<DOCUMENT>
<TYPE>EX-99.R.2
<SEQUENCE>18
<FILENAME>y93068a1exv99wrw2.txt
<DESCRIPTION>CODE OF ETHICS
<TEXT>
<PAGE>
                                                               EXHIBIT (2)(r)(2)

                        DEUTSCHE ASSET MANAGEMENT - U.S.

                                 CODE OF ETHICS

                                              EFFECTIVE DATE: JANUARY 1, 2004

                                              A Member of the
                                              DEUSTCHE BANK GROUP [GRAPHIC]

<PAGE>

                        DEUTSCHE ASSET MANAGEMENT - U.S.

                                 CODE OF ETHICS

<TABLE>
<S>                                                                                             <C>
   I.    OVERVIEW...........................................................................    1

  II.    GENERAL RULE.......................................................................    1

 III.    DEFINITIONS........................................................................    2

  IV.    RESTRICTIONS.......................................................................    4
              General.......................................................................    4
              Specific Blackout Period Restrictions.........................................    4
              New Issues (IPOs).............................................................    6
              Short-Term Trading............................................................    6
              Restricted List...............................................................    7
              Private Placements............................................................    7

   V.    COMPLIANCE PROCEDURES..............................................................    7
              Designated Brokerage Accounts.................................................    7
              Pre-Clearance.................................................................    8
              Scudder Proprietary Mutual Fund Holdings......................................    8
              Reporting Requirements........................................................    8
              Confirmation of Compliance with Policies......................................    9

  VI.    OTHER PROCEDURES/RESTRICTIONS......................................................    9
              Service on Boards of Directors................................................    9
              Outside Business Affiliations.................................................    9
              Executorships.................................................................    10
              Trusteeships..................................................................    10
              Custodianships and Powers of Attorney.........................................    10
              Gifts.........................................................................    11
              Rules for Dealing with Governmental Officials and Political Candidates........    13
              Confidentiality...............................................................    14

 VII.    SANCTIONS .........................................................................    14

VIII.    INTERPRETATIONS AND EXCEPTIONS.....................................................    14

APPENDIX:

[  ]   Schedule A...........................................................................    15
[  ]   Personal Securities Holdings Report..................................................    16
[  ]   Quarterly Personal Securities Trading Report.........................................    17
[  ]   Annual Acknowledgement of Obligations Under the Code of Ethics.......................    19
[  ]   Request For Approval of Fiduciary, Corporate Or Other Outside Activity...............    21
[  ]   Annual Review of Personal Activities Form............................................    22
</TABLE>

<PAGE>

                                                               EXHIBIT (2)(r)(2)

                        DEUTSCHE ASSET MANAGEMENT - U.S.

                                 CODE OF ETHICS

I.   OVERVIEW

This Code of Ethics ("Code") sets forth the specialized rules for business
conduct and guidelines for the personal investing activities that generally are
required of employees involved in the United States investment management areas
of the Deutsche Bank Group and its affiliates (collectively "Deutsche Asset
Management" or "DeAM").(1)

The provisions of this Code shall apply to all DeAM employees, as categorized in
the Definition Section on the next page and such other employees as the
Compliance Department ("Compliance")(2) may determine from time to time. This
Code supplements the Deutsche Bank Code of Professional Conduct and Compliance
Policies and Procedures Manual ("Compliance Manual") (available at
http://docbase.backoff.nyc.dbna.com/Policy:/General/Code of Professional
Conduct/Code of Professional Conduct and
http://docbase.backoff.nyc.dbna.com/Policy:/Compliance/Deutsche Asset
Management/Deutsche Asset Management). Each Employee must observe those
policies, as well as abide by the additional principles and rules set forth in
this Code, and any other applicable legal vehicle or division specific policies
and obligations.


II.  GENERAL RULE

DeAM employees will, in varying degrees, participate in or be aware of fiduciary
and investment services provided to registered investment companies,
institutional investment clients, employee benefit trusts and other types of
investment advisory accounts. The fiduciary relationship mandates adherence to
the highest standards of conduct and integrity. We will at all times conduct
ourselves with integrity and distinction, putting first the interests of our
clients.

Accordingly, personnel acting in a fiduciary capacity must carry out their
duties for the EXCLUSIVE BENEFIT of the client accounts. Consistent with this
fiduciary duty, the interests of DeAM clients take priority over the investment
desires of DeAM and DeAM personnel. All DeAM personnel must conduct themselves
in a manner consistent with the requirements and procedures set forth in this
Code.

-------------------------
(1) Deutsche Asset Management is the marketing name in the U.S. for the asset
management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas
(formerly Bankers Trust Co.), Deutsche Bank Securities Inc. (limited
applicability, see Appendix A), Deutsche Asset Management Inc., Deutsche Asset
Management Investment Services Ltd., Deutsche Investment Management Americas
Inc. (and its affiliates, including Scudder Investor Services, Inc. and Scudder
Distributors Inc.) and Scudder Trust Company.

(2) "Compliance" refers to the DB Americas centralized Compliance Unit
(generally referred to herein as "Central Compliance," and/or its unit
specifically designated to the DeAM business unit: "DeAM Compliance").

<PAGE>

[  ] There must be no conflict, or appearance of conflict, between the
     self-interest of any employee and the responsibility of that employee to
     Deutsche Bank, its shareholders or its clients.(3)

[  ] Employees must never improperly use their position with Deutsche Bank for
     personal or private gain to themselves, their family or any other person.

DeAM employees may also be required to comply with other policies imposing
separate requirements. Specifically, they may be subject to laws or regulations
that impose restrictions with respect to personal securities transactions,
including, but not limited to, Section 17(j) and Rule 17j-1 under the Investment
Company Act of 1940 (the "Act"). The purpose of this Code of Ethics is to ensure
that, in connection with his or her personal trading, no Employee (as defined
below) shall conduct any of the following acts upon a client account:

   -      To employ any device, scheme or artifice to defraud;

   -      To make any untrue statement of a material fact, or omit to state a
          material fact necessary in order to make the statement not misleading;

   -      To engage in any act, practice or course of business that operates or
          would operate as a fraud or deceit; or

   -      To engage in any manipulative practice.

III. DEFINITIONS

A.       "Investment Personnel" shall mean and include:

             Portfolio Managers, traders and analysts (and other employees who
             work directly with Portfolio Managers in an assistant capacity). As
             those responsible for making investment decisions (or participating
             in such decisions) in client accounts or providing information or
             advice to Portfolio Managers or otherwise helping to execute or
             implement the Portfolio Managers' recommendations, Investment
             Personnel occupy a comparatively sensitive position, and thus
             additional rules outlined herein apply to such individuals.


