countrywide Home Loans:

 

 

"1A6", Series 2003-1, 5.5%, 3/25/2033

161,481

161,366

"A5", Series 2002-27, 5.5%, 12/25/2032

70,278

70,114

 

Principal Amount ($)(g)

Value ($)

 

 

DLJ Mortgage Acceptance Corp., "A1B", Series 1997-CF2, 144A, 6.82%, 10/15/2030

165,001

172,343

First Union-Lehman Brothers Commercial Mortgage, "A3", Series 1997-C1, 7.38%, 4/18/2029

1,199,903

1,244,469

GMAC Commercial Mortgage Securities, Inc., "A3", Series 1997-C1, 6.869%, 7/15/2029

92,977

97,088

Greenwich Capital Commercial Funding Corp.:

 

 

"AJ", Series 2005-GG3, 4.859%, 8/10/2042

605,000

614,203

"B", Series 2005-GG3, 4.894%, 8/10/2042

1,010,000

1,021,048

GS Mortgage Securities Corp. II:

 

 

"AJ", Series 2005-GG4, 4.782%, 7/10/2039

900,000

907,618

"G", Series 2005-GG4, 5.449%, 144A 7/10/2039

906,000

912,216

"C", Series 1998-C1, 6.91%, 10/18/2030

205,000

220,120

LB-UBS Commercial Mortgage Trust:

 

 

"AM", Series 2005-C3, 4.794%, 7/15/2040

905,000

912,994

"A2", Series 2005-C2, 4.821%, 4/15/2030

165,000

168,664

Master Alternative Loans Trust:

 

 

"5A1", Series 2005-1, 5.5%, 1/25/2020

1,252,603

1,279,728

"3A1", Series 2004-5, 6.5%, 6/25/2034

327,328

336,227

"5A1", Series 2005-2, 6.5%, 12/25/2034

685,891

698,867

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

348,629

356,664

Master Asset Securitization Trust, "8A1", Series 2003-6, 5.5%, 7/25/2033

1,095,679

1,102,870

Mortgage Capital Funding, Inc., "A3", Series 1997-MC1, 7.288%, 7/20/2027

763,648

788,873

Residential Asset Securities Corp., "AI", Series 2003-KS9, 4.71%, 3/25/2033

1,845,000

1,881,912

Structured Asset Securities Corp.:

 

 

"4A1", Series 2005-6, 5.0%, 5/25/2035

202,125

203,486

"2A1", Series 2003-1, 6.0%, 2/25/2018

162,157

165,158

Washington Mutual:

 

 

"A6", Series 2004-AR4, 3.808%, 6/25/2034

190,000

186,956

"A6", Series 2003-AR11, 3.985%, 10/25/2033

885,000

875,034

"A6", Series 2003-AR10, 4.075%**, 10/25/2033

1,620,000

1,611,967

"A7, Series 2004-AR9, 4.211%**, 8/25/2034

1,325,000

1,323,483

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

45,697

45,610

Wells Fargo Mortgage Backed Securities Trust, "2A14", Series 2005-AR10, 4.111%**, 6/25/2035

1,355,000

1,351,048

Total Commercial and Non-Agency Mortgage-Backed Securities (Cost $26,202,212)

26,169,181

 

 

Principal Amount ($)(g)

Value ($)

 

 

Collateralized Mortgage Obligations 5.5%

Fannie Mae Grantor Trust:

 

 

"1A3", Series 2004-T2, 7.0%, 11/25/2043

576,113

611,093

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

107,447

113,666

Fannie Mae Whole Loan:

 

 

"3A2B", Series 2003-W10, 3.056%, 7/25/2037

958,469

952,042

"1A3", Series 2004-W1, 4.49%, 11/25/2043

1,179,002

1,178,310

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

192,200

192,202

"1A1", Series 2004-W15, 6.0%, 8/25/2044

1,321,185

1,363,968

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

139,825

148,088

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

868,290

923,973

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

1,751,029

1,881,599

Federal Home Loan Mortgage Corp.:

 

 

"YN", Series 2852, 3.75%, 6/15/2024

410,000

403,961

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

1,558,000

1,547,768

"ME", Series 2691, 4.5%, 4/15/2032

35,000

34,473

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

510,000

511,463

"BG", Series 2869, 5.0%, 7/15/2033

213,000

214,680

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

455,000

455,141

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

290,000

292,495

"JG", Series 2937, 5.0%, 8/15/2033

1,705,000

1,703,356

"KD", Series 2915, 5.0%, 9/15/2033

1,177,000

1,175,971

"KG", Series 2987, 5.0%, 12/15/2034

1,360,000

1,358,244

"ND", Series 2938, 5.0%, 10/15/2033

170,000

169,973

"NE", Series 2802, 5.0%, 2/15/2033

460,000

461,142

"OG", Series 2889, 5.0%, 5/15/2033

2,115,000

2,127,219

"PD", Series 2893, 5.0%, 2/15/2033

370,000

372,946

"PD", Series 2939, 5.0%, 7/15/2033

1,105,000

1,103,936

"PE", Series 2898, 5.0%, 5/15/2033

1,715,000

1,723,093

"QC", Series 2836, 5.0%, 9/15/2022

2,220,000

2,257,322

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

1,685,000

1,689,561

"XD", Series 2941, 5.0%, 5/15/2033

1,830,000

1,831,057

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

420,000

438,185

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

2,157,297

2,239,764

"H", Series 2278, 6.5%, 1/15/2031

63,039

64,541

"Z", Series 2173, 6.5%, 7/15/2029

80,649

84,212

 

Principal Amount ($)(g)

Value ($)

 

 

Federal National Mortgage Association:

 

 

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

350,000

350,104

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

1,118,000

1,094,728

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

1,870,000

1,876,230

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

3,742

3,731

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

937,124

935,292

"EG", Series 2005-22, 5.0%, 11/25/2033

1,042,000

1,042,219

"PE", Series 2005-44, 5.0%, 7/25/2033

365,000

364,079

"QD", Series 2005-29, 5.0%, 8/25/2033

760,000

759,544

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

417,375

420,448

"A1", Series 2002-93, 6.5%, 3/25/2032

338,845

347,299

"HM", Series 2002-36, 6.5%, 12/25/2029

76,415

76,917

"C", Series 1997-M5, 6.74%, 8/25/2007

390,000

408,094

FHLMC Structured Pass-Through Securities, "3A", Series T-58, 7.0%, 9/25/2043

891,810

942,435

Government National Mortgage Association, "PD", Series 2004-30, 5.0%, 2/20/2033

1,115,000

1,125,553

Total Collateralized Mortgage Obligations (Cost $39,360,783)

39,372,117

 

Municipal Bonds and Notes 1.7%

Brockton, MA, General Obligation, Economic Development Series A, 144A, 6.45%, 5/1/2017 (c)

560,000

631,462

Broward County, FL, Airport Revenue, Airport Systems Revenue Series J-2, 6.13%, 10/1/2007 (c)

1,000,000

1,043,290

Charlotte-Mecklenberg, NC, Hospital Authority, Health Care System Revenue, ETM 144A, 5.0%, 8/1/2015

510,000

529,926

Hoboken, NJ, General Obligation, Series B, 3.8%, 1/1/2008 (c)

270,000

268,350

Illinois, Higher Education Revenue, Educational Facilities Authority Series C, 7.1%, 7/1/2012 (c)

1,000,000

1,162,840

Jersey City, NJ, Water & Sewer Revenue, Municipal Utilities Authority, Water Revenue, Series B, 4.91%, 5/15/2015 (c)

385,000

395,876

Jicarilla, NM, Sales & Special tax Revenue, Apache Nation Revenue, 144A, 5.2%, 12/1/2013

215,000

222,486

Mashantucket, CT, Special Assessment Revenue, Western Pequot Tribe Special Revenue, Series A, 144A, 6.57%, 9/1/2013 (c)

1,285,000

1,403,888

Ohio, Sales & Special Tax Revenue, 7.6%, 10/1/2016 (c)

1,000,000

1,057,740

Passaic County, NJ, County General Obligation, 5.0%, 2/15/2017 (c)

1,120,000

1,166,805

 

Principal Amount ($)(g)

Value ($)

 

 

Texas, American Campus Properties Student Housing Financing Ltd, 6.125%, 8/1/2023 (c)

1,040,000

1,167,005

Union County, NJ, Improvement Authority, Student Loan Revenue, 5.29%, 4/1/2018 (c)

1,185,000

1,236,133

Washington, State Economic Development Finance Authority Revenue, CSC Tocoma LLC Project, Series A, 3.5%, 10/1/2010 (c)

1,840,000

1,774,459

Yazoo County, MS, Sales & Special Tax Revenue, Series B, 4.3%, 9/1/2010 (c)

355,000

357,240

Total Municipal Bonds and Notes (Cost $12,050,882)

12,417,500

 

Government National Mortgage Association 0.3%

Government National Mortgage Association, 6.0% with various maturities from 7/20/2034 until 8/20/2034 (Cost $2,378,357)

2,362,478

2,433,308

 


Shares

Value ($)

 

 

Warrants 0.0%

MircoStrategy, Inc.*

96

15

TravelCenters of America, Inc.*

59,000

6

Total Warrants (Cost $201)

21

 

Preferred Stocks 0.1%

Paxson Communications Corp., 14.25% (PIK)

29

186,606

TNP Enterprises, Inc., 14.5%, "D" (PIK)

163

184,598

Total Preferred Stocks (Cost $408,637)

371,204

 

Principal Amount ($)(g)

Value ($)

 

 

Loan Participation 0.0%

Citigroup Global (Severstal), 8.625%, 2/24/2009 (Cost $55,411)

55,000

56,573

 

Other Investments 0.0%

Hercules, Inc., (Bond Unit), 6.5%, 6/30/2029 (Cost $195,725)

270,000

210,600

 


Shares

Value ($)

 

 

Closed End Investment Company 0.1%

Apollo Investment Corp. (Cost $445,014)

27,400

504,983

 

 


Shares

Value ($)

 

 

Securities Lending Collateral 0.0%

Scudder Daily Assets Fund Institutional, 3.19% (e) (f) (Cost $75,600)

75,600

75,600

 

Cash Equivalents 5.8%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $41,873,671)

41,873,671

41,873,671

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $650,464,636) (a)

99.8

719,623,470

Other Assets and Liabilities, Net

0.2

1,166,884

Net Assets

100.0

720,790,354

Notes to Scudder Total Return Portfolio of Investments

* Non-income producing security. In the case of a bond, generally denotes that the issuer has defaulted on the payment of principal or interest. The following table represents bonds that are in default.

Security

Coupon

Maturity Date

Principal Amount

Acquisition Cost ($)

Value ($)

Congoleum Corp.

8.625

8/1/2008

135,000

USD

135,225

$ 131,963

Intermet Corp.

9.75

6/15/2009

25,000

USD

10,250

10,813

Oxford Automotive, Inc.

12.0

10/15/2010

269,573

USD

159,314

134,786

 

 

 

 

 

$ 304,789

$ 277,562

** 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 June 30, 2005.

*** Annualized yield at time of purchase, not a coupon rate.

(a) The cost for federal income tax purposes was $657,035,577. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $62,587,893. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $75,826,389 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $13,238,496.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Bond is insured by one of these companies:

Insurance Coverage

As a % of Total Investment Portfolio

Ambac Financial Group

0.5%

Financial Guaranty Insurance Company

0.1%

Financial Security Assurance Inc.

0.5%

MBIA Corp.

0.5%

(d) At June 30, 2005, this security has been pledged to cover, in whole or part, initial margin requirements for open future contracts.

(e) Scudder 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.

(f) Represents collateral held in connection with securities lending.

(g) Principal amount stated in US dollars unless otherwise noted.

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

ADR: American Depositary Receipt

PIK: Denotes that all or a portion of the income is paid in-kind.

REIT: Real Estate Investment Trust

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. and 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.

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregate Face Value ($)

Value ($)

Unrealized Appreciation ($)

Russell 2000 Index

9/15/2005

7

2,185,882

2,250,850

64,968

Currency Abbreviations

 

ARS

Argentine Peso

COP

Colombian Peso

EUR

Euro

GBP

British Pound

MXN

Mexican Peso

MYR

Malaysian Ringgit

UYU

Uruguyan Peso

 

 

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $608,515,365) — including $73,913 of securities loaned

$ 677,674,199

Investment in Scudder Daily Assets Fund Institutional (cost $75,600)*

75,600

Investment in Scudder Cash Management QP Trust (cost $41,873,671)

41,873,671

Total investments in securities, at value (cost $650,464,636)

719,623,470

Cash

423,533

Foreign currency, at value (cost $88,290)

87,912

Receivable for investments sold

2,741,601

Dividends receivable

371,137

Interest receivable

3,232,023

Receivable for Portfolio shares sold

2,878

Unrealized appreciation on forward foreign currency exchange contracts

1,211,226

Foreign taxes recoverable

2,660

Other assets

15,886

Total assets

727,712,326

Liabilities

Payable for investments purchased

5,033,013

Payable for Portfolio shares redeemed

746,080

Payable upon return of securities loaned

75,600

Payable for daily variation margin on open futures contracts

4,755

Net payable on closed forward foreign currency exchange contracts

4,361

Unrealized depreciation on forward foreign currency exchange contracts

639,862

Deferred mortgage dollar roll income

75

Accrued management fee

280,004

Other accrued expenses and payables

138,222

Total liabilities

6,921,972

Net assets, at value

$ 720,790,354

Net Assets

Net assets consist of:

Undistributed net investment income

6,897,977

Net unrealized appreciation (depreciation) on:

Investments

69,158,834

Futures

64,968

Foreign currency related transactions

568,050

Accumulated net realized gain (loss)

(77,399,790)

Paid-in capital

721,500,315

Net assets, at value

$ 720,790,354

Class A

Net Asset Value, offering and redemption price per share ($687,393,462 ÷ 31,278,069 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 21.98

Class B

Net Asset Value, offering and redemption price per share ($33,396,892 ÷ 1,518,612 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 21.99

The accompanying notes are an integral part of the financial statements.

Statement of Operations 
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $38,504)

$ 3,276,023

Interest

6,855,112

Interest — Scudder Cash Management QP Trust

373,047

Mortgage dollar roll income

5,729

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

317

Total Income

10,510,228

Expenses:

Management fee

1,678,911

Custodian fees

54,830

Distribution service fees (Class B)

40,693

Record keeping fees (Class B)

20,325

Auditing

22,701

Legal

8,874

Trustees' fees and expenses

9,056

Reports to shareholders

45,532

Other

12,836

Total expenses, before expense reductions

1,893,758

Expense reductions

(3,286)

Total expenses, after expense reductions

1,890,472

Net investment income (loss)

8,619,756

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

6,119,941

Futures

103,881

Foreign currency related transactions

(290,431)

 

5,933,391

Net unrealized appreciation (depreciation) during the period on:

Investments

(7,300,589)

Futures

66,802

Foreign currency related transactions

662,425

 

(6,571,362)

Net gain (loss) on investment transactions

(637,971)

Net increase (decrease) in net assets resulting from operations

$ 7,981,785

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 8,619,756

$ 14,447,088

Net realized gain (loss) on investment transactions

5,933,391

39,912,342

Net unrealized appreciation (depreciation) during the period on investment and foreign currency transactions

(6,571,362)

(12,171,380)

Net increase (decrease) in net assets resulting from operations

7,981,785

42,188,050

Distributions to shareholders from:

Net investment income

Class A

(14,467,177)

(10,706,370)

Class B

(715,158)

(287,648)

Portfolio share transactions:

Class A

Proceeds from shares sold

3,758,398

8,149,762

Net assets acquired in tax freee reorganization

118,997,707

Reinvestment of distributions

14,467,177

10,706,370

Cost of shares redeemed

(64,728,042)

(94,301,996)

Net increase (decrease) in net assets from Class A share transactions

72,495,240

(75,445,864)

Class B

Proceeds from shares sold

3,884,819

12,535,568

Reinvestment of distributions

715,158

287,648

Cost of shares redeemed

(3,654,543)

(2,353,690)

Net increase (decrease) in net assets from Class B share transactions

945,434

10,469,526

Increase (decrease) in net assets

66,240,124

(33,782,306)

Net assets at beginning of period

654,550,230

688,332,536

Net assets at end of period (including undistributed net investment income of $6,897,977 and $13,460,556, respectively)

$ 720,790,354

$ 654,550,230

Other Information

Class A

Shares outstanding at beginning of period

27,789,320

31,305,397

Shares sold

173,611

380,053

Shares issued in tax free reorganization

5,591,767

Shares issued to shareholders in reinvestment of distributions

672,580

499,597

Shares redeemed

(2,949,209)

(4,395,727)

Net increase (decrease) in Portfolio shares

3,488,749

(3,516,077)

Shares outstanding at end of period

31,278,069

27,789,320

Class B

Shares outstanding at beginning of period

1,477,597

988,869

Shares sold

175,844

584,945

Shares issued to shareholders in reinvestment of distributions

33,201

13,398

Shares redeemed

(168,030)

(109,615)

Net increase (decrease) in Portfolio shares

41,015

488,728

Shares outstanding at end of period

1,518,612

1,477,597

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

2000c

Selected Per Share Data

Net asset value, beginning of period

$ 22.37

$ 21.32

$ 18.66

$ 22.57

$ 25.91

$ 28.82

Income (loss) from investment operations:

Net investment income (loss)d

.28

.47

.37

.47

.61

.74

Net realized and unrealized gain (loss) on investment transactions

(.12)

.93

2.90

(3.81)

(2.20)

(1.40)

Total from investment operations

.16

1.40

3.27

(3.34)

(1.59)

(.66)

Less distributions from:

Net investment income

(.55)

(.35)

(.61)

(.57)

(.80)

(.90)

Net realized gains on investment transactions

(.95)

(1.35)

Total distributions

(.55)

(.35)

(.61)

(.57)

(1.75)

(2.25)

Net asset value, end of period

$ 21.98

$ 22.37

$ 21.32

$ 18.66

$ 22.57

$ 25.91

Total Return (%)

.77**

6.64

18.10

(15.17)

(6.09)

(2.63)

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

687

622

667

640

861

851

Ratio of expenses (%)

.56*

.59

.59

.58

.58

.61

Ratio of net investment income (loss) (%)

2.55*

2.18

1.88

2.32

2.63

2.75

Portfolio turnover rate (%)

151e*

131e

102e

140

115

107

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. In addition, paydowns on mortgage-backed securities which were included in realized gain/loss on investment transactions prior to January 1, 2001 were included as interest income. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $.03, increase net realized and unrealized gains and losses per share by $.03 and decrease the ratio of net investment income to average net assets from 2.76% to 2.63%. Per share, ratios and supplemental data for periods prior to January 1, 2001 were not restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

e The portfolio turnover rate including mortgage dollar roll transactions was 153%, 140% and 108% for the periods ended June 30, 2005, December 31, 2004 and December 31, 2003, respectively.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 22.33

$ 21.28

$ 18.64

$ 19.46

Income (loss) from investment operations:

Net investment income (loss)c

.24

.39

.28

.18

Net realized and unrealized gain (loss) on investment transactions

(.11)

.92

2.92

(1.00)

Total from investment operations

.13

1.31

3.20

(.82)

Less distributions from:

Net investment income

(.47)

(.26)

(.56)

Net asset value, end of period

$ 21.99

$ 22.33

$ 21.28

$ 18.64

Total Return (%)

.56**

6.26

17.66

(4.21)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

33

33

21

.8

Ratio of expenses (%)

.94*

.97

.99

.86*

Ratio of net investment income (loss) (%)

2.17*

1.80

1.48

1.96*

Portfolio turnover rate (%)

151d*

131d

102d

140

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d The portfolio turnover rate including mortgage dollar roll transactions was 153%, 140% and 108% for the periods ended June 30, 2005, December 31, 2004 and December 31, 2003, respectively.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

SVS Davis Venture Value Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,013.00

$ 1,010.80

Expenses Paid per $1,000*

$ 5.04

$ 6.88

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.79

$ 1,017.95

Expenses Paid per $1,000*

$ 5.06

$ 6.90

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Davis Venture Value Portfolio

1.01%

1.38%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Davis Venture Value Portfolio

For the six months ended June 30, 2005, the portfolio returned 1.30% (Class A shares, unadjusted for contract charges), compared with its benchmark, the Russell 1000 Value Index, which had a return of 1.76%.

Important contributors to and detractors from the portfolio's performance relative to the Russell 1000 Value Index over the course of the six months ended June 30, 2005 include:

Energy companies were the most important contributors to the portfolio's performance over the six-month period. All of the portfolio's energy companies performed well, with EOG Resources, ConocoPhillips, Occidental Petroleum and Devon Energy all among the portfolio's top 10 contributors to performance for the period.

The portfolio's largest industry-group holdings were in insurance companies. Progressive and Loews were both among the portfolio's top 10 contributors to performance over the period, while American International Group and Berkshire Hathaway were both among the portfolio's top 10 detractors. Overall, the portfolio's insurance companies hurt performance over the six-month period.

The portfolio also held a significant position in financial companies. As a group, these companies detracted from performance over the six-month period, with American Express and JPMorgan Chase included among the portfolio's top 10 detractors from performance.

Individual companies making important contributions to the portfolio's performance over the period included HCA, a health care equipment and services company; Altria Group, a food, beverage and tobacco company; and H&R Block, a commercial services company.

Individual companies detracting from performance over the period included Tyco International, an industrial conglomerate; Comcast, a media company; and Lexmark International, a computers and peripherals company.

Christopher C. Davis
Kenneth Charles Feinberg

Co-Managers
Davis Selected Advisers, L.P., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio is subject to stock market and equity risks, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

Russell 1000 Value Index is an unmanaged index which consists of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted-growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

In this report Davis Selected Advisers makes candid statements and observations regarding economic and market conditions; however, there is no guarantee that these statements, opinions or forecasts will prove to be correct. All investments involve some degree of risk, and there can be no assurance that the investment strategies will be successful. Market values will vary so that an investor may experience a gain or a loss.

Portfolio Summary

 

SVS Davis Venture Value Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

99%

94%

Cash Equivalents

1%

6%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

47%

50%

Consumer Staples

13%

12%

Energy

11%

9%

Consumer Discretionary

9%

7%

Industrials

8%

9%

Health Care

4%

4%

Materials

4%

5%

Information Technology

3%

3%

Telecommunication Services

1%

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 97. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Davis Venture Value Portfolio

 

Shares

Value ($)

 

 

Common Stocks 98.9%

Consumer Discretionary 9.3%

Automobiles 0.7%

Harley-Davidson, Inc.

49,100

2,435,360

Diversified Consumer Services 1.9%

H&R Block, Inc. (d)

116,000

6,768,600

Household Durables 0.2%

Hunter Douglas NV

10,000

498,380

Internet & Catalog Retail 0.5%

IAC/InterActiveCorp.* (d)

67,800

1,630,590

Media 5.2%

Comcast Corp. Special "A"*

381,200

11,416,940

Gannett Co., Inc.

22,500

1,600,425

Lagardere S.C.A.

54,700

4,034,520

WPP Group PLC (ADR)

20,700

1,056,735

18,108,620

Specialty Retail 0.8%

AutoZone, Inc.* (d)

31,400

2,903,244

Consumer Staples 12.5%

Beverages 2.2%

Diageo PLC (ADR) (d)

83,300

4,939,690

Heineken Holding NV

98,200

2,745,128

7,684,818

Food & Staples Retailing 3.6%

Costco Wholesale Corp.

242,300

10,859,886

Wal-Mart Stores, Inc.

35,200

1,696,640

12,556,526

Food Products 1.0%

The Hershey Co.

58,100

3,608,010

Personal Products 0.3%

Avon Products, Inc.

22,600

855,410

Tobacco 5.4%

Altria Group, Inc.

290,600

18,790,196

Energy 11.0%

Energy Equipment & Services 0.8%

Transocean, Inc.*

53,600

2,892,792

Oil, Gas & Consumable Fuels 10.2%

ConocoPhillips

177,320

10,194,127

Devon Energy Corp.

165,600

8,392,608

EOG Resources, Inc.

140,800

7,997,440

Occidental Petroleum Corp.

116,300

8,946,959

35,531,134

Financials 46.2%

Banks 11.6%

Fifth Third Bancorp (d)

86,500

3,564,665

Golden West Financial Corp.

181,400

11,678,532

HSBC Holdings PLC

736,687

11,741,342

Lloyds TSB Group PLC (ADR) (d)

77,800

2,649,090

Wells Fargo & Co.

172,600

10,628,708

40,262,337

 

Shares

Value ($)

 

 

Capital Markets 0.9%

Morgan Stanley

47,500

2,492,325

State Street Corp.

15,500

747,875

3,240,200

Consumer Finance 6.7%

American Express Co.

372,100

19,806,883

Providian Financial Corp.*

71,200

1,255,256

Takefuji Corp.

37,900

2,558,683

23,620,822

Diversified Financial Services 8.2%

Citigroup, Inc.

216,700

10,018,041

JPMorgan Chase & Co.

361,384

12,764,083

Moody's Corp.

96,400

4,334,144

Principal Financial Group, Inc.

30,300

1,269,570

28,385,838

Insurance 17.2%

American International Group, Inc.

287,400

16,697,940

Aon Corp.

98,800

2,473,952

Berkshire Hathaway, Inc. "B"*

5,005

13,931,418

Chubb Corp.

13,100

1,121,491

Loews Corp.

89,100

6,905,250

Markel Corp.* (d)

900

305,100

Marsh & McLennan Companies, Inc.

107,900

2,988,830

Progressive Corp.

109,300

10,799,933

Sun Life Financial, Inc.

18,200

613,340

Transatlantic Holdings, Inc. (d)

72,237

4,032,269

59,869,523

Real Estate 1.6%

CenterPoint Properties Corp. (REIT)

131,600

5,566,680

Health Care 4.2%

Health Care Providers & Services 2.9%

Cardinal Health, Inc.

68,500

3,944,230

Caremark Rx, Inc.*

3,800

169,176

HCA, Inc.

109,200

6,188,364

10,301,770

Pharmaceuticals 1.3%

Eli Lilly & Co.

55,700

3,103,047

Novartis AG (Registered)

28,500

1,353,663

4,456,710

Industrials 8.1%

Air Freight & Logistics 0.7%

United Parcel Service, Inc. "B"

34,800

2,406,768

Commercial Services & Supplies 3.2%

China Merchants Holdings International Co., Ltd

585,224

1,135,145

Cosco Pacific Ltd.

500,000

968,315

D&B Corp.*

49,900

3,076,335

Iron Mountain, Inc.* (d)

157,500

4,885,650

Rentokil Initial PLC

446,600

1,271,579

11,337,024

Industrial Conglomerates 4.1%

Tyco International Ltd.

488,962

14,277,690

 

Shares

Value ($)

 

 

Road & Rail 0.1%

Kuehne & Nagel International AG (Registered)

900

190,567

Information Technology 2.7%

Communications Equipment 0.3%

Nokia Oyj (ADR)

62,600

1,041,664

Computers & Peripherals 1.5%

Hewlett-Packard Co.

82,700

1,944,277

Lexmark International, Inc. "A"*

53,400

3,461,922

5,406,199

Software 0.9%

Microsoft Corp.

127,700

3,172,068

Materials 4.2%

Construction Materials 1.7%

Martin Marietta Materials, Inc.

42,500

2,937,600

Vulcan Materials Co. (d)

44,400

2,885,556

5,823,156

Containers & Packaging 2.5%

Sealed Air Corp.* (d)

175,900

8,758,061

Telecommunication Services 0.7%

Diversified Telecommunication Services 0.3%

NTL, Inc.* (d)

3,000

205,260

Telewest Global, Inc.*

37,900

863,362

1,068,622

 

Shares

Value ($)

 

 

Wireless Telecommunication Services 0.4%

SK Telecom Co., Ltd. (ADR) (d)

71,600

1,460,640

Total Common Stocks (Cost $275,253,317)

344,910,019

 

Securities Lending Collateral 6.3%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $21,890,878)

21,890,878

21,890,878

 

Cash Equivalents 0.7%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $2,404,683)

2,404,683

2,404,683

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $299,548,878) (a)

105.9

369,205,580

Other Assets and Liabilities, Net

(5.9)

(20,728,923)

Net Assets

100.0

348,476,657

Notes to SVS Davis Venture Value Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $300,360,801. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $68,844,779. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $75,703,384 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $6,858,605.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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 Financials Statements). The value of all securities loaned at June 30, 2005 amounted to $21,404,797, which is 6.1% of net assets.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

REIT: Real Estate Investment Trust

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $275,253,317) — including $21,404,797 of securities loaned

$ 344,910,019

Investment in Scudder Daily Assets Fund Institutional (cost $21,890,878)*

21,890,878

Investment in Scudder Cash Management QP Trust (cost $2,404,683)

2,404,683

Total investments in securities, at value (cost $299,548,878)

369,205,580

Cash

3,486

Foreign currency, at value (cost $317,649)

312,886

Receivable for investments sold

2,577,194

Dividends receivable

557,447

Interest receivable

9,501

Receivable for Portfolio shares sold

18,103

Foreign taxes recoverable

9,118

Other assets

11,288

Total assets

372,704,603

Liabilities

Payable for investments purchased

1,879,003

Payable upon return of securities loaned

21,890,878

Payable for Portfolio shares redeemed

103,321

Accrued management fee

266,397

Other accrued expenses and payables

88,347

Total liabilities

24,227,946

Net assets, at value

$ 348,476,657

Net Assets

Net assets consist of:

Undistributed net investment income

749,207

Net unrealized appreciation (depreciation) on:

Investments

69,656,702

Foreign currency related transactions

(3,174)

Accumulated net realized gain (loss)

(8,218,305)

Paid-in capital

286,292,227

Net assets, at value

$ 348,476,657

Class A

Net Asset Value, offering and redemption price per share ($278,460,314 ÷ 24,125,584 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.54

Class B

Net Asset Value, offering and redemption price per share ($70,016,343 ÷ 6,066,196 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.54

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations 
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $92,970)

$ 2,925,013

Interest — Scudder Cash Management QP Trust

151,035

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

19,703

Total Income

3,095,751

Expenses:

Management fee

1,592,687

Custodian and accounting fees

52,485

Distribution service fees (Class B)

84,510

Record keeping fees (Class B)

41,196

Auditing

22,641

Legal

8,117

Trustee's fees and expenses

4,334

Reports to shareholders

20,295

Other

3,820

Total expenses, before expense reductions

1,830,085

Expense reductions

(1,354)

Total expenses, after expense reductions

1,828,731

Net investment income (loss)

1,267,020

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

(202,627)

Foreign currency related transactions

(39,282)

 

(241,909)

Net unrealized appreciation (depreciation) during the period on:

Investments

3,357,261

Foreign currency related transactions

(13,974)

 

3,343,287

Net gain (loss) on investment transactions

3,101,378

Net increase (decrease) in net assets resulting from operations

$ 4,368,398

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 1,267,020

$ 1,954,893

Net realized gain (loss) on investment transactions

(241,909)

(1,157,982)

Net unrealized appreciation (depreciation) during the period on investment transactions

3,343,287

32,686,703

Net increase (decrease) in net assets resulting from operations

4,368,398

33,483,614

Distributions to shareholders from:

Net investment income

Class A

(2,091,774)

(1,002,743)

Class B

(260,311)

(15,708)

Portfolio share transactions:

Class A

Proceeds from shares sold

14,499,387

39,970,621

Reinvestment of distributions

2,091,774

1,002,743

Cost of shares redeemed

(8,071,131)

(19,163,185)

Net increase (decrease) in net assets from Class A share transactions

8,520,030

21,810,179

Class B

Proceeds from shares sold

6,224,039

32,936,634

Reinvestment of distributions

260,311

15,708

Cost of shares redeemed

(3,081,884)

(2,151,840)

Net increase (decrease) in net assets from Class B share transactions

3,402,466

30,800,502

Increase (decrease) in net assets

13,938,809

85,075,844

Net assets at beginning of period

334,537,848

249,462,004

Net assets at end of period (including undistributed net investment income of $749,207 and $1,834,272, respectively)

$ 348,476,657

$ 334,537,848

Other Information

Class A

Shares outstanding at beginning of period

23,386,408

21,351,155

Shares sold

1,267,012

3,746,952

Shares issued to shareholder in reinvestment of distributions

184,135

93,978

Shares redeemed

(711,971)

(1,805,677)

Net increase (decrease) in Portfolio shares

739,176

2,035,253

Shares outstanding at end of period

24,125,584

23,386,408

Class B

Shares outstanding at beginning of period

5,765,180

2,848,268

Shares sold

546,547

3,116,302

Shares issued to shareholder in reinvestment of distributions

22,894

1,471

Shares redeemed

(268,425)

(200,861)

Net increase (decrease) in Portfolio shares

301,016

2,916,912

Shares outstanding at end of period

6,066,196

5,765,180

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

Selected Per Share Data

Net asset value, beginning of period

$ 11.48

$ 10.31

$ 7.99

$ 9.50

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.05

.08

.06

.05

.03

Net realized and unrealized gain (loss) on investment transactions

.10

1.14

2.31

(1.55)

(.53)

Total from investment operations

.15

1.22

2.37

(1.50)

(.50)

Less distributions from:

Net investment income

(.09)

(.05)

(.05)

(.01)

Net asset value, end of period

$ 11.54

$ 11.48

$ 10.31

$ 7.99

$ 9.50

Total Return (%)

1.30**

11.83

29.84

(15.79)

(5.00)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

278

268

220

160

109

Ratio of expenses (%)

1.01*

1.05

1.01

1.02

1.09*

Ratio of net investment income (loss) (%)

.82*

.74

.62

.62

.48*

Portfolio turnover rate (%)

2*

3

7

22

15*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2001 (commencement of operations) to December 31, 2001.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 11.46

$ 10.29

$ 7.98

$ 8.52

Income (loss) from investment operations:

Net investment income (loss)c

.03

.04

.02

.04

Net realized and unrealized gain (loss) on investment transactions

.09

1.13

2.32

(.58)

Total from investment operations

.12

1.17

2.34

(.54)

Less distributions from:

Net investment income

(.04)

***

(.03)

Net asset value, end of period

$ 11.54

$ 11.46

$ 10.29

$ 7.98

Total Return (%)

1.08**

11.42

29.42

(6.34)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

70

66

29

.8

Ratio of expenses (%)

1.38*

1.44

1.40

1.27*

Ratio of net investment income (loss) (%)

.45*

.36

.23

1.06*

Portfolio turnover rate (%)

2*

3

7

22

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

*** Amount is less than $.005.

Information About Your Portfolio's Expenses

 

SVS Dreman Financial Services Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 954.30

$ 952.80

Expenses Paid per $1,000*

$ 4.26

$ 6.10

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.43

$ 1,018.55

Expenses Paid per $1,000*

$ 4.41

$ 6.31

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Dreman Financial Services Portfolio

.88%

1.26%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Dreman Financial Services Portfolio

During the first six months of 2005, the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. Financial services stocks in general underperformed the broad market: The return of the S&P Financial Index was -2.33%.

The portfolio returned -4.57% for the six-month period ended June 30, 2005 (Class A shares, unadjusted for contract charges). Performance of our portfolio was disappointing because of negative events specific to three of the portfolio's top 10 holdings, Freddie Mac, Fannie Mae and American International Group, Inc. (AIG). Fannie Mae and Freddie Mac, which are government-sponsored enterprises that operate mainly in the residential mortgage business, have been the subject of negative publicity because they have had to restate earnings. We believe that their growth models are still credible, and we continue to hold significant positions in the stocks. AIG and two former executives are accused of manipulating financial statements and misleading regulators and investors. We believe that this leading international insurance and financial services firm will soon move beyond this scandal, and we expect that the company will grow more rapidly than the insurance industry at large.

Good news for the portfolio and sector as a whole was supplied by the insurance industry and capital markets companies. Holdings such as Allstate Corp., Chubb Corp., Prudential Financial, Inc., Franklin Resources, Inc. and Lehman Brothers Holdings, Inc. provided double-digit returns for the period.

