N-14 1 n14_082317scc.htm N-14 MERGER FILING - DEUTSCHE SMALL CAP VALUE FUND - DEUTSCHE SMALL CAP CORE FUND

As Filed with the Securities and Exchange Commission on August 23, 2017

Securities Act File No. 333-______

united states SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM N-14

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. ___ [_]
Post-Effective Amendment No. __ [_]

DEUTSCHE INVESTMENT TRUST

(Exact Name of Registrant as Specified in Charter)

345 Park Avenue
New York, NY 10154

(Address of Principal Executive Offices) (Zip Code)

617-295-1000

(Registrant’s Area Code and Telephone Number)

John Millette, Secretary
One Beacon Street
Boston, Massachusetts 02108

(Name and Address of Agent for Service)

With copies to:

 

David A. Sturms, Esq.

Vedder Price P.C.

222 North LaSalle Street

Chicago, IL 60601

 

 

Approximate date of proposed public offering:  As soon as practicable after the effective date of this Registration Statement.

 

TITLE OF SECURITIES BEING REGISTERED:  Shares of Beneficial Interest (with $0.01 par value) of the Registrant.

No filing fee is required because an indefinite number of shares of the Registrant have previously been registered pursuant to Section 24(f) of the Investment Company Act of 1940, as amended.

 

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment that specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

 

 

 

 

Questions & Answers

 

Deutsche Small Cap Value Fund

 

Q&A

 

Q Why am I receiving this Prospectus/Proxy Statement?

 

A As part of a continuous product line-up review and analysis, Deutsche Investment Management Americas Inc. (“DIMA” or the “Advisor”), investment advisor to each of Deutsche Small Cap Value Fund (“Small Cap Value” or the “Fund”) and Deutsche Small Cap Core Fund (“Small Cap Core”), proposed the merger of Small Cap Value into Small Cap Core and the Board of Directors of Small Cap Value and the Board of Trustees of Small Cap Core (each a “Board” and collectively the “Boards”) approved the merger.

 

As a shareholder of Small Cap Value, you are being asked to vote on the following proposal:

·Approval of the merger of Small Cap Value into Small Cap Core.

After carefully reviewing the proposal, your Fund’s Board has determined that this action is in the best interest of the Fund. The Board unanimously recommends that you vote for the proposal.

 

The proposal, including DIMA’s reasons for making the proposal and the factors considered by the Fund’s Board, is described in more detail below and in the enclosed Prospectus/Proxy Statement.

 

 

Q Why did DIMA propose the merger for my Fund?

 

A DIMA proposed the merger because it believes that, as a result of relative underperformance, a prolonged period of net redemptions and diminishing economies of scale, Small Cap Value shareholders would benefit from a merger with another small cap equity fund in the Deutsche Family of Funds. DIMA informed the Board of the Fund that it believes the proposed merger of Small Cap Value into Small Cap Core would allow shareholders of Small Cap Value to remain invested in a fund within the Deutsche Family of Funds that invests in small cap equities, has had better performance in recent periods, is expected to have lower management fees and net expense ratios than Small Cap Value and, as a result, has better prospects for future asset growth and economies of scale. DIMA also informed the Board that the proposed merger is consistent with DIMA’s ongoing process of streamlining Deutsche fund product offerings.

 

 

Q Why does the Board of the Fund recommend that shareholders vote to approve the merger?

 

A Based on the information provided by DIMA, the Board considered that the merger of Small Cap Value into Small Cap Core would allow shareholders to remain invested in a small cap equity fund within the Deutsche Family of Funds that is expected to have lower management fees and net expense ratios, that has had better performance in recent periods, and that, as a result, has better prospects for future asset growth and economies of scale. The Board also considered that the merger is expected to be a tax-free reorganization and shareholders of Small Cap Value are not expected to recognize any taxable gain or loss as a direct result of the merger. Therefore, based on all the information considered by the Board and its discussions with DIMA, the Board approved the merger and recommends that shareholders vote to approve the merger.

 

 

Q What are the investment objectives and strategies of Small Cap Value and Small Cap Core?

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A Small Cap Value seeks long-term capital appreciation and pursues its investment objective by investing at least 80% of net assets, plus the amount of any borrowings for investment purposes, in undervalued common stocks of small U.S. companies, which the Fund defines as companies that are similar in market value to those in the Russell 2000® Value Index. While the market capitalization range of the Russell 2000® Value Index changes throughout the year, as of January 31, 2017 the market capitalization range of the Russell 2000® Value Index was between $9 million and $9.60 billion. The Russell 2000® Value Index is reconstituted annually every June. While the Fund invests mainly in U.S. stocks, it could invest up to 20% of net assets in foreign securities. The Fund intends to invest primarily in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. The Fund’s equity investments are mainly common stocks, but may also include other types of equities such as preferred or convertible stocks.

 

Small Cap Core seeks to provide long-term capital growth and pursues its investment objective by investing at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in common stocks of small U.S. companies with potential for above-average long-term capital growth. These companies are similar in size to the companies in the Russell 2000® Index (generally the 2,000 smallest companies out of the 3,000 largest companies in the U.S.). While the market capitalization range of the Russell 2000® Index changes throughout the year, as of December 31, 2016, the market capitalization range of the Russell 2000® Index was between $9 million and $10.5 billion. The Russell 2000® Index is reconstituted annually every June. Small Cap Core intends to invest in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. While Small Cap Core invests primarily in common stocks, it may invest up to 20% of its total assets in U.S. government securities. Small Cap Core may also invest in other types of equity securities such as preferred stocks or convertible securities.

 

Q How do the management fees and expense ratios of Small Cap Value and Small Cap Core compare?

 

A DIMA is paid a management fee by Small Cap Value at the following rates: (a) 0.750% on the first $250 million of the fund’s average daily net assets; (b) 0.720% of the next $750 million of the fund’s average daily net assets; (c) 0.700% on the next $1.5 billion of the fund’s average daily net assets; (d) 0.680% on the next $2.5 billion of the fund’s average daily net assets; (e) 0.650% on the next $2.5 billion of the fund’s average daily net assets; (f) 0.640% on the next $2.5 billion of the fund’s average daily net assets; (g) 0.630% on the next $2.5 billion of the fund’s average daily net assets; and (h) 0.620% of the fund’s average daily net assets thereafter. Small Cap Value’s management fee compensates DIMA for both the investment advisory and administrative services it provides to the Fund.

 

Currently, DIMA is paid a management fee by Small Cap Core for investment advisory services at the following rates: (a) 0.665% on the first $500 million of the fund’s average daily net assets; (b) 0.615% on the next $500 million of the fund’s average daily net assets; and (c) 0.565% of the fund’s average daily net assets thereafter. DIMA also provides administrative services to Small Cap Core and receives a separate administrative services fee from Small Cap Core of 0.10% of the fund’s average daily net assets.

 

After the merger, DIMA will be paid a management fee by Small Cap Core for investment advisory services at the following rates: (a) 0.650% on the first $250 million of the fund’s average daily net assets; (b) 0.620% on the next $250 million of the fund’s average daily net assets; (c) 0.615% on the next $500 million of the fund’s average daily net assets; (d) 0.565% on the next $4.0 billion of the fund’s average daily net assets; (e) 0.550% on the next $2.5 billion of the fund’s average daily net assets; (f) 0.540% on the next $2.5 billion of the fund’s average daily net assets; (g) 0.530% on the next $2.5 billion of the fund’s average daily net assets; and (h) 0.520% of the fund’s average daily net assets thereafter. DIMA will also continue to provide administrative services and receive a separate 0.10% administrative services fee from Small Cap Core after the merger.

 

Small Cap Value’s current effective management fee rate, which also compensates DIMA for administrative services provided to the Fund, is 0.74%. Small Cap Core’s effective management fee rate after the merger, which does not include fees for administrative services which are covered by a separate agreement with DIMA, is expected to be 0.63%. As noted above, the administrative services fee for Small Cap Core is 0.10%.

 

DIMA has agreed to extend Small Cap Core’s current expense caps for a period of at least two years following the merger to maintain annual net operating expense ratios at levels no higher than 1.09%, 1.84%, 0.89%, 0.79% and 0.84% for Class A, Class C, Class S, Class R6 and Institutional Class, respectively. Small Cap Core’s current expense caps are at levels lower than the net annual operating expense ratios of Small Cap Value.

 

 

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Q Will I have to pay taxes as a result of the merger?

 

A As a condition to closing, tax counsel will provide an opinion to the effect that the merger will qualify as a tax-free reorganization for federal income tax purposes.   Accordingly, you are not expected to recognize any taxable gain or loss as a direct result of the merger.

 

Because the merger will end the tax year of Small Cap Value, it will accelerate any taxable distributions to shareholders of Small Cap Value for its taxable year ending on the date of the merger. In addition, if the merger is approved, it is expected approximately 90% of the portfolio holdings of Small Cap Value will be sold prior to the merger closing date which, depending on the tax attributes of the portfolio securities sold, may increase the taxable distribution to shareholders prior to the merger. If shareholders approve the merger, based on net realized and unrealized capital gains as of [May 31, 2017], shareholders of Small Cap Value would receive a significant taxable distribution prior to the merger as a result of normal Fund operations and the pre-merger rebalancing. As of [May 31, 2017], Small Cap Value had net realized capital gains of [$19,752,101 (or $1.32 per share)] and net unrealized capital gains of [$66,523,793 (or $4.45 per share)] (approximately 90% of which are expected to be realized in connection with the pre-merger rebalancing in the merger is approved). The Fund’s net realized and unrealized capital gain amounts will fluctuate up until the merger based on changes in the market values of the Fund’s portfolio securities and sales of portfolio securities made in the ordinary course of managing the Fund. The amount of the actual taxable distribution, if any, to shareholders of Small Cap Value prior to the merger may be higher or lower than the amounts noted above. [Following the merger, a portion of Small Cap Value’s portfolio assets acquired by Small Cap Core, as well as other portfolio assets of Small Cap Core, may be sold in the ordinary course of Small Cap Core’s business, which can affect the amount and timing of taxable distributions to the shareholders of Small Cap Core (including former shareholders of Small Cap Value as shareholders of Small Cap Core).] Of course, you may also be subject to taxation as a result of the normal operations of your Fund whether or not the merger occurs.

 

If you choose to sell your shares before the merger or redeem or exchange your shares after the merger, the sale, redemption or exchange likely will generate taxable gain or loss; therefore, you may wish to consult a tax advisor before doing so.

 

Q When would the merger take place?

 

A If approved, the merger would be effective on or about December 11, 2017, or as soon as reasonably practicable after shareholder approval is obtained. Shortly after completion of the merger, shareholders will receive a confirmation statement reflecting the number of shares owned.

 

Q Will the number of shares I own change as a result of the merger?

 

A Yes, the number of shares you own will most likely change, but the aggregate net asset value of your investment in Small Cap Core immediately following the merger will equal the aggregate net asset value of your investment in Small Cap Value at the time of the merger, which may be greater or less than the aggregate net asset value of your shares of Small Cap Value currently.

 

Q What if the merger is not approved or does not occur?

 

A In the event that the merger is not approved or does not occur, Small Cap Value will continue to be managed as a separate fund and the Board will take such action, if any, that it deems to be in the best interest of Small Cap Value.

 

Q Who is incurring the costs of this merger?

 

A Small Cap Value will bear the direct costs of the merger including, but not limited to preparation, printing and mailing of the Prospectus/Proxy Statement, as well as associated legal and accounting expenses, to the extent that they are less than Small Cap Value shareholders’ projected cost savings during the first year following the merger. DIMA has agreed to bear direct merger costs to the extent that they would exceed Small Cap Value shareholders’ projected cost savings during the first year following the merger. It is anticipated that direct merger costs (estimated at $330,000) will be less than the expected one-year post-merger cost savings to Small Cap Value shareholders as a result of the lower total net expense ratios of Small Cap Core (estimated at $712,774). In addition, DIMA has agreed to bear all of Small Cap Value’s commission costs incurred in connection with the pre-merger rebalancing, which are estimated to be equal to $130,000. Therefore, Small Cap Value is expected to pay direct merger costs estimated at $330,000.