B.       "Access Person" shall mean and include:

         (i)      Officers and directors of DeAM entities and officers and
                  directors of DeAM-sponsored investment companies who are
                  affiliated persons of DeAM entities. Also included are
                  employees of these entities who have access to timely
                  information relating to investment management activities,
                  research and/or client portfolio holdings as well as those who
                  in the course of their job regularly receive access to client
                  trading activity (this would generally include members of the
                  Investment Operations and Treasurer's Offices). Also included
                  here are persons in a control relationship (as defined in
                  Section 2(a)(9) of the Act) to DeAM who

--------------------------
(3) The rules herein cannot anticipate all situations which may involve a
possible conflict of interest. If an employee becomes aware of a personal
interest that is, or might be, in conflict with the interest of a client, that
person should disclose the potential conflict to DeAM Compliance or Legal prior
to executing any such transaction.

                                                                               2

<PAGE>

                  obtain information concerning investment recommendations made
                  to any client account.

         (ii)     Any other personnel with responsibilities related to the asset
                  management business or frequent interaction with Access
                  Persons or Investment Personnel as determined by Compliance
                  (e.g., Legal, Compliance, Risk, Operations, Sales & Marketing,
                  as well as certain long-term temporary employees and
                  consultants).

C.       "Non-Access Person" shall mean and include:

             DeAM personnel who are not defined in Section III A. or B. above,
             and who have access to neither client trading activity nor
             recommendations made in relation to any client account. An example
             includes employees of the Mutual Funds Call Center in Chicago.

D.       "Employees" is a general term which shall include all DeAM employees,
         including Investment Personnel, Access Persons and Non-Access Persons
         as well as those non-DeAM employees who are subject to this Code of
         Ethics (see III.B.(ii) above).

E.       "Accounts" shall mean all securities accounts, whether brokerage or
         otherwise, securities held directly outside of accounts AND shall
         include open-end and closed-end mutual fund accounts

F.       "Employee Related Account" of any person subject to this Code shall
         mean:

             (i)      The Employee's own Accounts;

             (ii)     The Employee's spouse's/domestic partner's Accounts and
                      the Accounts of minor children and other relatives living
                      in the Employee's home;

             (iii)    Accounts in which the Employee, his/her spouse/domestic
                      partner, minor children or other relatives living in their
                      home have a beneficial interest (i.e., share in the
                      profits even if there is no influence on voting or
                      disposition of the shares); and

             (iv)     Accounts (including corporate Accounts and trust Accounts)
                      over which the Employee or his/her spouse/domestic partner
                      exercises investment discretion or direct or indirect
                      influence or control.

         NOTE:ANY PERSON SUBJECT TO THIS CODE IS RESPONSIBLE FOR COMPLIANCE
              WITH THESE RULES WITH RESPECT TO ANY EMPLOYEE RELATED ACCOUNT, AS
              APPLICABLE.

G.       "Securities" shall include equity or debt securities, derivatives of
         securities (such as options, warrants, and ADRs), futures, commodities,
         securities indices, Exchange Traded Funds, government and municipal
         bonds and similar instruments, but DO NOT INCLUDE:

                  (i)      Bankers' acceptances, bank certificates of deposit,
                           commercial paper and high quality short-term debt
                           instruments, including repurchase agreements.

H.       "Mutual Funds" shall include all mutual funds ( open-end and closed-end
         mutual funds), but WILL EXCLUDE:

                                                                               3

<PAGE>

(i)      Shares of open-end Money Market mutual funds (unless otherwise directed
         by Compliance);


IV.      RESTRICTIONS

For purposes of this Code, a prohibition or requirement applicable to any
Employee applies also to transactions in securities and mutual funds for any of
that Employee's personal accounts, including transactions executed by that
Employee's spouse or relatives living in that Employee's household (see
definition under III.F).

A.       GENERAL

         (i)      The Basic Policy: Employees have a personal obligation to
                  conduct their investing activities and related securities and
                  mutual fund transactions lawfully and in a manner that avoids
                  actual or potential conflicts between their own interests and
                  the interests of Deutsche Asset Management and its clients.
                  Employees must carefully consider the nature of their DeAM
                  responsibilities - and the type of information that he or she
                  might be deemed to possess in light of any particular
                  securities and mutual fund transaction - before engaging in
                  that transaction.

         (ii)     Material Nonpublic Information: Employees in possession of
                  material nonpublic information about or affecting securities,
                  or their issuer, are prohibited from buying or selling such
                  securities, or advising any other person to buy or sell such
                  securities. See also Compliance Manual -- Confidential,
                  Material, Non-Public Information, Chinese Walls, Insider
                  Trading and Related Matters Policy.

         (iii)    Corporate and Departmental Restricted Lists: Employees are not
                  permitted to buy or sell any securities that are included on
                  the Corporate Restricted List (available on the intranet)
                  and/or other applicable departmental restricted lists.

         (iv)     "Frontrunning:" Employees are prohibited from buying or
                  selling securities, mutual funds or other instruments in their
                  Employee Related Accounts so as to benefit from the employee's
                  knowledge of the Firm's or a client's trading positions, plans
                  or strategies, or forthcoming research recommendations.

B.       SPECIFIC BLACKOUT PERIOD RESTRICTIONS

         (i)      Investment Personnel and Access Persons shall not knowingly
                  effect the purchase or sale of a Security for an Employee
                  Related Account on a day during which any client account has a
                  "buy" or "sell" order for the same Security, until that order
                  is executed or withdrawn.

         (ii)     Investment Personnel shall not effect the purchase or sale of
                  a Security for an Employee Related Account within SEVEN
                  CALENDAR DAYS BEFORE OR SEVEN

                                                                               4

<PAGE>

                  CALENDAR DAYS AFTER the same Security is traded (or
                  contemplated to be traded) by a client account with which the
                  individual is associated.

         (iii)    Investment Personnel and other persons with real time access
                  to a global research sharing system platform (e.g., "GERP"(4))
                  shall not effect the purchase or sale of a Security for an
                  Employee Related Account within SEVEN CALENDAR DAYS BEFORE OR
                  SEVEN CALENDAR DAYS AFTER the same Security (a) is added
                  to/deleted from or has its weighting changed in the "Model"
                  Portfolio; or (b) has its internal rating upgraded or
                  downgraded; or (c) has research coverage initiated.