The portfolio is positioned defensively at this time, a decision we consider appropriate in light of the uncertainty surrounding economic growth, inflation and interest rates. Because it seems likely that interest rates will rise, we are avoiding the areas of financial services that are most sensitive to rising interest rates and are concentrating on areas where we see more attractive risk/reward prospects. These include companies with substantial fee-based revenues and those with exposure to the improving commercial and industrial lending environment.

David N. Dreman F. James Hutchinson

Lead Manager Portfolio Manager
Dreman Value Management, L.L.C., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk. It may focus its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political or regulatory development. This may result in greater share price volatility. Additionally, this portfolio is nondiversified and can take larger positions in fewer companies, increasing its overall potential risk. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Standard & Poor's (S&P) Financial Index is an unmanaged index generally representative of the financial stock market. The Standard & Poor's (S&P) 500 Index is a capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Dreman Financial Services Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Banks

43%

45%

Diversified Financial Services

28%

28%

Insurance

13%

13%

Capital Markets

12%

9%

Consumer Finance

3%

5%

Real Estate

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 107. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Dreman Financial Services Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.8%

Financials 99.8%

Banks 43.1%

Bank of America Corp.

257,720

11,754,609

Fifth Third Bancorp.

50,200

2,068,742

Hudson City Bancorp., Inc.

43,000

490,630

Independence Community Bank Corp.

15,500

572,415

KeyCorp

175,355

5,813,018

Marshall & Ilsley Corp.

50,600

2,249,170

Mercantile Bankshares Corp.

13,700

705,961

National Bank of Canada

98,350

4,367,633

National City Corp.

78,931

2,693,126

PNC Financial Services Group

60,140

3,275,224

Regions Financial Corp.

74,672

2,529,887

Sovereign Bancorp, Inc.

113,075

2,526,096

US Bancorp.

177,420

5,180,664

Wachovia Corp.

80,040

3,969,984

Washington Mutual, Inc.

265,732

10,812,635

Wells Fargo & Co.

45,610

2,808,664

 

61,818,458

Capital Markets 12.0%

Bear Stearns Companies, Inc.

20,340

2,114,140

Franklin Resources, Inc.

20,610

1,586,558

Lehman Brothers Holdings, Inc.

20,400

2,025,312

Mellon Financial Corp.

109,700

3,147,293

Morgan Stanley

113,780

5,970,036

The Goldman Sachs Group, Inc.

23,200

2,366,864

 

17,210,203

Consumer Finance 3.0%

American Express Co.

80,850

4,303,646

 


Shares

Value ($)

 

 

Diversified Financial Services 28.0%

CIT Group, Inc.

63,990

2,749,650

Citigroup, Inc.

128,400

5,935,932

Fannie Mae

127,380

7,438,992

Freddie Mac

232,405

15,159,778

Friedman, Billings, Ramsey Group, Inc. "A" (c)

119,600

1,710,280

JPMorgan Chase & Co.

154,024

5,440,128

The PMI Group, Inc.

44,700

1,742,406

 

40,177,166

Insurance 12.5%

Allstate Corp.

37,595

2,246,301

American International Group, Inc.

217,373

12,629,371

Chubb Corp.

22,630

1,937,354

Prudential Financial, Inc.

17,990

1,181,224

 

17,994,250

Real Estate 1.2%

Novastar Financial, Inc. (REIT) (c)

45,000

1,761,750

Total Common Stocks (Cost $117,571,944)

143,265,473

 

Securities Lending Collateral 2.2%

Scudder Daily Assets Fund Institutional, 3.19% (b) (d) (Cost $3,062,000)

3,062,000

3,062,000

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $120,633,944) (a)

102.0

146,327,473

Other Assets and Liabilities, Net

(2.0)

(2,813,533)

Net Assets

100.0

143,513,940

Notes to SVS Dreman Financial Services Portfolio of Investments

(a) The cost for federal income tax purposes was $121,181,871. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $25,145,602 This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $30,621,942 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $5,476,340.

(b) Scudder 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.

(c) A portion of this security was on loan. The value of the security loaned at June 30, 2005 amounted to $2,995,163, which is 2.1% of net assets.

(d) Represents collateral held in connection with securities lending.

REIT: Real Estate Investment Trust

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $117,571,944) — including $2,995,163 of securities loaned

$ 143,265,473

Investment in Scudder Daily Assets Fund Institutional (cost $3,062,000)*

3,062,000

Total investments in securities, at value (cost $120,633,944)

146,327,473

Cash

10,971

Receivable for investments sold

425,581

Dividends receivable

177,464

Interest receivable

12,377

Receivable for Portfolio shares sold

11,460

Other assets

6,027

Total assets

146,971,353

Liabilities

Payable for Portfolio shares redeemed

111,626

Notes payable

150,000

Payable upon return of securities loaned

3,062,000

Accrued management fee

85,144

Other accrued expenses and payables

48,643

Total liabilities

3,457,413

Net assets, at value

$ 143,513,940

Net Assets

Net assets consist of:

Undistributed net investment income

1,431,157

Net unrealized appreciation (depreciation) on:

Investments

25,693,529

Foreign currency related transactions

138

Accumulated net realized gain (loss)

(187,738)

Paid-in capital

116,576,854

Net assets, at value

$ 143,513,940

Class A

Net Asset Value, offering and redemption price per share ($126,458,780 ÷ 9,931,216 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.73

Class B

Net Asset Value, offering and redemption price per share ($17,055,160 ÷ 1,339,523 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.73

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $12,877)

$ 2,077,981

Interest — Scudder Cash Management QP Trust

734

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

74,267

Total Income

2,152,982

Expenses:

Management fee

551,613

Custodian and accounting fees

36,483

Distribution service fees (Class B)

20,707

Record keeping fees (Class B)

10,563

Auditing

21,324

Legal

7,378

Trustees' fees and expenses

1,854

Reports to shareholders

16,531

Interest expense

3,434

Other

6,666

Total expenses, before expense reductions

676,553

Expense reductions

(750)

Total expenses, after expense reductions

675,803

Net investment income (loss)

1,477,179

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

6,115,527

Foreign currency related transactions

(1,694)

 

6,113,833

Net unrealized appreciation (depreciation) during the period on:

Investments

(15,072,736)

Foreign currency related transactions

(1,420)

 

(15,074,156)

Net gain (loss) on investment transactions

(8,960,323)

Net increase (decrease) in net assets resulting from operations

$ (7,483,144)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 1,477,179

$ 2,737,075

Net realized gain (loss) on investment transactions

6,113,833

1,313,816

Net unrealized appreciation (depreciation) during the period on investment transactions

(15,074,156)

13,545,556

Net increase (decrease) in net assets resulting from operations

(7,483,144)

17,596,447

Distributions to shareholders from:

Net investment income

Class A

(2,459,642)

(2,233,509)

Class B

(250,229)

(138,571)

Portfolio share transactions:

Class A

Proceeds from shares sold

1,859,044

9,238,024

Reinvestment of distributions

2,459,642

2,233,509

Cost of shares redeemed

(13,474,191)

(23,157,778)

Net increase (decrease) in net assets from Class A share transactions

(9,155,505)

(11,686,245)

Class B

Proceeds from shares sold

1,487,816

7,389,810

Reinvestment of distributions

250,229

138,571

Cost of shares redeemed

(1,021,957)

(1,105,504)

Net increase (decrease) in net assets from Class B share transactions

716,088

6,422,877

Increase (decrease) in net assets

(18,632,432)

9,960,999

Net assets at beginning of period

162,146,372

152,185,373

Net assets at end of period (including undistributed net investment income of $1,431,157 and $2,663,849, respectively)

$ 143,513,940

$ 162,146,372

Other Information

Class A

Shares outstanding at beginning of period

10,645,952

11,569,224

Shares sold

145,162

730,584

Shares issued to shareholders in reinvestment of distributions

200,134

176,982

Shares redeemed

(1,060,032)

(1,830,838)

Net increase (decrease) in Portfolio shares

(714,736)

(923,272)

Shares outstanding at end of period

9,931,216

10,645,952

Class B

Shares outstanding at beginning of period

1,281,273

771,080

Shares sold

117,446

586,845

Shares issued to shareholders in reinvestment of distributions

20,344

10,971

Shares redeemed

(79,540)

(87,623)

Net increase (decrease) in Portfolio shares

58,250

510,193

Shares outstanding at end of period

1,339,523

1,281,273

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 13.60

$ 12.33

$ 9.79

$ 10.78

$ 11.53

$ 9.24

Income (loss) from investment operations:

Net investment income (loss)c

.13

.23

.20

.15

.14

.19

Net realized and unrealized gain (loss) on investment transactions

(.76)

1.23

2.50

(1.06)

(.71)

2.27

Total from investment operations

(.63)

1.46

2.70

(.91)

(.57)

2.46

Less distributions from:

Net investment income

(.24)

(.20)

(.16)

(.08)

(.13)

(.15)

Net realized gains on investment transactions

(.05)

(.02)

Total distributions

(.24)

(.20)

(.16)

(.08)

(.18)

(.17)

Net asset value, end of period

$ 12.73

$ 13.60

$ 12.33

$ 9.79

$ 10.78

$ 11.53

Total Return (%)

(4.57)**

12.00

28.13

(8.51)

(4.86)

27.04d

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

126

145

143

120

117

66

Ratio of expenses before expense reductions (%)

.88*

.84

.86

.83

.86

.91

Ratio of expenses after expense reductions (%)

.88*

.84

.86

.83

.86

.89

Ratio of net investment income (loss) (%)

2.05*

1.79

1.84

1.44

1.31

2.01

Portfolio turnover rate (%)

24*

8

7

13

22

13

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 13.57

$ 12.31

$ 9.78

$ 10.57

Income (loss) from investment operations:

Net investment income (loss)c

.11

.18

.14

.06

Net realized and unrealized gain (loss) on investment transactions

(.76)

1.22

2.53

(.85)

Total from investment operations

(.65)

1.40

2.67

(.79)

Less distributions from:

Net investment income

(.19)

(.14)

(.14)

Net asset value, end of period

$ 12.73

$ 13.57

$ 12.31

$ 9.78

Total Return (%)

(4.72)**

11.50

27.73

(7.47)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

17

17

9

.4

Ratio of expenses  (%)

1.26*

1.22

1.25

1.08*

Ratio of net investment income (loss) (%)

1.67*

1.41

1.45

1.33*

Portfolio turnover rate (%)

24*

8

7

13

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

SVS Dreman High Return Equity Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,024.40

$ 1,022.90

Expenses Paid per $1,000*

$ 3.86

$ 5.77

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.98

$ 1,019.09

Expenses Paid per $1,000*

$ 3.86

$ 5.76

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Dreman High Return Equity Portfolio

.77%

1.15%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Dreman High Return Equity Portfolio

During the first six months of 2005 the US stock market exhibited considerable volatility as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. The portfolio returned 2.44% (Class A shares, unadjusted for contract charges).

The most significant positive factor by far was a major overweight in energy stocks, which performed well. We initiated this overweight position approximately 18 months ago, and then at the end of 2004, when oil prices fell somewhat, we took advantage of the drop in prices of oil stocks to significantly increase the overweight. Energy holdings that contributed significantly to performance include Devon Energy Corp., ConocoPhillips, ChevronTexaco Corp. and Occidental Petroleum Corp. Also, we realized a significant gain on a portion of our holding in Kerr-McGee Corp. by taking advantage of an opportunity to tender shares.

Also positive for performance was our holding in tobacco stock Altria Group, Inc. (our largest position). This stock has risen in response to suggestions that a split-up of the company is increasingly likely because the risk of significant monetary damages from pending litigation has declined. Health care holdings, which have hurt performance in past periods, performed better in recent months. In this industry group, pharmaceutical stocks such as Bristol-Myers Squibb Co., Wyeth; Pfizer, Inc., and Merck & Co., Inc., recovered from weakness during 2004, when patent challenges and regulatory scrutiny depressed the sector. Performance was hurt by an overweight in financials and particularly by three large holdings — Freddie Mac, Fannie Mae and American International Group. While these companies have problems, we believe that all are financially sound companies with good growth prospects, and we continue to hold them in the portfolio.

We believe the portfolio is positioned appropriately for a time of uncertainty in the economy and markets. We have confidence in our time-tested investing philosophy of seeking companies that are financially sound and that have solid growth prospects but have fallen out of favor with the investing public.

David N. Dreman
F. James Hutchinson

Co-Managers
Dreman Value Management L.L.C., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio may focus its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political or regulatory development. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding this product's investments and risk profile.

The Standard & Poor's 500 (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. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Dreman High Return Equity Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

92%

92%

Cash Equivalents

8%

8%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

30%

34%

Consumer Staples

20%

21%

Energy

20%

14%

Health Care

18%

17%

Consumer Discretionary

7%

8%

Information Technology

3%

3%

Industrials

2%

3%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 116. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Dreman High Return Equity Portfolio

 


Shares

Value ($)

 

 

Common Stocks 91.3%

Consumer Discretionary 6.4%

Automobiles 0.4%

Ford Motor Co.

345,000

3,532,800

Multiline Retail 1.1%

Federated Department Stores, Inc.

129,505

9,490,126

Specialty Retail 4.9%

Borders Group, Inc.

712,900

18,043,499

Home Depot, Inc.

388,455

15,110,900

Staples, Inc.

501,247

10,686,586

43,840,985

Consumer Staples 18.7%

Food & Staples Retailing 0.6%

Safeway, Inc.*

232,650

5,255,563

Tobacco 18.1%

Altria Group, Inc.

1,349,420

87,253,497

Imperial Tobacco Group (ADR)

95,145

5,176,840

Reynolds American, Inc. (c)

249,173

19,634,832

Universal Corp.

266,570

11,670,435

UST, Inc.

816,640

37,287,782

161,023,386

Energy 17.8%

Energy Equipment & Services 0.1%

Transocean, Inc.*

22,400

1,208,928

Oil, Gas & Consumable Fuels 17.7%

Anadarko Petroleum Corp.

47,500

3,902,125

Apache Corp.

147,100

9,502,660

Burlington Resources, Inc.

163,500

9,031,740

ChevronTexaco Corp.

562,860

31,475,131

ConocoPhillips

931,646

53,560,329

Devon Energy Corp.

514,600

26,079,928

El Paso Corp.

846,510

9,751,795

EnCana Corp.

66,200

2,620,858

Kerr-McGee Corp.

2,928

223,436

Occidental Petroleum Corp.

148,700

11,439,491

157,587,493

Financials 27.3%

Banks 11.6%

Bank of America Corp.

521,636

23,791,818

KeyCorp

294,000

9,746,100

PNC Financial Services Group

169,300

9,220,078

Sovereign Bancorp, Inc.

493,600

11,027,024

US Bancorp.

265,700

7,758,440

Wachovia Corp.

140,000

6,944,000

Washington Mutual, Inc.

854,175

34,756,381

103,243,841

Capital Markets 0.0%

Piper Jaffray Companies, Inc.*

1,071

32,590

Diversified Financial Services 13.2%

CIT Group, Inc.

89,100

3,828,627

Citigroup, Inc.

134,600

6,222,558

 


Shares

Value ($)

 

 

Fannie Mae

652,073

38,081,063

Freddie Mac

1,000,341

65,252,243

JPMorgan Chase & Co.

132,864

4,692,757

118,077,248

Insurance 2.5%

American International Group, Inc.

331,300

19,248,530

The St. Paul Travelers Companies, Inc.

70,605

2,791,016

22,039,546

Health Care 16.4%

Health Care Equipment & Supplies 0.7%

Becton, Dickinson & Co.

111,555

5,853,291

Health Care Providers & Services 9.9%

AmerisourceBergen Corp.

218,000

15,074,700

Cardinal Health, Inc.

119,400

6,875,052

HCA, Inc.

296,200

16,785,654

Laboratory Corp. of America Holdings*

343,075

17,119,443

Medco Health Solutions, Inc.*

316,434

16,884,918

Quest Diagnostics, Inc.

291,100

15,506,897

88,246,664

Pharmaceuticals 5.8%

Bristol-Myers Squibb Co.

875,560

21,871,489

Merck & Co., Inc.

360,195

11,094,006

Pfizer, Inc.

479,530

13,225,437

Schering-Plough Corp.

134,905

2,571,289

Wyeth

75,775

3,371,988

52,134,209

Industrials 2.2%

Industrial Conglomerates

General Electric Co.

209,350

7,253,977

Tyco International Ltd.

415,005

12,118,146

19,372,123

Information Technology 2.5%

IT Consulting & Services

Electronic Data Systems Corp.

1,147,840

22,095,920

Utilities 0.0%

Gas Utilities

NiSource, Inc.

5,303

131,143

Total Common Stocks (Cost $652,720,484)

813,165,856

 

Securities Lending Collateral 0.4%

Scudder Daily Assets Fund Institutional, 3.19% (d) (e) (Cost $4,000,000)

4,000,000

4,000,000

 

Cash Equivalents 8.3%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $73,574,625)

73,574,625

73,574,625

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $730,295,109) (a)

100.0

890,740,481

Other Assets and Liabilities, Net

0.0

(370,384)

Net Assets

100.0

890,370,097

Notes to SVS Dreman High Return Equity Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $731,563,096. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $159,177,385. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $211,516,014 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $52,338,629.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) A portion of this security was on loan (see Notes to Financial Statements). The value of the security loaned at June 30, 2005 amounted to $3,900,000, which is 0.4% of net assets.

(d) Scudder 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.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregated Face Value ($)

Value ($)

Net Unrealized Depreciation ($)

S&P 500 Index

9/15/2005

130

39,205,916

38,853,750

(352,166)

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $652,720,484) — including $3,900,000 of securities loaned

$ 813,165,856

Investment in Scudder Daily Assets Fund Institutional (cost $4,000,000)*

4,000,000

Investment in Scudder Cash Management QP Trust (cost $73,574,625)

73,574,625

Total investments in securities, at value (cost $730,295,109)

890,740,481

Cash

10,000

Dividends receivable

1,901,370

Interest receivable

181,514

Receivable for Portfolio shares sold

53,910

Margin deposit

3,000,000

Other assets

16,036

Total assets

895,903,311

Liabilities

Payable for Portfolio shares redeemed

582,796

Payable upon return of securities loaned

4,000,000

Payable for daily variation margin on open futures contracts

240,500

Accrued management fee

512,534

Other accrued expenses and payables

197,384

Total liabilities

5,533,214

Net assets, at value

$ 890,370,097

Net Assets

Net assets consist of:

Undistributed net investment income

7,363,915

Net unrealized appreciation (depreciation) on:

Investments

160,445,372

Futures

(352,166)

Accumulated net realized gain (loss)

(13,215,521)

Paid-in capital

736,128,497

Net assets, at value

$ 890,370,097

Class A

Net Asset Value, offering and redemption price per share ($765,530,912 ÷ 60,117,017 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.73

Class B

Net Asset Value, offering and redemption price per share ($124,839,185 ÷ 9,801,147 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 12.74

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $15,247)

$ 10,507,810

Interest — Scudder Cash Management QP Trust

815,266

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

9,515

Total Income

11,332,591

Expenses:

Management fee

3,148,383

Custodian and accounting fees

77,344

Distribution service fees (Class B)

148,083

Record keeping fees (Class B)

74,484

Auditing

22,436

Legal

10,305

Trustees' fees and expenses

8,968

Reports to shareholders

53,634

Other

18,219

Total expenses, before expense reductions

3,561,856

Expense reductions

(3,105)

Total expenses, after expense reductions

3,558,751

Net investment income (loss)

7,773,840

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

7,854,588

Futures

279,924

Foreign currency related transactions

16

 

8,134,528

Net unrealized appreciation (depreciation) during the period on:

Investments

6,457,211

Futures

(1,155,303)

 

5,301,908

Net gain (loss) on investment transactions

13,436,436

Net increase (decrease) in net assets resulting from operations

$ 21,210,276

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31,

2004

Operations:

Net investment income (loss)

$ 7,773,840

$ 14,881,437

Net realized gain (loss) on investment transactions

8,134,528

11,147,529

Net unrealized appreciation (depreciation) during the period on investment transactions

5,301,908

78,862,493

Net increase (decrease) in net assets resulting from operations

21,210,276

104,891,459

Distributions to shareholders from:

Net investment income

Class A

(13,347,076)

(11,297,007)

Class B

(1,660,448)

(1,021,598)

Portfolio share transactions:

Class A

Proceeds from shares sold

23,997,835

38,718,500

Reinvestment of distributions

13,347,076

11,297,007

Cost of shares redeemed

(23,905,730)

(55,620,546)

Net increase (decrease) in net assets from Class A share transactions

13,439,181

(5,605,039)

Class B

Proceeds from shares sold

9,539,514

42,816,407

Reinvestment of distributions

1,660,448

1,021,598

Cost of shares redeemed

(4,712,899)

(4,506,330)

Net increase (decrease) in net assets from Class B share transactions

6,487,063

39,331,675

Increase (decrease) in net assets

26,128,996

126,299,490

Net assets at beginning of period

864,241,101

737,941,611

Net assets at end of period (including undistributed net investment income of $7,363,915 and $14,597,599, respectively)

$ 890,370,097

$ 864,241,101

Other Information

Class A

Shares outstanding at beginning of period

59,052,129

59,527,655

Shares sold

1,898,626

3,370,933

Shares issued to shareholders in reinvestment of distributions

1,067,766

1,011,370

Shares redeemed

(1,901,504)

(4,857,829)

Net increase (decrease) in Portfolio shares

1,064,888

(475,526)

Shares outstanding at end of period

60,117,017

59,052,129

Class B

Shares outstanding at beginning of period

9,286,484

5,819,055

Shares sold

757,683

3,763,080

Shares issued to shareholders in reinvestment of distributions

132,624

91,377

Shares redeemed

(375,644)

(387,028)

Net increase (decrease) in Portfolio shares

514,663

3,467,429

Shares outstanding at end of period

9,801,147

9,286,484

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 12.65

$ 11.29

$ 8.76

$ 10.81

$ 10.77

$ 8.96

Income (loss) from investment operations:

Net investment income (loss)c

.12

.23

.20

.21

.19

.26

Net realized and unrealized gain (loss) on investment transactions

.19

1.32

2.53

(2.13)

(.01)

2.25

Total from investment operations

.31

1.55

2.73

(1.92)

.18

2.51

Less distributions from:

Net investment income

(.23)

(.19)

(.20)

(.09)

(.14)

(.20)

Net realized gains on investment transactions

(.04)

(.50)

Total distributions

(.23)

(.19)

(.20)

(.13)

(.14)

(.70)

Net asset value, end of period

$ 12.73

$ 12.65

$ 11.29

$ 8.76

$ 10.81

$ 10.77

Total Return (%)

2.44**

13.95

32.04

(18.03)

1.69

30.52

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

766

747

672

510

443

168

Ratio of expenses before expense reductions (%)

.77*

.78

.79

.79

.82

.85

Ratio of expenses after expense reductions (%)

.77*

.78

.79

.79

.82

.84

Ratio of net investment income (loss) (%)

1.85*

1.96

2.14

2.21

1.78

2.85

Portfolio turnover rate (%)

8*

9

18

17

16

37

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 12.63

$ 11.27

$ 8.75

$ 9.57

Income (loss) from investment operations:

Net investment income (loss)c

.09

.18

.16

.18

Net realized and unrealized gain (loss) on investment transactions

.20

1.33

2.53

(1.00)

Total from investment operations

.29

1.51

2.69

(.82)

Less distributions from:

Net investment income

(.18)

(.15)

(.17)

Net asset value, end of period

$ 12.74

$ 12.63

$ 11.27

$ 8.75

Total Return (%)

2.29**

13.53

31.60

(8.57)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

125

117

66

2

Ratio of expenses (%)

1.15*

1.16

1.18

1.05*

Ratio of net investment income (loss) (%)

1.47*

1.58

1.75

4.30*

Portfolio turnover rate (%)

8*

9

18

17

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

SVS Dreman Small Cap Value Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,029.60

$ 1,027.30

Expenses Paid per $1,000*

$ 3.93

$ 5.78

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,020.93

$ 1,019.09

Expenses Paid per $1,000*

$ 3.91

$ 5.76

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS II Dreman Small Cap Value Portfolio

.78%

1.15%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Dreman Small Cap Value Portfolio

During the first six months of 2005, the US stock market exhibited considerable volatility, as investors reacted to economic news that was somewhat contradictory. At the end of June, the S&P 500 Index was close to its level at the beginning of the year; the total return of the index for the six-month period was -0.81%. Small-cap stocks, lagged the large-cap market after several years of higher returns than large-cap stocks. Among small-cap stocks, as in the broader market, value stocks performed better than growth stocks. The Russell 2000 Value Index returned 0.90% for the six-month period.

The portfolio returned 2.96% (Class A shares, unadjusted for contract charges), outperforming its benchmark, the Russell 2000 Value Index. The most significant positive factor in this performance was an overweight in energy stocks. Holdings that performed especially well were ATP Oil & Gas Corp., Energy Partners Ltd. and Vintage Petroleum, which we sold after it met our price target. The fund's performance also benefited from a significant overweight relative to our small-cap benchmark in industrials, which stand to gain from increased business investment. Holdings in the industrials sector that contributed to performance include Watts Water Technologies, Inc., EMCOR Group, Inc., General Cable Corp., Precision Castparts Corp. and Oshkosh Truck Corp.

A significant underweight in financials was positive for performance; we adopted this stance in anticipation that rising interest rates would hurt small-cap banks and thrifts. Our pharmaceuticals position was modestly negative, as holdings such as Par Pharmaceutical Companies, Inc., and Perrigo Co. were down on weak earnings reports. One positive in health care was the February announcement that portfolio holding Accredo Health, Inc., has agreed to be acquired by Medco Health Solutions, Inc.

The small-cap market can be volatile, and this is especially true when there is so much uncertainty about interest rates, inflation and the direction of the economy. Based on our contrarian investment philosophy, we welcome opportunities to buy stocks of good companies with solid growth prospects at prices below what we see as their intrinsic value.

David N. Dreman
Nelson Woodard

Co-Managers
Dreman Value Management, L.L.C., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk. Stocks of small companies involve greater risk than securities of larger, more-established companies, as they often have limited product lines, markets or financial resources and may be exposed to more erratic and abrupt market movements. The fund may focus its investments on certain economic sectors, thereby increasing its vulnerability to any single economic, political, or regulatory development. This may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding this product's investments and risk profile.

The Standard & Poor's 500 (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.

The Russell 2000 Value Index is an unmanaged index that consists of those stocks in the Russell 2000 Index with lower price-to-book ratios and lower forecasted growth values.

Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Dreman Small Cap Value Portfolio

Asset Allocation

6/30/05

12/31/04

 

Common Stocks

95%

95%

Cash Equivalents

3%

3%

Corporate Bonds

1%

1%

Closed-End Investment Company

1%

1%

 

100%

100%

Sector Diversification (Excludes Cash Equivalents)

6/30/05

12/31/04

 

Industrials

24%

21%

Financials

22%

28%

Energy

11%

7%

Health Care

9%

10%

Utilities

8%

8%

Materials

8%

10%

Information Technology

8%

5%

Consumer Discretionary

5%

6%

Consumer Staples

5%

5%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 5. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Dreman Small Cap Value Portfolio

 


Shares

Value ($)

 

 

Common Stocks 95.6%

Consumer Discretionary 4.9%

Hotels Restaurants & Leisure 1.4%

Alliance Gaming Corp.*

353,200

4,951,864

CBRL Group, Inc.

74,300

2,887,298

7,839,162

Leisure Equipment & Products 0.9%

Lakes Entertainment, Inc.*

308,700

4,753,980

Specialty Retail 0.5%

DSW, Inc. "A"*

400

9,980

Mettler-Toledo International, Inc.*

55,400

2,580,532

2,590,512

Textiles, Apparel & Luxury Goods 2.1%

DHB Industries, Inc*

419,200

3,542,240

Phillips-Van Heusen Corp.

127,036

4,152,807

Wolverine World Wide, Inc.

146,350

3,513,863

11,208,910

Consumer Staples 4.5%

Food & Staples Retailing 0.8%

B&G Foods, Inc.

265,600

3,888,384

Centerplate, Inc. (IDS)

20,700

263,925

4,152,309

Food Products 2.3%

Chiquita Brands International, Inc.

218,100

5,989,026

Ralcorp Holdings, Inc.

152,600

6,279,490

12,268,516

Personal Products 0.7%

Helen of Troy Ltd.*

147,600

3,757,896

Tobacco 0.7%

Universal Corp.

41,200

1,803,736

Vector Group Ltd.

111,576

2,071,966

3,875,702

Energy 10.9%

Energy Equipment & Services 5.4%

Atwood Oceanics, Inc.*

24,500

1,508,220

Grant Prideco, Inc.*

228,200

6,035,890

Grey Wolf, Inc.*

445,200

3,298,932

Lone Star Technologies, Inc.*

53,000

2,411,500

Matrix Service Co.*

159,200

729,136

Offshore Logistics, Inc.*

20,000

656,800

Oil States International, Inc.*

146,100

3,677,337

Patterson-UTI Energy, Inc.

205,800

5,727,414

Superior Energy Services, Inc.*

151,700

2,700,260

Universal Compression Holdings, Inc.*

66,700

2,417,208

29,162,697

Oil, Gas & Consumable Fuels 5.5%

ATP Oil & Gas Corp.*

44,800

1,048,320

Carrizo Oil & Gas, Inc.*

160,000

2,729,600

Compton Petroleum Corp.*

283,100

2,576,367

 


Shares

Value ($)

 

 

Denbury Resources, Inc.*

78,500

3,121,945

Energy Partners Ltd.*

35,000

917,350

Global Industries, Inc.*

339,800

2,888,300

Petrohawk Energy Corp.*

338,700

3,657,960

PetroQuest Energy, Inc.*

323,200

2,123,424

Pioneer Drilling Co.*

357,300

5,452,398

Range Resources Corp.

108,400

2,915,960

Rosetta Resources, Inc.*

130,700

2,091,200

29,522,824

Financials 21.4%

Banks 4.2%

Centennial Bank Holdings, Inc.*

400,000

4,320,000

Center Financial Corp.

91,400

2,269,462

Commercial Capital Bancorp., Inc.

69,800

1,166,358

IndyMac Bancorp., Inc.

59,950

2,441,764

International Bancshares Corp.

58,625

1,658,501

NewAlliance Bancshares, Inc.

233,700

3,283,485

Oriental Financial Group, Inc.

40

610

PFF Bancorp., Inc.

81,500

2,468,635

Provident Bankshares Corp.

49,350

1,574,759

R & G Financial Corp. "B"

72,900

1,289,601

Sterling Financial Corp.*

49,182

1,839,407

Western Alliance Bancorp.*

11,200

246,400

22,558,982

Diversified Financial Services 1.9%

CBRE Realty Finance, Inc. 144A*

200,000

3,000,000

CMET Finance Holdings, Inc.*

7,200

612,000

Danielson Holding Corp.*

153,300

1,865,661

Hercules Technology Growth Capital, Inc.*

37,600

485,040

NGP Capital Resources Co.

32,000

477,760

Peoples Choice Financial Corp.*

229,900

2,080,595

Prospect Energy Corp.

136,264

1,716,926

10,237,982

Insurance 5.1%

Endurance Specialty Holdings Ltd.

93,600

3,539,952

KMG America Corp.*

188,300

1,871,702

Meadowbrook Insurance Group, Inc.*

531,100

2,782,964

ProCentury Corp.

336,700

3,377,101

Selective Insurance Group, Inc.

131,200

6,500,960

Specialty Underwriters' Alliance, Inc.*

365,600

3,337,928

Tower Group, Inc.

232,800

3,638,664

Triad Guaranty, Inc.*

51,100

2,574,929

27,624,200

Real Estate 10.2%

Aames Investment Corp. (REIT)

157,600

1,531,872

Capital Lease Funding, Inc. (REIT)

164,000

1,779,400

ECC Capital Corp. (REIT)

78,700

524,142

Feldman Mall Properties, Inc. (REIT)

216,000

3,013,200

Fieldstone Investment Corp. (REIT)

309,200

4,452,480

KKR Financial Corp. (REIT) 144A*

491,150

12,278,750

MortgageIT Holdings, Inc. (REIT)

56,000

1,022,000

New Century Financial Corp. (REIT)

11,400

586,530

 


Shares

Value ($)

 

 

Newcastle Investment Corp. (REIT)

221,300

6,672,195

Novastar Financial, Inc. (REIT)

456,000

17,852,400

Thomas Properties Group, Inc. (REIT)

229,100

2,866,041

Vintage Wine Trust, Inc. (REIT) 144A*

280,700

2,807,000

55,386,010

Health Care 9.2%

Biotechnology 1.8%

Charles River Laboratories International, Inc.*

130,800

6,311,100

Serologicals Corp.*

165,300

3,512,625

9,823,725

Health Care Equipment & Supplies 1.5%

Millipore Corp.*

60,700

3,443,511

PerkinElmer, Inc.

108,400

2,048,760

Zoll Medical Corp.*

92,500

2,354,125

7,846,396

Health Care Providers & Services 4.8%

Accredo Health, Inc.*

93,100

4,226,740

Allied Healthcare International, Inc.*

439,000

3,108,120

Hanger Orthopedic Group, Inc.*

107,600

542,304

Kindred Healthcare, Inc.*

39,400

1,560,634

LabOne, Inc.*

58,600

2,332,866

LifePoint Hospitals, Inc.*

52,068

2,630,476

Odyssey Healthcare, Inc.*

255,200

3,679,984

Pediatrix Medical Group, Inc.*

42,600

3,132,804

Triad Hospitals, Inc.*

84,500

4,617,080

25,831,008

Pharmaceuticals 1.1%

Par Pharmaceutical Companies, Inc.*

150,500

4,787,405

Perrigo Co.

90,000

1,254,600

6,042,005

Industrials 22.8%

Aerospace & Defense 4.3%

Applied Signal Technology, Inc.

147,000

2,798,880

ARGON ST, Inc.*

37,700

1,338,350

CAE, Inc.

707,800

3,800,886

DRS Technologies, Inc.

81,200

4,163,936

GenCorp, Inc.*

207,000

3,986,820

Herley Industries, Inc.*

141,800

2,586,432

Precision Castparts Corp.

31,100

2,422,690

Triumph Group, Inc.*

68,500

2,381,060

23,479,054

Building Products 1.2%

Levitt Corp. "A"

158,800

4,751,296

NCI Building Systems, Inc.*

52,600

1,725,280

6,476,576

Commercial Services & Supplies 2.1%

Consolidated Graphics, Inc.*

39,700

1,618,569

Duratek, Inc.*

198,000

4,589,640

Nobel Learning Communities, Inc.*

96,900

840,123

WCA Waste Corp.*

469,700

4,109,875

11,158,207

 


Shares

Value ($)

 

 

Construction & Engineering 5.1%

Dycom Industries, Inc.*

89,300

1,769,033

EMCOR Group, Inc.*

78,200

3,823,980

Foster Wheeler Ltd.*

323,250

6,355,095

Granite Construction, Inc.

33,500

941,350

Infrasource Services, Inc.*

260,600

2,715,452

URS Corp.*

187,800

7,014,330

Washington Group International, Inc.*

98,300

5,025,096

27,644,336

Electrical Equipment 2.3%

General Cable Corp.*

661,400

9,808,562

Genlyte Group, Inc.*

52,000

2,534,480

12,343,042

Machinery 3.8%

AGCO Corp.*

218,000

4,168,160

Harsco Corp.

70,700

3,856,685

Oshkosh Truck Corp.