 

 

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Q How can I vote?

 

A You can vote in any one of four ways:

 

• Through the Internet, by going to the website listed on your proxy card;

• By telephone, with a toll-free call to the number listed on your proxy card;

• By mail, by sending the enclosed proxy card, signed and dated, to us in the enclosed envelope; or

• In person, by attending the special meeting.

 

We encourage you to vote over the Internet or by telephone, following the instructions that appear on your proxy card. Whichever method you choose, please take the time to read the full text of the Prospectus/Proxy Statement before you vote.

 

Q Whom should I call for additional information about this Prospectus/Proxy Statement?

 

A Please call Computershare Fund Services, Inc., Deutsche Small Cap Value Fund’s proxy solicitor, at _______________.

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345 Park Avenue

New York, New York 10154

(800) 728-3337

_________________, 2017

 

DEUTSCHE SMALL CAP VALUE FUND

 

A Message from the Fund’s President

 

Dear Shareholder:

 

I am writing to ask for your vote on an important matter affecting your investment in Deutsche Small Cap Value Fund (“Small Cap Value” or the “Fund”). While you are, of course, welcome to join us at the special meeting of the Fund’s shareholders, most shareholders cast their vote by filling out and signing the enclosed proxy card, or by voting by telephone or through the Internet.

 

We are asking for your vote on the following matter:

 

Proposal:To approve an agreement and plan of reorganization calling for the merger of Small Cap Value into Deutsche Small Cap Core Fund (“Small Cap Core”).

 

The Board of Directors of Small Cap Value recommends that you vote FOR the Proposal.

 

DIMA is proposing the merger because it believes that, as a result of relative underperformance and a prolonged period of net redemptions and diminishing economies of scale, Small Cap Value shareholders would benefit from a merger with another small cap equity fund in the Deutsche Family of Funds. DIMA believes the proposed merger of Small Cap Value into Small Cap Core will allow shareholders of Small Cap Value to remain invested in a fund within the Deutsche Family of Funds that invests in small cap equities, has had better performance in recent periods, is expected to have lower management fees and net expense ratios than Small Cap Value and, as a result, has better prospects for future asset growth and economies of scale.

 

Included in this booklet is information about the upcoming shareholders’ meeting:

 

A Notice of a Special Meeting of Shareholders, which summarizes the issue for which you are being asked to provide voting instructions; and

 

A Prospectus/Proxy Statement, which provides detailed information on Small Cap Core and the terms of the proposed merger as well as a discussion of the factors considered by the Fund’s Board of Directors in determining to recommend that shareholders approve the proposed merger.

 

Although we would like very much to have each shareholder attend the special meeting, we realize this may not be possible. Whether or not you plan to be present, we need your vote. We urge you to review the enclosed materials thoroughly. Once you’ve determined how you would like your interests to be represented, please promptly complete, sign, date and return the enclosed proxy card, vote by telephone or record your voting instructions on the Internet. A postage-paid envelope is enclosed for mailing, and telephone and Internet voting instructions are listed at the top of your proxy card.

 

I’m sure that you, like most people, lead a busy life and are tempted to put this proxy aside for another day. Please don’t. Your prompt return of the enclosed proxy card (or your voting by telephone or through the Internet) may save the Fund the necessity and expense of further solicitations.

 

Your vote is important to us. We appreciate the time and consideration I am sure you will give to this important matter. If you have questions about the proposal, please call Computershare Fund Services, Inc., Small Cap Value’s proxy solicitor, at _____________ or contact your financial advisor. Thank you for your continued support of Deutsche Asset Management.

 

Sincerely yours,

 

Brian Binder

President

Deutsche Small Cap Value Fund

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DEUTSCHE SMALL CAP VALUE FUND

 

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

 

Please take notice that a Special Meeting of Shareholders of Deutsche Small Cap Value Fund (“Small Cap Value” or the “Fund”), a series of Deutsche Value Series, Inc., will be held at the offices of Deutsche Asset Management, 345 Park Avenue, New York, New York 10154, on November 21, 2017 at 10:00 a.m., Eastern time (the “Meeting”), for the following purpose:

 

Proposal:To consider and vote upon an Agreement and Plan of Reorganization and the transactions it contemplates, including (i) the transfer of all of the assets of Small Cap Value to Deutsche Small Cap Core Fund (“Small Cap Core”), a series of Deutsche Investment Trust, in exchange for shares of Small Cap Core (“Merger Shares”) and the assumption by Small Cap Core of all the liabilities of Small Cap Value, and (ii) the distribution of the Merger Shares to the shareholders of Small Cap Value in complete liquidation of Small Cap Value.

 

 

The appointed proxies will vote in their discretion on any other business as may properly come before the Meeting or any postponement(s) or adjournment(s) thereof. Holders of record of shares of Small Cap Value at the close of business on September 19, 2017 are entitled to vote at the Meeting of the Fund and any postponement(s) or adjournment(s) thereof.

 

By order of the Board of Directors,

 

John Millette,

 

Secretary

 

______________________, 2017

 

 

 

IMPORTANT — We urge you to sign and date the enclosed proxy card (unless you are authorizing your proxy by touch-tone telephone or through the Internet) and return it in the enclosed addressed envelope which requires no postage and is intended for your convenience. Your prompt return of the enclosed proxy card may save the Fund the necessity and expense of further solicitations to ensure a quorum at the Special Meeting. Instructions for signing the proxy card are listed in Appendix A of this Prospectus/Proxy Statement. Alternatively, you can authorize your proxy by touch-tone telephone or through the Internet by following the directions on the enclosed proxy card. If you can attend the Meeting and wish to vote your shares in person at that time, you will be able to do so.

 

 

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IMPORTANT INFORMATION

FOR SHAREHOLDERS OF

DEUTSCHE SMALL CAP VALUE FUND

 

This package contains a Prospectus/Proxy Statement and a proxy card. A proxy card is, in essence, a ballot. When you vote your proxy, it tells us how to vote on your behalf on an important issue relating to your Fund. If you complete and sign the proxy (or tell us how you want to vote by voting by telephone or through the Internet), we’ll vote it exactly as you tell us. If you simply sign the proxy, we’ll vote it in accordance with the Board’s recommendations on page ________.

 

We urge you to review the Prospectus/Proxy Statement carefully, and either fill out your proxy card and return it to us by mail, vote by telephone or record your voting instructions through the Internet. Your prompt return of the enclosed proxy card (or your voting by telephone or through the Internet) may save the Fund the necessity and expense of further solicitations.

 

We want to know how you would like to vote and welcome your comments. Please take a few minutes to read these materials and return your proxy to us. If you have any questions, please call Computershare Fund Services, Inc., Small Cap Value’s proxy solicitor, at the special toll-free number we have set up for you, ____________, or contact your financial advisor.

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PROSPECTUS/PROXY STATEMENT

 

______________________, 2017

 

 

Important Notice Regarding the Availability of Proxy Materials for the Special Shareholder Meeting to Be Held on November 21, 2017:

 

The prospectus/proxy statement is available at [www.proxy-direct.com/_______].

 

 

Acquisition of the assets of: By and in exchange for shares of:
   

Deutsche Small Cap Value Fund

a series of Deutsche Value Series, Inc.

345 Park Avenue

New York, NY 10154

800-728-3337

Deutsche Small Cap Core Fund

a series of Deutsche Investment Trust

345 Park Avenue

New York, NY 10154

800-728-3337

 

This Prospectus/Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors of Deutsche Small Cap Value Fund (“Small Cap Value” or the “Fund”), a series of Deutsche Value Series, Inc., an open-end management investment company registered under the Investment Company Act of 1940, as amended, for use at the Special Meeting of Shareholders of the Fund, to be held at the offices of Deutsche Asset Management, 345 Park Avenue, New York, New York 10154, on November 21, 2017 at 10:00 a.m., Eastern time, and at any postponement(s) or adjournment(s) thereof (the “Meeting”).

 

At the Meeting, shareholders will be asked to consider and approve an Agreement and Plan of Reorganization calling for the merger of Small Cap Value into Deutsche Small Cap Core Fund (“Small Cap Core”). If the Agreement and Plan of Reorganization is approved, the merger will be accomplished as follows: (i) all assets of Small Cap Value will be transferred to Small Cap Core solely in exchange for shares of Small Cap Core (the “Merger Shares”) and the assumption by Small Cap Core of all the liabilities of Small Cap Value and (ii) the Merger Shares will be distributed to shareholders of Small Cap Value in complete liquidation of Small Cap Value. Each shareholder of Small Cap Value will receive a number of full and fractional shares of the corresponding class of Small Cap Core equal in aggregate value as of the Valuation Time (as defined below on page ____) to the aggregate value of such shareholder’s Small Cap Value shares.

 

This Prospectus/Proxy Statement and the enclosed proxy card are first being mailed to shareholders on or about September ___, 2017, or as soon as practicable thereafter. The Prospectus/Proxy Statement explains concisely what you should know before voting on the matter described herein or investing in Small Cap Core, a series of Deutsche Investment Trust, an open-end management investment company registered under the Investment Company Act of 1940, as amended. Please read it carefully and keep it for future reference.

 

Any shareholder giving a proxy has the power to revoke it 1) in person at the Meeting or 2) by submitting a notice of revocation by mail (addressed to the Secretary of the Fund at One Beacon Street, Boston, Massachusetts 02108). Any shareholder giving a proxy may also revoke it by executing or authorizing a later-dated proxy by mail, touch-tone telephone or via the Internet. All properly executed proxies received in time for the Meeting will be voted as specified in the proxy or, if no specification is made, in accordance with the Fund’s Board of Directors’ recommendation as stated in the Prospectus/Proxy Statement. Also, all votes entitled to be cast will be cast in the proxies’ discretion on any other matters as may properly come before the Meeting.

 

The securities offered by this Prospectus/Proxy Statement have not been approved or disapproved by the Securities and Exchange Commission (the “SEC”), nor has the SEC passed upon the accuracy or adequacy of this Prospectus/Proxy Statement. Any representation to the contrary is a criminal offense.

 

The following documents have been filed with the SEC and are incorporated into this Prospectus/Proxy Statement by reference:

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(i)the prospectus of Small Cap Core for Class A, Class C, Class R6, Institutional Class and Class S shares dated February 1, 2017, as supplemented March 1, 2017, April 3, 2017, May 30, 2017, June 5, 2017, June 7, 2017, June 13, 2017, July 7, 2017 and [dates], a copy of which is included with this Prospectus/Proxy Statement;

 

(ii)the prospectus of Small Cap Value for Class A, Class C, Class R6, Institutional Class and Class S shares dated March 16, 2017, as supplemented June 5, 2017, July 7, 2017, July 20, 2017 and [dates];

 

(iii)the statement of additional information of Small Cap Value for Class A, Class C, Class R6, Institutional Class and Class S shares dated March 16, 2017, as supplemented June 5, 2017, June 19, 2017, July 7, 2017 and [dates];

 

(iv)the statement of additional information relating to the proposed merger, dated ____________, 2017 (the “Merger SAI”); and

 

(v)the audited financial statements and related independent registered public accounting firm’s report for Small Cap Value contained in its Annual Report for the fiscal year ended November 30, 2016 and the unaudited financial statements for the six months ended May 31, 2017 contained in Small Cap Value’s Semiannual Report.

 

No other parts of Small Cap Value’s Annual Report or Semiannual Report are incorporated by reference herein.