         (iv)     Employees must always act to avoid any actual or potential
                  conflict of interest between their DeAM duties and
                  responsibilities, and their personal investment activities. To
                  avoid potential conflicts, absent specific written approval
                  from their Managing Officer(5) and Compliance, Employees
                  should not personally invest in securities issued by companies
                  with which they have significant dealings on behalf of DeAM,
                  or in investment vehicles sponsored by the companies.
                  Additional rules that apply to securities transactions by
                  Employees, including the requirement for Employees to
                  pre-clear personal securities transactions and rules regarding
                  how Employee Related Accounts must be maintained, are
                  described in more detail later in this Code.

         (v)      Deutsche Bank Securities: During certain times of the year,
                  all Deutsche Bank employees are prohibited from conducting
                  transactions in the equity and debt securities of Deutsche
                  Bank, which affect their beneficial interest in the firm.
                  Central Compliance generally imposes these "blackout" periods
                  around the fiscal reporting of corporate earnings. Blackouts
                  typically begin two days prior to the expected quarterly or
                  annual earnings announcement, and end after earnings are
                  released publicly. Additional restricted periods may be
                  required for certain individuals and events, and Compliance
                  will announce when such additional restricted periods are in
                  effect.

         (vi)     EXCEPTIONS TO BLACKOUT PERIODS (ABOVE ITEMS I, II, AND III
                  ONLY)

                  The following Securities are exempt from the specified
                  blackout periods:

                    [ ]

                    [ ]    The purchase or sale of 500 shares or less in the top
                           400 companies comprising the S&P 500 Index;

                    [ ]    Securities indices;

------------------------
(4) GERP (Global Equity Research Portal) is a web-based application (Active
Equity businesses) allowing for the publishing and dissemination of research and
model portfolios in real-time by the Global Sector Teams, Portfolio Selection
Teams, Local Research Teams, designated PIC/PB users and Small Cap Teams to
Portfolio Managers, who will use GERP for investment recommendations and
portfolio construction for clients.

(5) For purposes of this policy, "MANAGING OFFICER" is defined as an officer of
at least the Managing Director level to whom the employee directly or indirectly
reports, who is in charge of the employee's unit (e.g., a Department Head,
Division Head, Function Head, Group Head, General Manager, etc).

                                                                               5

<PAGE>

                       [ ] ETF's (Exchange Traded Funds - e.g., SPDRs or
                           "Spiders" (S&P 500 Index), DIAs or "Diamonds" (Dow
                           Jones Industrial Average, etc.);

                       [ ] Government and municipal bonds;

                       [ ] Shares purchased under an issuer sponsored Dividend
                           Reinvestment Plan ("DRIPs"), other than optional
                           purchases;

                       [ ] To the extent acquired from the issuer, purchases
                           effected upon the exercise of rights issued pro rata
                           to holders of a class of securities; and

                       [ ] Securities purchased under an employer sponsored
                           stock purchase plan or upon the exercise of employee
                           stock options.

       NOTE: Transactions in Securities in derivative instruments, including
       warrants, convertible Securities, futures and options, etc. shall be
       restricted in the same manner as the underlying Security.

C.       NEW ISSUES (IPOs)

         Investment Personnel, Access Persons and Non-Access Persons are
         prohibited from purchasing or subscribing for Securities pursuant to an
         initial public offering. This prohibition applies even if Deutsche Bank
         (or any affiliate of Deutsche Bank) has no underwriting role and/or is
         not involved with the distribution.

D.       SHORT -TERM TRADING

         Employees must always conduct their personal trading activities
         lawfully, properly and responsibly, and are encouraged to adopt
         long-term investment strategies that are consistent with their
         financial resources and objectives. Deutsche Bank generally discourages
         short-term trading strategies, and employees are cautioned that such
         strategies may inherently carry a higher risk of regulatory and other
         scrutiny. In any event, excessive or inappropriate trading that
         interferes with job performance, or compromises the duty that Deutsche
         Bank owes to its clients and shareholders, will not be tolerated.

Employees are prohibited from transacting in the purchase and sale, or sale and
purchase, of the same (or equivalent) Securities and mutual funds within 30
calendar days. The 30-day holding period also applies to each short vs. the box
sale, which is the only short sale permitted activity. Therefore, for purposes
of this section, the assumption is a last-in, first out order of transaction in
a particular Security and mutual fund. The following Securities are exempted
from this restriction:

                       [ ] Shares purchased under an issuer sponsored Dividend
                           Reinvestment Plan ("DRIPs"), other than optional
                           purchases;

                       [ ] To the extent acquired from the issuer, purchases
                           effected upon the exercise of rights issued pro rata
                           to holders of a class of securities;

                       [ ] Securities purchased under an employer sponsored
                           stock purchase plan; and

                       [ ] Securities pre-cleared and purchased with a
                           specific stop-limit provision attached.

                                                                               6

<PAGE>

   E.    RESTRICTED LIST

         All Deutsche Bank employees are prohibited from buying or selling any
         securities that are included on the Corporate Restricted List
         (available on the intranet at:
         http://cct-grl-prd.svc.btco.com/corp/cct/grl/grl_init.htm or the
         "Americas Portal" (http://americasportal.cc.db.com/) listed under
         "Quick Links.") and/or other applicable departmental restricted lists.
         Please see Compliance Manual -- Restricted List: Overview &
         Instructions Policy.

   F.    PRIVATE PLACEMENTS

         Prior to effecting a transaction in private securities (i.e.,
         Securities not requiring registration with the Securities and Exchange
         Commission, and sold directly to the investor), all Employees must
         first, in accordance with Deutsche Bank policy, obtain the approval of
         his/her supervisor and then pre-clear the transaction with the Central
         Compliance Department, including completing the questionnaire. Any
         person who has previously purchased privately-placed Securities must
         disclose such purchases to the Compliance Department before he or she
         participates in a Fund's or an advisory client's subsequent
         consideration of an investment in the Securities of the same or a
         related issuer.


V.       COMPLIANCE PROCEDURES

   A.    DESIGNATED BROKERAGE ACCOUNTS

         All Employees must obtain the explicit permission of the Central
         Compliance Department prior to opening a new Employee Related Account.
         Upon joining Deutsche Bank, new Employees are required to disclose all
         of their Employee Related Accounts (as previously defined) to Central
         Compliance and must carry out the instructions provided to conform such
         accounts, if necessary, to the Firm's policies.