41,100

3,217,308

Terex Corp.*

70,600

2,781,640

Valmont Industries

112,400

2,899,920

Watts Water Technologies, Inc. "A"

114,200

3,824,558

20,748,271

Marine 0.9%

GulfMark Offshore, Inc.*

81,000

2,212,110

Hornbeck Offshore Services, Inc.*

102,600

2,779,434

4,991,544

Road & Rail 2.3%

Genesee & Wyoming, Inc.*

112,850

3,070,649

Laidlaw International, Inc.*

186,400

4,492,240

RailAmerica, Inc.*

145,900

1,736,210

Swift Transportation Co., Inc.*

134,000

3,120,860

12,419,959

Trading Companies & Distributors 0.8%

Aviall, Inc.*

25,100

792,909

WESCO International, Inc.*

111,800

3,508,284

4,301,193

Information Technology 7.3%

Computers & Peripherals 1.6%

Applied Films Corp.*

107,600

2,754,560

CyberGuard Corp.*

234,400

1,393,508

Komag, Inc.*

156,900

4,451,253

8,599,321

Electronic Equipment & Instruments 2.4%

Aeroflex, Inc.*

400,900

3,367,560

Plexus Corp.*

238,700

3,396,701

Scansource, Inc.*

73,300

3,147,502

Vishay Intertechnology, Inc.*

264,000

3,133,680

13,045,443

IT Consulting & Services 1.0%

CACI International, Inc. "A"*

47,600

3,006,416

Covansys Corp.*

184,800

2,374,680

5,381,096

Semiconductors & Semiconductor Equipment 1.2%

MEMC Electronic Materials, Inc.*

126,700

1,998,059

MKS Instruments, Inc.*

105,500

1,781,895

 


Shares

Value ($)

 

 

OmniVision Technologies, Inc.*

73,400

997,506

Ultratech, Inc.*

88,100

1,612,230

6,389,690

Software 1.1%

Sonic Solutions*

220,500

4,101,300

TIBCO Software, Inc.*

309,600

2,024,784

6,126,084

Materials 7.5%

Chemicals 1.9%

Agrium, Inc.

148,200

2,906,202

Georgia Gulf Corp.

62,000

1,925,100

NOVA Chemicals Corp.

46,400

1,417,984

Sensient Technologies Corp.

186,900

3,852,009

10,101,295

Construction Materials 1.6%

Ameron International Corp.

15,400

575,960

Florida Rock Industries, Inc.

73,695

5,405,528

Headwaters, Inc.*

84,300

2,898,234

8,879,722

Metals & Mining 4.0%

Aleris International, Inc.*

188,200

4,243,910

Century Aluminum Co.*

70,000

1,428,000

Goldcorp, Inc.

234,250

3,696,465

Metal Management, Inc.

76,300

1,476,405

Northwest Pipe Co.*

110,100

2,559,825

NS Group, Inc.*

88,600

2,880,386

Pan American Silver Corp.*

202,500

2,994,975

Uranium Resources, Inc.*

1,175,900

540,914

Worthington Industries, Inc.

118,700

1,875,460

21,696,340

Telecommunication Services 0.2%

Diversified Telecommunication Services

Alaska Communications Systems Group, Inc.

133,400

1,321,994

Utilities 6.9%

Electric Utilities 2.0%

Allegheny Energy, Inc.*

181,700

4,582,474

Sierra Pacific Resources*

250,500

3,118,725

TECO Energy, Inc.

172,000

3,252,520

10,953,719

 


Shares

Value ($)

 

 

Gas Utilities 2.5%

ONEOK, Inc.

128,200

4,185,730

Southern Union Co.*

387,100

9,503,305

13,689,035

Independent Power Producers & Energy Traders 0.4%

Dynegy, Inc. "A"*

368,500

1,790,910

Multi-Utilities 1.7%

CMS Energy Corp.*

147,000

2,213,820

Ormat Technologies, Inc.

203,000

3,877,300

WPS Resources Corp.

54,700

3,076,874

9,167,994

Multi-Utilities & Unregulated Power 0.3%

Reliant Energy, Inc.*

163,200

1,743,105

Total Common Stocks (Cost $418,228,509)

516,930,746

 

 

Principal Amount ($)

Value ($)

 

 

Corporate Bonds 0.9%

Utilities

Mirant Corp. 144A, 7.9%, 7/15/2009 * (Cost $3,522,500)

6,000,000

4,920,000

 


Shares

Value ($)

 

 

Closed End Investment Company 0.8%

Tortoise Energy Infrastructure Corp. (Cost $3,712,615)

147,789

4,664,221

 

Cash Equivalents 3.6%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $19,445,410)

19,445,410

19,445,410

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $444,909,034) (a)

100.9

545,960,377

Other Assets and Liabilities, Net

(0.9)

(5,077,584)

Net Assets

100.0

540,882,793

Notes to SVS Dreman Small Cap Value Portfolio of Investments

* Non-income producing security. In the case of a bond, generally denotes that the issuer has defaulted on the payment of principal or interest or has filed for bankruptcy.

The following table represents bonds that are in default.

Security

Coupon

Maturity Date

Principal Amount

Acquisition Cost ($)

Value ($)

Mirant Corp.

7.9%

7/15/2009

6,000,000

3,522,500

4,920,000

(a) The cost for federal income tax purposes was $444,936,794. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $101,023,583. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $111,414,772 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $10,391,189.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

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.

IDS: Income Deposit Security

REIT: Real Estate Investment Trust

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $425,463,624)

$ 526,514,967

Investment in Scudder Cash Management QP Trust (cost $19,445,410)

19,445,410

Total investments in securities, at value (cost $444,909,034)

545,960,377

Cash

55

Receivable for investments sold

1,930,760

Dividends receivable

548,401

Interest receivable

51,256

Receivable for Portfolio shares sold

101,955

Other assets

11,078

Total assets

548,603,882

Liabilities

Payable for investments purchased

6,973,763

Payable for Portfolio shares redeemed

347,242

Accrued management fee

312,838

Other accrued expenses and payables

87,246

Total liabilities

7,721,089

Net assets, at value

$ 540,882,793

Net Assets

Net assets consist of:

Undistributed net investment income

1,553,060

Net unrealized appreciation (depreciation) on:

Investments

101,051,343

Foreign currency related transactions

(83)

Accumulated net realized gain (loss)

36,520,511

Paid-in capital

401,757,962

Net assets, at value

$ 540,882,793

Class A

Net Asset Value, offering and redemption price per share ($464,583,121 ÷ 24,903,931 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 18.66

Class B

Net Asset Value, offering and redemption price per share ($76,299,672 ÷ 4,091,105 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 18.65

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $10,211)

$ 3,393,626

Interest — Scudder Cash Management QP Trust

307,679

Total Income

3,701,305

Expenses:

Management fee

1,950,146

Custodian fees

12,257

Distribution service fees (Class B)

88,706

Record keeping fees (Class B)

42,443

Auditing

21,483

Legal

9,778

Trustees' fees and expenses

5,949

Reports to shareholders

35,078

Other

8,125

Total expenses, before expense reductions

2,173,965

Expense reductions

(2,281)

Total expenses, after expense reductions

2,171,684

Net investment income (loss)

1,529,621

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

37,057,490

Foreign currency related transactions

153

 

37,057,643

Net unrealized appreciation (depreciation) during the period on:

Investments

(23,553,139)

Foreign currency related transactions

(15)

 

(23,553,154)

Net gain (loss) on investment transactions

13,504,489

Net increase (decrease) in net assets resulting from operations

$ 15,034,110

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31,

2004

Operations:

Net investment income (loss)

$ 1,529,621

$ 4,034,360

Net realized gain (loss) on investment transactions

37,057,643

63,112,019

Net unrealized appreciation (depreciation) during the period on investment transactions

(23,553,154)

38,864,967

Net increase (decrease) in net assets resulting from operations

15,034,110

106,011,346

Distributions to shareholders from:

Net investment income

Class A

(3,388,867)

(3,405,170)

Class B

(268,871)

(212,277)

Net realized gains

Class A

(41,035,260)

Class B

(6,476,182)

Portfolio share transactions:

Class A

Proceeds from shares sold

21,465,295

64,900,813

Reinvestment of distributions

44,424,127

3,405,170

Cost of shares redeemed

(36,765,652)

(45,290,684)

Net increase (decrease) in net assets from Class A share transactions

29,123,770

23,015,299

Class B

Proceeds from shares sold

6,311,511

29,315,151

Reinvestment of distributions

6,745,053

212,277

Cost of shares redeemed

(2,771,236)

(3,011,503)

Net increase (decrease) in net assets from Class B share transactions

10,285,328

26,515,925

Increase (decrease) in net assets

3,274,028

151,925,123

Net assets at beginning of period

537,608,765

385,683,642

Net assets at end of period (including undistributed net investment income of $1,553,060 and $3,681,177, respectively)

$ 540,882,793

$ 537,608,765

Other Information

Class A

Shares outstanding at beginning of period

23,288,245

22,038,819

Shares sold

1,148,167

3,660,918

Shares issued to shareholders in reinvestment of distributions

2,463,901

197,059

Shares redeemed

(1,996,382)

(2,608,551)

Net increase (decrease) in Portfolio shares

1,615,686

1,249,426

Shares outstanding at end of period

24,903,931

23,288,245

Class B

Shares outstanding at beginning of period

3,531,644

1,977,912

Shares sold

334,653

1,706,542

Shares issued to shareholders in reinvestment of distributions

373,894

12,277

Shares redeemed

(149,086)

(165,087)

Net increase (decrease) in Portfolio shares

559,461

1,553,732

Shares outstanding at end of period

4,091,105

3,531,644

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 20.05

$ 16.06

$ 11.66

$ 13.21

$ 11.23

$ 10.85

Income (loss) from investment operations:

Net investment income (loss)c

.06

.17

.19

.17

.09

.02

Net realized and unrealized gain (loss) on investment transactions

.48

3.98

4.55

(1.67)

1.89

.42

Total from investment operations

.54

4.15

4.74

(1.50)

1.98

.44

Less distributions from:

Net investment income

(.15)

(.16)

(.15)

(.05)

(.06)

Net realized gains on investment transactions

(1.78)

(.19)

Total distributions

(1.93)

(.16)

(.34)

(.05)

(.06)

Net asset value, end of period

$ 18.66

$ 20.05

$ 16.06

$ 11.66

$ 13.21

$ 11.23

Total Return (%)

2.96**

26.03

42.15

(11.43)

17.63

4.05

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

465

467

354

250

194

84

Ratio of expenses (%)

.78*

.79

.80

.81

.79

.82

Ratio of net investment income (loss) (%)

.64*

.96

1.46

1.28

.77

.15

Portfolio turnover rate (%)

70*

73

71

86

57

36

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 20.01

$ 16.03

$ 11.65

$ 13.86

Income (loss) from investment operations:

Net investment income (loss)c

.03

.10

.13

.17

Net realized and unrealized gain (loss) on investment transactions

.46

3.97

4.56

(2.38)

Total from investment operations

.49

4.07

4.69

(2.21)

Less distributions from:

Net investment income

(.07)

(.09)

(.12)

Net realized gains on investment transactions

(1.78)

(.19)

Total distributions

(1.85)

(.09)

(.31)

Net asset value, end of period

$ 18.65

$ 20.01

$ 16.03

$ 11.65

Total Return (%)

2.73**

25.52

41.65

(15.95)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

76

71

32

1

Ratio of expenses (%)

1.15*

1.16

1.19

1.06*

Ratio of net investment income (loss) (%)

.27*

.59

1.07

3.01*

Portfolio turnover rate (%)

70*

73

71

86

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

SVS Index 500 Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, Class B shares of the Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 990.30

$ 988.80

Expenses Paid per $1,000*

$ 1.48

$ 3.11

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,023.31

$ 1,021.67

Expenses Paid per $1,000*

$ 1.51

$ 3.16

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Index 500 Portfolio

.30%

.63%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Index 500 Portfolio

The economic news was generally good over the last six months. Employment numbers remained solid, consumer spending continued strong, and there was increasing evidence of rising business investment in information technology and capital items such as plants and equipment. However, there was considerable apprehension about whether rising energy prices would spark more-generalized inflation, with its negative effects on consumer spending and business investment. Expressing concern about inflation, the US Federal Reserve Board (the Fed) has been raising short-term rates steadily since June 2004.

As of June 30, 2005, the US stock market (as measured by the S&P 500 Index) was close to its level at the beginning of the calendar year, after a downward move in the early months of the year was followed by a modest rally with considerable volatility in May and June. For the six-month period, the S&P 500 Index returned -0.81% compared with the portfolio's return of -0.97% (Class A shares, unadjusted for contract charges). Since the portfolio's investment strategy is to replicate, as closely as possible, before the deduction of expenses, the performance of the S&P 500 Index, the portfolio's return is normally close to the return of the index.

For the semiannual period, six of the 10 industry sectors within the S&P 500 Index had negative returns, and the other four sectors had positive returns. Driven by rising oil prices, energy was the strongest sector by far, with a return of 19.89%, followed by utilities, which had a return of 15.24%. Health care had a return of 3.51%, and consumer staples was slightly positive, with a return of 0.03%. The weakest sector was materials, with a return of -7.49%. Other negative sectors and their returns were consumer discretionary (-6.54%), information technology (-5.74%), industrials (-4.83%), telecommunications services (-4.49%) and financials (-2.33%).

James B. Francis
Portfolio Manager

Northern Trust Investments, N.A., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio may not be able to mirror the S&P 500 Index closely enough to track its performance for several reasons, including the portfolio's cost to buy and sell securities, as well as the flow of money into and out of the portfolio. This portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Additionally, derivatives may be more volatile and less liquid than traditional securities and the portfolio could suffer losses on its derivatives positions. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

Standard & Poor's," "S&P," "S&P 500," "Standard & Poor's 500" and "500" are trademarks of The McGraw-Hill Companies, Inc., and have been licensed for use by the fund's advisor. The SVS Index 500 Portfolio is not sponsored, endorsed, sold, nor promoted by Standard & Poor's, and Standard & Poor's makes no representation regarding the advisability of investing in the portfolio. There is no guarantee that the fund will be able to mirror the S&P 500 index closely enough to track its performance.

The Standard & Poor's 500 (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. Index returns assume reinvestment of all dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Index 500 Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

99%

99%

Cash Equivalents

1%

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

20%

21%

Information Technology

15%

16%

Health Care

13%

13%

Consumer Discretionary

12%

12%

Industrials

11%

12%

Consumer Staples

10%

10%

Energy

9%

7%

Utilities

4%

3%

Telecommunication Services

3%

3%

Materials

3%

3%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 18. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Index 500 Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.0%

Consumer Discretionary 11.4%

Auto Components 0.2%

Cooper Tire & Rubber Co.

2,249

41,764

Dana Corp.

4,863

72,994

Delphi Corp.

18,218

84,714

Goodyear Tire & Rubber Co.*

7,394

110,170

Johnson Controls, Inc.

6,146

346,204

Visteon Corp.

3,894

23,481

679,327

Automobiles 0.5%

Ford Motor Co.

65,173

667,371

General Motors Corp. (e)

20,036

681,224

Harley-Davidson, Inc.

10,586

525,066

1,873,661

Distributors 0.1%

Genuine Parts Co.

5,509

226,365

Diversified Consumer Services 0.2%

Apollo Group, Inc. "A"*

6,081

475,656

H&R Block, Inc.

5,348

312,056

787,712

Hotels Restaurants & Leisure 1.5%

Carnival Corp.

18,646

1,017,139

Darden Restaurants, Inc.

4,804

158,436

Harrah's Entertainment, Inc.

6,219

448,204

Hilton Hotels Corp.

12,532

298,888

International Game Technology

11,188

314,942

Marriott International, Inc. "A"

7,620

519,837

McDonald's Corp.

42,791

1,187,450

Starbucks Corp.*

14,314

739,461

Starwood Hotels & Resorts Worldwide, Inc.

6,693

392,009

Wendy's International, Inc.

4,711

224,479

YUM! Brands, Inc.

9,458

492,573

5,793,418

Household Durables 0.6%

Black & Decker Corp.

2,622

235,587

Centex Corp.

4,035

285,154

Fortune Brands, Inc.

5,355

475,524

KB Home

3,292

250,949

Leggett & Platt, Inc.

6,164

163,839

Maytag Corp.

4,329

67,792

Newell Rubbermaid, Inc.

8,873

211,532

Pulte Homes, Inc.

3,841

323,604

Snap-on, Inc.

1,893

64,930

The Stanley Works

2,456

111,846

Whirlpool Corp.

2,745

192,452

2,383,209

Internet & Catalog Retail 0.4%

eBay, Inc.*

40,906

1,350,307

Leisure Equipment & Products 0.2%

Brunswick Corp.

3,406

147,548

Eastman Kodak Co.

10,707

287,483

 


Shares

Value ($)

 

 

Hasbro, Inc.

5,527

114,906

Mattel, Inc.

13,398

245,184

795,121

Media 3.6%

Clear Channel Communications, Inc.

18,118

560,390

Comcast Corp. "A"*

77,072

2,366,110

Dow Jones & Co., Inc.

2,261

80,152

Gannett Co., Inc.

8,642

614,706

Interpublic Group of Companies, Inc.*

13,697

166,829

Knight-Ridder, Inc.

2,400

147,216

McGraw-Hill Companies, Inc.

14,264

631,182

Meredith Corp.

1,524

74,767

New York Times Co. "A"

4,710

146,717

News Corp. "A"

100,854

1,631,818

Omnicom Group, Inc.

6,016

480,438

Time Warner, Inc.*

158,182

2,643,221

Tribune Co.

9,658

339,768

Univision Communications, Inc. "A"*

9,393

258,777

Viacom, Inc. "B"

55,249

1,769,073

Walt Disney Co.

68,970

1,736,665

13,647,829

Multiline Retail 1.3%

Big Lots, Inc.*

3,692

48,882

Dillard's, Inc. "A"

2,251

52,718

Dollar General Corp.

9,737

198,245

Family Dollar Stores, Inc.

5,444

142,088

Federated Department Stores, Inc.

6,263

458,953

J.C. Penney Co., Inc.

8,822

463,861

Kohl's Corp.*

11,778

658,508

May Department Stores Co.

9,428

378,629

Nordstrom, Inc.

4,824

327,887

Sears Holdings Corp.*

3,102

464,897

Target Corp.

31,510

1,714,459

4,909,127

Specialty Retail 2.4%

AutoNation, Inc.*

7,300

149,796

AutoZone, Inc.*

2,191

202,580

Bed Bath & Beyond, Inc.*

11,116

464,426

Best Buy Co., Inc.

9,774

670,008

Circuit City Stores, Inc.

6,330

109,446

Home Depot, Inc.

74,399

2,894,121

Limited Brands, Inc.

12,294

263,337

Lowe's Companies, Inc.

26,550

1,545,741

Office Depot, Inc.*

11,803

269,581

OfficeMax, Inc.

4,041

120,301

RadioShack Corp.

5,145

119,210

Sherwin-Williams Co.

4,089

192,551

Staples, Inc.

27,014

575,938

The Gap, Inc.

28,407

561,038

Tiffany & Co.

4,600

150,696

TJX Companies, Inc.

15,558

378,837

Toys "R" Us, Inc.*

8,317

220,234

8,887,841

Textiles, Apparel & Luxury Goods 0.4%

Coach, Inc.*

12,200

409,554

Jones Apparel Group, Inc.

3,997

124,067

 


Shares

Value ($)

 

 

Liz Claiborne, Inc.

3,524

140,114

NIKE, Inc. "B"

8,375

725,275

Reebok International Ltd.

1,877

78,515

VF Corp.

3,287

188,082

1,665,607

Consumer Staples 10.0%

Beverages 2.2%

Anheuser-Busch Companies, Inc.

27,009

1,235,662

Brown-Forman Corp. "B"

2,880

174,125

Coca-Cola Co.

76,514

3,194,459

Coca-Cola Enterprises, Inc.

12,250

269,622

Molson Coors Brewing Co. "B"

2,492

154,504

Pepsi Bottling Group, Inc.

6,419

183,648

PepsiCo, Inc.

58,186

3,137,971

8,349,991

Food & Staples Retailing 2.9%

Albertsons, Inc.

14,349

296,737

Costco Wholesale Corp.

16,945

759,475

CVS Corp.

26,234

762,622

Kroger Co.*

23,663

450,307

Safeway, Inc.*

15,427

348,496

SUPERVALU, Inc.

4,270

139,245

Sysco Corp.

22,857

827,195

Wal-Mart Stores, Inc.

115,127

5,549,121

Walgreen Co.

35,796

1,646,258

10,779,456

Food Products 1.1%

Archer-Daniels-Midland Co.

22,532

481,734

Campbell Soup Co.

10,785

331,854

ConAgra Foods, Inc.

16,605

384,572

General Mills, Inc.

13,464

629,981

H.J. Heinz Co.

11,279

399,502

Kellogg Co.

12,732

565,810

McCormick & Co, Inc.

4,414

144,249

Sara Lee Corp.

25,939

513,852

The Hershey Co.

7,046

437,557

William Wrigley Jr. Co.

6,247

430,043

4,319,154

Household Products 1.8%

Clorox Co.

4,930

274,700

Colgate-Palmolive Co.

18,121

904,419

Kimberly-Clark Corp.

17,347

1,085,749

Procter & Gamble Co.

85,500

4,510,125

6,774,993

Personal Products 0.6%

Alberto-Culver Co. "B"

2,755

119,374

Avon Products, Inc.

15,270

577,970

Gillette Co.

34,754

1,759,595

2,456,939

Tobacco 1.4%

Altria Group, Inc.

71,570

4,627,717

Reynolds American, Inc.

3,764

296,603

UST, Inc.

5,635

257,294

5,181,614

 


Shares

Value ($)

 

 

Energy 8.7%

Energy Equipment & Services 1.3%

Baker Hughes, Inc.

12,031

615,506

BJ Services Co.

6,243

327,633

Halliburton Co.

16,591

793,382

Nabors Industries Ltd.*

4,854

294,249

National-Oilwell Varco, Inc.*

5,400

256,716

Noble Corp.

4,395

270,336

Rowan Companies, Inc.

4,682

139,102

Schlumberger Ltd.

19,909

1,511,889

Transocean, Inc.*

10,383

560,371

4,769,184

Oil, Gas & Consumable Fuels 7.4%

Amerada Hess Corp.

2,750

292,902

Anadarko Petroleum Corp.

7,686

631,405

Apache Corp.

11,141

719,709

Ashland, Inc.

2,808

201,811

Burlington Resources, Inc.

14,040

775,570

ChevronTexaco Corp.

71,402

3,992,800

ConocoPhillips

46,770

2,688,807

Devon Energy Corp.

17,192

871,291

El Paso Corp.

20,868

240,399

EOG Resources, Inc.

7,657

434,918

ExxonMobil Corp.

217,987

12,527,713

Kerr-McGee Corp.

3,534

269,680

Kinder Morgan, Inc.

4,422

367,910

Marathon Oil Corp.

12,690

677,265

Occidental Petroleum Corp.

14,244

1,095,791

Sunoco, Inc.

2,608

296,477

Unocal Corp.

9,798

637,360

Valero Energy Corp.

8,486

671,327

Williams Companies, Inc.

18,464

350,816

XTO Energy, Inc.

11,208

380,960

28,124,911

Financials 20.1%

Banks 6.4%

AmSouth Bancorp.

11,428

297,128

Bank of America Corp.

137,809

6,285,468

BB&T Corp.

17,734

708,828

Comerica, Inc.

5,437

314,259

Compass Bancshares, Inc.

3,700

166,500

Fifth Third Bancorp

19,064

785,627

First Horizon National Corp.

3,998

168,716

Golden West Financial Corp.

9,287

597,897

Huntington Bancshares, Inc.

7,510

181,291

KeyCorp

13,129

435,226

M&T Bank Corp.

3,150

331,254

Marshall & Ilsley Corp.

6,654

295,770

National City Corp.

21,876

746,409

North Fork Bancorp., Inc.

15,196

426,856

PNC Financial Services Group

10,626

578,692

Regions Financial Corp.

15,007

508,437

Sovereign Bancorp, Inc.

11,167

249,471

SunTrust Banks, Inc.

12,371

893,681

Synovus Financial Corp.

10,053

288,220

US Bancorp.

65,384

1,909,213

Wachovia Corp.

55,276

2,741,690

 


Shares

Value ($)

 

 

Washington Mutual, Inc.

31,189

1,269,080

Wells Fargo & Co.

57,224

3,523,854

Zions Bancorp.

3,811

280,223

23,983,790

Capital Markets 2.7%

Bank of New York Co., Inc.

28,584

822,647

Bear Stearns Companies, Inc.

3,758

390,606

Charles Schwab Corp.

36,989

417,236

E*TRADE Financial Corp.*

12,000

167,880

Federated Investors, Inc. "B"

3,500

105,035

Franklin Resources, Inc.

7,352

565,957

Janus Capital Group, Inc.

7,671

115,372

Lehman Brothers Holdings, Inc.

8,999

893,421

Mellon Financial Corp.

13,675

392,336

Merrill Lynch & Co., Inc.

32,772

1,802,788

Morgan Stanley

37,440

1,964,477

Northern Trust Corp.

7,049

321,364

State Street Corp.

12,365

596,611

T. Rowe Price Group, Inc.

4,560

285,456

The Goldman Sachs Group, Inc.

14,933

1,523,465

10,364,651

Consumer Finance 1.3%

American Express Co.

41,025

2,183,761

Capital One Financial Corp.

8,037

643,040

MBNA Corp.

45,052

1,178,560

Providian Financial Corp.*

9,516

167,767

SLM Corp.

15,078

765,963

4,939,091

Diversified Financial Services 4.8%

CIT Group, Inc.

7,824

336,197

Citigroup, Inc.

177,957

8,226,952

Countrywide Financial Corp.

19,040

735,134

Fannie Mae

33,150

1,935,960

Freddie Mac

24,163

1,576,153

JPMorgan Chase & Co.

120,418

4,253,164

MGIC Investment Corp.

3,142

204,921

Moody's Corp.

8,952

402,482

Principal Financial Group, Inc.

9,611

402,701

18,073,664

Insurance 4.3%

ACE Ltd.

9,176

411,544

AFLAC, Inc.

16,237

702,737

Allstate Corp.

24,156

1,443,321

Ambac Financial Group, Inc.

4,228

294,945

American International Group, Inc.

88,592

5,147,195

Aon Corp.

10,283

257,486

Chubb Corp.

7,185

615,108

Cincinnati Financial Corp.

5,401

213,664

Hartford Financial Services Group, Inc.

10,683

798,875

Jefferson-Pilot Corp.

4,408

222,251

Lincoln National Corp.

5,638

264,535

Loews Corp.

5,090

394,475

Marsh & McLennan Companies, Inc.

17,113

474,030

MBIA, Inc.

5,464

324,070

MetLife, Inc.

26,432

1,187,854

Progressive Corp.

6,464

638,708

Prudential Financial, Inc.

18,763

1,231,979

 


Shares

Value ($)

 

 

Safeco Corp.

4,118

223,772

The St. Paul Travelers Companies, Inc.

21,615

854,441

Torchmark Corp.

3,510

183,222

UnumProvident Corp.

9,316

170,669

XL Capital Ltd. "A"

4,777

355,504

16,410,385

Real Estate 0.6%

Apartment Investment & Management Co. "A" (REIT)

3,100

126,852

Archstone-Smith Trust (REIT)

6,100

235,582

Equity Office Properties Trust (REIT)

15,220

503,782

Equity Residential (REIT)

9,130

336,167

Plum Creek Timber Co., Inc. (REIT)

5,800

210,540

ProLogis (REIT)

5,700

229,368

Simon Property Group, Inc. (REIT)

8,341

604,639

2,246,930

Health Care 13.2%

Biotechnology 1.2%

Amgen, Inc.*

43,308

2,618,402

Applera Corp. — Applied Biosystems Group

6,329

124,492

Biogen Idec, Inc.*

10,970

377,917

Chiron Corp.*

4,760

166,076

Genzyme Corp.*

9,003

540,990

Gilead Sciences, Inc.*

14,178

623,690

MedImmune, Inc.*

9,575

255,844

4,707,411

Health Care Equipment & Supplies 2.2%

Bausch & Lomb, Inc.

1,736

144,088

Baxter International, Inc.

20,803

771,791

Becton, Dickinson & Co.

8,178

429,100

Biomet, Inc.

9,418

326,240

Boston Scientific Corp.*

26,965

728,055

C.R. Bard, Inc.

3,398

226,001

Fisher Scientific International, Inc.*

3,808

247,139

Guidant Corp.

10,586

712,438

Hospira, Inc.*

5,040

196,560

Medtronic, Inc.

42,225

2,186,833

Millipore Corp.*

1,615

91,619

PerkinElmer, Inc.

4,136

78,170

St. Jude Medical, Inc.*

11,644

507,795

Stryker Corp.

13,480

641,109

Thermo Electron Corp.*

5,205

139,858

Waters Corp.*

3,900

144,963

Zimmer Holdings, Inc.*

8,820

671,819

8,243,578

Health Care Providers & Services 2.7%

Aetna, Inc.

9,736

806,336

AmerisourceBergen Corp.

3,807

263,254

Cardinal Health, Inc.

14,351

826,331

Caremark Rx, Inc.*

16,277

724,652

CIGNA Corp.

4,835

517,490

Express Scripts, Inc.*

5,934

296,581

HCA, Inc.

14,700

833,049

Health Management Associates, Inc. "A"

7,902

206,874

Humana, Inc.*

5,175

205,655

IMS Health, Inc.

7,530

186,518

 


Shares

Value ($)

 

 

Laboratory Corp. of America Holdings*

4,391

219,111

Manor Care, Inc.

2,838

112,754

McKesson Corp.

10,790

483,284

Medco Health Solutions, Inc.*

9,898

528,157

Quest Diagnostics, Inc.

5,972

318,128

Tenet Healthcare Corp.*

15,150

185,436

UnitedHealth Group, Inc.

43,608

2,273,721

WellPoint, Inc.*

20,460

1,424,834

10,412,165

Pharmaceuticals 7.1%

Abbott Laboratories

54,282

2,660,361

Allergan, Inc.

4,262

363,293

Bristol-Myers Squibb Co.

68,416

1,709,032

Eli Lilly & Co.

39,437

2,197,035

Forest Laboratories, Inc.*

11,495

446,581

Johnson & Johnson

101,116

6,572,540

King Pharmaceuticals, Inc.*

7,865

81,953

Merck & Co., Inc.

74,897

2,306,827

Mylan Laboratories, Inc.

8,736

168,080

Pfizer, Inc.

254,646

7,023,137

Schering-Plough Corp.

51,850

988,261

Watson Pharmaceuticals, Inc.*

3,555

105,086

Wyeth

46,576

2,072,632

26,694,818

Industrials 11.1%

Aerospace & Defense 2.3%

Boeing Co.

28,808

1,901,328

General Dynamics Corp.

7,267

796,027

Goodrich Corp.

3,861

158,147

Honeywell International, Inc.

30,172

1,105,200

L-3 Communications Holdings, Inc.

3,700

283,346

Lockheed Martin Corp.

14,493

940,161

Northrop Grumman Corp.

11,589

640,292

Raytheon Co.

14,596

570,996

Rockwell Collins, Inc.

5,731

273,254

United Technologies Corp.

35,600

1,828,060

8,496,811

Air Freight & Logistics 1.0%

FedEx Corp.

9,805

794,303

Ryder System, Inc.

2,052

75,103

United Parcel Service, Inc. "B"

39,086

2,703,188

3,572,594

Airlines 0.1%

Delta Air Lines, Inc.* (e)

4,521

16,999

Southwest Airlines Co.

25,370

353,404

370,403

Building Products 0.2%

American Standard Companies, Inc.

5,864

245,819

Masco Corp.

16,265

516,576

762,395

Commercial Services & Supplies 0.7%

Allied Waste Industries, Inc.*

9,175

72,758

Avery Dennison Corp.

3,286

174,026

Cendant Corp.

34,592

773,823

Cintas Corp.

5,142

198,481

 


Shares

Value ($)

 

 

Equifax, Inc.

4,391

156,803

Monster Worldwide, Inc.*

3,866

110,877

Pitney Bowes, Inc.

7,446

324,273

R.R. Donnelley & Sons Co.

6,929

239,120

Robert Half International, Inc.

5,200

129,844

Waste Management, Inc.

19,672

557,504

2,737,509

Construction & Engineering 0.1%

Fluor Corp.

2,725

156,933

Electrical Equipment 0.4%

American Power Conversion Corp.

7,014

165,460

Cooper Industries Ltd. "A"

2,964

189,400

Emerson Electric Co.

14,452

905,129

Rockwell Automation, Inc.

5,647

275,065

1,535,054

Industrial Conglomerates 4.4%

3M Co.

25,936

1,875,173

General Electric Co.

361,832

12,537,479

Textron, Inc.

4,341

329,265

Tyco International Ltd.

68,047

1,986,972

16,728,889

Machinery 1.4%

Caterpillar, Inc.

11,318

1,078,719

Cummins, Inc.

1,778

132,657

Danaher Corp.

10,165

532,036

Deere & Co.

8,512

557,451

Dover Corp.

6,602

240,181

Eaton Corp.

5,905

353,709

Illinois Tool Works, Inc.

10,047

800,545

Ingersoll-Rand Co. "A"

6,361

453,857

ITT Industries, Inc.

2,997

292,597

Navistar International Corp.*

2,871

91,872

PACCAR, Inc.

6,409

435,812

Pall Corp.

3,953

120,013

Parker-Hannifin Corp.

3,879

240,537

5,329,986

Road & Rail 0.5%

Burlington Northern Santa Fe Corp.

13,738

646,785

CSX Corp.

6,974

297,511

Norfolk Southern Corp.

12,786

395,854

Union Pacific Corp.

9,681

627,329

1,967,479

Trading Companies & Distributors 0.0%

W.W. Grainger, Inc.

2,809

153,905

Information Technology 15.1%

Communications Equipment 2.6%

ADC Telecommunications, Inc.*

3,730

81,202

Andrew Corp.*

5,280

67,373

Avaya, Inc.*

14,862

123,652

CIENA Corp.*

23,960

50,076

Cisco Systems, Inc.*

219,995

4,204,104

Comverse Technologies, Inc.*

7,708

182,294

Corning, Inc.*

49,673

825,565

JDS Uniphase Corp.*

46,876

71,252

Lucent Technologies, Inc.*

149,525

435,118

Motorola, Inc.

85,899

1,568,516

 


Shares

Value ($)

 

 

QUALCOMM, Inc.

55,620

1,836,016

Scientific-Atlanta, Inc.

4,977

165,585

Tellabs, Inc.*

18,216

158,479

9,769,232

Computers & Peripherals 3.6%

Apple Computer, Inc.*

27,562

1,014,557

Dell, Inc.*

85,109

3,362,657

EMC Corp.*

84,167

1,153,930

Gateway, Inc.*

9,677

31,934

Hewlett-Packard Co.

100,601

2,365,130

International Business Machines Corp.

55,547

4,121,587

Lexmark International, Inc. "A"*

4,068

263,728

NCR Corp.*

6,051

212,511

Network Appliance, Inc.*

13,184

372,712

QLogic Corp.*

3,609

111,410

Sun Microsystems, Inc.*

120,481

449,394

13,459,550

Electronic Equipment & Instruments 0.3%

Agilent Technologies, Inc.*

13,979

321,797

Jabil Circuit, Inc.*

6,047

185,824

Molex, Inc.

5,417

141,059

Sanmina-SCI Corp.*

21,017

114,963

Solectron Corp.*

31,507

119,412

Symbol Technologies, Inc.

7,650

75,505

Tektronix, Inc.

2,824

65,714

1,024,274

Internet Software & Services 0.4%

Yahoo!, Inc.*

45,388

1,572,694

IT Consulting & Services 1.1%

Affiliated Computer Services, Inc. "A"*

4,073

208,130

Automatic Data Processing, Inc.

20,108

843,933

Computer Sciences Corp.*

6,144

268,493

Convergys Corp.*

4,572

65,014

Electronic Data Systems Corp.

16,591

319,377

First Data Corp.

28,493

1,143,709

Fiserv, Inc.*

7,441

319,591

Paychex, Inc.

13,311

433,140

Sabre Holdings Corp.

4,262

85,027

SunGard Data Systems, Inc.*

10,578

372,028

Unisys Corp.*

10,880

68,870

4,127,312

Office Electronics 0.1%

Xerox Corp.*

31,088

428,704

Semiconductors & Semiconductor Equipment 3.2%

Advanced Micro Devices, Inc.*

14,660

254,204

Altera Corp.*

14,086

279,185

Analog Devices, Inc.

12,035

449,026

Applied Materials, Inc.

55,230

893,621

Applied Micro Circuits Corp.*

10,100

25,856

Broadcom Corp. "A"*

9,325

331,131

Freescale Semiconductor, Inc. "B"*

12,655

268,033

Intel Corp.