 

The audited financial highlights for Small Cap Core contained in the Annual Report for the period ended September 30, 2016, and the unaudited financial highlights for Small Cap Value contained in the Semi-Annual Report for the period ended March 31, 2017, are attached to this Prospectus/Proxy Statement as Appendix C.

 

Shareholders may obtain free copies of Small Cap Value’s and Small Cap Core’s prospectuses, statements of additional information, annual reports and semiannual reports and/or the Merger SAI, request other information about either fund, or make shareholder inquiries, by contacting their financial advisor or by calling the corresponding fund at 1-800-728-3337 or by writing to the corresponding fund at 345 Park Avenue, New York, New York 10154.

 

Like shares of Small Cap Value, shares of Small Cap Core are not deposits or obligations of, or guaranteed or endorsed by, any financial institution, are not insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other agency, and involve risk, including the possible loss of the principal amount invested.

 

This document is designed to give you the information you need to vote on the matter listed in the Notice of Special Meeting of Shareholders. Much of the information is required disclosure under rules of the SEC; some of it is technical. If there is anything you don’t understand, please contact Computershare Fund Services, Inc., Small Cap Value’s proxy solicitor, at _______________, or contact your financial advisor.

 

Small Cap Value and Small Cap Core are subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith file reports and other information with the SEC. You may review and copy information about Small Cap Value and Small Cap Core at the SEC’s public reference room at 100 F Street, N.E., Washington, D.C. You may call the SEC at 1-202-551-5850 for information about the operation of the public reference room. You may obtain copies of this information, with payment of a duplication fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the Public Reference Branch, Office of Consumer Affairs and Information Services, Securities and Exchange Commission, Washington, D.C. 20549. You may also access reports and other information about Small Cap Value and Small Cap Core on the EDGAR database on the SEC’s Internet site at http://www.sec.gov.

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PROPOSAL: APPROVAL OF AN AGREEMENT AND PLAN OF REORGANIZATION CALLING FOR THE MERGER OF SMALL CAP VALUE INTO SMALL CAP CORE

 

 

I.  SYNOPSIS

 

 

The responses to the questions that follow provide an overview of key points typically of concern to shareholders considering a proposed merger between investment companies. These responses are qualified in their entirety by the remainder of this Prospectus/Proxy Statement, which you should read carefully because it contains additional information and further details regarding the proposed merger.

 

1.  What is being proposed?

 

The Board of Directors of Small Cap Value (the “Board”) is recommending that shareholders approve the transactions contemplated by the Agreement and Plan of Reorganization (as described below in Part IV and the form of which is attached hereto as Appendix B), which is referred to herein as a merger of Small Cap Value into Small Cap Core. If approved by shareholders, the merger would involve the following steps: (i) all assets of Small Cap Value will be transferred to Small Cap Core solely in exchange for shares of Small Cap Core (the “Merger Shares”) and the assumption by Small Cap Core of all the liabilities of Small Cap Value; and (ii) the Merger Shares will be distributed to shareholders of Small Cap Value in complete liquidation of Small Cap Value. All Merger Shares delivered to Small Cap Value will be delivered at net asset value without a sales load, commission or other similar fee being imposed. Immediately following the transfer, the appropriate class of Merger Shares received by Small Cap Value will be distributed pro rata, on a tax-free basis for federal income tax purposes, to its shareholders of record. As a result of the merger, your shares of Small Cap Value will, in effect, be exchanged for shares of the same class of Small Cap Core with an equal aggregate net asset value as of the Valuation Time (as defined below on page__).

 

Deutsche Investment Management Americas Inc. (“DIMA”) proposed the merger because it believes that, as a result of relative underperformance, a prolonged period of net redemptions and diminishing economies of scale, Small Cap Value shareholders would benefit from a merger with another small cap equity fund in the Deutsche Family of Funds. DIMA informed the Board of the Fund that it believes the proposed merger of Small Cap Value into Small Cap Core will allow shareholders of Small Cap Value to remain invested in a fund within the Deutsche Family of Funds that invests in small cap equities, has had better performance in recent periods, is expected to have lower management fees and net expense ratios than Small Cap Value and, as a result, has better prospects for future asset growth and economies of scale. DIMA also informed the Board that the proposed merger is consistent with DIMA’s ongoing process of streamlining Deutsche fund product offerings.

 

Based on the information provided by DIMA, the Board considered that the merger of Small Cap Value into Small Cap Core would allow shareholders to remain invested in a small cap equity fund within the Deutsche Family of Funds that is expected to have lower management fees and net expense ratios, that has had better performance in recent periods, and that, as a result, has better prospects for future asset growth and economies of scale. The Board also considered that the merger is expected to be a tax-free reorganization and shareholders of Small Cap Value are not expected to recognize any taxable gain or loss as a direct result of the merger. Therefore, based on all the information considered by the Board and its discussions with DIMA, the Board concluded that: (1) the merger is in the best interests of Small Cap Value and (2) the interests of the existing shareholders of Small Cap Value will not be diluted as a result of the merger. Accordingly, the Board unanimously recommends that shareholders approve the Agreement and Plan of Reorganization effecting the merger. For a full discussion of the Board’s considerations, please see “Information About the Proposed Merger — Board’s Considerations Relating to the Proposed Merger” in Section IV below.

 

2.  What are the investment objectives and strategies of Small Cap Value and Small Cap Core?

 

As described below, both funds focus on investments in U.S. small cap equity securities, but there are differences in their strategies.

 

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Small Cap Value. Small Cap Value seeks long-term capital appreciation and pursues its investment objective by investing at least 80% of net assets, plus the amount of any borrowings for investment purposes, in undervalued common stocks of small U.S. companies, which the Fund defines as companies that are similar in market value to those in the Russell 2000® Value Index. While the market capitalization range of the Russell 2000® Value Index changes throughout the year, as of January 31, 2017 the market capitalization range of the Russell 2000® Value Index was between $9 million and $9.60 billion. The Russell 2000® Value Index is reconstituted annually every June. While the Fund invests mainly in U.S. stocks, it could invest up to 20% of net assets in foreign securities. The Fund intends to invest primarily in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. The Fund’s equity investments are mainly common stocks, but may also include other types of equities such as preferred or convertible stocks.

 

Small Cap Core. Small Cap Core seeks to provide long-term capital growth and pursues its investment objective by investing at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in common stocks of small U.S. companies with potential for above-average long-term capital growth. These companies are similar in size to the companies in the Russell 2000® Index (generally the 2,000 smallest companies out of the 3,000 largest companies in the U.S.). While the market capitalization range of the Russell 2000® Index changes throughout the year, as of December 31, 2016 , the market capitalization range of the Russell 2000® Index was between $9 million and $10.5 billion. The Russell 2000® Index is reconstituted annually every June. Small Cap Core intends to invest in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. While Small Cap Core invests primarily in common stocks, it may invest up to 20% of its total assets in U.S. government securities. Small Cap Core may also invest in other types of equity securities such as preferred stocks or convertible securities.

 

If the proposed merger is approved by shareholders of Small Cap Value, two changes will be made to the investment strategy of Small Cap Core. First, the fund would seek to invest in common stocks of small U.S. companies with potential for above-average long-term total return (rather than above-average long-term capital growth). Second, the last two sentences in the paragraph above would be changed to read: While the fund invests primarily in common stocks, it may invest up to 20% of its total assets in other types of securities, such as preferred stocks or convertible securities, U.S. government securities and foreign securities.

 

Additional information on the funds’ investment objectives, strategies and risks and how they compare and differ can be found below in Section II “Investment Strategies and Risk Factors.”

 

The following tables set forth a summary of the composition of each fund’s investment portfolio as of June 30, 2017, and DIMA’s estimation of a representative portfolio composition of Small Cap Core assuming consummation of the proposed merger.

 

 

Asset Allocation (as a % of investment portfolio)

 

 

 

 

 

Small Cap Value

 

 

 

Small Cap Core

 

Small Cap Core —

Estimated (Assuming

Consummation of
Merger)(1)

 

Health Care 5% 21% %
Industrials 19% 16% %
  Information Technology 13% 15% %
  Financials 31% 15% %
  Consumer Discretionary 9% 11% %
  Consumer Staples 1% 6% %
  Materials 4% 6% %
  Real Estate 9% 5% %
  Energy 4% 4% %
  Utilities 5% 1% %
Total 100% 100%                   100%
             

   

 

(1)      Reflects DIMA’s estimation of the portfolio composition of Small Cap Core subsequent to the merger.

 

 

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There can be no assurance as to actual portfolio composition of Small Cap Core subsequent to the merger.

 

3. Will the management of the fund change as a result of the merger?

 

Both Small Cap Value and Small Cap Core are managed by DIMA. The portfolio managers of Small Cap Core will continue to manage the day-to-day operations of Small Cap Core after the merger. In addition, DIMA expects to add a third portfolio manager to Small Cap Core after the merger.

 

4.  How do the management fees and expense ratios of Small Cap Value and Small Cap Core compare?

 

DIMA is paid a management fee by Small Cap Value at the following rates: (a) 0.750% on the first $250 million of the fund’s average daily net assets; (b) 0.720% of the next $750 million of the fund’s average daily net assets; (c) 0.700% on the next $1.5 billion of the fund’s average daily net assets; (d) 0.680% on the next $2.5 billion of the fund’s average daily net assets; (e) 0.650% on the next $2.5 billion of the fund’s average daily net assets; (f) 0.640% on the next $2.5 billion of the fund’s average daily net assets; (g) 0.630% on the next $2.5 billion of the fund’s average daily net assets; and (h) 0.620% of the fund’s average daily net assets thereafter. Small Cap Value’s management fee compensates DIMA for both investment advisory and administrative services it provides to the Fund.

 

Currently, DIMA is paid a management fee by Small Cap Core for investment advisory services at the following rates: (a) 0.665% on the first $500 million of the fund’s average daily net assets; (b) 0.615% on the next $500 million of the fund’s average daily net assets; and (c) 0.565% of the fund’s average daily net assets thereafter. DIMA also provides administrative services to Small Cap Core and receives a separate administrative services fee from Small Cap Core of 0.10% of the fund’s average daily net assets.

 

After the merger, DIMA will be paid a management fee by Small Cap Core for investment advisory services at the following rates: (a) 0.650% on the first $250 million of the fund’s average daily net assets; (b) 0.620% on the next $250 million of the fund’s average daily net assets; (c) 0.615% on the next $500 million of the fund’s average daily net assets; (d) 0.565% on the next $4.0 billion of the fund’s average daily net assets; (e) 0.550% on the next $2.5 billion of the fund’s average daily net assets; (f) 0.540% on the next $2.5 billion of the fund’s average daily net assets; (g) 0.530% on the next $2.5 billion of the fund’s average daily net assets; and (h) 0.520% of the fund’s average daily net assets thereafter. DIMA will also continue to provide administrative services and receive a separate 0.10% administrative services fee from Small Cap Core after the merger.

 

Small Cap Value’s current effective management fee rate, which also compensates DIMA for administrative services provided to the Fund, is 0.74%. Small Cap Core’s effective management fee rate after the merger, which does not include fees for administrative services which are covered by a separate agreement with DIMA, is expected to be 0.63%. As noted above, the administrative services fee for Small Cap Core is 0.10%.

 

As noted in the table below, DIMA has agreed to extend Small Cap Core’s current expense caps for a period of at least two years following the merger to maintain annual net operating expense ratios at levels no higher than 1.09%, 1.84%, 0.89%, 0.79% and 0.84% for Class A, Class C, Class S, Class R6 and Institutional Class, respectively. Small Cap Core’s current expense caps are at levels lower than the net annual operating expense ratios of Small Cap Value.

 

The Annual Fund Operating Expenses table below summarizes the fees and expenses that each of the funds incurred during its most recent fiscal year end and the pro forma estimated expense ratios of Small Cap Core assuming the merger occurred as of May 31, 2017. The pro forma combined figures reflect average net asset levels for both funds for the 12-month period ended on that date, and are based on actual direct expenses of Small Cap Value and Small Cap Core.