         Under no circumstance is an Employee permitted to open or maintain any
         Employee Related Account that is undisclosed to Compliance. Also, the
         policies, procedures and rules described throughout this Code apply to
         all Employee Related Accounts.

         Accordingly, all Employees are required to open and maintain their
         Employee Related Accounts in accordance with the Compliance Manual --
         Employee/Employee-Related Trading, Procedures for Establishing
         Brokerage Accounts and Procedures for Pre-Clearing Personal Trades,
         including directing their brokers to supply duplicate copies of
         transaction confirmations and periodic account statements, as well as
         additional division-specific requirements, if any.

                                                                               7

<PAGE>

B.       PRE-CLEARANCE

         Proposed Securities and closed-end mutual fund transactions must be
         pre-cleared by all Employees with the Central Compliance Department
         (and approved by a Supervisor) in accordance with the Compliance Manual
         -- Employee/Employee-Related Trading Policy via the intranet based
         Employee Trade Request ("ETR") system prior to their being placed with
         the broker. Such approvals are good only for the day on which they are
         issued. Employees are personally responsible for ensuring that the
         proposed transaction does not violate the Firm's policies or applicable
         securities laws and regulations by virtue of the employee's Deutsche
         Bank responsibilities or information he or she may possess about the
         securities or their issuer.

         The following Securities are exempted from the pre-clearance
         requirement:

                       [ ]

                       [ ]

                       [ ] Open-end mutual funds;

                       [ ] Shares purchased under an issuer sponsored Dividend
                           Reinvestment Plan ("DRIPs"), other than optional
                           purchases;

                       [ ] Accounts expressly exempted by Central Compliance
                           which are managed under the exclusive direction of an
                           outside money manager;

                       [ ] Securities pre-cleared and purchased with a
                           specific stop-limit provision attached do not require
                           additional pre-clearance prior to execution.

                       [ ] To the extent acquired from the issuer, purchases
                           effected upon the exercise of rights issued pro rata
                           to holders of a class of securities; and

                       [ ] Securities purchased under an employer sponsored
                           stock purchase plan.

C.       Scudder Proprietary Mutual Fund Holdings

         All employees are required to maintain their holdings of Scudder
         proprietary mutual funds in the Deutsche Bank 401(k) plan, in E*Trade
         or Deutsche Bank Alex Brown brokerage accounts, or directly with
         Scudder Investments.

D.       REPORTING REQUIREMENTS

         (i) Disclosure of Employee Related Accounts/Provision of Statements
             As stated in section VA. above, upon joining Deutsche Bank, new
             employees are required to disclose all of their Employee Related
             Accounts to Central Compliance, and must carry out the instructions
             provided to conform such accounts, if necessary, to Deutsche Bank
             policies. In addition, pursuant to Rule 17j-1 of the Act, no later
             than ten days after an individual becomes an Employee (i.e.,
             joining/transferring into DeAM, etc.), he or she must also complete
             and return a "Personal Securities Holdings Report" (see Appendix)
             for Securities and mutual fund holdings to DeAM Compliance.

         (ii) Quarterly Personal Securities Trading Reports ("PSTs")

                                                                               8

<PAGE>

              Pursuant to Rule 17j-1 of the Act, within ten (10) days of the end
              of each calendar quarter, all Employees must submit to DeAM
              Compliance a PST report for Securities and mutual fund holdings,
              unless exempted by a division-specific requirement, if any. All
              PSTs that have reportable personal Securities and mutual fund
              transactions for the quarter will be reviewed by the appropriate
              supervisory and/or Compliance person .

         (iii) Annual Acknowledgement of Accounts
               Once each year, at a date to be specified by Central Compliance,
               each Employee must acknowledge that they do or do not have
               brokerage and mutual fund accounts. Employees with brokerage and
               mutual fund accounts must acknowledge each account.

E.       CONFIRMATION OF COMPLIANCE WITH POLICIES

         Annually, each Employee is required to sign a statement acknowledging
         that he or she has received this Code, as amended or updated, and
         confirm his or her adherence to it. Understanding and complying with
         this Code, and truthfully completing the Acknowledgment is the
         obligation of each Employee (see Appendix - "Annual Acknowledgement of
         Obligations Under the Code of Ethics"). Failure to perform this
         obligation may result in disciplinary action, including dismissal, as
         well as possible civil and criminal penalties.

VI.  OTHER PROCEDURES/RESTRICTIONS

  A.     SERVICE ON BOARDS OF DIRECTORS

         Service on Boards of publicly traded companies should be limited to a
         small number of instances. However, such service may be undertaken
         after approval from the regional head of Deutsche Asset Management and
         Compliance, based upon a determination that these activities are
         consistent with the interests of DeAM and its clients. Employees
         serving as directors will not be permitted to participate in the
         process of making investment decisions on behalf of clients which
         involve the subject company.

         DeAM Compliance will periodically present updates on such information
         to the DeAM Investment Committee for review and approval.

  B.     OUTSIDE BUSINESS AFFILIATIONS

         Employees may not maintain outside business affiliations (e.g.,
         officer, director, governor, trustee, part-time employment, etc.)
         without the prior written approval of the appropriate senior officer of
         their respective business units after consultation with Compliance (see
         request form in the Appendix), and disclosure to the Office of the
         Secretary as required.

  C.     EXECUTORSHIPS

                                                                               9

<PAGE>

         The duties of an executor are often arduous, time consuming and, to a
         considerable extent, foreign to our business. As a general rule, DeAM
         discourages acceptance of executorships by members of the organization.
         However, business considerations or family relationships may make it
         desirable to accept executorships under certain wills. In all cases
         (other than when acting as Executor for one's own spouse, parent or
         spouse's parent), it is necessary for the individual to have the
         written authorization of the firm to act as an executor. All such
         existing or prospective relationships should be reported in writing to
         DeAM Compliance.

         When DeAM Employees accept executorships under clients' wills, the
         organization considers these individuals to be acting for DeAM and that
         fees received for executors' services rendered while associated with
         the firm are exclusively DeAM income. In such instances, the firm will
         indemnify the individual and the individual will be required at the
         time of qualifying as executor to make a written assignment to DeAM
         Compliance of any executor's fees due under such executorship. Copies
         of this assignment and DeAM's authorization to act as executor (see
         Appendix - "Request For Approval of Fiduciary, Corporate Or Other
         Outside Activity") are to be filed in the client's file.