211,645

5,515,469

KLA-Tencor Corp.

7,345

320,976

Linear Technology Corp.

11,514

422,449

LSI Logic Corp.*

12,513

106,235

 


Shares

Value ($)

 

 

Maxim Integrated Products, Inc.

11,601

443,274

Micron Technology, Inc.*

19,881

202,985

National Semiconductor Corp.

11,526

253,918

Novellus Systems, Inc.*

5,714

141,193

NVIDIA Corp.*

6,407

171,195

PMC-Sierra, Inc.*

8,286

77,308

Teradyne, Inc.*

6,304

75,459

Texas Instruments, Inc.

57,688

1,619,302

Xilinx, Inc.

12,946

330,123

12,180,942

Software 3.8%

Adobe Systems, Inc.

15,810

452,482

Autodesk, Inc.

8,448

290,358

BMC Software, Inc.*

7,206

129,348

Citrix Systems, Inc.*

6,698

145,079

Computer Associates International, Inc.

17,309

475,651

Compuware Corp.*

12,246

88,049

Electronic Arts, Inc.*

10,658

603,349

Intuit, Inc.*

6,985

315,093

Mercury Interactive Corp.*

3,341

128,161

Microsoft Corp.

345,301

8,577,277

Novell, Inc.*

15,436

95,703

Oracle Corp.*

156,178

2,061,550

Parametric Technology Corp.*

7,591

48,430

Siebel Systems, Inc.*

19,597

174,413

Symantec Corp.*

23,409

508,912

VERITAS Software Corp.*

13,704

334,378

14,428,233

Materials 2.9%

Chemicals 1.6%

Air Products & Chemicals, Inc.

7,339

442,542

Dow Chemical Co.

33,345

1,484,853

E.I. du Pont de Nemours & Co.

35,067

1,508,232

Eastman Chemical Co.

2,730

150,559

Ecolab, Inc.

7,066

228,656

Engelhard Corp.

4,000

114,200

Great Lakes Chemical Corp.

1,658

52,177

Hercules, Inc.*

3,707

52,454

International Flavors & Fragrances, Inc.

2,843

102,973

Monsanto Co.

8,637

543,008

PPG Industries, Inc.

6,650

417,354

Praxair, Inc.

10,385

483,941

Rohm & Haas Co.

6,352

294,352

Sigma-Aldrich Corp.

2,220

124,409

5,999,710

Construction Materials 0.1%

Vulcan Materials Co.

3,325

216,092

Containers & Packaging 0.2%

Ball Corp.

3,536

127,155

Bemis Co., Inc.

3,472

92,147

Pactiv Corp.*

4,819

103,994

Sealed Air Corp.*

2,695

134,184

Temple-Inland, Inc.

3,736

138,792

596,272

 


Shares

Value ($)

 

 

Metals & Mining 0.6%

Alcoa, Inc.

30,105

786,644

Allegheny Technologies, Inc.

3,767

83,100

Freeport-McMoRan Copper & Gold, Inc. "B"

5,796

217,002

Newmont Mining Corp.

15,332

598,408

Nucor Corp.

5,165

235,627

Phelps Dodge Corp.

3,600

333,000

United States Steel Corp.

4,359

149,819

2,403,600

Paper & Forest Products 0.4%

Georgia-Pacific Corp.

8,378

266,421

International Paper Co.

16,810

507,830

Louisiana-Pacific Corp.

3,573

87,824

MeadWestvaco Corp.

5,921

166,025

Weyerhaeuser Co.

8,945

569,349

1,597,449

Telecommunication Services 3.1%

Diversified Telecommunication Services 2.8%

ALLTEL Corp.

11,208

698,034

AT&T Corp.

29,196

555,892

BellSouth Corp.

64,641

1,717,511

CenturyTel, Inc.

4,369

151,298

Citizens Communications Co.

10,890

146,362

Qwest Communications International, Inc.*

54,249

201,264

SBC Communications, Inc.

113,642

2,698,998

Sprint Corp.

49,292

1,236,736

Verizon Communications, Inc.

93,499

3,230,390

10,636,485

Wireless Telecommunication Services 0.3%

Nextel Communications, Inc. "A"*

39,580

1,278,830

Utilities 3.4%

Electric Utilities 2.3%

Allegheny Energy, Inc.*

4,710

118,786

Ameren Corp.

6,269

346,676

American Electric Power Co.

14,176

522,669

CenterPoint Energy, Inc.

10,121

133,698

Cinergy Corp.

5,749

257,670

Consolidated Edison, Inc.

7,722

361,698

DTE Energy Co.

5,657

264,578

Edison International

12,267

497,427

Entergy Corp.

8,056

608,631

Exelon Corp.

23,692

1,216,110

FirstEnergy Corp.

10,770

518,145

FPL Group, Inc.

12,784

537,695

PG&E Corp.

13,449

504,875

Pinnacle West Capital Corp.

3,008

133,706

PPL Corp.

6,104

362,455

Progress Energy, Inc.

7,923

358,437

 


Shares

Value ($)

 

 

Southern Co.

27,104

939,696

TECO Energy, Inc.

5,400

102,114

TXU Corp.

7,856

652,755

Xcel Energy, Inc.

12,942

252,628

8,690,449

Gas Utilities 0.1%

KeySpan Corp.

5,214

212,210

Nicor, Inc.

1,484

61,096

NiSource, Inc.

8,800

217,624

Peoples Energy Corp.

1,128

49,023

539,953

Independent Power Producers & Energy Traders 0.5%

AES Corp.*

20,948

343,128

Calpine Corp.* (e)

23,001

78,203

Constellation Energy Group

5,710

329,410

Duke Energy Corp.

33,687

1,001,515

Dynegy, Inc. "A"*

11,537

56,070

1,808,326

Multi-Utilities 0.5%

CMS Energy Corp.*

6,256

94,215

Dominion Resources, Inc.

12,401

910,108

Public Service Enterprise Group, Inc.

8,875

539,778

Sempra Energy

7,877

325,399

1,869,500

Total Common Stocks (Cost $321,886,465)

374,271,816

 

 

Principal Amount ($)

Value ($)

 

 

US Government Backed 0.2%

US Treasury Bills, 2.869%**, 7/14/2005 (c) (Cost $594,397)

595,000

594,397

 

 

Shares

Value ($)

 

 

Securities Lending Collateral 0.2%

Scudder Daily Assets Fund Institutional, 3.19% (d) (f) (Cost $654,625)

654,625

654,625

 

Cash Equivalents 0.8%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $3,130,093)

3,130,093

3,130,093

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $326,265,580) (a)

100.2

378,650,929

Other Assets and Liabilities, Net

(0.2)

(704,759)

Net Assets

100.0

377,946,170

Notes to SVS Index 500 Portfolio of Investments

* Non-income producing security.

** Annualized yield at time of purchase; not a coupon rate.

(a) The cost for federal income tax purposes was $350,648,130. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $28,002,799. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $66,754,440 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $38,751,641.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) At June 30, 2005, this security, in part or in whole, has been segregated to cover initial margin requirements for open futures contracts.

(d) Scudder 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.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $635,116, which is 0.2% of net assets.

(f) Represents collateral held in connection with securities lending.

REIT: Real Estate Investment Trust

At June 30, 2005, open futures contracts purchased were as follows:

Futures

Expiration Date

Contracts

Aggregated Face Value ($)

Value ($)

Net Unrealized Depreciation ($)

S&P 500 Index

9/15/2005

6

1,807,611

1,793,250

(14,361)

S&P Mini 500 Index

9/16/2005

41

2,469,450

2,450,775

(18,675)

Total net unrealized depreciation

(33,036)

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $322,480,862) — including $635,116 of securities loaned

$ 374,866,211

Investment in Scudder Daily Assets Fund Institutional (cost $654,625)*

654,625

Investment in Scudder Cash Management QP Trust (cost $3,130,093)

3,130,093

Total investments in securities, at value (cost $326,265,580)

378,650,929

Dividends receivable

450,896

Interest receivable

14,869

Receivable for Portfolio shares sold

3,857

Other assets

5,992

Total assets

379,126,543

Liabilities

Payable upon return of securities loaned

654,625

Payable for Portfolio shares redeemed

340,807

Payable for daily variation margin on open futures contracts

26,270

Accrued management fee

54,853

Other accrued expenses and payables

103,818

Total liabilities

1,180,373

Net assets, at value

$ 377,946,170

Net Assets

Net assets consist of:

Undistributed net investment income

2,599,237

Net unrealized appreciation (depreciation) on:

Investments

52,385,349

Futures

(33,036)

Accumulated net realized gain (loss)

(51,273,311)

Paid-in capital

374,267,931

Net assets, at value

$ 377,946,170

Class A

Net Asset Value, offering and redemption price per share ($309,789,704 ÷ 34,886,154 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 8.88

Class B

Net Asset Value, offering and redemption price per share ($68,156,466 ÷ 7,685,925 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 8.87

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 3,383,562

Interest

7,691

Interest — Scudder Cash Management QP Trust

46,785

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

6,510

Total Income

3,444,548

Expenses:

Management fee

372,317

Custodian and accounting fees

95,070

Distribution service fees (Class B)

79,807

Record keeping fees (Class B)

40,081

Auditing

21,303

Legal

10,301

Trustees' fees and expenses

4,267

Reports to shareholders

24,848

Registration fees

100

Other

23,753

Total expenses, before expense reductions

671,847

Expense reductions

(15,403)

Total expenses, after expense reductions

656,444

Net investment income (loss)

2,788,104

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

(5,431,772)

Futures

246,993

 

(5,184,779)

Net unrealized appreciation (depreciation) during the period on:

Investments

(258,863)

Futures

(189,060)

 

(447,923)

Net gain (loss) on investment transactions

(5,632,702)

Net increase (decrease) in net assets resulting from operations

$ (2,844,598)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 2,788,104

$ 5,746,757

Net realized gain (loss) on investment transactions

(5,184,779)

(10,636,563)

Net unrealized appreciation (depreciation) during the period on investment transactions

(447,923)

41,959,033

Net increase (decrease) in net assets resulting from operations

(2,844,598)

37,069,227

Distributions to shareholders from:

Net investment income

Class A

(4,988,162)

(3,148,196)

Class B

(767,964)

(262,259)

Portfolio share transactions:

Class A

Proceeds from shares sold

26,773,925

58,800,030

Reinvestment of distributions

4,988,162

3,148,196

Cost of shares redeemed

(47,402,468)

(65,809,853)

Net increase (decrease) in net assets from Class A share transactions

(15,640,381)

(3,861,627)

Class B

Proceeds from shares sold

13,193,390

43,175,923

Reinvestment of distributions

767,964

262,259

Cost of shares redeemed

(13,283,781)

(13,817,023)

Net increase (decrease) in net assets from Class B share transactions

677,573

29,621,159

Increase (decrease) in net assets

(23,563,532)

59,418,304

Net assets at beginning of period

401,509,702

342,091,398

Net assets at end of period (including undistributed net investment income of $2,599,237 and $5,567,259, respectively)

$ 377,946,170

$ 401,509,702

Other Information

Class A

Shares outstanding at beginning of period

36,513,515

36,967,597

Shares sold

3,073,500

6,987,566

Shares issued to shareholders in reinvestment of distributions

568,775

375,232

Shares redeemed

(5,269,636)

(7,816,880)

Net increase (decrease) in Portfolio shares

(1,627,361)

(454,082)

Shares outstanding at end of period

34,886,154

36,513,515

Class B

Shares outstanding at beginning of period

7,543,430

4,013,326

Shares sold

1,517,768

5,136,505

Shares issued to shareholders in reinvestment of distributions

87,667

31,296

Shares redeemed

(1,462,940)

(1,637,697)

Net increase (decrease) in Portfolio shares

142,495

3,530,104

Shares outstanding at end of period

7,685,925

7,543,430

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 9.12

$ 8.35

$ 6.61

$ 8.55

$ 9.78

$ 10.96

Income (loss) from investment operations:

Net investment income (loss)c

.07

.14

.09

.09

.08

.10

Net realized and unrealized gain (loss) on investment transactions

(.16)

.72

1.73

(1.99)

(1.26)

(1.18)

Total from investment operations

(.09)

.86

1.82

(1.90)

(1.18)

(1.08)

Less distributions from:

Net investment income

(.15)

(.09)

(.08)

(.04)

(.05)

(.05)

Net realized gains on investment transactions

(.05)

Total distributions

(.15)

(.09)

(.08)

(.04)

(.05)

(.10)

Net asset value, end of period

$ 8.88

$ 9.12

$ 8.35

$ 6.61

$ 8.55

$ 9.78

Total Return (%)

(.97)**

10.38

27.93

(22.34)

(12.05)d

(9.93)d

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

310

333

309

233

219

102

Ratio of expenses before expense reductions (%)

.30*

.41

.49

.48

.65

.88

Ratio of expenses after expense reductions (%)

.30*

.41

.49

.48

.55

.54

Ratio of net investment income (loss) (%)

1.55*

1.64

1.31

1.16

.88

.90

Portfolio turnover rate (%)

14*

13

8

6

13

20

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Share information, for the periods prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 9.09

$ 8.32

$ 6.59

$ 7.21

Income (loss) from investment operations:

Net investment income (loss)c

.05

.11

.06

.05

Net realized and unrealized gain (loss) on investment transactions

(.15)

.72

1.74

(.67)

Total from investment operations

(.10)

.83

1.80

(.62)

Less distributions from:

Net investment income

(.12)

(.06)

(.07)

Net asset value, end of period

$ 8.87

$ 9.09

$ 8.32

$ 6.59

Total Return (%)

(1.12)d**

9.98d

27.57

(8.60)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

68

69

33

1

Ratio of expenses before expense reductions (%)

.67*

.79

.88

.69*

Ratio of expenses after expense reductions (%)

.63*

.78

.88

.69*

Ratio of net investment income (loss) (%)

1.22*

1.28

.92

1.42*

Portfolio turnover rate (%)

14*

13

8

6

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Information About Your Portfolio's Expenses

 

SVS INVESCO Dynamic Growth Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio 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 Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,013.00

$ 1,012.00

Expenses Paid per $1,000*

$ 6.49

$ 8.38

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,018.35

$ 1,016.46

Expenses Paid per $1,000*

$ 6.51

$ 8.40

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS INVESCO Dynamic Growth Portfolio

1.30%

1.68%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS INVESCO Dynamic Growth Portfolio

For the first half of 2005, SVS INVESCO Dynamic Growth Portfolio slightly underperformed its benchmark, the Russell Midcap® Growth Index. Whereas the portfolio returned 1.30% (Class A shares, unadjusted for contract charges), the index returned 1.70%. During the six-month period, we concentrated positions in the information technology, health care and consumer discretionary sectors. In addition, we added to the portfolio's health care, consumer discretionary, information technology, energy and consumer staples holdings, while reducing exposure to industrials and financials.

During the period, the information technology sector was the largest contributor to the portfolio's performance relative to the Russell Midcap® Growth Index. Overweight positions in the telecommunications and energy sectors also contributed to relative performance. Health care was the largest detractor from performance, due mainly to stock selection in the health care equipment and supplies industry, which performed below expectations. Stock picks in the industrials sector also detracted from the portfolio's performance relative to the benchmark.

Effective August 1, 2005, Salomon Brothers Asset Management Inc. will become the subadvisor to the portfolio.

Paul J. Rasplicka
Lead Manager

INVESCO Institutional (N.A.), Inc., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

Stocks of medium-sized companies involve greater risk as they often have limited product lines, markets, or financial resources and may be sensitive to erratic and abrupt market movements more so than securities of larger, more-established companies. Additionally, the portfolio may also focus its investments on certain industry sectors, thereby increasing its vulnerability to any single industry or regulatory development. All of these factors may result in greater share price volatility. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell Midcap® Growth Index is an unmanaged index composed of common stocks of midcap companies with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS INVESCO Dynamic Growth Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

96%

94%

Cash Equivalents

4%

5%

Exchange Traded Fund

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Consumer Discretionary

23%

21%

Information Technology

20%

22%

Health Care

17%

17%

Energy

10%

6%

Industrials

10%

16%

Financials

9%

11%

Telecommunication Services

4%

3%

Consumer Staples

4%

1%

Materials

3%

3%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 35. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS INVESCO Dynamic Growth Portfolio

 


Shares

Value ($)

 

 

Common Stocks 96.3%

Consumer Discretionary 22.6%

Diversified Consumer Services 1.1%

Career Education Corp.*

12,000

439,320

Hotels Restaurants & Leisure 4.8%

Hilton Hotels Corp.

29,500

703,575

Starwood Hotels & Resorts Worldwide, Inc.

11,000

644,270

Station Casinos, Inc.

9,400

624,160

1,972,005

Household Durables 2.2%

Fortune Brands, Inc.

2,200

195,360

Harman International Industries, Inc.

2,500

203,400

Pulte Homes, Inc.

6,200

522,350

921,110

Media 1.5%

Omnicom Group, Inc.

5,100

407,286

Univision Communications, Inc. "A"*

8,200

225,910

633,196

Multiline Retail 3.5%

Dollar General Corp. (e)

22,300

454,028

Kohl's Corp.*

9,700

542,327

Nordstrom, Inc.

6,900

468,993

1,465,348

Specialty Retail 6.6%

Abercrombie & Fitch Co. "A"

7,100

487,770

Advance Auto Parts, Inc.*

6,600

426,030

Office Depot, Inc.*

20,300

463,652

PETCO Animal Supplies, Inc.*

13,500

395,820

Ross Stores, Inc.

18,100

523,271

Staples, Inc.

20,000

426,400

2,722,943

Textiles, Apparel & Luxury Goods 2.9%

Coach, Inc.*

17,000

570,690

Polo Ralph Lauren Corp.

14,900

642,339

1,213,029

Consumer Staples 3.5%

Beverages 0.8%

Constellation Brands, Inc. "A"*

11,600

342,200

Food & Staples Retailing 1.1%

BJ's Wholesale Club, Inc.*

7,400

240,426

Shoppers Drug Mart Corp.

6,300

218,536

458,962

Food Products 0.5%

TreeHouse Foods, Inc.*

6,900

196,719

Household Products 1.1%

Jarden Corp.* (e)

8,400

452,928

 


Shares

Value ($)

 

 

Energy 9.5%

Energy Equipment & Services 5.3%

Grant Prideco, Inc.*

13,400

354,430

Nabors Industries Ltd.*

6,900

418,278

National-Oilwell Varco, Inc.*

9,700

461,138

Noble Corp.

7,500

461,325

Weatherford International Ltd.*

8,500

492,830

2,188,001

Oil, Gas & Consumable Fuels 4.2%

Murphy Oil Corp.

9,900

517,077

Southwestern Energy Co.*

4,500

211,410

Talisman Energy, Inc.

13,400

503,438

Williams Companies, Inc.

26,900

511,100

1,743,025

Financials 8.5%

Banks 1.4%

Hudson City Bancorp, Inc.

28,800

328,608

Signature Bank* (e)

9,400

229,360

557,968

Capital Markets 1.7%

Legg Mason, Inc.

5,450

567,399

T. Rowe Price Group, Inc.

2,400

150,240

717,639

Diversified Financial Services 2.2%

CapitalSource, Inc.* (e)

23,700

465,231

Chicago Mercantile Exchange

1,500

443,250

908,481

Real Estate 3.2%

Aames Investment Corp. (REIT)

34,900

339,228

CB Richard Ellis Group, Inc. "A"*

12,800

561,408

KKR Financial Corp. (REIT)*

17,400

435,000

1,335,636

Health Care 16.0%

Biotechnology 3.0%

Genzyme Corp.*

6,800

408,612

Gilead Sciences, Inc.*

8,300

365,117

Invitrogen Corp.*

2,600

216,554

Martek Biosciences Corp.* (e)

6,100

231,495

1,221,778

Health Care Equipment & Supplies 7.1%

Biomet, Inc.

11,900

412,216

Cooper Companies, Inc. (e)

5,600

340,816

Gen-Probe, Inc.*

2,900

105,067

INAMED Corp.*

3,300

221,001

Kinetic Concepts, Inc.*

6,800

408,000

Mentor Corp. (e)

5,000

207,400

PerkinElmer, Inc.

22,600

427,140

Varian Medical Systems, Inc.*

11,700

436,761

Waters Corp.*

10,300

382,851

2,941,252

 


Shares

Value ($)

 

 

Health Care Providers & Services 4.7%

AMERIGROUP Corp.*

4,000

160,800

Cerner Corp.* (e)

3,100

210,707

CIGNA Corp.

2,500

267,575

DaVita, Inc.*

9,700

441,156

Express Scripts, Inc.*

7,200

359,856

Henry Schein, Inc.*

6,700

278,184

Triad Hospitals, Inc.*

4,100

224,024

1,942,302

Pharmaceuticals 1.2%

Medicis Pharmaceutical Corp. "A"

7,100

225,283

MGI Pharma, Inc.* (e)

13,200

287,232

512,515

Industrials 9.5%

Aerospace & Defense 1.1%

L-3 Communications Holdings, Inc.

6,200

474,796

Air Freight & Logistics 0.9%

C.H. Robinson Worldwide, Inc.

6,700

389,940

Commercial Services & Supplies 3.2%

ChoicePoint, Inc.*

10,700

428,535

Corrections Corp. of America*

15,500

608,375

Iron Mountain, Inc.* (e)

8,600

266,772

1,303,682

Construction & Engineering 0.8%

Chicago Bridge & Iron Co., NV (New York Shares) (ADR)

15,200

347,472

Electrical Equipment 1.0%

Cooper Industries Ltd. "A"

6,200

396,180

Machinery 1.4%

Ingersoll-Rand Co. "A"

2,900

206,915

ITT Industries, Inc.

3,600

351,468

558,383

Road & Rail 1.1%

CSX Corp.

5,400

230,364

Swift Transportation Co., Inc.* (e)

9,400

218,926

449,290

Information Technology 19.8%

Communications Equipment 4.0%

ADC Telecommunications, Inc.*

10,400

226,408

Avaya, Inc.*

17,600

146,432

Comverse Technologies, Inc.*

21,200

501,380

Corning, Inc.*

25,600

425,472

Scientific-Atlanta, Inc.

10,900

362,643

1,662,335

Computers & Peripherals 1.9%

ATI Technologies, Inc.*

13,000

154,050

PalmOne, Inc.* (e)

8,400

250,068

QLogic Corp.*

12,300

379,701

783,819

Electronic Equipment & Instruments 1.7%

Amphenol Corp. "A"

11,500

461,955

Cogent, Inc.*

8,000

228,400

690,355

 


Shares

Value ($)

 

 

Internet Software & Services 1.2%

Akamai Technologies, Inc.* (e)

5,100

66,963

VeriSign, Inc.*

15,100

434,276

501,239

IT Consulting & Services 2.3%

Alliance Data Systems Corp.*

14,200

575,952

Cognizant Technology Solutions Corp. "A"*

8,200

386,466

962,418

Semiconductors & Semiconductor Equipment 4.8%

Altera Corp.*

18,833

373,270

Analog Devices, Inc.

5,400

201,474

Microchip Technology, Inc.

17,750

525,755

National Semiconductor Corp.

29,800

656,494

Tessera Technologies, Inc.*

7,200

240,552

1,997,545

Software 3.9%

Amdocs Ltd.*

15,800

417,594

Autodesk, Inc.

7,900

271,523

Mercury Interactive Corp.*

8,000

306,880

MicroStrategy, Inc. "A"* (e)

3,200

169,728

NAVTEQ Corp.*

11,400

423,852

1,589,577

Materials 3.1%

Chemicals

Celanese Corp. "A"* (e)

27,300

433,797

Lyondell Chemical Co.

7,900

208,718

Praxair, Inc.

5,300

246,980

Rohm & Haas Co.

8,700

403,158

1,292,653

Telecommunication Services 3.8%

Wireless Telecommunication Services

American Tower Corp. "A"* (e)

23,400

491,868

Nextel Partners, Inc. "A"* (e)

25,800

649,386

SpectraSite, Inc.*

6,000

446,580

1,587,834

Total Common Stocks (Cost $32,983,070)

39,873,875

 

Securities Lending Collateral 11.0%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $4,544,825)

4,544,825

4,544,825

 

Cash Equivalents 3.6%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $1,480,202)

1,480,202

1,480,202

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $39,008,097) (a)

110.9

45,898,902

Other Assets and Liabilities, Net

(10.9)

(4,512,848)

Net Assets

100.0

41,386,054

Notes to SVS INVESCO Dynamic Growth Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $39,084,979. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $6,813,923. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $7,711,654 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $897,731.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005, amounted to $4,432,042, which is 11.0% of net assets.

REIT: Real Estate Investment Trust

ADR: American Depositary Receipt

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $32,983,070) — including $4,432,042 of securities loaned

$ 39,873,875

Investment in Scudder Daily Assets Fund Institutional (cost $4,544,825)*

4,544,825

Investment in Scudder Cash Management QP Trust (cost $1,480,202)

1,480,202

Total investments in securities, at value (cost $39,008,097)

45,898,902

Cash

221,787

Foreign currency at value (cost $84)

78

Receivable for investments sold

776,447

Dividends receivable

14,931

Interest receivable

4,514

Foreign taxes recoverable

125

Other assets

766

Total assets

46,917,550

Liabilities

Payable for investments purchased

898,200

Payable upon return of securities loaned

4,544,825

Payable for Portfolio shares redeemed

10,164

Accrued mangement fee

32,281

Other accrued expenses and payables

46,026

Total liabilities

5,531,496

Net assets, at value

$ 41,386,054

Net Assets

Net assets consist of:

Accumulated net investment loss

(138,129)

Net unrealized appreciation (depreciation) on:

Investments

6,890,805

Foreign currency related transactions

(4)

Accumulated net realized gain (loss)

(488,542)

Paid-in capital

35,121,924

Net assets, at value

$ 41,386,054

Class A

Net Asset Value, offering and redemption price per share ($34,172,858 ÷ 3,655,866 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.35

Class B

Net Asset Value, offering and redemption price per share ($7,213,196 ÷ 779,189 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.26

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $320)

$ 107,931

Interest

84

Interest — Scudder Cash Management QP Trust

28,659

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

1,929

Total Income

138,603

Expenses:

Management fee

202,401

Custodian and accounting fees

51,586

Distribution service fees (Class B)

8,972

Record keeping fees (Class B)

4,597

Auditing

20,815

Legal

9,010

Trustees' fees and expenses

543

Reports to shareholders

6,731

Other

1,389

Total expenses, before expense reductions

306,044

Expense reductions

(29,525)

Total expenses, after expense reductions

276,519

Net investment income (loss)

(137,916)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

2,311,675

Foreign currency related transactions

(3,048)

 

2,308,627

Net unrealized appreciation (depreciation) during the period on:

Investments

(1,676,306)

Foreign currency related transactions

(44)

 

(1,676,350)

Net gain (loss) on investment transactions

632,277

Net increase (decrease) in net assets resulting from operations

$ 494,361

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (137,916)

$ (298,559)

Net realized gain (loss) on investment transactions

2,308,627

4,643,201

Net unrealized appreciation (depreciation) on investment transactions during the period

(1,676,350)

85,672

Net increase (decrease) in net assets resulting from operations

494,361

4,430,314

Portfolio share transactions:

Class A

Proceeds from shares sold

1,452,830

4,190,288

Cost of shares redeemed

(2,613,644)

(7,454,938)

Net increase (decrease) in net assets from Class A share transactions

(1,160,814)

(3,264,650)

Class B

Proceeds from shares sold

716,363

3,116,161

Cost of shares redeemed

(857,763)

(1,201,557)

Net increase (decrease) in net assets from Class B share transactions

(141,400)

1,914,604

Increase (decrease) in net assets

(807,853)

3,080,268

Net assets at beginning of period

42,193,907

39,113,639

Net assets at end of period (including accumulated net investment loss of $138,129 and $213, respectively)

$ 41,386,054

$ 42,193,907

Other Information

Class A

Shares outstanding at beginning of period

3,784,410

4,185,184

Shares sold

159,583

493,942

Shares redeemed

(288,127)

(894,716)

Net increase (decrease) in Portfolio shares

(128,544)

(400,774)

Shares outstanding at end of period

3,655,866

3,784,410

Class B

Shares outstanding at beginning of period

793,650

562,802

Shares sold

79,170

370,510

Shares redeemed

(93,631)

(139,662)

Net increase (decrease) in Portfolio shares

(14,461)

230,848

Shares outstanding at end of period

779,189

793,650

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

Selected Per Share Data

Net asset value, beginning of period

$ 9.23

$ 8.24

$ 6.08

$ 8.80

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

(.03)

(.06)

(.06)

(.05)

(.02)

Net realized and unrealized gain (loss) on investment transactions

.15

1.05

2.22

(2.67)

(1.18)

Total from investment operations

.12

.99

2.16

(2.72)

(1.20)

Net asset value, end of period

$ 9.35

$ 9.23

$ 8.24

$ 6.08

$ 8.80

Total Return (%)

1.30d**

12.01d

35.53d

(30.91)

(12.00)d**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

34

35

34

25

23

Ratio of expenses before expense reductions (%)

1.45*

1.48

1.46

1.14

1.97*

Ratio of expenses after expense reductions (%)

1.30*

1.30

1.30

1.14

1.30*

Ratio of net investment income (loss) (%)

(.62)*

(.71)

(.85)

(.71)

(.40)*

Portfolio turnover rate (%)

127*

133

115

79

40*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2001 (commencement of operations) to December 31, 2001.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 9.15

$ 8.21

$ 6.07

$ 6.51

Income (loss) from investment operations:

Net investment income (loss)c

(.04)

(.09)

(.09)

(.03)

Net realized and unrealized gain (loss) on investment transactions

.15

1.03

2.23

(.41)

Total from investment operations

.11

.94

2.14

(.44)

Net asset value, end of period

$ 9.26

$ 9.15

$ 8.21

$ 6.07

Total Return (%)

1.20d**

11.45d

35.26d

(6.76)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

7

7

5

.1

Ratio of expenses before expense reductions (%)

1.82*

1.88

1.85

1.40*

Ratio of expenses after expense reductions (%)

1.68*

1.70

1.69

1.40*

Ratio of net investment income (loss) (%)

(1.00)*

(1.11)

(1.24)

(.82)*

Portfolio turnover rate (%)

127*

133

115

79

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

SVS Janus Growth And Income Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,013.50

$ 1,011.20

Expenses Paid per $1,000*

$ 4.94

$ 6.78

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.89

$ 1,018.05

Expenses Paid per $1,000*

$ 4.96

$ 6.80

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Janus Growth And Income Portfolio

.99%

1.36%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Janus Growth And Income Portfolio

For the six months ended June 30, 2005, the portfolio gained 1.35% (Class A shares, unadjusted for contract charges) versus a -1.72% return for its benchmark, the Russell 1000 Growth Index.

Among exceptional individual performers during the semiannual period, Aetna, Inc., and UnitedHealth Group, Inc., continued to drive home strong results. I believe that we are in a robust health care product and services cycle, within which both Aetna and UnitedHealth are benefiting from their ability to provide a wide range of innovative, consumer-driven services, such as health savings accounts.

Our energy holdings also contributed nicely to performance. I believe that oil and energy prices will remain high this year and next year, due to the tight market. Our oil supply-and-demand model suggests that increased energy demand from worldwide economic growth may eat into OPEC's spare production capacity.

ExxonMobil Corp. has an enormous resource base totaling more than 72 billion barrels of oil, but more important, the company has established the best record of investment discipline among its peers, resulting in the strongest record of returns on invested capital. Likewise, EnCana Corp., the largest producer of natural gas in North America, has a vast land position in Canada, which enables the company to engage in a low-risk development strategy of its resources. Suncor Energy, Inc., is an investment in the potential of Canada's vast oil sands. Although oil sands are expensive to develop, they pose no exploration risk, and these assets should become increasingly attractive in a high-oil-price environment.

Select technology and consumer discretionary holdings negatively affected performance. Advanced Micro Devices, Inc. (AMD) is one of the largest positions in the portfolio at approximately 3.5% of total assets. Following numerous conversations with information technology purchasing managers, industry consultants, sales partners and supply chain partners, I am confident that AMD's Opteron and Athlon 64 microprocessors are gaining acceptance in the marketplace. The stock was weak this period, as earnings fell short of expectations due to continued weakness in the flash memory business. From a valuation perspective, I believe that AMD offers significant upside once the company establishes sustainable profitability in its microprocessor business.

Another laggard during the period was Harman International Industries Inc., which owns a portfolio of well-known audio brands including Harman Kardon, JBL and Infinity. Harman is also the leading provider of infotainment systems for luxury cars. Our holding in Harman was a major contributor to performance last year, but the stock traded lower during the first half of 2005 because of fears that the company is losing its competitive edge in the infotainment segment. Our research suggests that this fear is unwarranted, and I remain enthusiastic about the near-term and long-term prospects for the company.

I believe that this difficult market environment will continue to favor strong stock-picking. I welcome this challenge, as I am supported by a talented and growing analyst pool. My strategy is to stay the course by owning what I believe are the best companies and opportunistically buying those that may have temporarily fallen out of favor.

Minyoung Sohn

Portfolio Manager, Janus Capital Management LLC, Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio is subject to stock market risk, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. The portfolio also invests in individual bonds whose yields and market values fluctuate so that your investment may be worth more or less than its original cost. Bond investments are subject to interest-rate risk such that when interest rates rise, the prices of the bonds, and thus the value of the bond fund, can decline and the investor can lose principal value. Please read this portfolio's prospectus for specific details regarding this product's investments and risk profile.

The Russell 1000 Growth Index is an unmanaged index composed of common stocks of larger US companies with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Janus Growth And Income Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

96%

95%

Convertible Preferred Stocks

2%

Cash Equivalents

1%

2%

Preferred Stocks

1%

3%

 

100%

100%

Sector Diversification (Excludes Cash Equivalents and Securities Lending Collateral)

6/30/05

12/31/04

 

Information Technology

24%

24%

Energy

16%

9%

Consumer Discretionary

16%

18%

Health Care

15%

15%

Industrials

11%

14%

Financials

9%

12%

Consumer Staples

9%

8%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 46. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month-end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Janus Growth And Income Portfolio

 


Shares

Value ($)

 

 

Common Stocks 96.0%

Consumer Discretionary 15.4%

Hotels Restaurants & Leisure 1.1%

Four Seasons Hotels Ltd. (e)

32,680

2,160,148

Household Durables 1.5%

Harman International Industries, Inc.

21,230

1,727,273

NVR, Inc.*

1,785

1,445,850

3,173,123

Leisure Equipment & Products 1.2%

Marvel Enterprises, Inc.* (e)

127,822

2,520,650

Media 7.1%

British Sky Broadcasting Group PLC

444,341

4,187,529

Clear Channel Communications, Inc.

109,170

3,376,628

Comcast Corp. Special "A"*

93,335

2,795,383

Lamar Advertising Co.*

34,735

1,485,616

Time Warner, Inc.*

164,625

2,750,884

14,596,040

Multiline Retail 1.2%

Kohl's Corp.*

43,015

2,404,969

Specialty Retail 3.3%

Best Buy Co., Inc.

58,830

4,032,796

PETsMART, Inc.

89,260

2,709,041

6,741,837

Consumer Staples 8.4%

Beverages 2.2%

PepsiCo, Inc.

84,067

4,533,733

Food Products 1.6%

Dean Foods Co.*

64,950

2,288,838

TreeHouse Foods, Inc.*

31,375

894,501

3,183,339

Household Products 2.3%

Procter & Gamble Co.

90,710

4,784,953

Personal Products 1.2%

Avon Products, Inc.

62,805

2,377,169

Tobacco 1.1%

Altria Group, Inc.

35,300

2,282,498

Energy 15.5%

Oil, Gas & Consumable Fuels

Amerada Hess Corp.

25,365

2,701,626

Apache Corp.

22,820

1,474,172

EnCana Corp.

132,488

5,245,200

EOG Resources, Inc.

24,575

1,395,860

ExxonMobil Corp.

157,250

9,037,157

Kinder Morgan, Inc.

27,420

2,281,344

Petro-Canada

41,372

2,692,962

Suncor Energy, Inc.