 

 

 

 

 

 

12 

 

Shareholder Fees

(fees paid directly from your investment)

 

  Class A Class C Class R6 Class S Inst Class  
Maximum Sales Charge (Load) Imposed on Purchases (as % of offering price)            
Small Cap Value 5.75% None None None None  
Small Cap Core 5.75% None None None None  
Maximum Deferred Sales Charge (Load) (as % of redemption proceeds)            
Small Cap Value None 1.00 None None None  
Small Cap Core None 1.00 None None None  

Account Maintenance Fee (annually for

fund account balances below $10,000 and

subject to certain exceptions)

           
Small Cap Value $20 $20 None $20 None  
Small Cap Core $20 $20 None $20 None  
                       

 

 

 

Annual Fund Operating Expenses1

(expenses that are deducted from fund assets)

 

 

 

 

 

 

 

 

Management

Fee

 

 

Distribution/

Service

(12b-1) Fee

 

 

Other

Expenses

 

 

Total Annual Fund Operating
Expenses

Less Expense Waiver/

Reimbursement

 

Net Annual

Fund

Operating

Expenses

Small Cap Value            
 Class A 0.74%2 0.24% 0.27% 1.25% ----- 1.25%
 Class C 0.74%2 1.00% 0.26% 2.00% ----- 2.00%
 Class R6 0.74%2 None 0.16% 0.90% ----- 0.90%
 Class S 0.74%2 None 0.23% 0.97% ----- 0.97%
 Inst Class 0.74%2 None 0.16% 0.90% ----- 0.90%
Small Cap Core            
 Class A 0.67% 0.22% 0.45%3 1.34% 0.25%4 1.09%
 Class C 0.67% 1.00% 0.45%3 2.12% 0.28%4 1.84%
 Class R6 0.67% None 0.46%3 1.13% 0.34%4 0.79%
 Class S 0.67% None 0.45%3 1.12% 0.23%4 0.89%
 Inst Class 0.67% None 0.39%3 1.06% 0.22%4 0.84%
Small Cap Core (Pro forma combined)5            
 Class A 0.63%6 0.24% 0.37%3,7 1.24% 0.15%8 1.09%
 Class C 0.63%6 1.00% 0.35%3,7 1.98% 0.14%8 1.84%
 Class R6 0.63%6 None 0.27%3,7 0.90% 0.11%8 0.79%
 Class S 0.63%6 None 0.33%3,7 0.96% 0.07%8 0.89%
 Inst Class 0.63%6 None 0.29%3,7 0.92% 0.08%8 0.84%

 

 

___________________

 

1The Annual Fund Operating Expenses Table is presented as of each fund’s fiscal year end (September 30, 2016 for Small Cap Core and November 30, 2016 for Small Cap Value). The pro forma combined figures assume the merger occurred as of March 31, 2017, and reflect average net asset values for both funds for the 12-month period ended March 31, 2017.

 

2DIMA, the investment advisor for the funds, provides administrative and accounting services to the Fund pursuant to the Fund’s Investment Management Agreement and is compensated for such services through the management fee, which is different from Small Cap Core. As noted below in footnote 3, DIMA provides

13 

 

administrative and accounting services to Small Cap Core pursuant to a separate Administrative Services Agreement.

 

3Includes 0.10% paid to DIMA, the investment advisor for the funds, for administrative and accounting services pursuant to an Administrative Services Agreement.

 

4Through September 30, 2018, DIMA has contractually agreed to waive and/or reimburse fund expenses to the extent necessary to maintain Small Cap Core’s total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage, interest expense and acquired funds fees and expenses) at ratios no higher than 1.09%, 1.84%, 0.79%, 0.89% and 0.84% for Class A, Class C, Class R6, Class S and Institutional Class, respectively. The agreement may only be terminated with the consent of Small Cap Core’s Board.

 

5Assumes the merger occurred as of March 31, 2017.

 

6Under a revised Investment Management Agreement for Small Cap Core, DIMA would be paid a management fee by Small Cap Core at the following rates: (a) 0.650% on the first $250 million of the fund’s average daily net assets; (b) 0.620% on the next $250 million of the fund’s average daily net assets; (c) 0.615% on the next $500 million of the fund’s average daily net assets; (d) 0.565% on the next $4.0 billion of the fund’s average daily net assets; (e) 0.550% on the next $2.5 billion of the fund’s average daily net assets; (f) 0.540% on the next $2.5 billion of the fund’s average daily net assets; (g) 0.530% on the next $2.5 billion of the fund’s average daily net assets; and (c) 0.520% of the fund’s average daily net assets thereafter.

 

7Other expenses are estimated, accounting for the effect of the merger.

 

8Contingent upon completion of the merger, DIMA has agreed to maintain net fund operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expenses) for Small Cap Core at ratios no higher than 1.09%, 1.84%, 0.79%, 0.89% and 0.84% for Class A, Class C, Class R6, Class S and Institutional Class, respectively, for a period of at least 2 years following the merger.

 

14 

 

Examples

 

These examples translate the expenses shown in the preceding table into dollar amounts. By doing this, you can more easily compare the costs of investing in the funds. The examples make certain assumptions. They assume that you invest $10,000 in a fund for the time periods shown and reinvest all dividends and distributions. They also assume a 5% return on your investment each year and that a fund’s operating expenses remain the same (except as described below). The examples are hypothetical; your actual costs and returns may be higher or lower.

 

  1 Year 3 Years 5 Years 10 Years
Small Cap Value(1)        
Assuming you sold your shares at the end of each period.        
 Class A $695 $949 $1,222 $1,999
 Class C                                                                                                                                                                            $303 $627 $1,078 $2,327
 Class R6 $92 $287 $498 $1,108
 Class S $99 $309 $536 $1,190
 Institutional Class $92 $287 $498 $1,108
Assuming you kept your shares.        
 Class A $695 $949 $1,222 $1,999
 Class C $203 $627 $1,078 $2,327
 Class R6 $92 $287 $498 $1,109
 Class S $99 $309 $536 $1,190
 Institutional Class $92 $287 $498 $1,108
Small Cap Core(1)        
Assuming you sold your shares at the end of each period.        
 Class A $680 $952 $1,244 $2,074
 Class C $287 $637 $1,113 $2,430
 Class R6 $81 $325 $589 $1,344
 Class S $91 $333 $595 $1,343
 Institutional Class $86 $315 $563 $1,274
Assuming you kept your shares.        
 Class A $680 $952 $1,244 $2,074
 Class C $187 $637 $1,113 $2,430
 Class R6 $81 $325 $589 $1,344
 Class S $91 $333 $595 $1,343
 Institutional Class $86 $315 $563 $1,274
Small Cap Core (Pro forma combined)(2)        
Assuming you sold your shares at the end of each period.        
 Class A $680 $917 $1,189 $1,963
 Class C $287 $594 $1,041 $2,283
 Class R6 $81 $264 $476 $1,087
 Class S $91 $292 $493 $1,165
 Institutional Class $86 $277 $517 $1,116
Assuming you kept your shares.        
 Class A $680 $917 $1,189 $1,963
 Class C $187 $594 $1,041 $2,283
 Class R6 $81 $264 $476 $1,087
 Class S $91 $292 $517 $1,165
 Institutional Class $86 $277 $493 $1,116

 

____________

 

 

(1)  Reflects one year of capped expenses in each period.
  

(2)

Reflects one year of capped expenses in the 1-year period and two years of capped expenses in the 3-, 5- and 10-year periods.

 

15 

 

5.  What are the federal income tax consequences of the proposed merger?

 

The merger is expected to qualify as a tax-free reorganization for federal income tax purposes. Accordingly, no gain or loss is expected to be recognized for federal income tax purposes by Small Cap Value or its shareholders as a direct result of the merger. Because the merger will end the tax year of Small Cap Value, it will accelerate any taxable distributions to shareholders of Small Cap Value for its taxable year ending on the date of the merger. In addition, if the merger is approved, it is expected approximately 90% of the portfolio holdings of Small Cap Value will be sold prior to the merger closing date which, depending on the tax attributes of the portfolio securities sold, may increase the taxable distribution to shareholders prior to the merger. If shareholders approve the merger, based on net realized and unrealized capital gains as of [May 31, 2017], shareholders of Small Cap Value would receive a significant taxable distribution prior to the merger as a result of normal Fund operations and the pre-merger rebalancing. As of [May 31, 2017], Small Cap Value had net realized capital gains of [$19,752,101 (or $1.32 per share)] and net unrealized capital gains of [$66,523,793 (or $4.45 per share)] (approximately 90% of which are expected to be realized in connection with the pre-merger rebalancing in the merger is approved). The Fund’s net realized and unrealized capital gain amounts will fluctuate up until the merger based on changes in the market values of the Fund’s portfolio securities and sales of portfolio securities made in the ordinary course of managing the Fund. The amount of the actual taxable distribution, if any, to shareholders of Small Cap Value prior to the merger may be higher or lower than the amounts noted above. For a more detailed discussion of the federal income tax consequences of the merger, please see “Information about the Proposed Merger — Material Federal Income Tax Consequences” below.

 

6.  Will the frequency of my dividends be affected by the merger?

 

No. Currently, both Small Cap Value and Small Cap Core pay dividends and distributions annually in December and Small Cap Core will continue to pay dividends and distributions annually in December.

 

7.  Do the procedures for purchasing, redeeming and exchanging shares of the two funds differ?

 

No. The procedures for purchasing and redeeming shares of a particular class for each fund, and for exchanging shares of each fund for shares of other Deutsche funds, are identical. For more information regarding purchasing, redeeming and exchanging shares of Small Cap Core, please see the Small Cap Core prospectus, a copy of which was mailed with this Prospectus/Proxy Statement.

 

8.  Do the procedures for pricing shares of the two funds differ?

 

No. The procedures for pricing shares of the funds are identical. For more information on the pricing of shares of Small Cap Core, please see the Small Cap Core prospectus, a copy of which was mailed with this Prospectus/Proxy Statement.

 

9. Are there any other differences between the Funds?

 

Yes. The Funds have different fundamental investment policies related to commodities. Small Cap Core’s fundamental policy is that it may not purchase or sell commodities, except as permitted by the 1940 Act, as interpreted or modified by regulatory authority having jurisdiction, from time to time. Small Cap Value’s fundamental policy is that it may not purchase physical commodities or contracts relating to physical commodities. If shareholders of Small Cap Value approve the merger, Small Cap Core will retain its fundamental policy relating to commodities and after the merger former shareholders of Small Cap Value will be invested in a fund subject to a different commodities policy.

 

10.  How will I be notified of the outcome of the merger?

 

If the proposed merger is approved by shareholders, you will receive confirmation after the merger is completed, indicating the number of Merger Shares you are receiving. Otherwise, you will be notified of the outcome of the shareholder vote in the next shareholder report of the Fund.

 

 

16 

 

11.  Will the number of shares I own change?

 

Yes, the number of shares you own will most likely change, but the aggregate net asset value of the shares of Small Cap Core you receive will equal the aggregate net asset value of the shares of Small Cap Value that you hold at the Valuation Time (as defined on page _____). Even though the net asset value per share of each fund is likely to be different, the total net asset value of each shareholder’s holdings will not change as a result of the merger.

 

12. Who is incurring the costs of this merger?

 

Small Cap Value will bear the direct costs of the merger including, but not limited to preparation, printing and mailing of the Prospectus/Proxy Statement, as well as associated legal and accounting expenses, to the extent that they are less than Small Cap Value shareholders’ projected cost savings during the first year following the merger. DIMA has agreed to bear direct merger costs to the extent that they would exceed Small Cap Value shareholders’ projected cost savings during the first year following the merger. It is anticipated that direct merger costs (estimated at $330,000) will be less than the expected one-year post-merger cost savings to Small Cap Value shareholders as a result of the lower total net expense ratios of Small Cap Core (estimated at $712,774). In addition, DIMA has agreed to bear all of Small Cap Value’s commission costs incurred in connection with the pre-merger rebalancing, which are estimated to be equal to $130,000. Therefore, Small Cap Value is expected to pay direct merger costs estimated at $330,000.