         Generally speaking, it is not desirable for members of the organization
         to accept executorships under the wills of persons other than a client,
         a spouse or a parent. Authorization may be given in other situations
         assuming that arrangements for the anticipated workload can be made
         without undue interference with the individual's responsibilities to
         DeAM. For example, this may require the employment of an agent to
         handle the large amount of detail which is usually involved. In such a
         case, the firm would expect the individual to retain the commission.
         There may be other exceptions which will be determined based upon the
         facts of each case.

D.       TRUSTEESHIPS

         It can be desirable for members of the organization to act individually
         as trustees for clients' trusts. Such relationships are not
         inconsistent with the nature of our business. As a general rule, DeAM
         does not accept trustee's commissions where it acts as investment
         counsel. As in the case of most executorships, all trusteeships must
         have the written approval of the Firm (see Appendix).

         It is recognized that Employees may be asked to serve as trustees of
         trusts which do not employ DeAM. The Firm will normally authorize
         Employees to act as trustees for trusts of their immediate family.
         Other non-client trusteeships can conflict with our clients' interests
         so that acceptance of such trusteeships will be authorized only in
         unusual circumstances.

E.       CUSTODIANSHIPS AND POWERS OF ATTORNEY

         It is expected that most custodianships will be for minors of an
         individual's immediate family. These will be considered as
         automatically authorized and do not require written approval of the
         Firm. However, the written approval of DeAM (see Appendix) is required
         for all other custodianships.

                                                                              10

<PAGE>

         Entrustment with a Power of Attorney to execute Securities transactions
         on behalf of another requires written approval of the Firm.
         Authorization will only be granted if DeAM believes such a role will
         not be unduly time consuming or create conflicts of interest.

F.       GIFTS

         Units of the Deutsche Bank Group may neither solicit nor accept
         inducements.(6) However, gifts offered or received which have no undue
         influence on providing financial services are not generally prohibited.
         Special circumstances may apply to employees acting in certain
         capacities within the organization.(7) If you have questions regarding
         the capacity in which you are acting, consult the Compliance Group.

         (i)      Accepting Gifts

                  Employees are prohibited from soliciting personal payment or
                  gift to influence, support or reward service, transaction or
                  business involving Deutsche Bank, or that appears to be made
                  or offered in anticipation of future service, transaction or
                  business opportunity. A payment or gift includes any fee,
                  compensation, remuneration or thing of value.

                  The acceptance of some types of UNSOLICITED reasonable
                  business gifts are permissible, providing the following
                  requirements are met:

                  1.  Cash gifts of any amount are prohibited. This includes
                      cash equivalents such as gift certificates, bonds,
                      securities or other items that may be readily converted to
                      cash.

                  2.  Gifts, other than cash, given in connection with special
                      occasions (e.g., promotions, retirements, weddings), of
                      reasonable value as defined by the Business Group's
                      procedures are permissible.

                  3.  Reasonable and conventional business courtesies, such as
                      joining a client or vendor in attending sporting events,
                      golf outings or concerts, provided that such activities
                      involve no more than the customary amenities.

                  4.  The cost of working session meals or reasonable related
                      expenses involving the discussion or review of business
                      matters related to Deutsche Bank may be paid by the
                      client, vendor or others, provided that such costs would
                      have

------------------
(6) Under the Bank Bribery Act and other applicable laws and regulations, severe
penalties may be imposed on anyone who offers or accepts such improper payments
or gifts. If you receive or are offered an improper payment or gift, or if you
have any questions as to the application or interpretation of Deutsche Bank's
rules regarding the acceptance of gifts, you must bring the matter to the
attention of the Compliance Department.

(7) In accordance with regulations and practices in various jurisdictions, as
well as the rules of the New York Stock Exchange and the National Association of
Securities Dealers, certain employees may be subject to more stringent gift
giving and receiving guidelines. In general, these rules apply to the receipt of
gifts by and from "associated persons" or where such gratuity is in relation to
the business of the employer. If you have any questions regarding your role
relative to these rules contact the Compliance Group.

                                                                              11

<PAGE>

                      otherwise been reimbursable to the employee by Deutsche
                      Bank in accordance with its travel and entertainment and
                      expense reimbursement policies. The employee must report
                      to their management gifts received according to the
                      procedures established within their Business Group.
                      Business Group Management is responsible for ensuring
                      relevant gift information is documented in the Business
                      Group's log of gifts and the log is forwarded to the
                      Compliance Group on request. Business Group Management
                      will bring apparent or perceived issues to the attention
                      of the Compliance Group.

         (ii)     Gift Giving (to Persons other than Government Officials)

                  In appropriate circumstances, it may be acceptable for
                  Deutsche Bank employees to extend gifts to clients or others
                  who do business with Deutsche Bank. Employees should be
                  certain that the gift does not give rise to a conflict of
                  interest, or appearance of conflict, and that there is no
                  reason to believe that the gift violates applicable codes of
                  conduct of the recipient.

                  Employees may make business gifts at Deutsche Bank's expense,
                  provided:

                  1.  The gift is not cash or a cash equivalent - regardless of
                      amount.

                  2.  The gift is of reasonable value in the circumstances, and
                      should not exceed a value of U.S. $100 unless the specific
                      prior approval of an appropriate manager is obtained.

                  3.  The gift is lawful and in accordance with regulatory rules
                      and generally accepted business practices of the governing
                      jurisdictions.

                  4.  The employee is authorized to give gifts by his/her
                      Business Group Management and follows all procedures
                      established within his/her Group.

                  Business Group Management will ensure that relevant gift
                  information is documented in the Business Group's log of gifts
                  and that the log is forwarded to the Compliance Group on a
                  monthly basis. Business Group Management is responsible for
                  bringing any apparent or perceived issues to the attention of
                  the Compliance Group.

         (iii)    Gifts to Government Officials

                  The Compliance Department must be contacted prior to making
                  gifts to a governmental employee or official. Various
                  governmental agencies, legislative bodies and jurisdictions
                  may have rules and regulations regarding the receipt of gifts
                  by their employees or officials. In some cases, government
                  employees or officials may be prohibited from accepting any
                  gifts. (See next section for additional rules regarding
                  political contributions.)