147,077

6,952,906

31,781,227

 


Shares

Value ($)

 

 

Financials 8.7%

Banks 2.0%

Fifth Third Bancorp (e)

26,290

1,083,411

US Bancorp.

103,887

3,033,500

4,116,911

Diversified Financial Services 6.7%

Citigroup, Inc.

159,708

7,383,301

Countrywide Financial Corp.

60,594

2,339,534

JPMorgan Chase & Co.

112,325

3,967,319

13,690,154

Health Care 14.6%

Biotechnology 0.7%

Neurocrine Biosciences, Inc.* (e)

32,180

1,353,491

Health Care Equipment & Supplies 0.4%

Align Technology, Inc.* (e)

120,340

886,906

Health Care Providers & Services 8.5%

Aetna, Inc.

57,570

4,767,947

Caremark Rx, Inc.*

108,365

4,824,410

UnitedHealth Group, Inc.

149,090

7,773,553

17,365,910

Pharmaceuticals 5.0%

Eli Lilly & Co.

34,890

1,943,722

Roche Holding AG

40,806

5,146,022

Sanofi-Aventis

40,103

3,283,176

10,372,920

Industrials 10.1%

Aerospace & Defense 1.0%

Honeywell International, Inc.

55,540

2,034,430

Electrical Equipment 1.7%

Rockwell Automation, Inc.

71,145

3,465,473

Industrial Conglomerates 6.4%

General Electric Co.

79,975

2,771,134

Smiths Group PLC

127,661

2,099,412

Tyco International Ltd.

283,555

8,279,806

13,150,352

Road & Rail 1.0%

Canadian National Railway Co.

33,677

1,941,479

Information Technology 23.3%

Communications Equipment 2.6%

Cisco Systems, Inc.*

207,215

3,959,879

Nokia Oyj (ADR)

86,150

1,433,536

5,393,415

Computers & Peripherals 2.8%

Dell, Inc.*

48,430

1,913,469

EMC Corp.*

70,710

969,434

Hewlett-Packard Co.

122,180

2,872,452

5,755,355

Electronic Equipment & Instruments 2.9%

Samsung Electronics Co., Ltd. (GDR), 144A

25,065

5,996,801

 


Shares

Value ($)

 

 

Internet Software & Services 2.3%

Yahoo!, Inc.*

132,345

4,585,754

Semiconductors & Semiconductor Equipment 8.4%

Advanced Micro Devices, Inc.* (e)

421,735

7,312,885

Linear Technology Corp.

75,475

2,769,178

Maxim Integrated Products, Inc.

77,665

2,967,580

Texas Instruments, Inc.

150,600

4,227,342

17,276,985

Software 4.3%

Activision, Inc.*

35,035

578,778

Electronic Arts, Inc.*

70,480

3,989,873

Microsoft Corp.

172,100

4,274,964

8,843,615

Total Common Stocks (Cost $157,382,299)

196,769,637

 

Preferred Stocks 0.9%

Porsche AG (Cost $697,147)

2,476

1,856,146

 

Convertible Preferred Stocks 1.9%

Amerada Hess Corp. 7.0%

20,700

1,896,741

Morgan Stanley 14.3%, 144A

40,655

1,006,618

XL Capital Ltd. 6.50%

43,500

1,041,825

Total Convertible Preferred Stocks (Cost $3,217,215)

3,945,184

 

 


Shares

Value ($)

 

 

Securities Lending Collateral 6.9%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $14,154,764)

14,154,764

14,154,764

 

Cash Equivalents 1.1%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $2,258,412)

2,258,412

2,258,412

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $177,709,837) (a)

106.8

218,984,143

Other Assets and Liabilities, Net

(6.8)

(13,988,284)

Net Assets

100.0

204,995,859

Notes to SVS Janus Growth And Income Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $178,853,454. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $40,130,689. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $44,597,828 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $4,467,139.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $13,762,100, which is 6.7% of net assets.

ADR: American Depositary Receipt

GDR: Global Depositary Receipt

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

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $161,296,661) — including $13,762,100 of securities loaned

$ 202,570,967

Investment in Scudder Daily Assets Fund Institutional (cost $14,154,764)*

14,154,764

Investment in Scudder Cash Management QP Trust (cost $2,258,412)

2,258,412

Total investments in securities, at value (cost $177,709,837)

218,984,143

Cash

25,669

Foreign currency, at value (cost $359,497)

344,277

Receivable for investments sold

255,532

Dividends receivable

211,542

Interest receivable

9,540

Receivable for Portfolio shares sold

9,597

Foreign taxes recoverable

13,484

Unrealized appreciation on forward currency exchange contracts

215,306

Other assets

5,021

Total assets

220,074,111

Liabilities

Unrealized depreciation on forward foreign currency exchange contracts

740

Payable for investments purchased

551,829

Payable for Portfolio shares redeemed

184,425

Payable upon return of securities loaned

14,154,764

Accrued management fee

120,515

Other accrued expenses and payables

65,979

Total liabilities

15,078,252

Net assets, at value

$ 204,995,859

Net Assets

Net assets consist of:

Undistributed net investment income

603,027

Net unrealized appreciation (depreciation) on:

Investments

41,274,306

Foreign currency related transactions

198,442

Accumulated net realized gain (loss)

(47,375,800)

Paid-in capital

210,295,884

Net assets, at value

$ 204,995,859

Class A

Net Asset Value, offering and redemption price per share ($177,421,445 ÷ 17,764,230 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.99

Class B

Net Asset Value, offering and redemption price per share ($27,574,414 ÷ 2,776,161 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.93

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $51,693)

$ 1,390,925

Interest

1,591

Interest — Scudder Cash Management QP Trust

45,129

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

19,324

Total Income

1,456,969

Expenses:

Management fee

897,716

Custodian and accounting fees

45,750

Distribution service fees (Class B)

33,296

Record keeping fees (Class B)

16,950

Auditing

20,996

Legal

13,252

Trustees' fees and expenses

2,183

Reports to shareholders

16,346

Other

7,050

Total expenses, before expense reductions

1,053,539

Expense reductions

(965)

Total expenses, after expense reductions

1,052,574

Net investment income (loss)

404,395

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

3,798,694

Foreign currency related transactions

(122,339)

 

3,676,355

Net unrealized appreciation (depreciation) during the period on:

Investments

(2,048,663)

Foreign currency related transactions

494,096

 

(1,554,567)

Net gain (loss) on investment transactions

2,121,788

Net increase (decrease) in net assets resulting from operations

$ 2,526,183

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 404,395

$ 601,236

Net realized gain (loss) on investment transactions

3,676,355

8,796,510

Net unrealized appreciation (depreciation) during the period on investment transactions

(1,554,567)

12,728,179

Net increase (decrease) in net assets resulting from operations

2,526,183

22,125,925

Distributions to shareholders from:

Net investment income

Class A

(419,512)

Portfolio share transactions:

Class A

Proceeds from shares sold

2,176,684

6,502,623

Reinvestment of distributions

419,512

Cost of shares redeemed

(13,528,006)

(28,062,645)

Net increase (decrease) in net assets from Class A share transactions

(10,931,810)

(21,560,022)

Class B

Proceeds from shares sold

1,759,680

11,312,331

Cost of shares redeemed

(1,610,021)

(1,739,333)

Net increase (decrease) in net assets from Class B share transactions

149,659

9,572,998

Increase (decrease) in net assets

(8,675,480)

10,138,901

Net assets at beginning of period

213,671,339

203,532,438

Net assets at end of period (including undistributed net investment income of $603,027 and $618,144, respectively)

$ 204,995,859

$ 213,671,339

Other Information

Class A

Shares outstanding at beginning of period

18,888,001

21,296,089

Shares sold

224,230

722,385

Shares issued to shareholders in reinvestment of distributions

43,249

Shares redeemed

(1,391,250)

(3,130,473)

Net increase (decrease) in Portfolio shares

(1,123,771)

(2,408,088)

Shares outstanding at end of period

17,764,230

18,888,001

Class B

Shares outstanding at beginning of period

2,758,937

1,676,008

Shares sold

182,064

1,276,437

Shares redeemed

(164,840)

(193,508)

Net increase (decrease) in Portfolio shares

17,224

1,082,929

Shares outstanding at end of period

2,776,161

2,758,937

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002***

2001b

2000c

Selected Per Share Data

 

 

 

(Restated)

 

Net asset value, beginning of period

$ 9.88

$ 8.86

$ 7.18

$ 9.05

$ 10.40

$ 11.49

Income (loss) from investment operations:

Net investment income (loss)d

.02

.03

.03

.04

.08

.12

Net realized and unrealized gain (loss) on investment transactions

.11

.99

1.71

(1.86)

(1.36)

(1.16)

Total from investment operations

.13

1.02

1.74

(1.82)

(1.28)

(1.04)

Less distributions from:

Net investment income

(.02)

(.06)

(.05)

(.07)

Net realized gains on investment transactions

(.05)

Total distributions

(.02)

(.06)

(.05)

(.07)

(.05)

Net asset value, end of period

$ 9.99

$ 9.88

$ 8.86

$ 7.18

$ 9.05

$ 10.40

Total Return (%)

1.35**

11.51

24.37

(20.22)

(12.28)

(9.18)e

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

177

187

189

167

179

104

Ratio of expenses before expense reductions (%)

.99*

1.06

1.07

1.04

1.05

1.10

Ratio of expenses after expense reductions (%)

.99*

1.06

1.07

1.04

1.05

1.01

Ratio of net investment income (loss) (%)

.44*

.34

.40

.54

.90

1.07

Portfolio turnover rate (%)

30*

52

46

57

48

39

a For the six months ended June 30, 2005 (Unaudited).

b As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 was to decrease net investment income by $.01, increase net realized and unrealized gains and losses by $.01 and decrease the ratio of net investment income to average net assets from .92% to .90%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

c On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Per share information, for the period prior to December 31, 2001, has been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

d Based on average shares outstanding during the period.

e Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

*** Subsequent to December 31, 2002, these numbers have been restated to reflect an adjustment to the value of a security as of December 31, 2002. The effect of this adjustment for the year ended December 31, 2002 was to increase the net asset value per share by $0.03. The total return was also adjusted from -20.56% to -20.22% in accordance with this change.

Class B

Years Ended December 31,

2005a

2004

2003

2002b***

Selected Per Share Data

 

 

 

(Restated)

Net asset value, beginning of period

$ 9.82

$ 8.84

$ 7.17

$ 7.96

Income (loss) from investment operations:

Net investment income (loss)c

.00d

(.01)

.00d

.02

Net realized and unrealized gain (loss) on investment transactions

.11

.99

1.71

(.81)

Total from investment operations

.11

.98

1.71

(.79)

Less distributions from:

Net investment income

(.04)

Net asset value, end of period

$ 9.93

$ 9.82

$ 8.84

$ 7.17

Total Return (%)

1.12**

11.09

23.94

(9.92)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

28

27

15

.4

Ratio of expenses (%)

1.36*

1.44

1.47

1.29*

Ratio of net investment income (loss) (%)

.07*

(.04)

(.01)

.48*

Portfolio turnover rate (%)

30*

52

46

57

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d Amount is less than $.005 per share.

* Annualized ** Not annualized

*** Subsequent to December 31, 2002, these numbers have been restated to reflect an adjustment to the value of a security as of December 31, 2002. The effect of this adjustment for the year ended December 31, 2002 was to increase the net asset value per share by $0.03. The total return was also adjusted from -10.30% to -9.92% in accordance with this change.

Information About Your Portfolio's Expenses

 

SVS Janus Growth Opportunities Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 994.30

$ 990.90

Expenses Paid per $1,000*

$ 4.90

$ 6.76

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.89

$ 1,018.00

Expenses Paid per $1,000*

$ 4.96

$ 6.85

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Janus Growth Opportunities Portfolio

.99%

1.37%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Janus Growth Opportunities Portfolio

For the six months ended June 30, 2005, SVS Janus Growth Opportunities Portfolio returned -0.57% (Class A shares, unadjusted for contract charges), while its benchmark, the Russell 1000 Growth Index, returned -1.72%.

The portfolio's outperformance in the period can be attributed to favorable stock selection within the information technology (IT) and health care sectors. Strong pockets of growth within the IT sector benefited a number of holdings in this area. Meanwhile, the solid gains posted by the health care portion of the portfolio resulted primarily from select biotech and HMO holdings. HMOs have benefited from cost cutting, increased enrollment and improving margins. Weak spots in the portfolio included industrials, where a number of individual picks fell short of portfolio management's expectations.

From a broader perspective, the well-publicized rise in the price of oil has yet to significantly crimp economic growth. We're keeping a close eye on energy prices, as well as developments in interest rates, the value of the dollar and the domestic housing industry.

Still anticipating somewhat of a slowdown in the next couple of quarters, we've widened our focus to include companies that don't necessarily rely on a robust economy for growth. Combined with our insistence on finding opportunities that have been discounted by the market, we'll continue to strive for benchmark-beating returns.

Marc Pinto

Portfolio Manager, Janus Capital Management LLC, Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

This portfolio is subject to stock market risk. The portfolio may at times have significant exposure to certain industry groups, which may react similarly to market developments (resulting in greater price volatility). The portfolio also may have significant exposure to foreign markets (which include risks such as currency fluctuation and political uncertainty). Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell 1000 Growth Index is an unmanaged index composed of common stocks of larger US companies with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Janus Growth Opportunities Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

97%

96%

Cash Equivalents

3%

4%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Information Technology

27%

25%

Consumer Discretionary

22%

20%

Health Care

21%

21%

Industrials

11%

13%

Financials

6%

10%

Energy

5%

5%

Consumer Staples

5%

4%

Materials

2%

2%

Telecommunication Services

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 56. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Janus Growth Opportunities Portfolio

 


Shares

Value ($)

 

 

Common Stocks 96.6%

Consumer Discretionary 21.7%

Automobiles 1.3%

Harley-Davidson, Inc.

39,415

1,954,984

Diversified Consumer Services 2.1%

Apollo Group, Inc. "A"*

39,215

3,067,397

Hotels Restaurants & Leisure 5.0%

Hilton Hotels Corp.

64,820

1,545,957

McDonald's Corp.

18,640

517,260

Royal Caribbean Cruises Ltd.

61,350

2,966,886

Starbucks Corp.*

44,555

2,301,711

7,331,814

Internet & Catalog Retail 1.4%

IAC/InterActiveCorp.* (e)

85,480

2,055,794

Media 1.8%

Time Warner, Inc.*

163,150

2,726,237

Specialty Retail 7.8%

Best Buy Co., Inc.

47,010

3,222,536

Home Depot, Inc.

143,615

5,586,623

Staples, Inc.

123,395

2,630,781

11,439,940

Textiles, Apparel & Luxury Goods 2.3%

NIKE, Inc. "B"

39,755

3,442,783

Consumer Staples 4.5%

Beverages 1.8%

PepsiCo, Inc.

49,250

2,656,053

Household Products 2.7%

Procter & Gamble Co.

74,960

3,954,140

Energy 4.9%

Energy Equipment & Services 1.5%

Halliburton Co.

46,965

2,245,867

Oil, Gas & Consumable Fuels 3.4%

ExxonMobil Corp.

55,445

3,186,424

Occidental Petroleum Corp.

23,470

1,805,547

4,991,971

Financials 5.6%

Capital Markets 1.2%

Morgan Stanley

34,425

1,806,280

Consumer Finance 3.1%

American Express Co.

85,005

4,524,816

Diversified Financial Services 1.3%

Countrywide Financial Corp.

51,160

1,975,288

Health Care 20.4%

Biotechnology 3.6%

Amgen, Inc.*

35,245

2,130,912

Genentech, Inc.*

39,475

3,169,053

5,299,965

 


Shares

Value ($)

 

 

Health Care Equipment & Supplies 5.8%

Biomet, Inc.

61,450

2,128,628

Medtronic, Inc.

102,340

5,300,189

Varian Medical Systems, Inc.*

32,155

1,200,346

8,629,163

Health Care Providers & Services 7.2%

Caremark Rx, Inc.*

61,140

2,721,953

UnitedHealth Group, Inc.

150,330

7,838,206

10,560,159

Pharmaceuticals 3.8%

Eli Lilly & Co.

31,855

1,774,642

Sanofi-Aventis (ADR)

94,720

3,882,573

5,657,215

Industrials 10.2%

Aerospace & Defense 1.1%

Raytheon Co.

41,840

1,636,781

Air Freight & Logistics 3.5%

FedEx Corp.

62,740

5,082,567

Industrial Conglomerates 5.6%

General Electric Co.

154,445

5,351,519

Tyco International Ltd.

100,045

2,921,314

8,272,833

Information Technology 26.3%

Communications Equipment 5.3%

Cisco Systems, Inc.*

140,145

2,678,171

Motorola, Inc.

285,590

5,214,873

7,893,044

Computers & Peripherals 5.4%

Dell, Inc.*

35,450

1,400,629

Lexmark International, Inc. "A"*

46,190

2,994,498

Research In Motion Ltd.*

48,205

3,555,119

7,950,246

Electronic Equipment & Instruments 1.3%

Samsung Electronics Co., Ltd. (GDR), 144A

8,255

1,975,009

Internet Software & Services 3.6%

Yahoo!, Inc.*

151,200

5,239,080

Semiconductors & Semiconductor Equipment 6.2%

Intel Corp.

105,450

2,748,027

Texas Instruments, Inc.

226,230

6,350,276

9,098,303

Software 4.5%

Microsoft Corp.

223,160

5,543,294

SAP AG (ADR)

23,225

1,005,643

6,548,937

Materials 1.7%

Metals & Mining

Rio Tinto PLC (ADR)

21,085

2,570,683

 


Shares

Value ($)

 

 

Telecommunication Services 1.3%

Wireless Telecommunication Services

China Mobile (Hong Kong) Ltd. (ADR)

102,815

1,911,331

Total Common Stocks (Cost $121,986,391)

142,498,680

 

Securities Lending Collateral 1.1%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $1,707,750)

1,707,750

1,707,750

 


Shares

Value ($)

 

 

Cash Equivalents 3.4%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $5,016,657)

5,016,656

5,016,657

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $128,710,798) (a)

101.1

149,223,087

Other Assets and Liabilities, Net

(1.1)

(1,684,428)

Net Assets

100.0

147,538,659

Notes to SVS Janus Growth Opportunities Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $129,582,766. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $19,640,321. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $21,952,911 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $2,312,590.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) A portion of this security was on loan. The value of the security loaned at June 30, 2005 amounted to $1,667,730, which is 1.1% of net assets.

ADR: American Depositary Receipt

GDR: Global Depositary Receipt

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

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $121,986,391) — including $1,667,730 of securities loaned

$ 142,498,680

Investment in Scudder Daily Assets Fund Institutional (cost$1,707,750)*

1,707,750

Investment in Scudder Cash Management QP Trust (cost $5,016,657)

5,016,657

Total investments in securities, at value (cost $128,710,798)

149,223,087

Dividends receivable

185,177

Interest receivable

18,115

Foreign taxes recoverable

51

Other assets

2,075

Total assets

149,428,505

Liabilities

Payable for Portfolio shares redeemed

33,945

Payable upon return of securities loaned

1,707,750

Accrued management fee

88,353

Other accrued expenses and payables

59,798

Total liabilities

1,889,846

Net assets, at value

$ 147,538,659

Net Assets

Net assets consist of:

Undistributed net investment income

1,751

Net unrealized appreciation (depreciation) on investments

20,512,289

Accumulated net realized gain (loss)

(89,789,687)

Paid-in capital

216,814,306

Net assets, at value

$ 147,538,659

Class A

Net Asset Value, offering and redemption price per share ($139,057,558 ÷ 18,023,549 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 7.72

Class B

Net Asset Value, offering and redemption price per share ($8,481,101 ÷ 1,108,269 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 7.65

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $18,156)

$ 684,027

Interest — Scudder Cash Management QP Trust

86,470

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

3,082

Total Income

773,579

Expenses:

Management fee

627,039

Custodian and accounting fees

35,811

Distribution service fees (Class B)

10,018

Record keeping fees (Class B)

5,191

Auditing

21,367

Legal

9,276

Trustees' fees and expenses

1,550

Reports to shareholder

8,202

Total expenses, before expense reductions

718,454

Expense reductions

(751)

Total expenses, after expense reduction

717,703

Net investment income (loss)

55,876

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

4,483,655

Foreign currency related transactions

4

 

4,483,659

Net unrealized appreciation (depreciation) during the period on investments

(5,325,119)

Net gain (loss) on investment transactions

(841,460)

Net increase (decrease) in net assets resulting from operations

$ (785,584)

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 55,876

$ 390,838

Net realized gain (loss) on investment transactions

4,483,659

2,198,797

Net unrealized appreciation (depreciation) during the period on investment transactions

(5,325,119)

13,452,735

Net increase (decrease) in net assets resulting from operations

(785,584)

16,042,370

Distributions to shareholders from:

Net investment income

Class A

(444,341)

Portfolio share transactions:

Class A

Proceeds from shares sold

18,554,272

2,971,778

Reinvestment of distributions

444,341

Cost of shares redeemed

(10,687,233)

(18,214,445)

Net increase (decrease) in net assets from Class A share transactions

8,311,380

(15,242,667)

Class B

Proceeds from shares sold

773,458

2,248,669

Cost of shares redeemed

(570,392)

(382,089)

Net increase (decrease) in net assets from Class B share transactions

203,066

1,866,580

Increase (decrease) in net assets

7,284,521

2,666,283

Net assets at beginning of period

140,254,138

137,587,855

Net assets at end of period (including undistributed net investment income and accumulated net investment loss of $1,751 and $390,216, respectively)

$ 147,538,659

$ 140,254,138

Other Information

Class A

Shares outstanding at beginning of period

16,930,734

19,085,611

Shares sold

2,439,841

413,736

Shares issued to shareholders in reinvestment of distributions

59,088

Shares redeemed

(1,406,114)

(2,568,613)

Net increase (decrease) in Portfolio shares

1,092,815

(2,154,877)

Shares outstanding at end of period

18,023,549

16,930,734

Class B

Shares outstanding at beginning of period

1,081,562

812,791

Shares sold

101,929

322,383

Shares redeemed

(75,222)

(53,612)

Net increase (decrease) in Portfolio shares

26,707

268,771

Shares outstanding at end of period

1,108,269

1,081,562

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001

2000b

Selected Per Share Data

Net asset value, beginning of period

$ 7.79

$ 6.92

$ 5.45

$ 7.86

$ 10.31

$ 11.64

Income (loss) from investment operations:

Net investment income (loss)c

.02

(.01)

(.01)

(.03)

(.02)

Net realized and unrealized gain (loss) on investment transactions

(.04)

.85

1.48

(2.40)

(2.42)

(1.31)

Total from investment operations

(.04)

.87

1.47

(2.41)

(2.45)

(1.33)

Less distributions from:

Net investment income

(.03)

Net asset value, end of period

$ 7.72

$ 7.79

$ 6.92

$ 5.45

$ 7.86

$ 10.31

Total Return (%)

(.57)**

12.57

26.97

(30.53)

(23.76)

(11.42)d

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

139

132

132

118

164

139

Ratio of expenses before expense reductions (%)

.99*

1.06

1.07

1.01

1.11

1.06

Ratio of expenses after expense reductions (%)

.99*

1.06

1.07

1.01

1.10

1.01

Ratio of net investment income (loss) (%)

.10*

.31

(.17)

(.10)

(.31)

(.20)

Portfolio turnover rate (%)

35*

58

50

48

34

14

a For the six months ended June 30, 2005 (Unaudited).

b On June 18, 2001, the Portfolio implemented a 1 for 10 reverse stock split. Share and per share information, for the period prior to December 31, 2001, have been restated to reflect the effect of the split. Shareholders received 1 share for every 10 shares owned and net asset value per share increased correspondingly.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 7.72

$ 6.88

$ 5.44

$ 5.87

Income (loss) from investment operations:

Net investment income (loss)c

(.01)

(.01)

(.04)

(.01)

Net realized and unrealized gain (loss) on investment transactions

(.06)

.85

1.48

(.42)

Total from investment operations

(.07)

.84

1.44

(.43)

Net asset value, end of period

$ 7.65

$ 7.72

$ 6.88

$ 5.44

Total Return (%)

(.91)**

12.21

26.47

(7.33)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

8

8

6

.2

Ratio of expenses  (%)

1.37*

1.45

1.46

1.29*

Ratio of net investment income (loss) (%)

(.28)*

(.08)

(.56)

(.49)*

Portfolio turnover rate (%)

35*

58

50

48

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

SVS MFS Strategic Value Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent period, the Portfolio limited these expenses; had it not done so, expenses would have been higher. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 986.30

$ 984.20

Expenses Paid per $1,000*

$ 5.66

$ 7.53

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.09

$ 1,017.21

Expenses Paid per $1,000*

$ 5.76

$ 7.65

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS MFS Strategic Value Portfolio

1.15%

1.53%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS MFS Strategic Value Portfolio

For the six months ended June 30, 2005, SVS MFS Strategic Value Portfolio provided a total return of -1.37% (Class A shares, unadjusted for contract charges). In comparison, the portfolio's benchmark, the Russell 1000 Value Index, returned 1.76%.

Relative to the portfolio's benchmark, utilities, telecommunication services, technology, and energy were the portfolio's weakest-performing sectors over the period. In telecommunication services, stock selection hurt relative performance as our position in Verizon Communications, Inc., declined over the period.

Within technology, our positions in communications equipment company Nortel Networks Corp. and network security software company Symantec Corp., neither of which is a benchmark constituent, and enterprise software developer Computer Associates, which we sold during the period, detracted from results relative to the benchmark. In addition to stock selection, our overweight position in the weak-performing tech sector held back relative performance.

Our overall underweighting in the strongly performing energy sector significantly hurt relative results. Although stock selection in this sector did aid relative results, not holding oil and gas giants ExxonMobil and ConocoPhillips detracted from performance which was held in the benchmark during the period.

Positions in other sectors that hurt relative performance included newsprint maker Bowater, Inc. manufacturing conglomerate Tyco International Ltd. and media company Viacom, Inc.

Health care was the portfolio's strongest-performing sector over the period, relative to the benchmark. Although security selection within health care held back relative results, our overweight position in this strongly performing sector significantly aided returns. Our decision to underweight the automobile, housing, as well as the industrial goods and services industries (all of which performed poorly), also helped relative results.

Positions in other sectors that contributed to relative performance included drilling-rig operator GlobalSantaFe Corp., offshore drilling company Noble Corp., oil and gas producer Devon Energy Corp., and defense contractor Lockheed Martin Corp.

Kenneth J. Enright, CFA
Alan T. Langsner

Portfolio Managers
Massachusetts Financial Services Company, Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Portfolio returns during the period reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Risk Considerations

The portfolio is subject to stock market and equity risks, meaning stocks in the portfolio may decline in value for extended periods of time due to the activities and financial prospects of individual companies, or due to general market and economic conditions. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

Russell 1000 Value Index is an unmanaged index which consists of those stocks in the Russell 1000 Index with lower price-to-book ratios and lower forecasted-growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS MFS Strategic Value Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

100%

97%

Cash Equivalents

3%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Financials

22%

21%

Information Technology

14%

11%

Consumer Discretionary

12%

14%

Health Care

12%

14%

Energy

11%

8%

Telecommunication Services

10%

12%

Industrials

8%

6%

Materials

5%

8%

Consumer Staples

4%

4%

Utilities

2%

2%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 66. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS MFS Strategic Value Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.6%

Consumer Discretionary 12.6%

Leisure Equipment & Products 1.2%

Mattel, Inc.

32,760

599,508

Media 7.5%

Interpublic Group of Companies, Inc.*

95,320

1,160,997

Viacom, Inc. "B"

47,605

1,524,312

Walt Disney Co.

35,810

901,696

3,587,005

Specialty Retail 3.9%

Circuit City Stores, Inc.

26,820

463,718

OfficeMax, Inc.

22,780

678,161

The Gap, Inc.

35,370

698,557

1,840,436

Consumer Staples 3.8%

Food & Staples Retailing 1.0%

Wal-Mart Stores, Inc.

9,780

471,396

Food Products 0.9%

General Mills, Inc.

9,380

438,890

Personal Products 1.9%

Gillette Co.

18,070

914,884

Energy 10.8%

Energy Equipment & Services 7.8%

BJ Services Co.

9,990

524,275

Cooper Cameron Corp.*

14,640

908,412

GlobalSantaFe Corp.

29,540

1,205,232

Noble Corp.

17,230

1,059,817

3,697,736

Oil, Gas & Consumable Fuels 3.0%

Apache Corp.

3,710

239,666

Devon Energy Corp.

23,570

1,194,528

1,434,194

Financials 21.7%

Banks 5.8%

Bank of America Corp.

25,888

1,180,752

PNC Financial Services Group

29,330

1,597,312

2,778,064

Capital Markets 5.0%

Mellon Financial Corp.

51,330

1,472,658

Merrill Lynch & Co., Inc.

16,530

909,315

2,381,973

Diversified Financial Services 5.4%

Freddie Mac

7,140

465,742

JPMorgan Chase & Co.

59,330

2,095,536

2,561,278

Insurance 5.5%

Allstate Corp.

21,070

1,258,932

Conseco, Inc.*

48,800

1,064,816

 


Shares

Value ($)

 

 

Hartford Financial Services Group, Inc.

4,360

326,041

2,649,789

Health Care 11.9%

Biotechnology 1.3%

MedImmune, Inc.*

22,860

610,819

Health Care Providers & Services 2.3%

Tenet Healthcare Corp.*

89,620

1,096,949

Pharmaceuticals 8.3%

Abbott Laboratories

13,490

661,145

Merck & Co., Inc.

44,200

1,361,360

Wyeth

43,620

1,941,090

3,963,595

Industrials 7.9%

Aerospace & Defense 2.1%

Lockheed Martin Corp.

15,330

994,457

Building Products 2.2%

Masco Corp.

32,760

1,040,458

Industrial Conglomerates 2.5%

Tyco International Ltd.

41,080

1,199,536

Machinery 1.1%

SPX Corp.

11,110

510,838

Information Technology 13.7%

Communications Equipment 6.6%

Nokia Oyj (ADR)

82,930

1,379,955

Nortel Networks Corp.*

672,620

1,755,538

3,135,493

Computers & Peripherals 2.1%

Sun Microsystems, Inc.*

265,800

991,434

Software 5.0%

Compuware Corp.*

80,240

576,926

Symantec Corp.*

83,800

1,821,812

2,398,738

Materials 5.2%

Containers & Packaging 3.6%

Owens-Illinois, Inc.*

66,520

1,666,326

Smurfit-Stone Container Corp.*

6,890

70,071

1,736,397

Paper & Forest Products 1.6%

Bowater, Inc.

23,080

747,100

Telecommunication Services 10.1%

Diversified Telecommunication Services

Sprint Corp.

103,420

2,594,808

Verizon Communications, Inc.

64,770

2,237,803

4,832,611

Utilities 1.9%

Independent Power Producers & Energy Traders

Calpine Corp.* (d)

259,740

883,116

Total Common Stocks (Cost $43,423,940)

47,496,694

 


Shares

Value ($)

 

 

Securities Lending Collateral 1.8%

Scudder Daily Assets Fund Institutional, 3.19% (c) (e) (Cost $876,375)

876,375

876,375

 

Cash Equivalents 0.4%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $182,831)

182,831

182,831

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $44,483,146) (a)

101.8

48,555,900

Other Assets and Liabilities, Net

(1.8)

(848,520)

Net Assets

100.0

47,707,380

Notes to SVS MFS Strategic Value Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $44,539,994. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $4,015,906. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $5,754,552 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $1,738,646.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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 Financials Statements). The value of all securities loaned at June 30, 2005 amounted to $813,276 which is 1.7% of net assets.

(e) Represents collateral held in connection with securities lending.

ADR: American Depositary Receipt

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $43,423,940) — including $813,276 of securities loaned

$ 47,496,694

Investment in Scudder Daily Assets Fund Institutional (cost $876,375)*

876,375

Investment in Scudder Cash Management QP Trust (cost $182,831)

182,831

Total investments in securities, at value (cost $44,483,146)

48,555,900

Receivable for investments sold

45,698

Dividends receivable

50,345

Interest receivable

2,669

Receivable for Portfolio shares sold

26,634

Other assets

855

Total assets

48,682,101

Liabilities

Payable for investments purchased

45,880

Payable upon return of securities loaned

876,375

Payable for Portfolio shares redeemed

777

Accrued management fee

15,001

Other accrued expenses and payables

36,688

Total liabilities

974,721

Net assets, at value

$ 47,707,380

Net Assets

Net assets consist of:

Undistributed net investment income

74,028

Net unrealized appreciation (depreciation) on investments

4,072,754

Accumulated net realized gain (loss)

943,406

Paid-in capital

42,617,192

Net assets, at value

$ 47,707,380

Class A

Net Asset Value, offering and redemption price per share ($14,628,013 ÷ 1,312,522 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.14

Class B

Net Asset Value, offering and redemption price per share ($33,079,367 ÷ 2,967,347 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 11.15

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $5,184)

$ 386,456

Interest — Scudder Cash Management QP Trust

5,766

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

11,897

Total Income

404,119

Expenses:

Management fee

222,343

Custodian and accounting fees

44,240

Distribution service fees (Class B)

41,028

Record keeping fees (Class B)

21,061

Auditing

17,376

Legal

7,264

Trustees' fees and expenses

386

Interest expense

1,268

Reports to shareholders

4,430

Other

912

Total expenses, before expense reductions

360,308

Expense reductions

(28,688)

Total expenses, after expense reductions

331,620

Net investment income (loss)

72,499

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from:

Investments

952,273

Net unrealized appreciation (depreciation) during the period on investments

(1,784,278)

Net gain (loss) on investment transactions

(832,005)

Net increase (decrease) in net assets resulting from operations

$ (759,506)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ 72,499

$ 255,765

Net realized gain (loss)

952,273

2,454,847

Net unrealized appreciation (depreciation) during the period on investment transactions

(1,784,278)

3,679,166

Net increase (decrease) in net assets resulting from operations

(759,506)

6,389,778

Distributions to shareholders from:

Net investment income

Class A

(102,381)

(35,768)

Class B

(146,819)

(15,246)

Net realized gains

Class A

(621,789)

(4,650)

Class B

(1,643,918)

(10,656)

Portfolio share transactions:

Class A

Proceeds from shares sold

2,693,485

7,917,703

Reinvestment of distributions

724,170

40,418

Cost of shares redeemed

(3,125,684)

(1,562,312)

Net increase (decrease) in net assets from Class A share transactions

291,971

6,395,809

Class B

Proceeds from shares sold

1,826,645

18,488,884

Reinvestment of distributions

1,790,737

25,902

Cost of shares redeemed

(2,193,698)

(1,646,414)

Net increase (decrease) in net assets from Class B share transactions

1,423,684

16,868,372

Increase (decrease) in net assets

(1,558,758)

29,587,639

Net assets at beginning of period

49,266,138

19,678,499

Net assets at end of period (including undistributed net investment income of $74,028 and $250,729, respectively)

$ 47,707,380

$ 49,266,138

Other Information

Class A

Shares outstanding at beginning of period

1,271,678

688,664

Shares sold

245,447

725,099

Shares issued to shareholders in reinvestment of distributions

65,954

3,864

Shares redeemed

(270,557)

(145,949)

Net increase in Portfolio shares

40,844

583,014

Shares outstanding at end of period

1,312,522

1,271,678

Class B

Shares outstanding at beginning of period

2,837,941

1,236,034

Shares sold

157,988

1,749,677

Shares issued to shareholders in reinvestment of distributions

162,942

2,474

Shares redeemed

(191,524)

(150,244)

Net increase in Portfolio shares

129,406

1,601,907

Shares outstanding at end of period

2,967,347

2,837,941

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Year Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 12.00

$ 10.24

$ 8.12

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

.03

.11

.06

.05

Net realized and unrealized gain (loss) on investment transactions

(.21)

1.71

2.10

(1.93)

Total from investment operations

(.18)

1.82

2.16

(1.88)

Less distributions from:

Net investment income

(.10)

(.05)

(.04)

Net realized gains on investment transactions

(.58)

(.01)

Total distributions

(.68)

(.06)

(.04)

Net asset value, end of period

$ 11.14

$ 12.00

$ 10.24

$ 8.12

Total Return (%)d

(1.37)**

17.82

26.74

(18.80)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

15

15

7

5

Ratio of expenses before expense reductions (%)

1.27*

1.42

1.93

2.71*

Ratio of expenses after expense reductions (%)

1.15*

1.14

1.15

1.15*

Ratio of net investment income (loss) (%)

.58*

1.05

.67

.82*

Portfolio turnover rate (%)

76*

54

40

7

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2002 (commencement of operations) to December 31, 2002.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

Class B

Year Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 11.98

$ 10.22

$ 8.11

$ 8.93

Income (loss) from investment operations:

Net investment income (loss)c

.01

.07

.02

.04

Net realized and unrealized gain (loss) on investment transactions

(.21)

1.71

2.11

(.86)

Total from investment operations

(.20)

1.78

2.13

(.82)

Less distributions from:

Net investment income

(.05)

(.01)

(.02)

Net realized gains on investment transactions

(.58)

(.01)

Total distributions

(.63)

(.02)

(.02)

Net asset value, end of period

$ 11.15

$ 11.98

$ 10.22

$ 8.11

Total Return (%)d

(1.58)**

17.40

26.35

(9.18)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

33

34

13

.3

Ratio of expenses before expense reductions (%)

1.65*

1.79

2.32

2.96*

Ratio of expenses after expense reductions (%)

1.53*

1.52

1.54

1.40*

Ratio of net investment income (loss) (%)

.20*

.67

.28

.87*

Portfolio turnover rate (%)

76*

54

40

7

a For the six months ended June 30, 2005 (Unaudited).

b For the period from July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized ** Not annualized

The accompanying notes are an integral part of the financial statements.