 

13.  What vote is required to approve the merger?

Approval of the merger requires the affirmative vote of the holders of a majority of the shares of Small Cap Value, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”).

The Board recommends that shareholders vote FOR approval of the proposed merger. For a discussion of the Board’s considerations, please see “Information About the Proposed Merger —Board’s Considerations Relating to the Proposed Merger” in Section IV below.

 

 

II. INVESTMENT STRATEGIES AND RISK FACTORS

 

What are the main investment strategies and related risks of Small Cap Core, and how do they compare with those of Small Cap Value?

 

As described below, both funds focus on investments in U.S. small cap equity securities. The table below summarizes each fund’s principal investment strategies. A more fulsome description of each fund’s principal investment strategies follows the table.

 

 

 

 

 

Deutsche Small Cap Core Fund

Deutsche Small Cap Value Fund

Investment Objectives: The fund seeks to provide long-term capital growth. The fund seeks long-term capital appreciation.

17 

 

 

 

Deutsche Small Cap Core Fund

Deutsche Small Cap Value Fund

Principal Investment Strategy:

The fund invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in common stocks of small U.S. companies with potential for above-average long-term capital growth. These companies are similar in size to the companies in the Russell 2000® Index (generally the 2,000 smallest companies out of the 3,000 largest companies in the U.S.). While the market capitalization range of the Russell® 2000 Index changes throughout the year, as of December 31, 2016, the market capitalization range of the Russell 2000® Index was between $9 million and $10.5 billion.

Post-merger the first sentence above will read: The fund invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in common stocks of small U.S. companies with potential for above-average total return.

The fund invests at least 80% of net assets, plus the amount of any borrowings for investment purposes, in undervalued common stocks of small U.S. companies, which the fund defines as companies that are similar in market value to those in the Russell 2000® Value Index.  While the market capitalization of the Russell 2000® Value Index changes throughout the year, as of January 31, 2017, the market capitalization range of the Russell 2000® Value Index was between $9 million and $9.60 billion.
Asset Categories:

While the fund invests primarily in common stocks, it may invest up to 20% of its total assets in U.S. government securities. The fund may also invest up to 20% of its total assets in U.S. government securities. The fund may also invest in other types of securities such as preferred stocks or convertible securities.

Poet-merger: The fund’s investment strategy will include the following: While the fund invests mainly in U.S. stocks, it could invest up to 20% of net assets in foreign securities.

While the fund invests mainly in U.S. stocks, it could invest up to 20% of net assets in foreign securities.  The fund’s equity investments are mainly common stocks, but may also include other types of equities such as preferred or convertible stocks.
Derivatives: The fund may use various types of derivatives (a contract whose value is based on, for example, indices, currencies or securities (i) for hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to seek to enhance potential gains; or (iv) as a substitute for direct investment in a particular asset class or to keep cash on hand to meet shareholder redemptions. The fund may use various types of derivatives (a contract whose value is based on, for example, indices, currencies or securities (i) for hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to seek to enhance potential gains; or (iv) as a substitute for direct investment in a particular asset class or to keep cash on hand to meet shareholder redemptions.

18 

 

 

 

Objectives and Strategies. Small Cap Core seeks to provide long-term capital growth while Small Cap Value seeks long-term capital appreciation.

 

Small Cap Core. Small Cap Core pursues its investment objective by investing at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in common stocks of small U.S. companies with potential for above-average long-term capital growth. These companies are similar in size to the companies in the Russell 2000® Index (generally the 2,000 smallest companies out of the 3,000 largest companies in the U.S.). While the market capitalization range of the Russell 2000® Index changes throughout the year, as of December 31, 2016 , the market capitalization range of the Russell 2000® Index was between $9 million and $10.5 billion. The Russell 2000® Index is reconstituted annually every June. Small Cap Core intends to invest in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. While Small Cap Core invests primarily in common stocks, it may invest up to 20% of its total assets in U.S. government securities. Small Cap Core may also invest in other types of equity securities such as preferred stocks or convertible securities.

 

If the proposed merger is approved by shareholders of Small Cap Value, two changes will be made to the investment strategy of Small Cap Core. First, the fund would seek to invest in common stocks of small U.S. companies with potential for above-average long-term total return (rather than above-average long-term capital growth). Second, the last two sentences in the paragraph above would be changed to read: While the fund invests primarily in common stocks, it may invest up to 20% of its total assets in other types of securities, such as preferred stocks or convertible securities, U.S. government securities and foreign securities.

 

Small Cap Value. Small Cap Value pursues its investment objective by investing at least 80% of net assets, plus the amount of any borrowings for investment purposes, in undervalued common stocks of small U.S. companies, which the fund defines as companies that are similar in market value to those in the Russell 2000® Value Index. While the market capitalization range of the Russell 2000® Value Index changes throughout the year, as of January 31, 2017 the market capitalization range of the Russell 2000® Value Index was between $9 million and $9.60 billion. The Russell 2000® Value Index is reconstituted annually every June. While the Fund invests mainly in U.S. stocks, it could invest up to 20% of net assets in foreign securities. The Fund intends to invest primarily in companies whose market capitalizations fall within the normal range of the Russell 2000® Index. The Fund’s equity investments are mainly common stocks, but may also include other types of equities such as preferred or convertible stocks.

 

Additional Information. Derivatives. Each fund may use various types of derivatives (a contract whose value is based on, for example, indices, currencies or securities) (i) for hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to seek to enhance potential gains; or (iv) as a substitute for direct investment in a particular asset class or to keep cash on hand to meet shareholder redemptions.

 

Other Policies. Although major changes tend to be infrequent, each fund’s Board could change the fund’s investment objective without seeking shareholder approval. The Board will provide shareholders with at least 60 days’ notice prior to making any changes to either fund’s 80% investment policy.

 

As a temporary defensive measure, each fund could shift up to 100% of each fund’s assets into cash, money market securities or other short-term investments. Short-term investments consist of (1) foreign and domestic obligations of sovereign governments and their agencies and instrumentalities, authorities and political subdivisions; (2) other short-term high quality rated debt securities or, if unrated, determined to be of comparable quality in the opinion of the Advisor; (3) commercial paper; (4) bank obligations, including negotiable certificates of deposit, time deposits and bankers’ acceptances; and (5) repurchase agreements. Short-term investments may also include shares of money market mutual funds. To the extent a fund invests in such instruments, the fund will not be pursuing its investment objective. However, portfolio management may choose not to use these strategies for various reasons, even in volatile market conditions.

 

Each fund may trade actively. This could raise transaction cost (thus lowering return) and could mean increased taxable distributions to shareholders and distributions that will be taxable to shareholders at higher federal income tax rates. 

 

DIMA believes that Small Cap Core should provide an attractive investment opportunity for shareholders of Small Cap Value, allowing for continued investment in small cap stocks.

1

 

 

Principal Risks of Small Cap Value and Small Cap Core.

 

There are several risk factors that could hurt the performance of each fund, cause you to lose money or cause the fund’s performance to trail that of other investments. Each fund may not achieve its investment objective, and is not intended to be a complete investment program. An investment in each fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.

 

The principal risks of investing in each fund are similar, but there are some differences. Small Cap Value is subject to Value investing risk and to Foreign investment risk, whereas these are not current principal risks for Small Cap Core. After the merger, Small Cap Core will have the ability to invest up to 20% of its assets in foreign investments, therefore the Foreign investment risk description will be added to Small Cap Core’s Principal Risks prospectus discussion. The following table provides a comparison of the types of investment risks associated with an investment in each fund. A description of these principal investment risks follows the table. A description of the additional risks of Small Cap Value, due to its investment style and foreign investment holdings, begins on p. _____.

  FUNDS
Principal Risk Deutsche Small Cap Core Fund Deutsche Small Cap Value Fund
Stock Market Risk ü ü
Small Company Risk ü ü
Security Selection Risk ü ü
Focus Risk ü ü
Securities Lending Risk ü ü
Liquidity Risk ü ü
Pricing Risk ü ü
Operational and Technology Risk ü ü
Value Investing Risk   ü
Foreign Investment Risk   ü
Derivatives risk ü ü
Counterparty risk ü ü

 

 

 

The primary risks associated with an investment in each fund are summarized below. In these risk descriptions the term “fund” may refer to Small Cap Core, Small Cap Value or both, as applicable.

 

Stock market risk. When stock prices fall, you should expect the value of your investment to fall as well. Stock prices can be hurt by poor management on the part of the stock’s issuer, shrinking product demand and other business risks. These may affect single companies as well as groups of companies. In addition, movements in financial markets may adversely affect a stock’s price, regardless of how well the company performs. The market as a whole may not favor the types of investments the fund makes, which could affect the fund’s ability to sell them at an attractive price. To the extent that the fund invests in a

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particular capitalization or sector, the fund’s performance may be affected by the general performance of that capitalization or sector. An investment in Small Cap Value is also subject to this risk.

 

Small company risk. Small company stocks tend to be more volatile than medium-sized or large company stocks. Because stock analysts are less likely to follow small companies, less information about them is available to investors. Industry-wide reversals may have a greater impact on small companies, since they may lack the financial resources of larger companies. Small company stocks are typically less liquid than large company stocks. An investment in Small Cap Value is also subject to this risk.

 

Security selection risk. The securities in the fund’s portfolio may decline in value. Portfolio management could be wrong in its analysis of industries, companies, economic trends, the relative attractiveness of different securities or other matters. An investment in Small Cap Value is also subject to this risk.

 

Focus risk. To the extent that the fund focuses its investments in particular industries, asset classes or sectors of the economy, any market price movements, regulatory or technological changes, or economic conditions affecting companies in those industries, asset classes or sectors may have a significant impact on the fund’s performance. An investment in Small Cap Value is also subject to this risk.

 

Securities lending risk. Any decline in the value of a portfolio security that occurs while the security is out on loan is borne by the fund and will adversely affect performance. Also, there may be delays in recovery of securities loaned or even a loss of rights in the collateral should the borrower of the securities fail financially while holding the security. An investment in Small Cap Value is also subject to this risk.

 

Derivatives risk. Risks associated with derivatives may include the risk that the derivative is not well correlated with the security, index or currency to which it relates; the risk that derivatives may result in losses or missed opportunities; the risk that the fund will be unable to sell the derivative because of an illiquid secondary market; the risk that a counterparty is unwilling or unable to meet its obligation; and the risk that the derivative transaction could expose the fund to the effects of leverage, which could increase the fund’s exposure to the market and magnify potential losses. An investment in Small Cap Value is also subject to this risk.

 

Counterparty risk. A financial institution or other counterparty with whom the fund does business, or that underwrites, distributes or guarantees any investments or contracts that the fund owns or is otherwise exposed to, may decline in financial health and become unable to honor its commitments. This could cause losses for the fund or could delay the return or delivery of collateral or other assets to the fund. An investment in Small Cap Value is also subject to this risk.

 

Liquidity risk. In certain situations, it may be difficult or impossible to sell an investment and/or the fund may sell certain investments at a price or time that is not advantageous in order to meet redemption requests or other cash needs. Unusual market conditions, such as an unusually high volume of redemptions or other similar conditions could increase liquidity risk for the fund, and in extreme conditions the fund could have difficulty meeting redemption requests.