         (iv)     Non-Cash Compensation

                                                                              12

<PAGE>

                  Employees, Registered Representatives and Associated Persons
                  of Deutsche Asset Management broker dealer affiliates must
                  also comply with National Association of Securities Dealers,
                  Inc. (NASD(R)) Rules governing the payment of Non-Cash
                  Compensation. Non-Cash Compensation encompasses any form of
                  compensation received in connection with the sale and
                  distribution of variable contracts and investment company
                  securities that is not cash compensation, including, but not
                  limited to, merchandise, gifts and prizes, travel expenses,
                  meals and lodging. For more information on the policy go to
                  http://intra.scudder.com/glcomp/sales/noncashtoc.asp

G.       RULES FOR DEALING WITH GOVERNMENTAL OFFICIALS AND POLITICAL CANDIDATES

         (i)      Corporate Payments or Political Contributions

                  No corporate payments or gifts of value may be made to any
                  outside party, including any government official or political
                  candidate or official, for the purpose of securing or
                  retaining business for Deutsche Bank, or influencing any
                  decision on its behalf.

                  -   The Federal Election Campaign Act prohibits corporations
                      and labor organizations from using their general treasury
                      funds to make contributions or expenditures in connection
                      with federal elections, and therefore DEUTSCHE BANK
                      DEPARTMENTS MAY NOT MAKE CONTRIBUTIONS TO U.S. FEDERAL
                      POLITICAL PARTIES OR CANDIDATES.

                  -   Corporate contributions to political parties or candidates
                      in jurisdictions not involving U.S. Federal elections are
                      permitted only when such contributions are made in
                      accordance with applicable local laws and regulations, the
                      prior approval of a member of the DeAM Executive Committee
                      has been obtained and the Deutsche Bank Americas Regional
                      Cost Committee has been notified.

                      Under the Foreign Corrupt Practices Act, Bank Bribery Law,
                      Elections Law and other applicable regulations, severe
                      penalties may be imposed on Deutsche Bank and on
                      individuals who violate these laws and regulations.
                      Similar laws and regulations may also apply in various
                      countries and legal jurisdictions where Deutsche Bank does
                      business.

         (ii)     Personal Political Contributions

                  No personal payments or gifts of value may be made to any
                  outside party, including any government official or political
                  candidate or official, for the purpose of securing business
                  for Deutsche Bank or influencing any decision on its behalf.
                  Employees should always exercise care and good judgment to
                  avoid making any political contribution that may give rise to
                  a conflict of interest or the appearance of conflict. For
                  example, if a DeAM business unit engages in business with a
                  particular governmental entity or official, DeAM employees
                  should avoid making personal political contributions to
                  officials or candidates who may appear to be in a position to
                  influence the award of business to Deutsche Bank.

         (iii)    Entertainment of Government Officials

                                                                              13

<PAGE>

                  Entertainment and other acts of hospitality toward government
                  or political officials should never compromise or appear to
                  compromise the integrity or reputation of the official or
                  Deutsche Bank. When hospitality is extended, it should be with
                  the expectation that it will become a matter of public
                  knowledge.

   H.    CONFIDENTIALITY

         Employees must not divulge contemplated or completed securities
         transactions or trading strategies of DeAM clients to any person,
         except as required by the performance of such person's duties and only
         on a need-to-know basis. In addition, the Deutsche Bank standards
         contained in the Compliance Manual -- Confidential, Material,
         Non-Public Information, Chinese Walls, Insider Trading and Related
         Matters Policy, as well as those within the Code of Professional
         Conduct must be observed.


VII.     SANCTIONS

Any Employee who violates this Code may be subject to disciplinary actions,
including possible dismissal. In addition, any Securities transactions executed
in violation of this Code, such as short-term trading or trading during blackout
periods, may subject the employee to sanctions, ranging from warnings and
trading privilege suspensions, to financial penalties, including but not limited
to, unwinding the trade and/or disgorging of the profits. Finally, violations
and suspected violations of criminal laws will be reported to the appropriate
authorities as required by applicable laws and regulations.


VIII.    INTERPRETATIONS AND EXCEPTIONS

Compliance shall have the right to make final and binding interpretations of
this Code, and may grant an exception to certain of the above restrictions, as
long as no abuse or potential abuse is involved. Each Employee must obtain
approval from DeAM Compliance before taking action regarding such an exception.
Any questions regarding the applicability, meaning or administration of this
Code shall be referred in advance of any contemplated transaction, to DeAM
Compliance.

In addition, DeAM has an Ethics Committee that is empowered to administer,
apply, interpret and enforce the Code.

                                                                              14

<PAGE>

                                   SCHEDULE A

The following entities(8) have adopted the Deutsche Asset Management Code of
Ethics:

                         Deutsche Fund Management, Inc.
                          DB Investment Managers, Inc.
         Deutsche Asset Management Inc. (formerly Morgan Grenfell Inc.)
              Deutsche Asset Management Investment Services Limited
                  Deutsche Investment Management Americas Inc.
                          DB Absolute Return Strategies
                        Investment Company Capital Corp.
                           Scudder Distributors, Inc.
                        Scudder Financial Services, Inc.
                         Scudder Investor Services, Inc.
                              Scudder Trust Company

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

. (8) The references in the document to DeAM employees include employees of the
entities that have adopted the Deutsche Asset Management Code of Ethics. DBSI
adopts this Code only in its role as Investment Manager of The Central Europe
and Russia Fund, Inc., The Germany Fund, Inc., and The New Germany Fund, Inc.

                                                                              15

<PAGE>


PERSONAL SECURITIES HOLDINGS REPORT                    DEUTSCHE ASSET MANAGEMENT
Return to DeAM Compliance NYC20-2401
--------------------------------------------------------------------------------

Employee Name________________ Department__________________ Location_____________
                 (print)

Social Security Number ___________________    Contact Number____________________

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

<TABLE>
<CAPTION>
-------------   --------------  -------------  ----------------   ---------  ------------- --------------   ---------------
                                                                                                              Name in which
Ticker Symbol                                                                    Name of                     Security/Mutual
 (or CUSIP)                                                        Number of     or Bank                        Fund/Acct.
 Mutual Fund    Issuer/Company  Security Type  Principal Amount     Shares    Broker/Dealer Account Number       is held
-------------   --------------  -------------  ----------------   ---------  ------------- --------------   ---------------
<S>             <C>             <C>            <C>                <C>        <C>           <C>              <C>
-------------   --------------  -------------  ----------------   ---------  ------------- --------------   ---------------

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

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

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

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

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

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

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

-------------   --------------  -------------  ----------------   ---------  ------------- --------------   ---------------
</TABLE>

THE UNDERSIGNED DOES NOT BY THIS REPORT ADMIT THAT HE/SHE HAS ANY DIRECT
BENEFICIAL OWNERSHIP IN THE SECURITIES LISTED.