Information About Your Portfolio's Expenses

 

SVS Oak Strategic Equity Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 908.10

$ 905.70

Expenses Paid per $1,000*

$ 5.39

$ 7.13

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.14

$ 1,017.31

Expenses Paid per $1,000*

$ 5.71

$ 7.55

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Oak Strategic Equity Portfolio

1.14%

1.51%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

The accompanying notes are an integral part of the financial statements.

Management Summary June 30, 2005

 

SVS Oak Strategic Equity Portfolio

For the six-month period ended June 30, 2005, the portfolio returned -9.19% (Class A shares, unadjusted for contract charges), as compared to its benchmark, the Russell 1000 Growth Index, which declined 1.72% for the six-month period ended June 30, 2005. The year-to-date underperformance can be attributed in large part to an overweight in the technology sector and an underweight in energy-related stocks. Energy continued to perform well during the first half of the year, as oil reached highs of $61 a barrel. Oak Associates does not manage the portfolio in relationship to a benchmark and, therefore, did not automatically have exposure to energy. Oak has continued to avoid the sector, maintaining the belief that its performance is tied to the short-term inflation of commodities  — which is inconsistent with our three- to five-year investment time horizon.

While on-line retailer eBay, Inc. was a significant contributor to performance in 2004, the company detracted from performance in the first half of 2005. Although eBay issued solid guidance early in the year, investors were expecting more. The less-than-anticipated earnings was a result of the company's plan to significantly increase capital spending on its infrastructure buildup, particularly in China and its PayPal division. Another detractor included Symbol Technologies, Inc. Symbol had a disappointing second quarter, during which the company lowered revenue guidance on two separate occasions, related to weakness in Europe and the retail end market. The Radio Frequency Identification (RFID) market continues to be a bright spot for Symbol, and its cash flow is strong. We continue to hold both companies in the portfolio, in light of our expectations for their long-term growth potential.

Stock selection within the health care, financials and the technology sectors contributed positively to performance. Affymetrix, Inc. and Medtronic, Inc. were health care standouts in the portfolio for the first half. Gene chip maker, Affymetrix continued to dominate the personalized medicine market and announced plans to acquire ParAllele BioScience, Inc. during the year. Medtronic helped performance as well, showing strength in its defibrillators, spinal products and the diabetes care market segments over the period, and we continue to hold the company for its high-quality medical technology franchise that focuses on reaching unmet medical needs. IT-services provider Cognizant Technology Solutions Corp. had another strong quarter during the reporting period and continues to benefit from the trend toward outsourcing.

James D. Oelschlager

Portfolio Manager
Oak Associates, Ltd., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

The portfolio may concentrate investments in specific sectors, which creates special risk considerations. Derivatives may be more volatile and less liquid than traditional securities, and the portfolio could suffer losses on its derivative positions. While the portfolio does not concentrate in any industry, to the extent that the portfolio has exposure to a given industry or sector, any factors affecting that industry or sector could affect the value of portfolio securities. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

The Russell 1000 Growth Index is an unmanaged, capitalization-weighted index which consists of those securities in the Russell 1000 Index with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Oak Strategic Equity Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

99%

99%

Cash Equivalents

1%

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Information Technology

52%

56%

Health Care

17%

15%

Financials

15%

14%

Industrials

10%

6%

Consumer Discretionary

6%

9%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 76. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Oak Strategic Equity Portfolio

 


Shares

Value ($)

 

 

Common Stocks 99.0%

Consumer Discretionary 6.0%

Household Durables 1.6%

Harman International Industries, Inc.

15,200

1,236,672

Internet & Catalog Retail 4.4%

eBay, Inc.*

103,700

3,423,137

Financials 15.2%

Capital Markets 6.6%

Charles Schwab Corp.

451,400

5,091,792

Consumer Finance 4.5%

MBNA Corp.

133,400

3,489,744

Diversified Financial Services 4.1%

Citigroup, Inc.

67,500

3,120,525

Health Care 16.6%

Biotechnology 8.9%

Affymetrix, Inc.* (e)

57,000

3,074,010

Amgen, Inc.*

63,000

3,808,980

 

6,882,990

Health Care Equipment & Supplies 4.2%

Medtronic, Inc.

63,000

3,262,770

Pharmaceuticals 3.5%

Pfizer, Inc.

96,200

2,653,196

Industrials 9.6%

Air Freight & Logistics 3.7%

United Parcel Service, Inc. "B"

41,400

2,863,224

Electrical Equipment 2.2%

Rockwell Automation, Inc.

34,000

1,656,140

Machinery 3.7%

Caterpillar, Inc.

29,900

2,849,769

Information Technology 51.6%

Communications Equipment 12.1%

Cisco Systems, Inc.*

174,600

3,336,606

Juniper Networks, Inc.*

134,900

3,396,782

QUALCOMM, Inc.

80,000

2,640,800

 

9,374,188

 


Shares

Value ($)

 

 

Computers & Peripherals 12.9%

Avid Technology, Inc.* (e)

33,000

1,758,240

Dell, Inc.*

105,900

4,184,109

EMC Corp.*

292,600

4,011,546

 

9,953,895

Electronic Equipment & Instruments 1.5%

Symbol Technologies, Inc.

114,300

1,128,141

IT Consulting & Services 4.1%

Cognizant Technology Solutions Corp. "A"*

67,500

3,181,275

Semiconductors & Semiconductor Equipment 12.4%

Applied Materials, Inc.

193,400

3,129,212

Linear Technology Corp.

93,100

3,415,839

Maxim Integrated Products, Inc.

79,050

3,020,501

 

9,565,552

Software 8.6%

Electronic Arts, Inc.*

70,000

3,962,700

Symantec Corp.*

122,000

2,652,280

 

6,614,980

Total Common Stocks (Cost $72,046,394)

76,347,990

 

Securities Lending Collateral 5.3%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $4,067,505)

4,067,505

4,067,505

 

Cash Equivalents 1.1%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $834,710)

834,710

834,710

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $76,948,609) (a)

105.4

81,250,205

Other Assets and Liabilities, Net

(5.4)

(4,126,946)

Net Assets

100.0

77,123,259

Notes to SVS Oak Strategic Equity Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $76,943,009. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $4,307,196. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $9,299,622 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $4,992,426.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $3,955,306, which is 5.1% of net assets.

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $72,046,394) — including $3,955,306 of securities loaned

$ 76,347,990

Investment in Scudder Daily Assets Fund Institutional (cost $4,067,505)*

4,067,505

Investment in Scudder Cash Management QP Trust (cost $834,710)

834,710

Total investments in securities, at value (cost $76,948,609)

81,250,205

Dividends receivable

24,824

Interest receivable

1,929

Receivable for Portfolio shares sold

78,236

Other assets

1,526

Total assets

81,356,720

Liabilities

Payable for Portfolio shares redeemed

50,988

Payable upon return of securities loaned

4,067,505

Accrued management fee

65,272

Other accrued expenses and payables

49,696

Total liabilities

4,233,461

Net assets, at value

$ 77,123,259

Net Assets

Net assets consist of:

Accumulated distributions in excess of net investment income

(192,369)

Net unrealized appreciation (depreciation) on investments

4,301,596

Accumulated net realized gain (loss)

(11,103,924)

Paid-in capital

84,117,956

Net assets, at value

$ 77,123,259

Class A

Net Asset Value, offering and redemption price per share ($57,376,915 ÷ 9,098,642 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 6.31

Class B

Net Asset Value, offering and redemption price per share ($19,746,344 ÷ 3,164,384 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 6.24

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends

$ 301,100

Interest — Scudder Cash Management QP Trust

7,252

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

1,688

Total Income

310,040

Expenses:

Management fee

382,799

Custodian and accounting fees

37,198

Distribution service fees (Class B)

24,723

Record keeping fees (Class B)

12,128

Auditing

21,459

Legal

6,079

Trustees' fees and expenses

1,162

Reports to shareholders

8,057

Interest expense

160

Other

2,911

Total expenses, before expense reductions

496,676

Expense reductions

(549)

Total expenses, after expense reductions

496,127

Net investment income (loss)

(186,087)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

(175,722)

Net unrealized appreciation (depreciation) during the period on investments

(8,098,714)

Net gain (loss) on investment transactions

(8,274,436)

Net increase (decrease) in net assets resulting from operations

$ (8,460,523)

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (186,087)

$ 9,115

Net realized gain (loss) on investment transactions

(175,722)

(429,310)

Net unrealized appreciation (depreciation) during the period on investment transactions

(8,098,714)

935,994

Net increase (decrease) in net assets resulting from operations

(8,460,523)

515,799

Distributions to shareholders from:

Net investment income

Class A

(9,542)

Portfolio share transactions:

Class A

Proceeds from shares sold

956,064

11,773,909

Reinvestment of distributions

9,542

Cost of shares redeemed

(8,014,363)

(16,798,283)

Net increase (decrease) in net assets from Class A share transactions

(7,048,757)

(5,024,374)

Class B

Proceeds from shares sold

1,830,253

12,325,908

Cost of shares redeemed

(1,699,351)

(1,539,908)

Net increase (decrease) in net assets from Class B share transactions

130,902

10,786,000

Increase (decrease) in net assets

(15,387,920)

6,277,425

Net assets at beginning of period

92,511,179

86,233,754

Net assets at end of period (including accumulated distributions in excess of net investment income and undistributed net investment income and of $192,369 and $3,260, respectively)

$ 77,123,259

$ 92,511,179

Other Information

Class A

Shares outstanding at beginning of period

10,189,476

11,043,224

Shares sold

151,832

1,718,999

Shares issued to shareholders in reinvestment of distributions

1,534

Shares redeemed

(1,244,200)

(2,572,747)

Net increase (decrease) in Portfolio shares

(1,090,834)

(853,748)

Shares outstanding at end of period

9,098,642

10,189,476

Class B

Shares outstanding at beginning of period

3,140,946

1,533,571

Shares sold

291,489

1,851,499

Shares redeemed

(268,051)

(244,124)

Net increase (decrease) in Portfolio shares

23,438

1,607,375

Shares outstanding at end of period

3,164,384

3,140,946

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

Selected Per Share Data

Net asset value, beginning of period

$ 6.95

$ 6.86

$ 4.58

$ 7.60

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

(.01)

.01

(.03)

(.02)

(.02)

Net realized and unrealized gain (loss) on investment transactions

(.63)

.08

2.31

(3.00)

(2.38)

Total from investment operations

(.64)

.09

2.28

(3.02)

(2.40)

Less distributions from:

Net investment income

.00e

Net asset value, end of period

$ 6.31

$ 6.95

$ 6.86

$ 4.58

$ 7.60

Total Return (%)

(9.19)**

1.31

49.78

(39.74)

(24.00)d**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

57

71

76

41

44

Ratio of expenses before expense reductions (%)

1.14*

1.10

1.13

.96

1.44*

Ratio of expenses after expense reductions (%)

1.14*

1.10

1.13

.96

1.15*

Ratio of net investment income (loss) (%)

(.37)*

.08

(.48)

(.30)

(.43)*

Portfolio turnover rate (%)

7*

39

6

16

3*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2001 (commencement of operations of Class A) to December 31, 2001.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

e Amount is less than $.005.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 6.89

$ 6.83

$ 4.58

$ 5.04

Income (loss) from investment operations:

Net investment income (loss)c

(.02)

(.02)

(.06)

(.02)

Net realized and unrealized gain (loss) on investment transactions

(.63)

.08

2.31

(.44)

Total from investment operations

(.65)

.06

2.25

(.46)

Net asset value, end of period

$ 6.24

$ 6.89

$ 6.83

$ 4.58

Total Return (%)

(9.43)**

.88

49.13

(9.13)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

20

22

10

.4

Ratio of expenses (%)

1.51*

1.49

1.52

1.21*

Ratio of net investment income (loss) (%)

(.74)*

(.20)

(.87)

(.68)*

Portfolio turnover rate (%)

7*

39

6

16

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on average shares outstanding during the period.

* Annualized

** Not annualized

Information About Your Portfolio's Expenses

 

SVS Turner Mid Cap Growth Portfolio

As an investor of the Portfolio, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Portfolio expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Portfolio and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The tables are based on an investment of $1,000 made at the beginning of the six-month period ended June 30, 2005.

The tables illustrate your Portfolio's expenses in two ways:

Actual Portfolio Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Portfolio using the Portfolio'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% Portfolio Return. This helps you to compare your Portfolio's ongoing expenses (but not transaction costs) with those of other mutual funds using the Portfolio's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Portfolio 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.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2005

Actual Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,005.10

$ 1,002.00

Expenses Paid per $1,000*

$ 5.72

$ 7.59

Hypothetical 5% Portfolio Return

Class A

Class B

Beginning Account Value 1/1/05

$ 1,000.00

$ 1,000.00

Ending Account Value 6/30/05

$ 1,019.09

$ 1,017.21

Expenses Paid per $1,000*

$ 5.76

$ 7.65

* Expenses are equal to the Portfolio'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

Class A

Class B

Scudder Variable Series II — SVS Turner Mid Cap Growth Portfolio

1.15%

1.53%

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

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option.

Management Summary June 30, 2005

 

SVS Turner Mid Cap Growth Portfolio

For the first half of 2005, SVS Turner Mid Cap Growth Portfolio returned 0.51% (Class A shares, unadjusted for contract charges) versus 1.70% for the Russell Midcap® Growth Index. Three phenomena served as share-price dampeners: rising interest rates, rising oil prices and sporadically rising inflation. The Federal Reserve Board (the Fed) boosted short-term rates to 3.25%. Oil prices rose about 40%, at one point in June hitting a 22-year high of $60.54 a barrel. At various times, the consumer price index rose at an annual rate of 3% — far from catastrophic but nonetheless higher than it had been for some time. The fear was that upticks in interest rates, oil prices and inflation would depress consumer spending, business investment, corporate profits and, consequently, stock prices.

Growth-oriented holdings in the consumer discretionary and utilities/communication sectors contributed the most to performance. Stocks that did especially well were in the apparel/footwear, wireless telecommunications and newspaper publishing industries. The biggest detractor from performance was the portfolio's large weighting in health care stocks. Stocks that fared poorly included holdings in the biotechnology and pharmaceutical industries.

We believe investors will gradually realize that stocks are reasonably valued, especially in relation to bonds, and that earnings should be satisfactory. We've seen a pattern over the past several quarters of companies exceeding Wall Street's earnings expectations. Those expectations have been modest and thus capable of being exceeded. If earnings keep coming in above the targets, then we believe that the market should respond positively, as it has in the past.

Christopher K. McHugh
William C. McVail
Robert E. Turner

Portfolio Managers
Turner Investment Partners, Inc., Subadvisor to the Portfolio

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, 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 data quoted. Please visit scudder.com for the product's most recent month-end performance. Performance doesn't reflect charges and fees ("contract charges") associated with the separate account that invests in the portfolio or any variable life insurance policy or variable annuity contract for which the portfolio is an investment option. These charges and fees will reduce returns.

Risk Considerations

Stocks of medium-sized companies involve greater risks than securities of larger, more-established companies, as they often have limited product lines, markets or financial resources and may be subject to more erratic and abrupt market movements. Please read this portfolio's prospectus for specific details regarding its investments and risk profile.

Russell Midcap® Growth Index is an unmanaged index composed of common stocks of midcap companies with higher price-to-book ratios and higher forecasted growth values. Index returns assume reinvestment of dividends and, unlike portfolio returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

Portfolio management market commentary is as of June 30, 2005, and may not come to pass. This information is subject to change at any time based on market and other conditions.

Portfolio Summary

 

SVS Turner Mid Cap Growth Portfolio

Asset Allocation (Excludes Securities Lending Collateral)

6/30/05

12/31/04

 

Common Stocks

99%

99%

Cash Equivalents

1%

1%

 

100%

100%

Sector Diversification (As a % of Common Stocks)

6/30/05

12/31/04

 

Information Technology

25%

31%

Consumer Discretionary

23%

18%

Health Care

19%

19%

Industrials

9%

11%

Financials

8%

9%

Energy

7%

5%

Telecommunication Services

3%

2%

Consumer Staples

3%

2%

Materials

2%

3%

Utilities

1%

 

100%

100%

Asset allocation and sector diversification are subject to change.

For more complete details about the Portfolio's investment portfolio, see page 85. A quarterly Fact Sheet is available upon request. Information concerning portfolio holdings of the Portfolio as of month end will be posted to scudder.com on the 15th of the following month.

Following the Portfolio'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, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330.

Investment Portfolio June 30, 2005 (Unaudited)

 

SVS Turner Mid Cap Growth Portfolio

 


Shares

Value ($)

 

 

Common Stocks 98.2%

Consumer Discretionary 22.2%

Hotels Restaurants & Leisure 7.6%

Harrah's Entertainment, Inc.

20,080

1,447,166

MGM MIRAGE*

47,200

1,868,176

P.F. Chang's China Bistro, Inc.* (e)

12,310

726,044

Scientific Games Corp. "A"* (e)

43,460

1,170,378

Starwood Hotels & Resorts Worldwide, Inc.

32,560

1,907,039

Station Casinos, Inc.

16,590

1,101,576

The Cheesecake Factory, Inc.*

29,910

1,038,774

WMS Industries, Inc.* (e)

22,310

752,962

 

10,012,115

Household Durables 3.8%

D.R. Horton, Inc.

22,810

857,884

Fortune Brands, Inc.

21,740

1,930,512

Lennar Corp. "A"

9,610

609,754

Tempur-Pedic International, Inc.* (e)

29,620

656,972

Toll Brothers, Inc.* (e)

8,600

873,330

 

4,928,452

Media 1.5%

Getty Images, Inc.*

12,660

940,132

Sirius Satellite Radio, Inc.* (e)

151,840

983,923

 

1,924,055

Multiline Retail 0.7%

Nordstrom, Inc.

13,150

893,805

Specialty Retail 6.0%

Advance Auto Parts, Inc.*

10,810

697,786

Bed Bath & Beyond, Inc.*

48,010

2,005,858

Chico's FAS, Inc.*

56,890

1,950,189

The Sherwin-Williams Co.

11,560

544,360

Urban Outfitters, Inc.* (e)

27,490

1,558,408

Williams-Sonoma, Inc.*

27,770

1,098,859

 

7,855,460

Textiles, Apparel & Luxury Goods 2.6%

Coach, Inc.*

85,520

2,870,907

Polo Ralph Lauren Corp.

13,930

600,522

 

3,471,429

Consumer Staples 2.5%

Beverages 0.8%

Constellation Brands, Inc. "A"*

36,300

1,070,850

Food & Staples Retailing 0.9%

Whole Foods Market, Inc.

9,960

1,178,268

Food Products 0.8%

Campbell Soup Co.

16,530

508,628

Dean Foods Co.*

14,850

523,314

 

1,031,942

 


Shares

Value ($)

 

 

Energy 6.6%

Energy Equipment & Services 2.8%

Diamond Offshore Drilling, Inc. (e)

14,530

776,338

Grant Prideco, Inc.*

35,180

930,511

National-Oilwell Varco, Inc.*

25,520

1,213,221

Tidewater, Inc.

17,120

652,614

 

3,572,684

Oil, Gas & Consumable Fuels 3.8%

Peabody Energy Corp.

16,470

857,099

Range Resources Corp. (e)

55,470

1,492,143

Ultra Petroleum Corp.*

39,970

1,213,489

XTO Energy, Inc.

42,556

1,446,479

 

5,009,210

Financials 8.3%

Banks 0.6%

City National Corp.

11,300

810,323

Capital Markets 3.9%

Jefferies Group, Inc.

18,870

714,984

Northern Trust Corp.

23,510

1,071,821

SEI Investments Co.

30,280

1,130,958

T. Rowe Price Group, Inc.

34,210

2,141,546

 

5,059,309

Diversified Financial Services 1.8%

Affiliated Managers Group, Inc.* (e)

21,954

1,500,117

Ameritrade Holding Corp.*

49,950

928,570

 

2,428,687

Insurance 0.5%

Fidelity National Financial, Inc.

18,410

657,053

Real Estate 1.5%

Host Marriott Corp. (REIT)

61,870

1,082,725

The St. Joe Co.

10,860

885,525

 

1,968,250

Health Care 18.6%

Biotechnology 1.7%

Celgene Corp.* (e)

22,920

934,449

Genzyme Corp.*

20,500

1,231,845

 

2,166,294

Health Care Equipment & Supplies 5.3%

Advanced Medical Optics, Inc.* (e)

21,610

858,997

Bausch & Lomb, Inc.

12,080

1,002,640

C.R. Bard, Inc.

29,110

1,936,106

Dade Behring Holdings, Inc.

23,010

1,495,880

Fisher Scientific International, Inc.*

16,770

1,088,373

INAMED Corp.*

8,480

567,906

 

6,949,902

Health Care Providers & Services 9.1%

Community Health Systems, Inc.*

31,640

1,195,676

DaVita, Inc.*

20,670

940,072

Henry Schein, Inc.*

21,890

908,873

 


Shares

Value ($)

 

 

Laboratory Corp. of America Holdings*

20,720

1,033,928

LifePoint Hospitals, Inc.*

12,700

641,604

Medco Health Solutions, Inc.*

12,790

682,474

PacifiCare Health Systems, Inc.*

21,260

1,519,027

Patterson Companies, Inc.* (e)

13,030

587,392

Triad Hospitals, Inc.*

14,710

803,754

WellChoice, Inc.*

20,360

1,414,409

WellPoint, Inc.*

32,060

2,232,659

 

11,959,868

Pharmaceuticals 2.5%

Forest Laboratories, Inc.*

16,510

641,414

Kos Pharmaceuticals, Inc.* (e)

11,300

740,150

Sepracor, Inc.*

30,550

1,833,305

 

3,214,869

Industrials 9.0%

Aerospace & Defense 1.3%

Goodrich Corp.

21,020

860,979

Precision Castparts Corp.

10,840

844,436

 

1,705,415

Air Freight & Logistics 1.2%

C.H. Robinson Worldwide, Inc.

13,060

760,092

UTI Worldwide, Inc. (e)

12,260

853,541

 

1,613,633

Commercial Services & Supplies 1.5%

Monster Worldwide, Inc.*

68,900

1,976,052

Construction & Engineering 0.4%

Fluor Corp.

8,850

509,671

Electrical Equipment 2.8%

American Power Conversion Corp.

30,530

720,203

AMETEK, Inc.

22,610

946,228

Roper Industries, Inc.

27,580

1,968,385

 

3,634,816

Machinery 1.8%

Actuant Corp. "A"* (e)

15,270

732,044

Joy Global, Inc.

19,080

640,897

Pentair, Inc.

21,570

923,412

 

2,296,353

Information Technology 25.0%

Communications Equipment 5.8%

ADTRAN, Inc.

22,170

549,594

Comverse Technologies, Inc.*

73,400

1,735,910

F5 Networks, Inc.*

37,070

1,751,001

Ixia* (e)

45,070

876,161

Juniper Networks, Inc.*

80,770

2,033,789

Tellabs, Inc.*

76,720

667,464

 

7,613,919

Computers & Peripherals 1.3%

Avid Technology, Inc.*

32,110

1,710,821

Electronic Equipment & Instruments 1.8%

Cogent, Inc.* (e)

47,190

1,347,274

Flextronics International Ltd.*

73,290

968,161

 

2,315,435

 


Shares

Value ($)

 

 

Internet Software & Services 3.0%

CNET Networks, Inc.* (e)

65,770

772,140

Openwave Systems, Inc.* (e)

68,210

1,118,644

VeriSign, Inc.*

68,950

1,983,002

 

3,873,786

IT Consulting & Services 2.7%

Alliance Data Systems Corp.*

15,380

623,813

Cognizant Technology Solutions Corp. "A"*

34,810

1,640,595

Global Payments, Inc.

17,920

1,214,976

 

3,479,384

Semiconductors & Semiconductor Equipment 9.4%

Altera Corp.*

105,540

2,091,803

Analog Devices, Inc.

20,580

767,840

ASML Holding NV (New York Registered Shares)* (e)

39,760

622,642

Broadcom Corp. "A"*

55,750

1,979,682

Cypress Semiconductor Corp.* (e)

83,450

1,050,635

KLA-Tencor Corp.

40,440

1,767,228

Kulicke & Soffa Industries, Inc.* (e)

68,810

544,287

Lam Research Corp.*

32,700

946,338

Marvell Technology Group Ltd.*

28,990

1,102,779

National Semiconductor Corp.

44,290

975,709

Varian Semiconductor Equipment Associates, Inc.* (e)

12,690

469,530

 

12,318,473

Software 1.0%

Amdocs Ltd.*

25,070

662,600

Take-Two Interactive Software, Inc.*

28,130

715,909

 

1,378,509

Materials 2.5%

Chemicals 1.1%

Ashland, Inc.*

9,570

687,796

The Mosaic Co.*

49,680

773,021

 

1,460,817

Construction Materials 0.4%

Vulcan Materials Co.

6,560

426,334

Containers & Packaging 0.5%

Owens-Illinois, Inc.*

27,360

685,368

Metals & Mining 0.5%

Allegheny Technologies, Inc.

29,470

650,108

Telecommunication Services 2.8%

Wireless Telecommunication Services

Alamosa Holdings, Inc.* (e)

89,160

1,239,324

Nextel Partners, Inc. "A"*

37,730

949,664

NII Holdings, Inc.* (e)

22,320

1,427,141

 

3,616,129

Utilities 0.7%

Gas Utilities

Questar Corp.

14,620

963,458

Total Common Stocks (Cost $103,128,504)

128,391,306

 

 


Shares

Value ($)

 

 

Securities Lending Collateral 14.1%

Scudder Daily Assets Fund Institutional, 3.19% (c) (d) (Cost $18,408,231)

18,408,231

18,408,231

 

Cash Equivalents 1.1%

Scudder Cash Management QP Trust, 3.14% (b) (Cost $1,371,901)

1,371,901

1,371,901

 

% of Net Assets

Value ($)

 

 

Total Investment Portfolio (Cost $122,908,636) (a)

113.4

148,171,438

Other Assets and Liabilities, Net

(13.4)

(17,457,573)

Net Assets

100.0

130,713,865

Notes to SVS Turner Mid Cap Growth Portfolio of Investments

* Non-income producing security.

(a) The cost for federal income tax purposes was $122,960,248. At June 30, 2005, net unrealized appreciation for all securities based on tax cost was $25,211,190. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $25,720,567 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $509,377.

(b) Scudder Cash Management QP Trust is managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(c) Scudder 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) Represents collateral held in connection with securities lending.

(e) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at June 30, 2005 amounted to $17,840,623, which is 13.6% of net assets.

REIT: Real Estate Investment Trust

The accompanying notes are an integral part of the financial statements.

Financial Statements

 

Statement of Assets and Liabilities
as of June 30, 2005 (Unaudited)

Assets

Investments:

Investments in securities, at value (cost $103,128,504) — including $17,840,623 of securities on loan

$ 128,391,306

Investment in Scudder Daily Assets Fund Institutional (cost $18,408,231)*

18,408,231

Investment in Scudder Cash Management QP Trust (cost $1,371,901)

1,371,901

Total Investments in securities, at value (cost $122,908,636)

148,171,438

Receivable for investments sold

2,006,980

Dividends receivable

30,882

Interest receivable

5,575

Receivable for Portfolio shares sold

2,126

Other assets

3,360

Total assets

150,220,361

Liabilities

Payable upon return of securities loaned

18,408,231

Payable for investments purchased

730,243

Payable for Portfolio shares redeemed

193,955

Accrued management fee

109,462

Other accrued expenses and payables

64,605

Total liabilities

19,506,496

Net assets, at value

$ 130,713,865

Net Assets

Net assets consist of:

Accumulated net investment loss

(547,328)

Net unrealized appreciation (depreciation) on investments

25,262,802

Accumulated net realized gain (loss)

1,376,691

Paid-in capital

104,621,700

Net assets, at value

$ 130,713,865

Class A

Net Asset Value, offering and redemption price per share ($107,541,501 ÷ 10,856,253 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.91

Class B

Net Asset Value, offering and redemption price per share ($23,172,364 ÷ 2,364,704 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 9.80

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations
for the six months ended June 30, 2005 (Unaudited)

Investment Income

Income:

Dividends (net of foreign taxes withheld of $316)

$ 224,172

Interest — Scudder Cash Management QP Trust

8,902

Securities lending income, including income from Scudder Daily Assets Fund Institutional, net of borrower rebates

19,029

Total Income

252,103

Expenses:

Management fee

655,559

Custodian and accounting fees

52,259

Distribution service fees (Class B)

28,481

Record keeping fees (Class B)

14,371

Auditing

22,178

Legal

7,162

Trustees' fees and expenses

2,363

Reports to shareholders

12,500

Other

4,976

Total expenses, before expense reductions

799,849

Expense reductions

(719)

Total expenses, after expense reductions

799,130

Net investment income (loss)

(547,027)

Realized and Unrealized Gain (Loss) on Investment Transactions

Net realized gain (loss) from investments

5,525,786

Net unrealized appreciation (depreciation) during the period on investments

(4,816,518)

Net gain (loss) on investment transactions

709,268

Net increase (decrease) in net assets resulting from operations

$ 162,241

The accompanying notes are an integral part of the financial statements.

 

 

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six Months Ended June 30, 2005 (Unaudited)

Year Ended December 31, 2004

Operations:

Net investment income (loss)

$ (547,027)

$ (1,138,786)

Net realized gain (loss) on investment transactions

5,525,786

10,201,612

Net unrealized appreciation (depreciation) during the period on investment transactions

(4,816,518)

4,371,388

Net increase (decrease) in net assets resulting from operations

162,241

13,434,214

Portfolio share transactions:

Class A

Proceeds from shares sold

2,069,295

14,595,440

Cost of shares redeemed

(12,176,887)

(17,916,695)

Net increase (decrease) in net assets from Class A share transactions

(10,107,592)

(3,321,255)

Class B

Proceeds from shares sold

1,764,073

9,964,790

Cost of shares redeemed

(1,990,214)

(2,100,980)

Net increase (decrease) in net assets from Class B share transactions

(226,141)

7,863,810

Increase (decrease) in net assets

(10,171,492)

17,976,769

Net assets at beginning of period

140,885,357

122,908,588

Net assets at end of period (including accumulated net investment loss of $547,328 and $301, respectively)

$ 130,713,865

$ 140,885,357

Other Information

Class A

Shares outstanding at beginning of period

11,918,058

12,352,137

Shares sold

210,801

1,622,749

Shares redeemed

(1,272,606)

(2,056,828)

Net increase (decrease) in Portfolio shares

(1,061,805)

(434,079)

Shares outstanding at end of period

10,856,253

11,918,058

Class B

Shares outstanding at beginning of period

2,386,654

1,499,883

Shares sold

184,721

1,126,297

Shares redeemed

(206,671)

(239,526)

Net increase (decrease) in Portfolio shares

(21,950)

886,771

Shares outstanding at end of period

2,364,704

2,386,654

The accompanying notes are an integral part of the financial statements.

Financial Highlights

 

Class A

Years Ended December 31,

2005a

2004

2003

2002

2001b

Selected Per Share Data

Net asset value, beginning of period

$ 9.86

$ 8.88

$ 5.98

$ 8.82

$ 10.00

Income (loss) from investment operations:

Net investment income (loss)c

(.04)

(.07)

(.06)

(.06)

(.04)

Net realized and unrealized gain (loss) on investment transactions

.09

1.05

2.96

(2.78)

(1.14)

Total from investment operations

.05

.98

2.90

(2.84)

(1.18)

Net asset value, end of period

$ 9.91

$ 9.86

$ 8.88

$ 5.98

$ 8.82

Total Return (%)

.51**

11.04

48.49

(32.20)

(11.80)d**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

108

118

110

61

48

Ratio of expenses before expense reductions (%)

1.15*

1.19

1.18

1.13

1.82*

Ratio of expenses after expense reductions (%)

1.15*

1.19

1.18

1.13

1.30*

Ratio of net investment income (loss) (%)

(.77)*

(.82)

(.90)

(.82)

(.76)*

Portfolio turnover rate (%)

132*

174

155

225

205*

a For the six months ended June 30, 2005 (Unaudited).

b For the period from May 1, 2001 (commencement of operations) to December 31, 2001.

c Based on average shares outstanding during the period.

d Total return would have been lower had certain expenses not been reduced.

* Annualized

** Not annualized

Class B

Years Ended December 31,

2005a

2004

2003

2002b

Selected Per Share Data

Net asset value, beginning of period

$ 9.78

$ 8.84

$ 5.97

$ 6.60

Income (loss) from investment operations:

Net investment income (loss)c

(.05)

(.10)

(.09)

(.02)

Net realized and unrealized gain (loss) on investment transactions

.07

1.04

2.96

(.61)

Total from investment operations

.02

.94

2.87

(.63)

Net asset value, end of period

$ 9.80

$ 9.78

$ 8.84

$ 5.97

Total Return (%)

.20**

10.63

48.07

(9.55)**

Ratios to Average Net Assets and Supplemental Data

Net assets, end of period ($ millions)

23

23

13

.6

Ratio of expenses (%)

1.53*

1.56

1.57

1.38*

Ratio of net investment income (loss) (%)

(1.15)*

(1.19)

(1.29)

(.81)*

Portfolio turnover rate (%)

132*

174

155

225

a For the six months ended June 30, 2005 (Unaudited).

b For the period July 1, 2002 (commencement of operations of Class B shares) to December 31, 2002.

c Based on an average shares outstanding during the period.

* Annualized

** Not annualized

Notes to Financial Statements (Unaudited)

 

A. Significant Accounting Policies

Scudder Variable Series II (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end, diversified management investment company organized as a Massachusetts business trust. The Trust offers thirty portfolios (the "portfolio(s)"), including four portfolios that invest primarily in existing Scudder Portfolios ("Underlying Portfolios"). Each Underlying Portfolio's accounting policies and investment holdings are outlined in the Underlying Portfolio's financials statements and are available upon request.

Multiple Classes of Shares of Beneficial Interest. The Trust offers two classes of shares (Class A shares and Class B shares) except Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio, which offer Class B shares only. Sales of Class B shares are subject to record keeping fees up to 0.15% and Rule 12b-1 fees under the 1940 Act equal to an annual rate of 0.25%, of the average daily net assets of the Class B shares of the applicable Portfolio. Class A shares are not subject to such fees.

Investment income, realized and unrealized gains and losses, and certain portfolio-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 (including the applicable 12b-1 fee and record keeping fee). Differences in class-level expenses may result in payment of different per share dividends by class. All shares have equal rights with respect to voting subject to class-specific arrangements.