 

This risk can be ongoing for any security that does not trade actively or in large volumes, for any security that trades primarily on smaller markets, and for investments that typically trade only among a limited number of large investors (such as certain types of derivatives or restricted securities). In unusual market conditions, even normally liquid securities may be affected by a degree of liquidity risk (i.e., if the number and capacity of traditional market participants is reduced). This may affect only certain securities or an overall securities market. An investment in Small Cap Value is also subject to this risk.

 

Pricing risk. If market conditions make it difficult to value some investments, the fund may value these investments using more subjective methods, such as fair value pricing. In such cases, the value determined for an investment could be different from the value realized upon such investment’s sale. As a result, you could pay more than the market value when buying fund shares or receive less than the market value when selling fund shares. Secondary markets may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods, which may prevent the fund from being able to realize full value and thus sell a security for its full valuation. This could cause a material decline in the fund’s net asset value. An investment in Small Cap Value is also subject to this risk.

 

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Operational and technology risk. Cyber-attacks, disruptions, or failures that affect the fund’s service providers or counterparties, issuers of securities held by the fund, or other market participants may adversely affect the fund and its shareholders, including by causing losses for the fund or impairing fund operations.

 

Cyber-attacks may include unauthorized attempts by third parties to improperly access, modify, disrupt the operations of, or prevent access to the systems of the fund’s service providers or counterparties, issuers of securities held by the fund or other market participants or data within them. In addition, power or communications outages, acts of god, information technology equipment malfunctions, operational errors, and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Market events also may trigger a volume of transactions that overloads current information technology and communication systems and processes, impacting the ability to conduct the fund’s operations.

 

Cyber-attacks, disruptions, or failures may adversely affect the fund and its shareholders or cause reputational damage and subject the fund to regulatory fines, litigation costs, penalties or financial losses, reimbursement or other compensation costs, and/or additional compliance costs. For example, the fund’s or its service providers’ assets or sensitive or confidential information may be misappropriated, data may be corrupted, and operations may be disrupted (e.g., cyber-attacks or operational failures may cause the release of private shareholder information or confidential fund information, interfere with the processing of shareholder transactions, impact the ability to calculate the fund’s NAV, and impede trading). In addition, cyber-attacks, disruptions, or failures involving a fund counterparty could affect such counterparty’s ability to meet its obligations to the fund, which may result in losses to the fund and its shareholders. Similar types of operational and technology risks are also present for issuers of securities held by the fund, which could have material adverse consequences for such issuers, and may cause the fund’s investments to lose value. Furthermore, as a result of cyber-attacks, disruptions, or failures, an exchange or market may close or issue trading halts on specific securities or the entire market, which may result in the fund being, among other things, unable to buy or sell certain securities or financial instruments or unable to accurately price its investments.

 

While the fund and its service providers may establish business continuity and other plans and processes that seek to address the possibility of and fallout from cyber-attacks, disruptions, or failures, there are inherent limitations in such plans and systems, including that they do not apply to third parties, such as fund counterparties, issuers of securities held by the fund, or other market participants, as well as the possibility that certain risks have not been identified or that unknown threats may emerge in the future and there is no assurance that such plans and processes will address the possibility of and fallout from cyber-attacks, disruptions, or failures. In addition, the fund cannot directly control any cyber-security plans and systems put in place by its service providers, fund counterparties, issuers of securities held by the fund, or other market participants. An investment in Small Cap Value is also subject to this risk.

 

Additional Risks for Small Cap Value.

 

Value investing risk. As a category, value stocks may underperform growth stocks (and the stock market as a whole) over any period of time. In addition, value stocks selected for investment by portfolio management may not perform as anticipated.

 

Foreign investment risk. The fund faces the risks inherent in foreign investing. Adverse political, economic or social developments could undermine the value of the fund’s investments or prevent the fund from realizing the full value of its investments. In June 2016, citizens of the United Kingdom approved a referendum to leave the European Union (EU), creating economic and political uncertainty. Significant uncertainty exists regarding the timing of the United Kingdom’s anticipated withdrawal from the EU and the effects such withdrawal may have on the United Kingdom, other EU countries and the global economy. 

 

Financial reporting standards for companies based in foreign markets differ from those in the US. Additionally, foreign securities markets generally are smaller and less liquid than US markets. To the extent that the fund invests in non-US dollar denominated foreign securities, changes in currency exchange rates may affect the US dollar value of foreign securities or the income or gain received on these securities.

 

Foreign governments may restrict investment by foreigners, limit withdrawal of trading profit or currency from the country, restrict currency exchange or seize foreign investments. The investments of the fund may also be subject to foreign withholding or other taxes. Foreign brokerage commissions and other fees are generally higher than those for US investments

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and the transactions and custody of foreign assets may involve delays in payment, delivery or recovery of money or investments.

 

Foreign markets can have liquidity risks beyond those typical of US markets. Because foreign exchanges generally are smaller and less liquid than US exchanges, buying and selling foreign investments can be more difficult and costly. Relatively small transactions can sometimes materially affect the price and availability of securities. In certain situations, it may become virtually impossible to sell an investment in an orderly fashion at a price that approaches portfolio management’s estimate of its value. For the same reason, it may at times be difficult to value the fund’s foreign investments.

 

 

 

Performance Information

 

The following information provides some indication of the risks of investing in Small Cap Core and Small Cap Value. Of course, a fund’s past performance is not an indication of future performance.

 

Prior to May 31, 2013 for Small Cap Core and September 3, 2013 for Small Cap Value, each fund had a sub-advisor and a different management team that operated with a different investment strategy. Performance would have been different for each fund if each fund’s current investment strategy had been in effect.

 

The bar charts show how the performance of each fund’s Class A shares has varied from year to year, which may give some idea of risk. All performance figures below assume dividends were reinvested. The year-by-year returns in the bar charts do not include sales charges, if any, and would be lower if they did. The tables following the charts show how each fund’s performance compares with the fund’s benchmark index (which, unlike the funds, does not have any fees or expenses). After-tax returns (which are shown only for Class A and would be different for other classes) are estimates calculated using the highest historical marginal individual federal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown in the table. After-tax returns are not relevant to shares held in an IRA, 401(k) or other tax-advantaged investment plan.

 

Class R6 and Institutional Class of Small Cap Core are new classes of shares and therefore did not have a full calendar year of performance available as of December 31, 2016.

 

Calendar Year Total Returns (%)

(as of December 31, 2016)

 

Small Cap Core – Class A shares

 

[performance table to be inserted]

 

For the periods included in the bar chart:

Best Quarter: 18.96%, Q3, 2009   Worst Quarter: -27.55%, Q4, 2008

 

 

Small Cap Value – Class A shares


[performance table to be inserted]

 

For the periods included in the bar chart:

Best Quarter: 22.64%, Q2, 2009 Worst Quarter: -22.90%, Q3, 2011

 

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Average Annual Total Returns

(for period ended December 31, 2016)

 

Small Cap Core

Class  Inception

 

Past 1 Year

Past 5 years Past 10 Years
Class A 6/25/2001      
   Return before Taxes   17.22% 14.35% 4.88%
   Return after Taxes on Distributions   17.12% 13.24% 3.93%
   Return after Taxes on Distributions and Sale of Fund Shares   9.83% 11.21% 3.54%
Class C (Return before Taxes) 6/25/2001 23.45% 14.85% 4.70%
Class S (Return before Taxes) 7/14/2000 24.69% 16.01% 5.77%
Russell 2000® Index (reflects no deductions for fees, expenses or taxes)   21.31% 14.46% 7.07%

 

 

Russell 2000® Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000® Index. The Russell 3000® Index is an unmanaged index that measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market.

 

 

 

 

Class Inception

 

Past 1 Year

 Past 5 years

Past 10 years
Small Cap Value        
Class A 5/22/1992      
Return before Taxes   10.07% 9.84% 4.86%
Return after Taxes on Distributions   10.07% 6.93% 3.15%
Return after Taxes on Distributions and Sale of Fund Shares   5.70% 9.06% 4.41%
Class C (Return before Taxes) 9/11/1995 15.98% 10.33% 4.71%
Class S (Return before Taxes) 2/28/2005 17.13%  11.40% 5.69%
Institutional Class (Return before Taxes) 8/19/2002 17.19% 11.56% 5.89%
Russell 2000® Value Index (reflects no deductions for fees, expenses or taxes)   31.74% 15.07% 6.26%

 

 

  Class Inception

 Past 1 Year

 Since Inception

Small Cap Value      
Class R6 (Return before Taxes) 8/25/2014 17.26% 4.93%
Russell 2000® Value Index (reflects no deductions for fees, expenses or taxes)   31.74% 10.07%

 

 

Russell 2000® Value Index is an unmanaged index measuring the performance of those Russell 2000® companies with lower price-to-book ratios and lower forecasted growth values.

 

Current performance may be higher or lower than the performance data quoted above. For more recent performance information, call your financial advisor or the corresponding fund at 1-800-728-3337 or visit our Web site at www.deutschefunds.com.

 

III. OTHER INFORMATION ABOUT THE FUNDS

 

Investment Manager. DIMA, with headquarters at 345 Park Avenue, New York, NY 10154, serves as each fund’s investment advisor. Under the oversight of the Board of each fund, DIMA, or a sub-advisor, provides continuing investment management of the assets of each fund in accordance with the fund’s investment objective(s), policies and restrictions. DIMA also provides administrative services to each fund; for Small Cap Core, administrative services are provided pursuant to an administrative services agreement, while for Small Cap Value administrative services are provided pursuant to the investment management agreement. DIMA provides a full range of global investment advisory services to institutional and retail clients. DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking

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institution that is engaged in a wide range of financial services, including investment management, mutual funds, retail, private and commercial banking, investment banking and insurance. DIMA and its predecessors have more than 80 years’ experience managing mutual funds, and provide a full range of global investment advisory services to institutional and retail clients.

 

Management of the Funds. Deutsche Asset Management is a division of Deutsche Bank AG and represents the asset management activities conducted by Deutsche Bank AG. Deutsche Asset Management is a global asset management organization that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts and an office network that reaches the world’s major investment centers. This well-resourced global investment platform brings together a wide variety of experience and investment insight across industries, regions, asset classes and investing styles.

 

DIMA may utilize the resources of its global investment platform to provide investment management services through branch offices or affiliates located outside the US. In some cases, DIMA may also utilize its branch offices or affiliates located in the US or outside the US to perform certain services such as trade execution, trade matching and settlement, or various administrative, back-office or other services. To the extent services are performed outside the US, such activity may be subject to both US and foreign regulation. It is possible that the jurisdiction in which DIMA or its affiliate performs such services may impose restrictions or limitations on portfolio transactions that are different from, and in addition to, those that apply in the US.

 

Small Cap Core. The following individuals handle the day-to-day management of Small Cap Core and will continue to handle the day-to-day management of Small Cap Core after the merger:

 

Joseph Axtell, CFA, is Portfolio Manager for the fund. Mr. Axtell is a Managing Director of Deutsche Asset Management and serves as a Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities. He joined Deutsche Asset Management in 2001. Previously he served as a European Equities Portfolio Manager at Scudder Investments (which was later acquired by Deutsche Bank). Prior to that he worked as a Senior Analyst for International Equities at Merrill Lynch Investment Managers, as an International Research Analyst at PCM International and in various investment positions at Prudential Capital Corporation. He began managing Small Cap Core in 2013.

 

Michael A. Sesser, CFA, is Portfolio Manager for the fund. Mr. Sesser is a Vice President of Deutsche Asset Management and serves as a Portfolio Manager and Equity Research Analyst. He joined Deutsche Asset Management in 2009. Previously he worked as a Business Intelligence Analyst, Corporate Executive Board and as a Research Associate for Compass Lexecon. He began managing Small Cap Core in 2013.