[ ] I certify that the securities and mutual funds listed above and/or the
    holdings statements attached reflect all my Reportable Securities and mutual
    fund holdings as of the date I submit this Form.

[ ] I currently have no Reportable Securities and/or mutual funds holdings to
    report.

NOT ALL SECURITIES ARE REQUIRED TO BE REPORTED. REPORTABLE SECURITIES HOLDINGS
DO NOT INCLUDE , BANKERS' ACCEPTANCES, BANK CERTIFICATES OF DEPOSIT , COMMERCIAL
PAPER AND HIGH QUALITY SHORT-TERM DEBT INSTRUMENTS, INCLUDING REPURCHASE
AGREEMENTS.

              SIGNATURE ____________________________  DATE _____________________

<PAGE>

                                                       DEUTSCHE ASSET MANAGEMENT

QUARTERLY PERSONAL SECURITIES TRADING REPORT

CONFIDENTIAL - COMPLETE FORM ON INTRANET BY 10TH DAY OF START OF SUBSEQUENT
QUARTER

                ____________________________________, 20________
                                Quarter

__________     __________________      __________      ________      ___________
Print Name     Social Security No.     Department      Location      Contact No.

This form must be filed quarterly, whether or not you have had any transactions,
by the 10th day of the start of the subsequent quarter and must cover all
Employee Related Accounts in which you have a direct or indirect beneficial
interest. These would include any accounts, including those of clients, in which
you have a beneficial interest, including those of your spouse and relatives
living in your household (unless you obtain written permission from Central
Compliance to exclude these accounts), and all non-client accounts over which
you act in an advisory capacity. Refer to Code of Ethics for a full explanation
of reporting requirements.

Please answer the questions.  Check the appropriate answer.

1.   I [ ] had [ ] had no REPORTABLE TRANSACTIONS* during the above quarter.
     (List all Reportable Transactions on the reverse.) If any such purchases or
     sales were transacted without obtaining preclearance, so indicate.

2.   (a) Did you receive any gifts or entertainment from brokers, dealers,
     investment bankers, vendors or other service providers during the above
     quarter?
         [ ] Yes   [ ] No (go to #3)

     (b) Did you report the gift to your business group manager?
         [ ] Yes   [ ] No

3.       Did you establish any brokerage and/or mutual fund accounts during the
         quarter?
         [ ] Yes   [ ] No

         Name of Brokerage and/or Mutual Fund Firm______________________________

         Account Number_______________________________________________

         Date Account was opened______________________________________

                                                ________________________________
                                                            Signature

*REPORTABLE TRANSACTIONS are all transactions, regardless of size, in Securities
or Derivatives (including futures & options), except transactions in bankers'
acceptances, bank certificates of deposit, commercial paper and high quality
short-term debt instruments, including repurchase agreements. Non-volitional
transactions are not required to be reported. The following types of trades will
be deemed non-volitional: stock split, automatic tender offer, stock gained from
mergers or spin-off companies, dividends received in shares, demutualizations,
trust distributions and dividend reinvestment plans.

<PAGE>

SALES

<TABLE>
<CAPTION>
-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ------------
Security       Ticker/  Issuer/ Trade       Principal    Broker/             Interest  Maturity    Gift/Waiver/
 Type    Units Cusip   Company   Date Price   Amount  Dealer/Bank(3) Acct #   Rate(1)   Date(1)     AIP/NBI(2)
======== ===== ======= ======== ===== ===== ========= ============== ======= ========  ========    ============
<S>      <C>   <C>     <C>      <C>   <C>   <C>       <C>            <C>     <C>       <C>         <C>
-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ------------

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

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

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

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

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

-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ------------
</TABLE>

PURCHASES

<TABLE>
<CAPTION>
-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ---------------
Security       Ticker/  Issuer/ Trade       Principal    Broker/             Interest  Maturity    Gift/Waiver/AIP/
  Type   Units  Cusip  Company   Date Price   Amount  Dealer/Bank(3) Acct #   Rate(1)   Date(1)         NBI(2)
======== ===== ======= ======== ===== ===== ========= ============== ======= ========  ========    ===============
<S>      <C>   <C>     <C>      <C>   <C>   <C>       <C>            <C>     <C>       <C>         <C>
-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ---------------

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

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

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

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

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

-------- ----- ------- -------- ----- ----- --------- -------------- ------- --------- --------    ---------------
</TABLE>

FOOTNOTES (Use additional forms if necessary to report all transactions.)

(1) For Fixed Income securities only.

(2) Indicate here if transaction is a Gift, Waiver, Automatic Investment Plan,
    or No Beneficial Interest (you do not have any direct or indirect beneficial
    ownership in such transactions).

(3) If you have made a direct issuer trade (i.e. traded directly with the
    company) enter N/A in this column

<PAGE>

                                                       DEUTSCHE ASSET MANAGEMENT

ANNUAL ACKNOWLEDGEMENT OF OBLIGATIONS UNDER THE CODE OF ETHICS

                            Complete Form on intranet

----------     ------------------    ----------      --------     -----------
Print Name     Social Security No.   Department      Location     Contact No.

1.       CODE OF ETHICS

         I have read/reread the Code of Ethics and attachments thereto and
         understand them and recognize that I am subject to them. Further, I
         have disclosed or reported all personal transactions required to be
         disclosed or reported pursuant to the requirements of the Code and I
         certify that I complied with the provisions of the Code of Ethics
         applicable to me over the past year.

                  (a)      CHECK THE APPROPRIATE STATEMENT (CHECK ONLY ONE):

                  [ ] I have arranged for provision to DeAM Compliance of a
                  complete report of all my holdings information in the form of
                  duplicate account statements for all of my Employee Related
                  Accounts. I have disclosed the existence of all brokerage
                  accounts to Central Compliance. (Holdings of bankers'
                  acceptances, bank certificates of deposit, commercial paper
                  and high quality short-term debt instruments, including
                  repurchase agreements, are not required to be reported to the
                  DeAM Compliance); or

                  [ ] I have not arranged for provision to DeAM Compliance of
                  all of my holdings, so I have submitted a supplemental report
                  of all current holdings which DeAM Compliance has not thus far
                  received, concurrently herewith (Use "Personal Securities
                  Holdings Report" to list additional holdings not on file with
                  DeAM Compliance); or

                  [ ] I am an Employee who has no holdings and no
                  bank/broker/dealer accounts.