The Trust'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 Trust in the preparation of its financial statements.

Security Valuation. Investments in securities and Underlying Portfolios 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 the Portfolios. 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 Scudder Cash Management QP Trust are valued at their net asset value each business day.

Investments in the Underlying Portfolios are valued at the net asset value per share of each class of the Underlying Portfolios as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

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 Portfolios may use a fair valuation model to value international equity securities in order to adjust for events which may occur between the close of the foreign exchanges and the close of the New York Stock Exchange.

Foreign Currency Translations. The books and records of the Trust 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.

Repurchase Agreements. The portfolios may enter into repurchase agreements with certain banks and broker/dealers whereby the portfolios, through their custodian or sub-custodian bank, receive delivery of the underlying securities, the amount of which at the time of purchase and each subsequent business day is required to be maintained at such a level that the value is equal to at least the principal amount of the repurchase price plus accrued interest. The custodian bank holds the collateral in a separate account until the agreement matures. If the value of the securities falls below the principal amount of the repurchase agreement plus accrued interest, the financial institution deposits additional collateral by the following business day. If the financial institution either fails to deposit the required additional collateral or fails to repurchase the securities as agreed, the portfolios have the right to sell the securities and recover any resulting loss from the financial institution. If the financial institution enters into bankruptcy, the portfolios' claims on the collateral may be subject to legal proceedings.

Securities Lending. Each portfolio, except Scudder Money Market Portfolio, Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio, Scudder Income & Growth Strategy Portfolio, Scudder Mercury Large Cap Core Portfolio and Scudder Templeton Foreign Value Portfolio, may lend securities to financial institutions. The portfolios retain beneficial ownership of the securities they have loaned and continue to receive interest and dividends paid by the securities and to participate in any changes in their market value. The portfolio requires the borrowers of the securities to maintain collateral with the portfolio consisting of liquid, unencumbered assets having a value at least equal to the value of the securities loaned. The portfolio 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 portfolios receive compensation for lending their securities either in the form of fees or by earning interest on invested cash collateral net fees paid to a lending agent. Either the portfolios or the borrower may terminate the loan. The portfolios are 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.

Credit Default Swap Contracts. A credit default swap is a contract between a buyer and a seller of protection against a pre-defined credit event. The Company may buy or sell credit default swap contracts to seek to increase the Company's income, to add leverage to the portfolio, or to hedge the risk of default on portfolio securities. As a seller in the credit default swap contract, the Company would be required to pay the par (or other agreed-upon) value of the referenced debt obligation to the counterparty in the event of a default by a third party, such as a US or foreign corporate issuer, on the debt obligation, which would likely result in a loss to the Company. In return, the Company would receive from the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the Company would keep the stream of payments and would have no payment obligations. The Company may also buy credit default swap contracts in order to hedge against the risk of default of debt securities, in which case the Company would function as the counterparty referenced above. This would involve the risk that the contract may expire worthless. It would also involve credit risk — that the seller may fail to satisfy its payment obligations to the Company in the event of a default. When the Company sells a credit default swap contract it will "cover" its commitment. This may be achieved by, among other methods, maintaining cash or liquid assets equal to the aggregate notional value of the underlying debt obligations for all outstanding credit default swap contracts sold by the Company.

Credit default swap contracts are marked to market daily based upon quotations from the counterparty and the change in value, if any, is recorded daily as unrealized gain or loss. An upfront payment made by the Scudder Strategic Income Portfolio, as the protection buyer, is recorded as an asset on the statement of assets and liabilities. An upfront payment received by the Scudder Strategic Income Portfolio, as the protection seller, is recorded as a liability on the statement of assets and liabilities. Under the terms of the credit default swap contracts, the Company receives or makes payments semi-annually based on a specified interest rate on a fixed notional amount. These payments are recorded as a realized gain or loss on the statement of operations. Payments received or made as a result of a credit event or termination of the contract are recognized, net of a proportional amount of the upfront payment, as realized gains or losses.

Options. An option contract is a contract in which the writer of the option grants the buyer of the option the right to purchase from (call option), or sell to (put option), the writer a designated instrument at a specified price within a specified period of time. Certain options, including options on indices, will require cash settlement by the portfolio if the option is exercised. The portfolios may enter into option contracts in order to hedge against potential adverse price movements in the value of portfolio assets; as a temporary substitute for selling selected investments; to lock in the purchase price of a security or currency which it expects to purchase in the near future; as a temporary substitute for purchasing selected investments; and to enhance potential gain.

The liability representing the portfolio's obligation under an exchange traded written option or investment in a purchased option is valued at the last sale price or, in the absence of a sale, the mean between the closing bid and asked prices or at the most recent asked price (bid for purchased options) if no bid and asked price are available. Over-the-counter written or purchased options are valued using dealer-supplied quotations. Gain or loss is recognized when the option contract expires or is closed.

If the portfolio writes a covered call option, the portfolio foregoes, in exchange for the premium, the opportunity to profit during the option period from an increase in the market value of the underlying security above the exercise price. If the portfolio writes a put option it accepts the risk of a decline in the value of the underlying security below the exercise price. Over-the-counter options have the risk of the potential inability of counterparties to meet the terms of their contracts. The portfolio's maximum exposure to purchased options is limited to the premium initially paid. In addition, certain risks may arise upon entering into option contracts including the risk that an illiquid secondary market will limit the portfolio's ability to close out an option contract prior to the expiration date and that a change in the value of the option contract may not correlate exactly with changes in the value of the securities or currencies hedged.

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). The portfolios 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, the portfolio 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 the portfolio 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 the portfolio. When entering into a closing transaction, the portfolio 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 the portfolio'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, the portfolio 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. The portfolios may enter into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign currency denominated portfolio holdings and to facilitate transactions in foreign currency denominated securities.

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, the portfolio gives up the opportunity to profit from favorable exchange rate movements during the term of the contract.

Loan Participations/Assignments. The Portfolios may invest in US dollar-denominated fixed and floating rate loans ("Loans") arranged through private negotiations between a foreign sovereign entity and one or more financial institutions ("Lenders"). The Portfolios invest in such Loans in the form of participations in Loans ("Participations") or assignments of all or a portion of loans from third parties ("Assignments"). Participations typically result in the Portfolios having a contractual relationship only with the Lender, not with the sovereign borrower. The Portfolios have the right to receive payments of principal, interest and any fees to which they are entitled from the Lender selling the Participation and only upon receipt by the Lender of the payments from the borrower. In connection with purchasing Participations, the Portfolios generally have no right to enforce compliance by the borrower with the terms of the loan agreement relating to the Loan, nor any rights of set-off against the borrower, and the Portfolios will not benefit directly from any collateral supporting the Loan in which it has purchased the Participation. As a result, the Portfolios assume the credit risk of both the borrower and the Lender that is selling the Participation.

Mortgage Dollar Rolls. Scudder Fixed Income Portfolio, Scudder Government & Agency Securities Portfolio and Scudder Total Return Portfolio entered into mortgage dollar rolls in which each portfolio 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. Each portfolio 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 each portfolio because they involve the sale of a security coupled with an agreement to repurchase. A mortgage dollar roll involves costs to each portfolio. For example, while each portfolio receives compensation as consideration for agreeing to repurchase the security, each portfolio 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 each portfolio, thereby effectively charging each portfolio interest on its borrowings. Further, although each portfolio 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 each portfolio'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 each portfolio is able to repurchase them. There can be no assurance that each portfolio'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. Several of the portfolios may purchase securities with delivery or payment to occur at a later date beyond the normal settlement period. At the time the portfolio 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 portfolio until payment takes place. At the time the portfolio 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. The portfolios' 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 and tax-exempt income to its shareholders. Accordingly, the portfolios paid no federal income taxes and no federal income tax provision was required.

At December 31, 2004, the following portfolios had an approximate 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 following expiration dates, whichever occurs first:

Portfolio

Capital Loss Carryforward ($)

Expiration
Date

Scudder Aggressive Growth Portfolio

662,000

12/31/2008

 

5,489,000

12/31/2009

 

8,989,000

12/31/2010

 

23,998,000

12/31/2011

Scudder Blue Chip Portfolio

16,525,000

12/31/2010

Scudder Global Blue Chip Portfolio

2,280,000

12/31/2010

 

2,456,000

12/31/2011

Scudder High Income Portfolio

4,823,000

12/31/2007

 

16,114,000

12/31/2008

 

22,935,000

12/31/2009

 

55,108,000

12/31/2010

 

13,877,000

12/31/2011

Scudder International Select Equity Portfolio*

1,217,000

12/31/2008

 

23,867,000

12/31/2009

 

20,015,000

12/31/2010

 

4,400,000

12/31/2011

Scudder Large Cap Value Portfolio

6,183,000

12/31/2008

 

11,765,000

12/31/2010

 

6,438,000

12/31/2011

Scudder Small Cap Growth Portfolio

73,835,000

12/31/2009

 

62,668,000

12/31/2010

Scudder Technology Growth Portfolio

1,211,000

12/31/2008

 

94,141,000

12/31/2009

 

93,499,000

12/31/2010

 

71,516,000

12/31/2011

Scudder Total Return Portfolio

21,387,000

12/31/2009

 

8,813,000

12/31/2010

 

46,269,000

12/31/2011

SVS Davis Venture Value Portfolio

127,000

12/31/2009

 

4,386,000

12/31/2010

 

1,390,000

12/31/2011

 

1,088,000

12/31/2012

SVS Dreman Financial Services Portfolio

743,000

12/31/2009

 

2,479,000

12/31/2010

 

2,101,000

12/31/2011

SVS Dreman High Return Equity Portfolio

11,267,000

12/31/2010

 

8,043,000

12/31/2011

SVS Index 500 Portfolio

448,000

12/31/2008

 

3,267,000

12/31/2009

 

9,116,000

12/31/2010

 

3,518,000

12/21/2011

 

4,052,000

12/31/2012

SVS INVESCO Dynamic Growth Portfolio

2,320,000

12/31/2010

 

377,000

12/31/2011

SVS Janus Growth And Income Portfolio

12,514,000

12/31/2009

 

29,907,000

12/31/2010

 

6,934,000

12/31/2011

SVS Janus Growth Opportunities Portfolio

130,000

12/31/2008

 

31,299,000

12/31/2009

 

42,499,00

12/31/2010

 

19,473,000

12/31/2011

SVS Oak Strategic Equity Portfolio

322,000

12/31/2009

 

4,401,000

12/31/2010

 

2,522,000

12/31/2011

 

3,689,000

12/31/2012

SVS Turner Mid Cap Growth Portfolio

3,770,000

12/31/2010

* Certain of these losses may be subject to limitations under Section 381-383 of the Internal Revenue Code.

For the period from November 1, 2004 through December 31, 2004, the following portfolios incurred approximate net realized capital losses as follows:

Portfolio

Net Realized Capital Loss ($)

Scudder Aggressive Growth Portfolio

12,000

Scudder Fixed Income Portfolio

827,000

Scudder Strategic Income Portfolio

266,000

SVS Davis Venture Value Portfolio

576,000

SVS Dreman Financial Services Portfolio

330,000

As permitted by tax regulations, the portfolios intend to elect to defer these losses and treat them as arising in the fiscal year ended December 31, 2005.

Distribution of Income and Gains. Distributions of net investment income, if any, for all portfolios except the Scudder Money Market Portfolio, are made annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the portfolio if not distributed and, therefore, will be distributed to shareholders at least annually. All of the net investment income of the Scudder Money Market Portfolio is declared as a daily dividend and is distributed to shareholders monthly.

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. 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, a portfolio may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the portfolio.

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

Expenses. Expenses arising in connection with a specific portfolio are allocated to that portfolio. Trust expenses are allocated between the portfolios in proportion to their relative net assets.

Offering Costs. Offering costs for Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio, Scudder Income & Growth Strategy Portfolio, Scudder Mercury Large Cap Core Portfolio and Scudder Templeton Foreign Value Portfolio were paid in connection with the offering of shares and are being amortized over one year.

Contingencies. In the normal course of business, the Portfolios may enter into contracts with service providers that contain general indemnification clauses. The Portfolios' maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolios that have not yet been made. However, based on experience, the Portfolios expect the risk of loss to be remote.

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 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 the portfolio is informed of such dividends. Realized gains and losses from investment transactions are recorded on an identified cost basis. All discounts and premiums are accreted/amortized for both tax and financial reporting purposes for all portfolios, with the exception of securities in default of principal. Distributions of income and capital gains from the Underlying Portfolios are recorded on the ex-dividend date.

B. Investment Transactions

During the six months ended June 30, 2005, purchases and sales of investment transactions (excluding short-term investments) were as follows:

Portfolio

Purchases ($)

Proceeds from Sales ($)

Scudder Aggressive Growth Portfolio

25,043,770

27,861,335

Scudder Blue Chip Portfolio

455,554,881

450,873,779

Scudder Conservative Income Strategy Portfolio

8,420,858

1,547,696

Scudder Fixed Income Portfolio

excluding US Treasury Obligations and mortgage dollar roll transactions

133,975,204

119,439,854

US Treasury Obligations

203,896,630

207,767,617

mortgage dollar roll transactions

25,067,546

24,452,433

Scudder Global Blue Chip Portfolio

31,729,396

26,533,920

Scudder Government & Agency Securities Portfolio

excluding US Treasury Obligations and mortgage dollar roll transactions

310,780,555

260,685,659

US Treasury Obligations

45,353,144

45,426,758

mortgage dollar roll transactions

289,074,235

290,549,648

Scudder Growth Strategy Portfolio

54,465,681

7,960,320

Scudder Growth & Income Strategy Portfolio

54,475,809

4,043,947

Scudder High Income Portfolio

263,730,307

287,874,288

Scudder Income & Growth Strategy Portfolio

14,266,518

2,163,756

Scudder International Select Equity Portfolio

100,707,615

85,843,475

Scudder Large Cap Value Portfolio

63,358,115

82,588,009

Scudder Mercury Large Cap Core Portfolio

1,723,670

808,295

Scudder Small Cap Growth Portfolio

116,882,200

129,011,537

Scudder Strategic Income Portfolio

81,015,531

77,467,870

Scudder Technology Growth Portfolio

129,024,732

143,636,030

Scudder Templeton Foreign Value Portfolio

3,834,311

435,937

Scudder Total Return Portfolio

excluding US Treasury Obligations and mortgage dollar roll transactions

381,077,290

346,886,713

US Treasury Obligations

129,189,395

124,710,835

mortgage dollar roll transactions

7,160,255

7,187,656

SVS Davis Venture Value Portfolio

30,054,164

2,652,228

SVS Dreman Financial Services Portfolio

17,814,584

27,482,795

SVS Dreman High Return Equity Portfolio

37,225,768

30,302,196

SVS Dreman Small Cap Value Portfolio

177,405,748

180,996,732

SVS Index 500 Portfolio

26,121,508

41,439,201

SVS INVESCO Dynamic Growth Portfolio

24,726,471

25,784,025

SVS Janus Growth And Income Portfolio

30,611,534

39,126,042

SVS Janus Growth Opportunities Portfolio

32,616,774

23,801,500

SVS MFS Strategic Value Portfolio

17,851,099

17,786,257

SVS Oak Strategic Equity Portfolio

2,991,453

10,473,351

SVS Turner Mid Cap Growth Portfolio

87,027,058

99,525,773

For the six months ended June 30, 2005, transactions for written options on securities were as follows for the Scudder Technology Growth Portfolio:

 

Contract Amounts

Premium ($)

Beginning of period

2,074

332,731

Written

17,196

2,011,354

Closed

(6,263)

(1,020,570)

Exercised

(5,642)

(672,327)

Expired

(4,466)

(395,994)

End of period

2,899

255,194

C. Related Parties

Management Agreement. Under the Management Agreement with Deutsche Investment Management Americas Inc. ("DeIM" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the portfolios in accordance with its investment objectives, policies and restrictions. The Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the portfolios. In addition to portfolio management services, the Advisor provides certain administrative services in accordance with the Management Agreement. Accordingly, for the six months ended June 30, 2005, the fees pursuant to the Management Agreement were equivalent to the annualized effective rates shown below of the portfolios' average daily net assets:

Portfolio

Annual Management Fee Rate

Scudder Blue Chip Portfolio

0.65%

Scudder Fixed Income Portfolio

0.60%

Scudder Government & Agency Securities Portfolio

0.55%

Scudder High Income Portfolio

0.60%

Scudder International Select Equity Portfolio

0.75%

Scudder Large Cap Value Portfolio

0.75%

Scudder Small Cap Growth Portfolio

0.65%

Scudder Strategic Income Portfolio

0.65%

SVS Dreman Small Cap Value Portfolio

0.75%

SVS Index 500 Portfolio

0.20%

For the period January 1, 2005 through May 1, 2005, the Scudder Total Return Portfolio paid a monthly investment management fee of 0.55%, based on the average daily net assets of the portfolio.

Effective May 2, 2005, the Scudder Total Return Portfolio pays a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.470%

next $750 million

0.445%

over $1 billion

0.410%

Accordingly, for the six months ended June 30, 2005, the fee pursuant to the Management Agreement was equivalent to the annualized effective rate of 0.51% of the Scudder Total Return Portfolio's average daily net assets.

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the SVS Index 500 Portfolio to the extent necessary to maintain the annual expenses of Class A at 0.377% and Class B at 0.627% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). Accordingly, for the six months ended June 30, 2005, the Advisor waived $13,907 of other expenses.

The Scudder Money Market Portfolio pays a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$215 million

0.500%

next $335 million

0.375%

next $250 million

0.300%

over $800 million

0.250%

Accordingly, for the six months ended June 30, 2005, the fee pursuant to the Management Agreement was equivalent to the annualized effective rate of 0.46% of the Scudder Money Market Portfolio's average daily net assets.

The Scudder Aggressive Growth Portfolio, Scudder Technology Growth Portfolio, SVS Dreman Financial Services Portfolio and SVS Dreman High Return Equity Portfolio each pay a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.75%

next $750 million

0.72%

next $1.5 billion

0.70%

next $2.5 billion

0.68%

next $2.5 billion

0.65%

next $2.5 billion

0.64%

next $2.5 billion

0.63%

over $12.5 billion

0.62%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the Scudder Aggressive Growth Portfolio to the extent necessary to maintain the annual expenses of Class A at 0.95% and Class B at 1.35%. (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). For the six months ended June 30, 2005, the Advisor waived $14,548 of management fees.

Accordingly, for the six months ended June 30, 2005, the fees pursuant to the Management Agreement were equivalent to the annualized effective rates shown below of the portfolios' average daily net assets:

Portfolio

Annualized Effective Rate 

Scudder Aggressive Growth Portfolio

0.70%

Scudder Technology Growth Portfolio

0.75%

SVS Dreman Financial Services Portfolio

0.75%

SVS Dreman High Return Equity Portfolio

0.73%

SVS INVESCO Dynamic Growth Portfolio and SVS Turner Mid Cap Growth Portfolio each paid a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

1.000%

next $250 million

0.975%

next $500 million

0.950%

next $1.5 billion

0.925%

Over $2.5 billion

0.900%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the SVS INVESCO Dynamic Growth Portfolio to the extent necessary to maintain the annual expenses of Class A at 1.30% and Class B at 1.70% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). For the six months ended June 30, 2005, the Advisor waived $29,081 of management fees.

Accordingly, for the six months ended June 30, 2005, the fees pursuant to the Management Agreement were equivalent to the annualized effective rates shown below of the portfolios' average daily net assets:

Portfolio

Annualized Effective Rate 

SVS INVESCO Dynamic Growth Portfolio

0.86%

SVS Turner Mid Cap Growth Portfolio

1.00%

SVS Davis Venture Value Portfolio, SVS Janus Growth And Income Portfolio, SVS Janus Growth Opportunities Portfolio and SVS Oak Strategic Equity Portfolio each paid a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.950%

next $250 million

0.925%

next $500 million

0.900%

next $1.5 billion

0.875%

Over $2.5 billion

0.850%

Effective May 1, 2005, the SVS Janus Growth And Income Portfolio and SVS Janus Growth Opportunities Portfolio each pay a monthly investment management fee based on the average daily net assets of the Portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.750%

next $750 million

0.725%

next $1.5 billion

0.700%

Over $2.5 billion

0.675%

Accordingly, for the six months ended June 30, 2005, the fees pursuant to the Management Agreement were equivalent to the annualized effective rates shown below of the portfolios' average daily net assets:

Portfolio

Annualized Effective Rate 

SVS Davis Venture Value Portfolio

0.94%

SVS Janus Growth And Income Portfolio

0.88%

SVS Janus Growth Opportunities Portfolio

0.88%

SVS Oak Strategic Equity Portfolio

0.95%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the SVS Oak Strategic Equity Portfolio to the extent necessary to maintain the annual expenses of Class A at 1.15% and Class B at 1.55% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings).

The Scudder Global Blue Chip Portfolio pays a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annualized rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

1.00%

next $500 million

0.95%

next $750 million

0.90%

next $1.5 billion

0.85%

Over $3 billion

0.80%

Accordingly, for the six months ended June 30, 2005, the fee pursuant to the Management Agreement was equivalent to an annualized effective rate of 1.00% of Scudder Global Blue Chip Portfolio's average daily net assets.

The SVS MFS Strategic Value Portfolio pays a monthly investment management fee, based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annualized rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.950%

next $250 million

0.925%

next $500 million

0.900%

next $500 million

0.825%

next $1 billion

0.800%

Over $2.5 billion

0.775%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the SVS MFS Strategic Value Portfolio to the extent necessary to maintain the annualized expenses of Class A at 1.15% and Class B at 1.55% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). Accordingly, for six months ended June 30, 2005, the Advisor waived $28,241 of management fee and the fees pursuant to the Management Agreement was equivalent to an annualized effective rate of 0.83% of the Portfolio's average daily net assets.

The Scudder Mercury Large Cap Core Portfolio pays a monthly investment management fee based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.900%

next $250 million

0.850%

next $500 million

0.800%

next $1 billion

0.750%

next $500 million

0.700%

Over $2.5 billion

0.650%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the Scudder Mercury Large Cap Core Portfolio to the extent necessary to maintain the annual expenses of Class A at 1.00% and Class B at 1.20% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). For the six months ended June 30, 2005, the Advisor waived $8,145 of management fees.

Accordingly, for the six months ended June 30, 2005 the fee pursuant to the Management Agreement was equivalent to an annualized effective rate of 0.00% of Scudder Mercury Large Cap Core Portfolio's average daily net assets.

In addition, for the six months ended June 30, 2005, the Advisor waived $14,106 of other expenses.

The Scudder Templeton Foreign Value Portfolio pays a monthly investment management fee based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$250 million

0.950%

next $250 million

0.900%

next $500 million

0.850%

next $1 billion

0.750%

next $500 million

0.700%

Over $2.5 billion

0.650%

For the six months ended June 30, 2005, the Advisor agreed to limit its fees and reimburse expenses of each class of the Scudder Templeton Foreign Value Portfolio to the extent necessary to maintain the annualized expenses of Class A at 1.14% and Class B at 1.34% (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest and fund accounting outsourcing fee savings). For the six months ended June 30, 2005, the Advisor waived $36,065 of management fees.

Accordingly, for the six months ended June 30, 2005, the fee pursuant to the Management Agreement was equivalent to an annual effective rate of 0.00% of Scudder Templeton Foreign Value Portfolio's average daily net assets.

In addition, for the six months ended June 30, 2005, the Advisor waived $2,072 of other expenses.

The Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio pays a monthly investment management fee based on the average daily net assets of the portfolio, computed and accrued daily and payable monthly, of 1/12 of the annual rates shown below:

Average Daily Net Assets of the Portfolio

Annual Management Fee Rate

$0-$500 million

0.150%

next $500 million

0.140%

next $500 million

0.130%

next $1 billion

0.120%

Over $2.5 billion

0.110%

The Advisor has agreed to waive 0.05% of average daily net assets of the portfolio against the monthly investment management fee of Class B of the Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio. For the six months ended June 30, 2005, the Advisor waived $4,847, $15,891, $17,669 and $5,198 of management fees for the Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio, respectively.

Through April 30, 2006, the Advisor, underwriter and accounting agent have each contractually agreed to waive their respective fees and reimburse expenses of Class B of the Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio to the extent necessary to maintain the portfolio's direct operating expenses at 0.75% of average daily net assets (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest). For the six months ended June 30, 2005, the Advisor waived $2,750 and $10,984 of other expenses for the Scudder Conservative Income Strategy Portfolio and Scudder Income & Growth Strategy Portfolio, respectively.

Accordingly, for the six months ended June 30, 2005, the fee pursuant to the Management Agreement was equivalent to an annualized effective rate of 0.00%, 0.10%, 0.10% and 0.10% of Scudder Conservative Income Strategy Portfolio's, Scudder Growth & Income Strategy Portfolio's, Scudder Growth Strategy Portfolio's and Scudder Income & Growth Strategy Portfolio's average daily net assets, respectively.

Scudder Conservative Income Strategy Portfolio, Scudder Growth & Income Strategy Portfolio, Scudder Growth Strategy Portfolio and Scudder Income & Growth Strategy Portfolio do not invest in the Underlying Portfolios for the purpose of exercising management or control; however, investments within the set limits may represent a significant portion of an Underlying Portfolio. At June 30, 2005, the Scudder Portfolios held the following percentage of the Underlying Portfolios' outstanding shares as follows:

Portfolio

Scudder Fixed Income Portfolio

Scudder Growth & Income Strategy Portfolio

6%

Portfolio

Scudder Blue Chip Portfolio

Scudder Growth Strategy Portfolio

5%

Portfolio

SVS Janus Growth Opportunities Portfolio

Scudder Growth Strategy Portfolio

7%

Portfolio

SVS Templeton Foreign Value Portfolio

Scudder Growth Strategy Portfolio

31%

Portfolio

Scudder Fixed Income Portfolio

Scudder Growth Strategy Portfolio

5%

Portfolio

Scudder VIT Real Estate Portfolio

Scudder Conservative Income Strategy Portfolio

9%

Scudder Growth & Income Strategy Portfolio

35%

Scudder Growth Strategy Portfolio

48%

Scudder Income & Growth Strategy Portfolio

10%

Portfolio

SVS MFS Strategic Value Portfolio

Scudder Growth & Income Strategy Portfolio

6%

Scudder Growth Strategy Portfolio

15%

Deutsche Asset Management Investment Services Limited ("DeAMIS") serves as sub-advisor to the Scudder International Select Equity, Scudder Strategic Income and Scudder Total Return Portfolios and is paid by the Advisor for its services.

Dreman Value Management, L.L.C. serves as sub-advisor to the SVS Dreman Financial Services, SVS Dreman High Return Equity and SVS Dreman Small Cap Value Portfolios and is paid by the Advisor for its services.

INVESCO Institutional (N.A.) Inc. serves as sub-advisor to the SVS INVESCO Dynamic Growth Portfolio and is paid by the Advisor for its services. Effective August 1, 2005, Salomon Brothers Asset Management Inc. will become the sub-advisor to the Portfolio and the portfolio's name will be changed to Scudder Salomon Aggressive Growth Portfolio.

Janus Capital Management, L.L.C., formerly Janus Capital Corporation, serves as sub-advisor to the SVS Janus Growth And Income and SVS Janus Growth Opportunities Portfolios and is paid by the Advisor for its services.

Turner Investment Partners, Inc. serves as sub-advisor to the SVS Turner Mid Cap Growth Portfolio and is paid by the Advisor for its services.

Oak Associates, Ltd. serves as sub-advisor to the SVS Oak Strategic Equity Portfolio and is paid by the Advisor for its services.

Davis Selected Advisers, L.P., serves as sub-advisor to the SVS Davis Venture Value Portfolio and is paid by the Advisor for its services.

Massachusetts Financial Services Company ("MFS") serves as sub-advisor to the SVS MFS Strategic Value Portfolio and is paid by the Advisor for its services.

Northern Trust Investments, N.A. ("NTI") serves as sub-advisor to SVS Index 500 Portfolio and is paid by the Advisor for its services.

Fund Asset Management, L.P., a division of Merrill Lynch Investment Managers ("MLIM"), serves as sub-advisor to the Scudder Mercury Large Cap Core Portfolio and is paid by the Advisor for its services.

Templeton Investment Counsel L.L.C. serves as sub-advisor to the Scudder Templeton Foreign Value Portfolio and is paid by the Advisor for its services.

Service Provider Fees. Scudder Fund Accounting Corporation ("SFAC"), a subsidiary of the Advisor, is responsible for determining the daily net asset value per share and maintaining the portfolio and general accounting records of each portfolio. In turn, SFAC has delegated certain fund accounting functions to a third-party service provider. For the six months ended June 30, 2005, SFAC received the following fee for its services for the following portfolios:

Portfolio

Total Aggregated ($)

Waived ($)

Unpaid at June 30, 2005 ($)

Scudder Aggressive Growth Portfolio

29,032

3,911

Scudder Conservative Income Strategy Portfolio

25,938

20,061

Scudder Global Blue Chip Portfolio

47,605

5,515

Scudder Growth & Income Strategy Portfolio

41,443

10,713

Scudder Growth Strategy Portfolio

41,369

9,327

Scudder Income & Growth Strategy Portfolio

40,906

24,926

Scudder Mercury Large Cap Core Portfolio

20,788

20,788

Scudder Technology Growth Portfolio

39,687

6,909

Scudder Templeton Foreign Value Portfolio

23,310

23,310

SVS Davis Venture Value Portfolio

38,915

6,192

SVS Dreman Financial Services Portfolio

29,243

SVS Dreman High Return Equity Portfolio

63,813

9,592

SVS Index 500 Portfolio

78,192

13,886

SVS INVESCO Dynamic Growth Portfolio

44,305

5,753

SVS Janus Growth And Income Portfolio

34,935

5,229

SVS Janus Growth Opportunities Portfolio

30,808

6,463

SVS MFS Strategic Value Portfolio

35,932

4,285

SVS Oak Strategic Equity Portfolio

33,556

11,198

SVS Turner Mid Cap Growth Portfolio

43,686

7,549

Distribution Service Agreement. Under the Distribution Service Agreement, in accordance with Rule 12b-1 under the 1940 Act, Scudder Investments Service Company ("SISC") receives a fee ("Distribution Service Fee") of 0.25% of average daily net assets of Class B shares. For the six months ended June 30, 2005, the Distribution Service Fee was as follows:

Portfolio

Total Aggregated ($)

Waived ($)

Unpaid at June 30, 2005 ($)

Scudder Aggressive Growth Portfolio

7,355

1,310

Scudder Blue Chip Portfolio

48,153

7,833

Scudder Conservative Income Strategy Portfolio

8,078

8,078

Scudder Fixed Income Portfolio

109,823

16,586

Scudder Global Blue Chip Portfolio

16,829

3,016

Scudder Government & Agency Securities Portfolio

60,246

9,965

Scudder Growth & Income Strategy Portfolio

79,454

17,921

Scudder Growth Strategy Portfolio

88,344

19,937

Scudder High Income Portfolio

68,995

11,193

Scudder Income & Growth Strategy Portfolio

25,988

17,529

Scudder International Select Equity Portfolio

60,905

10,162

Scudder Large Cap Value Portfolio

49,923

8,088

Scudder Mercury Large Cap Core Portfolio

1,608

380

Scudder Money Market Portfolio

65,674

11,268

Scudder Small Cap Growth Portfolio

37,559

7,392

Scudder Strategic Income Portfolio

27,695

4,162

Scudder Technology Growth Portfolio

18,303

3,004

Scudder Templeton Foreign Value Portfolio

4,257

887

Scudder Total Return Portfolio

40,693

6,647

SVS Davis Venture Value Portfolio

84,510

14,040

SVS Dreman Financial Services Portfolio

20,707

3,415

SVS Dreman High Return Equity Portfolio

148,083

24,968

SVS Dreman Small Cap Value Portfolio

88,706

14,457

SVS Index 500 Portfolio

79,807

17,515

SVS INVESCO Dynamic Growth Portfolio

8,972

1,423

SVS Janus Growth And Income Portfolio

33,296

5,579

SVS Janus Growth Opportunities Portfolio

10,018

1,716

SVS MFS Strategic Value Portfolio

41,028

10,823

SVS Oak Strategic Equity Portfolio

24,723

4,041

SVS Turner Mid Cap Growth Portfolio

28,481

4,729

Typesetting and Filing Service Fees. Under an agreement with DeIM, DeIM is compensated for providing typesetting and regulatory filing services to the Portfolios. For the six months ended June 30, 2005, the amounts charged to the Portfolios by DeIM included in reports to shareholders were as follows:

Portfolio

Total Aggregated ($)

Unpaid at June 30, 2005 ($)

Scudder Aggressive Growth Portfolio

5,385

2,651

Scudder Blue Chip Portfolio

5,385

2,651

Scudder Conservative Income Strategy Portfolio

3,633

2,360

Scudder Fixed Income Portfolio

5,385

2,651

Scudder Global Blue Chip Portfolio

5,385

2,651

Scudder Government & Agency Securities Portfolio

5,385

2,651

Scudder Growth & Income Strategy Portfolio

3,633

2,360

Scudder Growth Strategy Portfolio

3,633

2,360

Scudder High Income Portfolio

5,385

2,651

Scudder Income & Growth Strategy Portfolio

3,633

2,360

Scudder International Select Equity Portfolio

3,924

2,651

Scudder Large Cap Value Portfolio

5,385

2,651

Scudder Mercury Large Cap Core Portfolio

3,924

2,651

Scudder Money Market Portfolio

5,385

2,651

Scudder Small Cap Growth Portfolio

5,385

2,651

Scudder Strategic Income Portfolio

5,385

2,651

Scudder Technology Growth Portfolio

5,385

2,651

Scudder Templeton Foreign Value Portfolio

3,924

2,651

Scudder Total Return Portfolio

5,385

2,651

SVS Davis Venture Value Portfolio

3,924

2,651

SVS Dreman Financial Services Portfolio

5,385

2,651

SVS Dreman High Return Equity Portfolio

5,385

2,651

SVS Dreman Small Cap Value Portfolio

5,385

2,651

SVS Index 500 Portfolio

5,385

2,651

SVS INVESCO Dynamic Growth Portfolio

3,924

2,651

SVS Janus Growth And Income Portfolio

3,924

2,651

SVS Janus Growth Opportunities Portfolio

3,924

2,651

SVS MFS Strategic Value Portfolio

3,924

2,651

SVS Oak Strategic Equity Portfolio

3,924

2,651

SVS Turner Mid Cap Growth Portfolio

3,924

2,651

Trustees' Fees and Expenses. The portfolios pay each Trustee not affiliated with the Advisor retainer fees plus specified amounts for attended board and committee meetings.

Scudder Cash Management QP Trust. Pursuant to an Exemptive Order issued by the SEC, the portfolios 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. Investing in High Yield Securities

Investing in high yield securities may involve greater risks and considerations not typically associated with investing in US Government bonds and other high quality fixed-income securities. These securities are non-investment grade securities, often referred to as "junk bonds." Economic downturns may disrupt the high yield market and impair the ability of issuers to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact on the value of such obligations. Moreover, high yield securities may be less liquid due to the extent that there is no established retail secondary market and because of a decline in the value of such securities.

E. Investing in Emerging Markets

Investing in emerging markets may involve special risks and considerations not typically associated with investing in the United States of America. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and future adverse political, social and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls, delayed settlements and their prices more volatile than those of comparable securities in the United States of America.