 

In addition, upon effectiveness of the merger between Small Cap Value and Small Cap Core, the following individual will be added to the portfolio management team of Small Cap Core:

 

Pankaj Bhatnagar, Portfolio Manager for the fund. Mr. Bhatnagar is a Managing Director of Deutsche Asset Management and serves as a Portfolio Manager for U.S. Equities. He joined Deutsche Asset Management in 2000. Previously he served in Quantitative Strategy roles at Nomura Securities, Credit Suisse and Salomon Brothers.

 

Small Cap Value. The following individuals handle the day-to-day management of Small Cap Value:

 

Richard Hanlon, CFA, Portfolio Manager for the fund. Mr. Hanlon is a Director of Deutsche Asset Management. He joined Deutsche Asset Management in 2013. Previously he founded Glenville Capital Management, where he served as Managing Partner. Prior to that, he worked as a Partner and Co-Head of the Equity Group at Silvercrest Asset Management Group and as Director of Research and a portfolio manager at DLJ Asset Management. He began managing Small Cap Value in 2016.

 

Mary Schafer Mahrer, Portfolio Manager for the fund. Ms. Mahrer is a Director of Deutsche Asset Management. She joined Deutsche Asset Management in 2013. Previously she was a Co-Founder and Principal of Lockwell Investments, an Executive Director at Morgan Stanley Investment Management and an Analyst at Lehman Brothers, Neuberger Berman and Deutsche Bank Securities. She began managing Small Cap Value in 2016.

 

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The Merger SAI provides additional information about the Small Cap Core portfolio managers’ investments in Deutsche funds, a description of the Small Cap Core portfolio managers’ compensation structure and information regarding other accounts the Small Cap Core portfolio team members manage.

 

Trustees and Officers.  Keith R. Fox (Chair), Kenneth C. Froewiss (Vice Chair), John W. Ballantine, Henry P. Becton, Jr., Dawn-Marie Driscoll, Paul K. Freeman, Richard J. Herring, William McClayton, Rebecca W. Rimel, William N. Searcy, Jr. and Jean Gleason Stromberg serve as independent Trustees or Directors, as applicable (as such term is defined in the 1940 Act) (“Trustees”), of both funds. The officers of Small Cap Core are the same as those of Small Cap Value.

 

Independent Registered Public Accounting Firm (“Auditor”).  PricewaterhouseCoopers LLP (“PwC”), 101 Seaport Boulevard, Suite 500, Boston, MA 02210, serves as Small Cap Core’s Auditor, and Ernst & Young (“E&Y”), 200 Clarendon Street, Boston, MA 02116, serves as Small Cap Value’s Auditor. PwC and E&Y audit and report on the relevant fund’s annual financial statements, review certain regulatory reports, and perform other professional accounting, auditing, tax and advisory services when engaged to do so by the funds.

 

Charter Documents.

 

Small Cap Value is a series of Deutsche Value Series, Inc., a registered open-end management investment company organized as a Maryland corporation (“Value Series”). Value Series is governed by Articles of Amendment and Restatement dated July 12, 2002, as amended from time to time (“Articles”) and bylaws. Small Cap Core is a series of Deutsche Investment Trust, a registered open-end management investment company organized as a business trust under the laws of Massachusetts (“Investment Trust”). Investment Trust is governed by an Amended and Restated Declaration of Trust, dated June 2, 2008, as amended from time to time (the “Declaration of Trust”), and bylaws. Additional information about the charter documents of Value Series and Investment Trust is provided below. While the Articles and the Declaration of Trust are different, the provisions of the relevant charter documents described below are similar. Any differences between the two are noted below.

 

Value Series

 

Shares. The Directors of Value Series have the authority to create additional funds and to designate the relative rights and preferences as between the different funds. The Directors also may authorize the division of shares of Small Cap Value into different classes, which may bear different expenses. All shares issued and outstanding are fully paid and non-assessable, transferable, have no pre-emptive or conversion rights (except as may be determined by the Board) and are redeemable. Each share has equal rights with each other share of the same class of Small Cap Value as to voting, dividends, exchanges, conversion features and liquidation. Shareholders are entitled to one vote for each full share held and fractional votes for fractional shares held. The Directors may also terminate Small Cap Value or any class by notice to the shareholders without shareholder approval.

 

Shareholder Meetings. Value Series is not required to hold annual meetings of shareholders unless required by the 1940 Act. Special meetings of shareholders may be called by the President or a majority of the Board of Directors and shall be called by the President or Secretary upon the written request of the holders of the shares of the capital stock of Value Series entitled to cast a majority of the votes entitled to be cast at the meeting.

 

Shareholder Liability. Pursuant to Maryland law, shareholders are generally not personally liable for the debts of Value Series or any of its series.

 

Director Liability. Value Series’ Articles of Amendment and Restatement, as amended, provide that the Directors of Value Series, to the fullest extent permitted by the Maryland General Corporation Law and the 1940 Act, shall not be personally liable to Value Series or its shareholders for money damages. The By-Laws, as amended, provide that Value Series will indemnify Directors and officers of Value Series against liabilities and expenses actually incurred in connection with litigation in which they may be involved because of their positions with Value Series to the extent permitted by the Maryland General Corporation Law and the 1940 Act.

 

Election and Terms of Directors. Each Director of Value Series serves until the election and qualification of a successor or until such Director sooner dies, resigns, retires or is removed. Any Director may be removed at any meeting of shareholders by vote of a majority of the outstanding shares with or without cause. The shareholders may elect a successor to fill any resulting vacancy for the balance of the term of the removed Director.

 

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Investment Trust

 

Shares.  The Board of Investment Trust has the authority to divide the shares of Investment Trust into multiple funds and to establish and designate two or more classes of shares of any series, with variations in the relative rights and preferences between the classes. All shares issued and outstanding are transferable, have no pre-emptive or conversion rights (except as may be determined by the Board) and are redeemable. Each share has equal rights with each other share of the same class as to voting, dividends, exchanges, conversion features, and liquidation. Shareholders are entitled to one vote for each full share held and fractional votes for fractional shares held.

 

Shareholder Meetings.  Investment Trust is generally not required to hold meetings of its shareholders. Under Investment Trust’s Declaration of Trust, however, shareholders have the power to vote in connection with the following matters and only to the extent and as provided in the Declaration of Trust and as required by applicable law: (a) the election, re-election or removal of trustees if a meeting is called by or at the direction of the Board for such purpose, provided that the Board shall promptly call a meeting of shareholders for the purpose of voting upon the question of removal of one or more trustees as a result of a request in writing by the holders of not less than ten percent of the outstanding shares of Investment Trust; (b) the termination of Investment Trust or a series if, in either case, the Board submits the matter to a vote of shareholders; (c) any amendment of the Declaration of Trust that (i) would affect shareholders’ voting rights granted under the Declaration of Trust; (ii) requires shareholder approval under applicable law or (iii) the Board submits to a vote of shareholders; and (d) such additional matters as may be required by law or as the Board may determine to be necessary or desirable. Shareholders also vote upon changes in fundamental policies or restrictions.

 

Shareholder Liability.  Under Massachusetts law, shareholders of a Massachusetts business trust could, under certain circumstances, be held personally liable for obligations of the funds. Investment Trust’s Declaration of Trust, however, disclaims shareholder liability for acts or obligations of the funds and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by a fund or a fund’s trustees. Moreover, Investment Trust’s Declaration of Trust provides for indemnification out of fund property for all losses and expenses of any shareholder held personally liable for the obligations of Small Cap Core and the funds may be covered by insurance which the Board considers adequate to cover foreseeable tort claims. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which a disclaimer is inoperative and the fund itself is unable to meet its obligations.

 

Trustee Liability.  Investment Trust’s Declaration of Trust provides that obligations of the Trust are not binding upon the Trustees individually but only upon the property of the Trust. Investment Trust will indemnify its Trustees and officers against liabilities and expenses incurred in connection with any claim, action, suit or proceeding in which they may be involved because of their offices with the Trust, except if it is determined in the manner provided in the Declaration of Trust that they have not acted in good faith in the reasonable belief that their actions were in the best interests of the Trust. Nothing in the Declaration of Trust indemnifies a Trustee or officer against any liability to which he or she would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office.

 

Election and Term of Trustees.  Each Trustee serves until the next meeting of shareholders, if any, called for the purpose of electing Trustees and until the election and qualification of a successor or until such Trustee sooner dies, resigns, retires, is removed or incapacitated. Any Trustee who has become incapacitated by illness or injury as determined by a majority of the other Trustees may be retired by written instrument signed by at least a majority of the other Trustees. Any Trustee may be removed (provided the aggregate number of Trustees after such removal shall not be less than one) with or without cause (i) by the vote of the shareholders holding two-thirds of the outstanding shares, or (ii) by the action of two-thirds of the remaining Trustees. The Trustees of each Trust shall promptly call a meeting of the shareholders for the purpose of voting upon the question of removal of any Trustee or Trustees when requested in writing so to do by the holders of not less than ten percent of the outstanding shares, and in that connection, the Trustees will assist shareholder communications to the extent provided for in Section 16(c) under the 1940 Act.

 

 

The foregoing is only a summary of the charter documents of Small Cap Core and Small Cap Value and is not a complete description of provisions contained in those sources. Shareholders should refer to the provisions of those documents and state law directly for a more thorough description.

 

 

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IV.  INFORMATION ABOUT THE PROPOSED MERGER

 

General.  The shareholders of Small Cap Value are being asked to approve the merger pursuant to an Agreement and Plan of Reorganization between Small Cap Value, Small Cap Core and DIMA (the “Agreement”), the form of which is attached to this Prospectus/Proxy Statement as Appendix B.

 

The merger is structured as a transfer of all of the assets of Small Cap Value to Small Cap Core in exchange for the assumption by Small Cap Core of all the liabilities of Small Cap Value and the issuance and delivery of shares of Small Cap Core (the “Merger Shares”) to Small Cap Value equal in aggregate value to the net asset value of the assets transferred to Small Cap Core. After receipt of the Merger Shares, Small Cap Value will distribute each class of the Merger Shares to its shareholders of the corresponding class in proportion to their existing shareholdings, in complete liquidation of Small Cap Value, and the legal existence of Small Cap Value will be terminated. Each shareholder of Class A, Class C, Class R6, Class S and Institutional Class shares of Small Cap Value will receive a number of full and fractional Merger Shares of the same class equal in aggregate value as of the Valuation Time (as defined on page ___) to the aggregate value of the shareholder’s Small Cap Value shares as of such time.

 

If the merger is approved, it is expected that approximately 90% of the portfolio holdings of Small Cap Value will be sold prior to the merger closing date. DIMA has agreed to bear all of Small Cap Value’s commission costs incurred in connection with the pre-merger rebalancing, which are estimated to be equal to $130,000. Because the merger will end the tax year of Small Cap Value, it will accelerate taxable distributions to shareholders of Small Cap Value for its taxable year ending on the date of the merger. Small Cap Value currently expects to distribute all of its net investment income (determined without regard to the deduction for dividends paid) and any net capital gains on or prior to the Exchange Date (as defined on page ___). If shareholders approve the merger, based on net realized and unrealized capital gains as of [May 31, 2017], shareholders of Small Cap Value would receive a significant taxable distribution prior to the merger as a result of normal Fund operations and the pre-merger rebalancing. As of [May 31, 2017], Small Cap Value had net realized capital gains of [$19,752,101 (or $1.32 per share)] and net unrealized capital gains of [$66,523,793 (or $4.45 per share)] (approximately 90% of which are expected to be realized in connection with the pre-merger rebalancing in the merger is approved). The Fund’s net realized and unrealized capital gain amounts will fluctuate up until the merger based on changes in the market values of the Fund’s portfolio securities and sales of portfolio securities made in the ordinary course of managing the Fund. The amount of the actual taxable distribution, if any, to shareholders of Small Cap Value prior to the merger may be higher or lower than the amounts noted above. Following the merger, a portion of Small Cap Value’s portfolio assets acquired by Small Cap Core, as well as other portfolio assets of Small Cap Core, may be sold in the ordinary course or Small Cap Core’s business, which can affect the amount and timing of taxable distributions to the shareholders of Small Cap Core (including former shareholders of Small Cap Value as shareholders of Small Cap Core). Of course, you may also be subject to taxation as a result of the normal operations of your Fund whether or not the merger occurs.