                  (b) The following is a complete list of all my Employee
                  Related Accounts:

      ACCOUNT NUMBER                                           BROKER NAME
--------------------------------                         -----------------------
--------------------------------                         -----------------------
--------------------------------                         -----------------------
--------------------------------                         -----------------------

2.       INSIDER TRADING

         I have read the material on Insider Trading in the Deutsche Bank
         Compliance Policies and Procedures Manual and Code of Professional
         Conduct. I understand and agree to conform with the policies and
         procedures.

<PAGE>

3.       POLITICAL CONTRIBUTIONS

         I have not made any political contributions in connection with
         obtaining or maintaining advisory contracts to governmental entities.

4.       EMPLOYEE COMPLIANCE QUESTIONNAIRE

         I have read the Compliance Questionnaire regarding disciplinary, legal,
         or administrative matters. There have been no changes to answers that I
         have previously reported.

-------------------                        -------------------------------------
Date                                                     Signature

<PAGE>

                                                       DEUTSCHE ASSET MANAGEMENT

                  REQUEST FOR APPROVAL OF FIDUCIARY, CORPORATE

                            OR OTHER OUTSIDE ACTIVITY

Return to DeAM Compliance NYC20-2401

----------     ------------------    ----------      --------     -----------
Print Name     Social Security No.   Department      Location     Contact No.

1.   I believe that the activity described below is not in conflict with the
     interests of the firm or its clients and I request that it be approved.

2.   ACTIVITY (check one and include the start date of the Activity)*

     [  ]  Trustee   ____________          [  ]  Business Consultant ___________
     [  ]  Executor  ____________          [  ]  Director  _____________
     [  ]  Custodian ____________          [  ] Other (describe) _______________
     [  ] Power of Attorney (over investments) __________

3. NAME OF TRUST, ESTATE, ACCOUNT, CORPORATION OR OTHER ENTITY

4. TIMING/STATUS (check one)       [ ] I am currently serving.
                                   [ ] I anticipate serving.(Must be reviewed
                                   and re-approved when actual service begins.)

5. SALIENT FACTS (relationship, nature of duties, client status and any facts
   indicating possible conflict or lack thereof):


6. ASSIGNMENT STATUS (check one)
                [ ] I hereby assign any income from this activity to the firm.
                [ ] I believe any income should appropriately be retained by me.
                [ ] No income is expected from this activity.

-------------------                                   --------------------------
Date                                                  Employee's Signature


I have reviewed and approved the above activity. The Firm reserves the right to
withdraw this approval at any time.

-------------------                                   --------------------------
Date                                                    Manager's Signature

*If applicable, I have provided account information to Central Compliance for
the account(s) I oversee.

<PAGE>

                                                       DEUTSCHE ASSET MANAGEMENT

ANNUAL REVIEW OF PERSONAL ACTIVITIES FORM

Complete Form on intranet

----------     ------------------    ----------      --------     -----------
Print Name     Social Security No.   Department      Location     Contact No.

As required annually of all members of Deutsche Asset Management, please
indicate all fiduciary, corporate and outside relationships, positions and
responsibilities. Below you are asked to refer to Code of Ethics, Part VI where
your reporting obligations are examined in greater detail. This report includes
all activities covered in Code of Ethics, Part VI whether or not previously
authorized by the firm.

IF NECESSARY, ATTACH EXTRA SHEETS FOR CATEGORIES REQUIRING LENGTHY ANSWERS AND
USE HEADING AS OUTLINED BELOW.

1.     EXECUTORSHIPS*: (including those in which you are currently serving and
       all known future appointments as Executor.)

<TABLE>
<CAPTION>
                                              CLIENT          AUTHORIZED
                                              OF FIRM          BY FIRM
ESTATE                                         YES/NO           YES/NO
------                                        --------       ------------
<S>                                           <C>            <C>
</TABLE>

*Reporting unnecessary if position held with respect to the estate of one's
spouse or parent.

2.      TRUSTEESHIPS:  (including T-1, T-10 and DB Directed Trusts (Internal
                       Trusts)* and other client Trusteeships and all known
                       future appointments as Trustee

<TABLE>
<CAPTION>
                                  CLIENT OF FIRM            AUTHORIZED BY FIRM
TRUST TITLE                           YES/NO                       YES/NO
-----------                       ---------------           -------------------
<S>                               <C>                       <C>
</TABLE>

* Please indicate under Section 2 the account numbers of any INTERNAL TRUSTS
WITH WHICH YOU ARE ASSOCIATED.

<PAGE>

--------------------------------------------------------------------------------
3.       CUSTODIANSHIPS *

<TABLE>
<CAPTION>
                                    RELATIONSHIP             AUTHORIZED BY FIRM*
NAME OF MINOR                       TO CUSTODIAN                   YES/NO
-------------                       ------------             -------------------
<S>                                 <C>                      <C>
</TABLE>


*Reporting unnecessary in the case of members of one's family
--------------------------------------------------------------------------------
4.   DIRECTORSHIPS*

<TABLE>
<CAPTION>
                                          AUTHORIZED    YEAR                           ARE FEES
                          NAME OF          BY FIRM      FIRST         ESTIMATED      TURNED OVER
                        ORGANIZATION       YES/NO      ELECTED       ANNUAL FEES       TO FIRM?
                       -------------     -----------   -------       ------------    ------------
<S>                    <C>               <C>           <C>           <C>             <C>
</TABLE>

*Other than DeAM Funds or affiliated corporations.
-------------------------------------------------------------------------------
5. BUSINESS CONSULTING POSITIONS

<TABLE>
<CAPTION>
                                           AUTHORIZED BY     YEAR       ESTIMATED
                                               FIRM          FIRST       ANNUAL      ARE FEES
CORPORATION OR INSTITUTION                    YES/NO        RETAINED      FEES      TURNED OVER
--------------------------                 -------------    --------    ---------   -----------
<S>                                        <C>              <C>         <C>         <C>
</TABLE>

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

6. PUBLIC AND CHARITABLE POSITIONS - Describe position and organization briefly.
Also indicate whether authorized by the Firm or not.

7. POWERS OF ATTORNEY OVER INVESTMENTS- Describe position briefly. Also indicate
whether authorized by the Firm or not.

8. OUTSIDE ACTIVITIES - For additional information about rules applicable to
outside activities refer to Code of Ethics - Part VI.

-------------------------------           -------------------------------------
        Date                                           Signature
(Attach extra sheets if needed)

</TEXT>
</DOCUMENT>