F. Expense Reductions

For the six months ended June 30, 2005, the Advisor agreed to reimburse the Portfolios which represents a portion of the fee savings expected to be realized by the Advisor related to the outsourcing by the Advisor of certain administrative services to an unaffiliated service provider in the following amounts:

Portfolio

Amount ($)

Scudder Aggressive Growth Portfolio

460

Scudder Blue Chip Portfolio

1,251

Scudder Fixed Income Portfolio

1,213

Scudder Global Blue Chip Portfolio

514

Scudder Government & Agency Securities Portfolio

1,289

Scudder High Income Portfolio

1,643

Scudder International Select Equity Portfolio

978

Scudder Large Cap Value Portfolio

1,240

Scudder Money Market Portfolio

1,207

Scudder Small Cap Growth Portfolio

994

Scudder Strategic Income Portfolio

542

Scudder Technology Growth Portfolio

988

Scudder Total Return Portfolio

2,245

SVS Davis Venture Value Portfolio

1,325

SVS Dreman Financial Services Portfolio

750

SVS Dreman High Return Equity Portfolio

2,926

SVS Dreman Small Cap Value Portfolio

1,913

SVS Index 500 Portfolio

1,473

SVS INVESCO Dynamic Growth Portfolio

403

SVS Janus Growth And Income Portfolio

918

SVS Janus Growth Opportunities Portfolio

725

SVS MFS Strategic Value Portfolio

431

SVS Oak Strategic Equity Portfolio

544

SVS Turner Mid Cap Growth Portfolio

700

In addition, the portfolios have entered into arrangements with their custodian whereby credits realized as a result of uninvested cash balances were used to reduce a portion of the portfolios' expenses. During the six months ended June 30, 2005, the portfolios' custodian fees were reduced under these arrangements as follows:

Portfolio

Amount ($)

Scudder Aggressive Growth Portfolio

20

Scudder Blue Chip Portfolio

116

Scudder Fixed Income Portfolio

729

Scudder Government & Agency Securities Portfolio

131

Scudder High Income Portfolio

2,881

Scudder Large Cap Value Portfolio

37

Scudder Mercury Large Cap Core Portfolio

10

Scudder Money Market Portfolio

24

Scudder Small Cap Growth Portfolio

110

Scudder Strategic Income Portfolio

376

Scudder Technology Growth Portfolio

98

Scudder Total Return Portfolio

1,041

SVS Davis Venture Value Portfolio

29

SVS Dreman High Return Equity Portfolio

179

SVS Dreman Small Cap Value Portfolio

368

SVS Index 500 Portfolio

23

SVS INVESCO Dynamic Growth Portfolio

41

SVS Janus Growth And Income Portfolio

47

SVS Janus Growth Opportunities Portfolio

26

SVS MFS Strategic Value Portfolio

16

SVS Oak Strategic Equity Portfolio

5

SVS Turner Mid Cap Growth Portfolio

19

G. Forward Foreign Currency Exchange Contracts

As of June 30, 2005, the following portfolios had entered into the following forward foreign currency exchange contracts resulting in the following:

Scudder High Income Portfolio

 

 

 

 

 

Contracts to Deliver

 

In Exchange For

 

Settlement Date

 

Unrealized Appreciation (US$)

EUR

72,525

 

USD

97,784

 

9/9/2005

 

9,783

EUR

317,385

 

USD

413,203

 

9/9/2005

 

28,091

EUR

306,130

 

USD

396,326

 

9/27/2005

 

24,590

EUR

72,725

 

USD

93,041

 

9/27/2005

 

4,731

EUR

149,490

 

USD

181,656

 

9/27/2005

 

129

EUR

5,453,015

 

USD

6,906,762

 

11/18/2005

 

267,941

Total unrealized appreciation

 

 

 

 

$ 335,265

Contracts to Deliver

 

In Exchange For

 

Settlement Date

 

Unrealized Depreciation (US$)

MXN

12,156,988

 

USD

1,078,254

 

11/10/2005

 

$ (27,507)

Scudder Strategic Income Portfolio

In Exchange For

 

Settlement Date

 

Unrealized Appreciation (US$)

Contracts to Deliver

 

SEK

16,270,238

 

USD

2,276,959

 

7/22/05

 

$ 194,669

USD

4,337,187

 

AUD

5,749,948

 

7/22/05

 

141,350

USD

1,487,121

 

CHF

1,858,634

 

7/22/05

 

52,153

EUR

143,000

 

USD

187,919

 

7/28/05

 

14,701

EUR

961,000

 

USD

1,259,775

 

7/28/05

 

95,700

EUR

110,000

 

USD

142,340

 

7/28/05

 

9,095

USD

110,000

 

MXN

1,216,270

 

7/28/05

 

2,575

USD

138,000

 

ARS

403,374

 

8/26/05

 

1,315

USD

55,000

 

ARS

162,663

 

8/26/05

 

1,179

EUR

4,835

 

USD

6,519

 

9/9/05

 

652

EUR

48,089

 

USD

62,607

 

9/9/05

 

4,256

EUR

50,483

 

USD

62,027

 

9/27/05

 

725

EUR

402,792

 

USD

510,174

 

11/18/05

 

19,792

Total unrealized appreciation

 

 

 

 

$ 538,162

Contracts to Deliver

 

In Exchange For

 

Settlement Date

 

Unrealized Depreciation (US$)

CAD

12,195,891

 

USD

9,784,305

 

7/22/2005

 

(167,055)

USD

956,786

 

EUR

742,000

 

7/22/2005

 

(58,176)

USD

2,816,465

 

EUR

2,300,000

 

7/22/2005

 

(31,013)

USD

1,582,000

 

JPY

169,985,900

 

7/22/2005

 

(46,175)

USD

2,721,688

 

JPY

284,000,000

 

7/22/2005

 

(155,743)

USD

1,025,641

 

JPY

110,000,000

 

7/22/2005

 

(31,790)

MXN

3,102,000

 

USD

273,619

 

7/28/2005

 

(10,496)

MXN

2,020,950

 

USD

180,000

 

7/28/2005

 

(7,055)

TRY

250,440

 

USD

178,758

 

7/28/2005

 

(7,759)

USD

243,086

 

EUR

200,000

 

7/28/2005

 

(823)

USD

225,000

 

EUR

178,222

 

7/28/2005

 

(9,117)

USD

190,692

 

EUR

157,000

 

7/28/2005

 

(516)

USD

180,000

 

PLN

593,136

 

7/28/2005

 

(2,706)

USD

190,000

 

PLN

631,997

 

7/28/2005

 

(1,090)

USD

184,187

 

RUB

5,102,000

 

7/28/2005

 

(6,302)

ARS

566,036

 

USD

190,520

 

8/26/2005

 

(4,973)

MXN

1,576,549

 

USD

139,830

 

11/10/2005

 

(3,565)

Total unrealized depreciation

 

 

 

 

$ (544,354)

Scudder Templeton Foreign Value Portfolio

 

Settlement Date

 

Unrealized Appreciation (US$)

Contracts to Deliver

 

In Exchange For

 

 

DKK

119,000

 

EUR

15,982

 

7/7/2005

 

$ 13

Scudder Total Return Portfolio

In Exchange For

 

Settlement Date

 

Unrealized Appreciation (US$)

Contracts to Deliver

 

NZD

957,552

 

AUD

880,000

 

7/28/2005

 

$ 6,696

USD

674,670

 

CLP

399,000

 

7/28/2005

 

15,717

EUR

102,000

 

USD

133,123

 

7/28/2005

 

9,568

EUR

46,000

 

USD

55,876

 

7/28/2005

 

155

EUR

3,571,700

 

USD

4,415,656

 

7/28/2005

 

355,684

EUR

1,098,000

 

USD

1,426,873

 

7/28/2005

 

96,848

EUR

544,365

 

USD

708,700

 

7/28/2005

 

49,302

GBP

378,136

 

SEK

5,200,000

 

7/28/2005

 

15,625

GBP

4,025,000

 

USD

7,641,532

 

7/28/2005

 

437,864

GBP

12,000

 

USD

22,221

 

7/28/2005

 

744

GBP

384,026

 

JPY

74,900,000

 

7/28/2005

 

13,713

GBP

380,000

 

USD

680,546

 

7/28/2005

 

448

JPY

73,641,100

 

NZD

962,000

 

7/28/2005

 

13,159

JPY

74,000,000

 

USD

677,780

 

7/28/2005

 

8,811

KRW

590,000,000

 

USD

590,159

 

7/28/2005

 

19,861

KRW

120,000,000

 

USD

115,993

 

7/28/2005

 

3,887

NZD

681,000

 

USD

493,398

 

7/28/2005

 

20,878

NZD

3,389,000

 

USD

2,420,932

 

7/28/2005

 

69,435

SEK

5,100,000

 

EUR

554,733

 

7/28/2005

 

27,729

SEK

5,200,000

 

GBP

368,382

 

7/28/2005

 

4,569

TWD

18,400,000

 

USD

589,366

 

7/28/2005

 

8,808

EUR

62,568

 

USD

81,680

 

9/9/2005

 

5,661

EUR

14,505

 

USD

19,557

 

9/9/2005

 

1,956

EUR

45,300

 

USD

55,047

 

9/27/2005

 

39

EUR

489,852

 

USD

620,444

 

11/18/2005

 

24,069

Total unrealized appreciation

 

 

 

 

$ 1,211,226

Contracts to Deliver

 

In Exchange For

 

Settlement Date

 

Unrealized Depreciation (US$)

USD

128,932

 

AUD

166,000

 

7/28/2005

 

$ (2,798)

USD

651,441

 

AUD

844,000

 

7/28/2005

 

(10,131)

USD

681,477

 

AUD

890,000

 

7/28/2005

 

(5,214)

USD

204,192

 

EUR

168,000

 

7/28/2005

 

(691)

USD

190,000

 

EUR

150,499

 

7/28/2005

 

(7,699)

SEK

5,100,000

 

EUR

554,733

 

7/28/2005

 

(9,560)

SEK

5,200,000

 

GBP

368,392

 

7/28/2005

 

(11,869)

USD

1,430,188

 

JPY

150,531,000

 

7/28/2005

 

(69,369)

GBP

384,026

 

JPY

74,900,000

 

7/28/2005

 

(23,910)

USD

706,538

 

KRW

710,000,000

 

7/28/2005

 

(20,247)

MXN

7,096,400

 

USD

631,187

 

7/28/2005

 

(25,645)

MXN

42,879,300

 

USD

3,865,104

 

7/28/2005

 

(167,950)

MXN

3,500,000

 

USD

314,975

 

7/28/2005

 

(8,978)

JPY

73,641,100

 

NZD

962,000

 

7/28/2005

 

(11,388)

AUD

880,000

 

NZD

957,552

 

7/28/2005

 

(10,953)

EUR

544,365

 

PLN

2,270,000

 

7/28/2005

 

(30,174)

GBP

378,136

 

SEK

5,200,000

 

7/28/2005

 

(25,780)

USD

243,937

 

SEK

1,706,000

 

7/28/2005

 

(25,239)

USD

1,206,835

 

SEK

8,510,000

 

7/28/2005

 

(115,907)

USD

697,418

 

SGD

1,140,000

 

7/28/2005

 

(20,508)

USD

682,266

 

SGD

1,130,000

 

7/28/2005

 

(11,294)

USD

598,569

 

TWD

18,400,000

 

7/28/2005

 

(18,011)

USD

12,712

 

EUR

9,670

 

9/9/2005

 

(979)

USD

218,251

 

MXN

2,460,710

 

11/10/2005

 

(5,568)

Total unrealized depreciation

 

 

 

 

$ (639,862)

SVS Janus Growth And Income Portfolio

 

Settlement Date

 

Unrealized Appreciation (US$)

Contracts to Deliver

 

In Exchange For

CHF

375,000

 

USD

306,535

 

7/1/2005

 

$ 13,584

CHF

555,000

 

USD

463,620

 

7/15/2005

 

30,052

CHF

25,000

 

USD

21,159

 

7/15/2005

 

1,630

EUR

1,490,000

 

USD

1,925,229

 

7/15/2005

 

121,175

CHF

925,000

 

USD

773,411

 

8/19/2005

 

48,865

Total unrealized appreciation

$ 215,306

Contracts to Deliver

 

In Exchange For

 

Settlement Date

 

Unrealized Depreciation (US$)

EUR

200,000

 

USD

242,924

 

12/2/2005

 

$ (740)

Currency Abbreviations:

ARS

Argentine Peso

KRW

Korean Won

AUD

Australian Dollar

MXN

Mexican Peso

CAD

Canadian Dollar

NZD

New Zealand Dollar

CHF

Swiss Franc

RUB

Russian Ruble

CLP

Chilean Peso

SEK

Swedish Krona

DKK

Danish Krone

SGD

Singapore Dollar

EUR

Euro

TRY

New Turkish Lira

GBP

British Pound

TWD

Taiwanese Dollar

JPY

Japanese Yen

USD

United States Dollar

PLN

Polish Zloty

 

 

H. Ownership of the Portfolios

At June 30, 2005, the beneficial ownership in the portfolios was as follows:

Scudder Aggressive Growth Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 61% and 31%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 82% and 17%.

Scudder Blue Chip Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 53% and 34%. Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 78%, 11% and 11%.

Scudder Conservative Income Strategy Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 54%, 36% and 10%.

Scudder Fixed Income Portfolio: One Participating Insurance Company was owner of record of 10% or more of the total outstanding Class A shares of the Portfolio, owning 35%. One Participating Insurance Company was the owner of record of 10% or more of the total outstanding Class B shares of the Portfolio, owning 83%.

Scudder Global Blue Chip Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 60% and 38%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 70% and 30%.

Scudder Government & Agency Securities Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 41%, 31% and 19%. One Participating Insurance Company was the owner of record of 10% or more of the total outstanding Class B shares of the Portfolio, owning 88%.

Scudder Growth & Income Strategy Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 77% and 23%.

Scudder Growth Strategy Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 82% and 17%.

Scudder High Income Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 38%, 32% and 26%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 80% and 19%.

Scudder Income & Growth Strategy Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 74% and 26%.

Scudder International Select Equity Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 42%, 28% and 26%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 61% and 39%.

Scudder Large Cap Value Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 42%, 34% and 16%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 82% and 18%.

Scudder Mercury Large Cap Core Portfolio: One Participating Insurance Company was the owner of record of 10% or more of the total outstanding Class A shares of the Portfolio, owning 100%. Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 38%, 34% and 28%.

Scudder Money Market Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 39%, 35% and 24%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 52% and 48%.

Scudder Small Cap Growth Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 47%, 24% and 22%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 85% and 15%.

Scudder Strategic Income Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 54% and 43%. Two Participating Insurance Companies were owners of record of 10% or more of the outstanding Class B shares of the Portfolio, each owning 69% and 31%.

Scudder Technology Growth Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 62% and 34%. Two Participating Insurance Companies were owners of record of 10% or more of the outstanding Class B shares of the Portfolio, each owning 81% and 17%.

Scudder Templeton Foreign Value Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 54% and 43%. Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 62%, 24% and 14%.

Scudder Total Return Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 39%, 26% and 17%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 76% and 24%.

SVS Davis Venture Value Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 76% and 22%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 74% and 15%.

SVS Dreman Financial Services Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 57% and 40%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 75% and 25%.

SVS Dreman High Return Equity Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 67% and 27%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 84% and 15%.

SVS Dreman Small Cap Value Portfolio: Three Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 57%, 28% and 13%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 76% and 18%.

SVS Index 500 Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 68% and 30%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 84% and 10%.

SVS INVESCO Dynamic Growth Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 81% and 19%. One Participating Insurance Company was the owner of record of 10% or more of the total outstanding Class B shares of the Portfolio, owning 90%.

SVS Janus Growth And Income Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 70% and 29%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 85% and 15%.

SVS Janus Growth Opportunities Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 61% and 27%. One Participating Insurance Company was the owner of record of 10% or more of the total outstanding Class B shares of the Portfolio, owning 90%.

SVS MFS Strategic Value Portfolio: Four Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 45%, 20%, 15% and 14%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 88% and 12%.

SVS Oak Strategic Equity Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 80% and 19%. Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 81% and 19%.

SVS Turner Mid Cap Growth Portfolio: Two Participating Insurance Companies were owners of record of 10% or more of the total outstanding Class A shares of the Portfolio, each owning 81% and 19%. Two Participating Insurance Companies were the owners of record of 10% or more of the total outstanding Class B shares of the Portfolio, each owning 84% and 16%.

I. Line of Credit

The Trust and several other affiliated funds (the "Participants") share in a $1.1 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. The facility borrowing limit for each portfolio as a percent of net assets is as follows:

Portfolio

Facility Borrowing Limit

Scudder Aggressive Growth Portfolio

33%

Scudder Blue Chip Portfolio

33%

Scudder Conservative Income Strategy Portfolio

5%

Scudder Fixed Income Portfolio

33%

Scudder Global Blue Chip Portfolio

33%

Scudder Government & Agency Securities Portfolio

33%

Scudder Growth and Income Strategy Portfolio

5%

Scudder Growth Strategy Portfolio

5%

Scudder High Income Portfolio

33%

Scudder Income & Growth Strategy Portfolio

5%

Scudder International Select Equity Portfolio

33%

Scudder Large Cap Value Portfolio

33%

Scudder Mercury Large Cap Core Portfolio

33%

Scudder Money Market Portfolio

33%

Scudder Small Cap Growth Portfolio

33%

Scudder Strategic Income Portfolio

33%

Scudder Technology Growth Portfolio

5%

Scudder Total Return Portfolio

33%

SVS Davis Venture Value Portfolio

33%

SVS Dreman Financial Services Portfolio

33%

SVS Dreman High Return Equity Portfolio

33%

SVS Dreman Small Cap Value Portfolio

33%

SVS Index 500 Portfolio

33%

SVS INVESCO Dynamic Growth Portfolio

33%

SVS Janus Growth And Income Portfolio

33%

SVS Janus Growth Opportunities Portfolio

33%

SVS MFS Strategic Value Portfolio

33%

SVS Oak Strategic Equity Portfolio

33%

SVS Turner Mid Cap Growth Portfolio

33%

At June 30, 2005, the outstanding loan information was as follows:

 

Loan Outstanding

Interest Expense

Average of Borrowings

Weighted Average Interest Rate

Scudder Government & Agency Securities Portfolio

$ 9,950,000

$ —

$ 9,950,000

3.94%

SVS Dreman Financial Services Portfolio

150,000

3,434

435,393

3.22%

J. 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.

K. Fund Merger

On March 9, 2005, the Trustees of the SVS Index 500 Portfolio approved, in principle, the merger of the Portfolio into Scudder VIT Equity 500 Index Fund, which is managed by the same portfolio manager. Completion of the merger is subject to a number of conditions, including final approval by the Portfolio's Trustees and approval by the shareholders of the Portfolio at a shareholder meeting expected to be held within approximately the next three months.

L. Acquisition of Assets

On April 29, 2005, the Scudder Small Cap Growth Portfolio acquired all of the net assets of Scudder Variable Series I 21st Century Growth Portfolio pursuant to a plan of reorganization approved by shareholders on April 20, 2005. The acquisition was accomplished by a tax-free exchange of 7,739,831 Class A shares and 1,627,657 Class B shares of the Scudder Variable Series I 21st Century Growth Portfolio, respectively, for 3,256,621 Class A shares and 680,062 Class B shares of the Scudder Small Cap Growth Portfolio, respectively, outstanding on April 29, 2005. Scudder Variable Series I 21st Century Growth Portfolio's net assets at that date of $45,435,834, including $4,404,910 of net unrealized appreciation, were combined with those of the Scudder Small Cap Growth Portfolio. The aggregate net assets of the Scudder Small Cap Growth Portfolio immediately before the acquisition were $209,671,733. The combined net assets of the Scudder Small Cap Growth Portfolio immediately following the acquisitions were $255,107,567.

On April 29, 2005, the Scudder Total Return Portfolio acquired all of the net assets of Scudder Variable Series I Balanced Portfolio pursuant to a plan of reorganization approved by shareholders on April 20, 2005. The acquisition was accomplished by a tax-free exchange of 10,773,456 Class A shares of the Scudder Variable Series I Balanced Portfolio for 5,591,767 Class A shares of the Total Return Portfolio outstanding on April 29, 2005. Scudder Variable Series I Balanced Portfolio's net assets at that date of $118,997,707, including $9,126,657 of net unrealized appreciation, were combined with those of the Scudder Total Return Portfolio. The aggregate net assets of the Scudder Total Return Portfolio immediately before the acquisition were $598,273,318. The combined net assets of the Scudder Total Return Portfolio immediately following the acquisitions were $717,271,025.

M. Other — Fixed Income Portfolio

Deutsche Bank has signed an agreement with Aberdeen Asset Management ("Aberdeen") to sell parts of the United Kingdom and Philadelphia-based asset management business of Deutsche Asset Management. This proposed sale, which is subject to regulatory approval, is not yet approved by the Board or shareholders. In the event the sale is approved, it is expected that Aberdeen, or an affiliate thereof, would become subadvisor to the fund.

Proxy Voting

 

A description of the Trust's policies and procedures for voting proxies for portfolio securities and information about how the Trust 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 Trust's policies and procedures without charge, upon request, call us toll free at (800) 621-1048.

Investment Management and Sub-Advisory Agreement Approvals

 

SVS Janus Growth And Income Portfolio

At its March 9, 2005 meeting, the Board considered a proposal by Deutsche Investment Management Americas Inc. (the "Advisor"), the investment adviser to the SVS Janus Growth And Income Portfolio (the "fund"), that the Board approve new management and sub-advisory fee schedules for the fund.

The Board, and the Independent Trustees, normally consider the renewal of the fund's investment management and sub-advisory agreements annually pursuant to a process that concludes at the Board's September Board meeting following a multi-month review process. In connection with its annual consideration of the investment management and sub-advisory agreements, the Board considered the following factors, among others, when determining whether to approve or continue the agreements:

the nature, extent and quality of the services provided by the Advisor and sub-advisor

the investment performance of the fund and the Advisor and sub-advisor

the cost of the services provided and the profits realized by the Advisor and its affiliates from the relationship with the fund

the extent to which economies of scale would be realized as the fund grows

whether fee levels reflect these economies of scale for the benefit of fund investors

In response to a request from the Independent Trustees, the Advisor submitted a proposal to reduce the investment management fees paid by the fund. The Advisor proposed that the annual investment management fees be 0.750% of average net assets up to $250 million, 0.725% of the next $750 million, 0.700% of the next $1.5 billion and 0.675% thereafter, and that the annual sub-advisory fees to be paid by the Advisor to the sub-advisor, Janus Capital Management, LLC ("Janus"), be reduced to 0.450% of average net assets up to $25 million, 0.400% of the next $125 million, 0.375% of the next $600 million and 0.350% thereafter. At its March 9, 2005 meeting, the Board considered the proposal, noting in particular the Advisor's representation that, notwithstanding the lower fee schedules, there would be no diminution in the quality or nature of the services provided by the Advisor and Janus to the fund. The Board concluded the fee reductions were appropriate. The Board therefore determined to approve the amended investment management and sub-advisory agreements to take effect on May 1, 2005. The Board is currently reviewing the amended management and sub-advisory agreements as part of its annual contract review process that will culminate at the Board's September 2005 meeting.

SVS Janus Growth Opportunities Portfolio

At its March 9, 2005 meeting, the Board considered a proposal by Deutsche Investment Management Americas Inc. (the "Advisor"), the investment adviser to the SVS Janus Growth Opportunities Portfolio (the "fund"), that the Board approve new management and sub-advisory fee schedules for the fund.

The Board, and the Independent Trustees, normally consider the renewal of the fund's investment management and sub-advisory agreements annually pursuant to a process that concludes at the Board's September Board meeting following a multi-month review process. In connection with its annual consideration of the investment management and sub-advisory agreements, the Board considered the following factors, among others, when determining whether to approve or continue the agreements:

the nature, extent and quality of the services provided by the Advisor and sub-advisor

the investment performance of the fund and the Advisor and sub-advisor

the cost of the services provided and the profits realized by the Advisor and its affiliates from the relationship with the fund

the extent to which economies of scale would be realized as the fund grows

whether fee levels reflect these economies of scale for the benefit of fund investors

In response to a request from the Independent Trustees, the Advisor submitted a proposal to reduce the investment management fees paid by the fund. The Advisor proposed that the annual investment management fees be 0.750% of average net assets up to $250 million, 0.725% of the next $750 million, 0.700% of the next $1.5 billion and 0.675% thereafter, and that the annual sub-advisory fees to be paid by the Advisor to the sub-advisor, Janus Capital Management, LLC ("Janus"), be reduced to 0.450% of average net assets up to $25 million, 0.400% of the next $125 million, 0.375% of the next $600 million and 0.350% thereafter. At its March 9, 2005 meeting, the Board considered the proposal, noting in particular the Advisor's representation that, notwithstanding the lower fee schedules, there would be no diminution in the quality or nature of the services provided by the Advisor and Janus to the fund. The Board concluded the fee reductions were appropriate. The Board therefore determined to approve the amended investment management and sub-advisory agreements to take effect on May 1, 2005. The Board is currently reviewing the amended management and sub-advisory agreements as part of its annual contract review process that will culminate at the Board's September 2005 meeting.

SVS INVESCO Dynamic Growth Portfolio

In connection with a proposed change in sub-advisor (from INVESCO Institutional (N.A.) Inc. ("INVESCO") to Salomon Brothers Asset Management Inc. ("SBAM")), discussed further below, at the Board of Trustees meeting on May 11, 2005, Deutsche Investment Management Americas Inc. ("DeIM" or the "Advisor") proposed to the Board that the SVS INVESCO Dynamic Growth Portfolio (the "fund") adopt a "manager-of-managers" structure relating to its sub-advisory relationship. As part of the conversion to a "manager-of-managers" structure, DeIM proposed that a new investment management agreement with DeIM for the fund (the "New Agreement") be approved by the Board. As part of the change in sub-advisor, DeIM also proposed to lower its investment management fees to reflect the lower fees charged by SBAM.

The Board, and the Independent Trustees, normally consider the renewal of the fund's investment management and sub-advisory agreements annually pursuant to a process that concludes at the Board's September meeting following a multi-month review process. In connection with its last annual consideration of the current investment management agreement (the "Current Agreement") in September 2004, the Board considered the following factors, among others, in determining to continue the Agreement: (i) the nature, extent and quality of the services provided by the Advisor; (ii) the investment performance of the fund and the Advisor; (iii) the cost of the services provided and the profits realized by the Advisor and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale for the benefit of fund investors. In connection with the Board's consideration of the New Agreement, the Trustees took note of their previous considerations as well as considering that the management fee schedule proposed under the New Agreement is lower than the current fee schedule. In addition, the Board approved an amendment of the Current Agreement, effective August 1, 2005, to implement a new management fee schedule as of the date of the Interim Sub-Advisory Agreement, as discussed below. The Board also considered the Advisor's representation that there would be no diminution in services provided in connection with the amendment to the Current Agreement to reflect the new management fee schedule.

The Board approved the amendment to the Current Agreement at the May 11, 2005 meeting, and also approved the New Agreement and recommended its approval to shareholders. In approving the amendment to the Current Agreement and the New Agreement, the Board, including the Independent Trustees, reviewed materials from the Advisor relating to the proposed management fee and services to be provided as well as other information, and the Independent Trustees were advised by independent counsel regarding their duties in connection with contract approvals.

Nature, Extent and Quality of Services and Investment Performance. The Board reviewed the nature, extent and quality of the administrative, legal and other services provided by DeIM. The Board considered the size, education and experience of DeIM's staff, its use of technology and its approach to recruiting, training and retaining portfolio managers and other research and management personnel. The Board also considered the nature, quality, cost and extent of administrative and shareholder services performed by DeIM and its affiliated companies. The Board noted that DeIM previously delegated to INVESCO, and would delegate to SBAM, responsibility for furnishing a continuous investment program for the fund, and making investment decisions with respect to the fund's assets. The Board considered DeIM's continuing responsibility to oversee whoever is serving as sub-advisor. The Board noted that the Advisor conducted an extensive search for a successor to INVESCO, performed extensive due diligence on the proposed successor, including retaining an independent entity to assess SBAM, and provided the Board with information on SBAM's investment approach. The Board also reviewed information regarding the SBAM Aggressive Growth Team, including the investment performance of a portfolio managed by the team in a strategy similar to that which SBAM will apply to the fund. Based on the information provided and the Board's familiarity with the Advisor, the Board concluded that the nature, extent and quality of the services provided by DeIM were appropriate.

Fees and Expenses. The Board considered the management fee rate proposed for the fund under the amendment to the Current Agreement and the New Agreement and the management fees of funds in a peer group considered by DeIM to be the fund's most direct peers in the variable annuity marketplace. The Board considered that the management fee rate under the amendment to the Current Agreement and the New Agreement was lower than the management fee rate under the Current Agreement. The Board considered the new spread between the management fee under the amendment to the Current Agreement and the New Agreement and the SBAM sub-advisory fee rate and reviewed an asset-weighted spread analysis for the new spread compared against the spread under the prior sub-advisory agreement with INVESCO. The Board considered that the new spread was lower. The Board also considered information provided by the Advisor on the impact of the new management fee schedule on the fund's overall expenses, and the expense caps to which the Advisor had agreed. The Board concluded that the management fee schedule was reasonable and appropriate in light of the quality of services provided by the Advisor and the spread it would receive.

Profitability. In connection with its annual consideration of the Current Agreement, the Board had considered the level of DeIM's profits with respect to the management of the fund, including a review of DeIM's methodology in allocating its costs to the management of the fund. The Board considered the profits realized by DeIM in connection with the operation of the fund and whether the amount of profit is a fair entrepreneurial profit for the management of the fund. The Board considered, in connection with the New Agreement, that any profitability achieved by the Advisor under the Current Agreement might be reduced because of the lower management fee rate. The Board concluded that the anticipated profitability of the New Agreement to the Advisor was reasonable.

Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the fund and whether the fund benefits from any economies of scale. The Board considered whether the management fee rate under the amendment to the Current Agreement and the New Agreement is reasonable in relation to the asset size of the fund. The Board noted that the management fee included three breakpoints, designed to share economies of scale with the shareholders. The Board noted that the expense caps imposed by the Advisor for the one year period beginning May 1, 2005, which are to continue under the amendment to the Current Agreement and the New Agreement in a proportional amount, resulted in shareholders having an expense ratio that is lower than that to which they otherwise would have been subject. The Board concluded that the proposed management fee schedule reflected economies of scale that would benefit shareholders.

Other Benefits to DeIM and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DeIM and its affiliates, including fees received by the Advisor for administrative services provided to the fund and fees received by an affiliate of the Advisor for distribution services. The Board concluded that these fall-out benefits were reasonable in light of the services provided.

Based on all of the information considered and the conclusions reached, the Board determined that the terms of the amendment to the Current Agreement and of the New Agreement are fair and reasonable and that the amendment to the Current Agreement and the New Agreement are in the best interests of the fund.

Board Considerations for Interim and New Sub-Advisory Agreements

In March 2005, DeIM proposed to the Board that INVESCO, which then served as sub-advisor to the fund, be replaced as sub-advisor with SBAM. At a meeting held on May 11, 2005, the Board approved the termination of INVESCO upon 60 days' notice and the retention of SBAM as sub-advisor for the fund under an interim sub-advisory agreement (the "Interim Sub-Advisory Agreement") for up to 150 days. The Board also approved a new sub-advisory agreement between SBAM and DeIM (the "New Sub-Advisory Agreement"), which fund shareholders will be asked to approve. On August 1, 2005, the Interim Sub-Advisory Agreement became effective. In connection with the change in sub-advisor, the name of the fund was changed to Scudder Salomon Aggressive Growth Portfolio and modifications were made to the fund's investment objective and policies.

In connection with the retention of SBAM under the Interim Sub-Advisory Agreement and the New Sub-Advisory Agreement, the Board, including the Independent Trustees, received materials from the Advisor relating to the services to be provided under the Agreements, including information about (i) the nature, extent and quality of services to be provided by SBAM, including information with respect to portfolio management services to be provided; (ii) the proposed sub-advisory fee rate relative to a peer group; (iii) the investment performance of a fund managed by SBAM in a style similar to the fund, measured against appropriate benchmarks; and (iv) general information about SBAM. The Independent Trustees also were advised by independent counsel regarding their duties in connection with contract approvals.

Nature, Extent and Quality of Services and Investment Performance. The Board reviewed SBAM's investment performance for other products. In particular, the Board considered the investment performance of SBAM in the Smith Barney Aggressive Growth Fund, a fund managed by SBAM in a style similar to the fund. The Board considered the size, education and experience of SBAM's Aggressive Growth Team, including that the team is led by senior portfolio manager Richard Freeman, who has 28 years of securities business experience. The Board also considered the biographies of the other members of SBAM's Aggressive Growth Team. The Board considered SBAM's aggressive growth strategy and how it compares to INVESCO's investment philosophy and style. The Board also considered a report from an independent evaluation service on SBAM. The Board concluded that SBAM had the capability to provide the necessary investment advisory services to the fund.

Fees. The Board considered the sub-advisory fee rate proposed under the Interim and the New Sub-Advisory Agreements. The Board considered that, although SBAM's fee rate is less than INVESCO's fee rate, the Advisor represented that there would be no diminution in services provided in connection with the Interim and the New Sub-Advisory Agreements. The Board concluded that the proposed sub-advisory fee rate was reasonable.

Profitability. The Board did not consider an estimated level of profit to SBAM under the Interim and the New Sub-Advisory Agreements. The Board considered that the sub-advisory fee rate was negotiated at arm's length between the Advisor and SBAM, and since SBAM would be paid by the Advisor, the Board, given the size of the fund, considered only the estimated profitability to the Advisor.

Economies of Scale. As part of its review of the investment management agreement with DeIM, the Board considered whether there will be economies of scale with respect to the proposed management of the fund and whether the fund will benefit from any economies of scale. The Board noted that the investment management agreement with DeIM included breakpoints and concluded that the overall structure was designed to share economies of scale with the shareholders.

Other Benefits to SBAM. The Board also considered the character and amount of other incidental benefits expected to be received by SBAM and its affiliates. The Board noted that, unlike INVESCO, SBAM agreed to adhere to Deutsche Asset Management's soft dollar policy for the fund, which includes an agreement not to use fund brokerage transactions to pay for research services generated by parties other than the executing broker-dealer. The Board concluded that any incidental benefits to be received by SBAM from its relationship with the fund were reasonable.

Based on all of the information considered and the conclusions reached, the Board determined that the terms of the Interim and the New Sub-Advisory Agreements are fair and reasonable and that the Interim and the New Sub-Advisory Agreements are in the best interests of the fund.

About the Fund's Advisor

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.

An investment in the Money Market Portfolio is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Money Market Portfolio seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Portfolio.

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.

Scudder Distributors, Inc.
222 South Riverside Plaza
Chicago, IL 60606
(800) 778-1482

This information must be preceded or accompanied by a current prospectus.

Portfolio changes should not be considered recommendations for action by individual investors.

Printed on recycled paper.
SVS2-3 (8/31/05) 39344
Form A
Printed in the U.S.A.


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.         PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

                Not applicable.

ITEM 9.         PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
                INVESTMENT COMPANY AND AFFILIATED PURCHASERS

                Not Applicable.

ITEM 10.        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The primary function of the Nominating and Governance Committee is to identify
and recommend individuals for membership on the Board and oversee the
administration of the Board Governance Procedures and Guidelines. Shareholders
may recommend candidates for Board positions by forwarding their correspondence
by U.S. mail or courier service to the Fund's Secretary for the attention of the
Chairman of the Nominating and Governance Committee, Two International Place,
Boston, MA 02110. Suggestions for candidates must include a resume of the
candidate.

ITEM 11.        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 12.        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 Variable Series II


By:                                 /s/ Julian Sluyters
                                    ---------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               August 23, 2005


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 Variable Series II


By:                                 /s/ Julian Sluyters
                                    ---------------------------
                                    Julian Sluyters
                                    Chief Executive Officer

Date:                               August 23, 2005



By:                                 /s/ Paul Schubert
                                    ---------------------------
                                    Paul Schubert
                                    Chief Financial Officer

Date:                               August 23, 2005


EX-99.CERT 2 cert.txt CERTIFICATION 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 Variable Series II, 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. August 23, 2005 /s/ Julian Sluyters Julian Sluyters Chief Executive Officer Scudder Variable Series II 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 Variable Series II, 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. August 23, 2005 /s/ Paul Schubert Paul Schubert Chief Financial Officer Scudder Variable Series II EX-99.906CERT 3 cert906.txt 906 CERTIFICATION 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 Scudder Variable Series II, 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. August 23, 2005 /s/ Julian Sluyters Julian Sluyters Chief Executive Officer Scudder Variable Series II 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 Variable Series II, 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. August 23, 2005 /s/ Paul Schubert Paul Schubert Chief Financial Officer Scudder Variable Series II
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