 

The actions contemplated by the Agreement and the related matters described therein will be consummated only if approved by shareholders of Small Cap Value. In the event that the merger is not approved or does not occur, Small Cap Value will continue to be managed as a separate fund and the Board will take such action, if any, that it deems to be in the best interest of Small Cap Value.

 

Board’s Considerations Relating to the Proposed Merger.

 

The Board of Directors, all members of which are not “interested persons” (as defined in the 1940 Act) of the Corporation (“Independent Directors”) considered the potential implications of the merger of Small Cap Value into Small Cap Core at an in person meeting conducted in July 2017. In connection with its review, the Board reviewed and considered extensive materials provided by DIMA regarding the merger and met privately with counsel to review the proposal. In connection with its review of the merger, the Board considered, among other factors, the following:

·DIMA proposed the merger to address several issues including Small Cap Value’s relative underperformance, prolonged period of net redemptions, diminishing economies of scale and limited prospects for future asset growth;
·Various alternatives to the proposed merger (e.g., continuation of Small Cap Value, merger of Small Cap Value into other funds within the Deutsche Funds complex or liquidation of Small Cap Value) and that DIMA recommended the merger as an option for shareholders of Small Cap Value to remain invested in a

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fund within the Deutsche Family of Funds that invests in small cap equities, that will have lower management fees and net expense ratios than Small Cap Value, that has had better recent performance and that, as a result, has better prospects for future asset growth;

·The prospects for Small Cap Core to attract additional assets and create additional opportunities for economies of scale;
·Similarities and differences between Small Cap Value’s investment objective and investment strategies and Small Cap Core’s investment objective and investment strategies;
·The investment performance of Small Cap Value and Small Cap Core;
·The management fees and net expense ratios of each fund and that the management fee and net expense ratio for each share class of Small Cap Core are estimated to be lower than the management fee and net expense ratio for each comparable class of Small Cap Value;
·DIMA’s agreement to lower the first two breakpoints and add additional breakpoints to Small Cap Core’s management fee schedule;
·DIMA’s agreement to maintain Small Cap Core’s annual net operating expense ratios at levels no higher than 1.09%, 1.84%, 0.89%, 0.84% and 0.79% for Class A, Class C, Class S, Institutional Class and Class R6, respectively, for at least two years following the merger date;
·A report from the Board’s Independent Fee Consultant with respect to the reasonableness of Small Cap Core’s fees and expenses assuming the consummation of the merger;
·Small Cap Value will bear the direct costs of the merger up to Small Cap Value shareholders’ projected cost savings during the first year following the merger and that it is anticipated that direct merger costs (estimated at $330,000) will be less than the expected one-year post-merger cost savings to Small Cap Value shareholders as a result of the lower total net expense ratios of Small Cap Core (estimated at $505,000);
·DIMA’s agreement to bear all of Small Cap Value’s commission costs (estimated to be $130,000) incurred in connection with the pre-merger rebalancing of the Fund;
·The terms and conditions of the Agreement;
·The federal income tax consequences of the merger; in particular, that (1) the merger would allow shareholders to participate in a transaction that is expected to qualify as a tax-free reorganization for federal income tax purposes and (2) Small Cap Value’s pre-merger rebalancing will accelerate the recognition of any unrealized capital gains by the Fund, which the Fund is in turn required to distribute to shareholders.

Based on all of the foregoing, the Board concluded that: (1) the merger is in the best interests of Small Cap Value and (2) the interests of the existing shareholders of Small Cap Value will not be diluted as a result of the merger. Accordingly, on July 11, 2017, the Board unanimously approved the terms of the proposed merger of Small Cap Value into Small Cap Core. The Board unanimously recommends that the merger be approved by Small Cap Value’s shareholders.

Agreement and Plan of Reorganization.  The proposed merger will be governed by the Agreement, the form of which is attached as Appendix B. The Agreement provides that Small Cap Core will acquire all of the assets of Small Cap Value solely in exchange for the assumption by Small Cap Core of all the liabilities of Small Cap Value and for the issuance of Merger Shares equal in net asset value to the value of the transferred assets net of the liabilities assumed. The Merger Shares will be distributed to shareholders of Small Cap Value in complete liquidation of Small Cap Value. The Merger Shares will be issued on December 11, 2017, or such other date and time as may be agreed to by the parties (the “Exchange Date”). The time as of which the funds’ shares and net assets are valued for determining net asset value for the merger will be as of the

11

 

close of regular trading on the New York Stock Exchange on the business day immediately preceding the Exchange Date (the “Valuation Time”). The following discussion of the Agreement is qualified in its entirety by the full text of the Agreement.

 

Small Cap Value will transfer all of its assets to Small Cap Core, and in exchange, Small Cap Core will assume all the liabilities of Small Cap Value and deliver to Small Cap Value a number of full and fractional Merger Shares having an aggregate net asset value as of the Valuation Time equal to the value of the assets of Small Cap Value, less the value of the liabilities of Small Cap Value assumed by Small Cap Core, as of such time. Immediately following the transfer of assets to Small Cap Core on the Exchange Date, Small Cap Value will distribute pro rata, by class, to its shareholders of record as of such time the full and fractional Merger Shares received by Small Cap Value. As a result of the proposed transaction, each shareholder of Small Cap Value will receive a number of Merger Shares of the same class, and equal in aggregate net asset value at the Valuation Time to the aggregate net asset value as of such time of the Small Cap Value shares surrendered by the shareholder, in complete liquidation of Small Cap Value. This distribution will be accomplished by the establishment of accounts on the share records of Small Cap Core in the name of such Small Cap Value shareholders, each account representing the respective number of full and fractional Merger Shares of the appropriate class due the respective shareholder. New certificates for Merger Shares will not be issued.

 

The same individuals are on the Board that oversees each of Small Cap Value and Small Cap Core. The Board of each of Small Cap Value and Small Cap Core has determined that the interests of each fund’s shareholders will not be diluted as a result of the transactions contemplated by the Agreement, and that the proposed merger is in the best interests of each fund.

 

The consummation of the merger is subject to the conditions set forth in the Agreement. The Agreement may be terminated and the merger abandoned (i) by the Trust and the Corporation on behalf of their respective funds, (ii) by either party if the merger shall not be consummated by _______________ or (iii) by either party if the other party shall have materially breached, or made a material and intentional misrepresentation in or in connection with the Agreement.

 

If shareholders of Small Cap Value approve the merger, DIMA expects approximately 90% of Small Cap Value’s holdings will be liquidated prior to the merger. DIMA estimates transactions costs to be incurred in connection with the pre-merger rebalancing will be approximately $130,000 all of which will be borne by DIMA.

 

Pursuant to the Agreement, all other fees and expenses of the merger, including without limitation (a) expenses associated with the preparation and filing of the Prospectus/Proxy Statement and other proxy materials; (b) postage; (c) printing; (d) accounting fees; (e) legal fees; (f) solicitation costs of the transaction; and (g) other related administrative or operational costs will be borne by Small Cap Value up to Small Cap Value shareholders’ projected cost savings during the first year following the merger. DIMA has agreed to bear any merger costs in excess of Small Cap Value Shareholders’ projected cost savings during the first year following the merger. The one-time merger costs, consisting of legal expenses, proxy costs, and audit and accounting expenses, are expected to be approximately $330,000. It is anticipated that merger costs will be less than the expected one-year post-merger cost savings to Small Cap Value shareholders as a result of the lower total net expense ratios of Small Cap Core, which is expected to be approximately $505,000. Notwithstanding any of the foregoing, expenses will in any event be paid by the party directly incurring such expenses if and to the extent that the payment by the other party of such expenses would result in the disqualification of such party as a “regulated investment company” within the meaning of section 851 of the Internal Revenue Code of 1986, as amended (the “Code”).

 

Description of the Merger Shares.  Merger Shares will be issued to Small Cap Value’s shareholders in accordance with the Agreement as described above. The Merger Shares are Class A, Class C, Class R6, Class S and Institutional Class shares of Small Cap Core. Small Cap Value shareholders receiving Merger Shares will not pay an initial sales charge on such shares. Each class of Merger Shares has the same characteristics as shares of the corresponding class of Small Cap Value. For more information on the characteristics of each class of Merger Shares, please see the Small Cap Core prospectus, a copy of which was mailed with this Prospectus/Proxy Statement.

 

Material Federal Income Tax Consequences.  The merger is intended to qualify for federal income tax purposes as a tax-free reorganization under section 368(a) of the Code. As a condition to each fund’s obligation to consummate the merger, each of Small Cap Value and Small Cap Core will receive a tax opinion from Vedder Price P.C., counsel to Small Cap Value and Small Cap Core, substantially to the effect that on the basis of the existing provisions of the Code, US Treasury regulations issued thereunder, current administrative rules, pronouncements and court decisions, and as described further below, for federal income tax purposes the following results should obtain:

 

1.The transfer by Small Cap Value of all its assets to Small Cap Core solely in exchange for Merger Shares and the assumption by Small Cap Core of all the liabilities of Small Cap Value, immediately followed by the pro rata, by class, distribution of all the Merger Shares received by Small Cap Value to Small Cap

12

 

Value’s shareholders in complete liquidation of Small Cap Value and the termination of Small Cap Value promptly thereafter, will constitute “a reorganization” within the meaning of section 368(a)(1) of the Code, and Small Cap Core and Small Cap Value will each be a “party to a reorganization” within the meaning of section 368(b) of the Code with respect to the reorganization.

2.No gain or loss will be recognized by Small Cap Core upon the receipt of all the assets of Small Cap Value solely in exchange for Merger Shares and the assumption by Small Cap Core of all the liabilities of Small Cap Value.
3.No gain or loss will be recognized by Small Cap Value upon the transfer of all its assets to Small Cap Core solely in exchange for Merger Shares and the assumption by Small Cap Core of all the liabilities of Small Cap Value or upon the distribution (whether actual or constructive) of the Merger Shares so received to Small Cap Value’s shareholders solely in exchange for such shareholders’ shares of Small Cap Value in complete liquidation of Small Cap Value.
4.No gain or loss will be recognized by Small Cap Value’s shareholders upon the exchange, pursuant to the reorganization, of all their shares of Small Cap Value solely for Merger Shares.
5.The aggregate basis of the Merger Shares received by each Small Cap Value shareholder pursuant to the reorganization will be the same as the aggregate basis of the shares of Small Cap Value exchanged therefor by such shareholder.
6.The holding period of the Merger Shares received by each Small Cap Value shareholder in the reorganization will include the period during which the shares of Small Cap Value exchanged therefor were held by such shareholder, provided such Small Cap Value shares are held as capital assets at the effective time of the reorganization.
7.The basis of the assets of Small Cap Value received by Small Cap Core will be the same as the basis of such assets in the hands of Small Cap Value immediately before the effective time of the reorganization.
8.The holding period of the assets of Small Cap Value received by Small Cap Core will include the period during which such assets were held by Small Cap Value.

No opinion will be expressed as to (1) the effect of the merger on Small Cap Value, Small Cap Core or any shareholder of Small Cap Value with respect to any asset (including without limitation any stock held in a passive foreign investment company as defined in section 1297(a) of the Code) as to which any unrealized gain or loss is required to be recognized under federal income tax principles (i) at the end of a taxable year (or on the termination thereof) or (ii) upon the transfer of such asset regardless of whether such transfer would otherwise be a non-taxable transaction under the Code or (2) any other federal tax issues (except those set forth above) and all state, local or foreign tax issues of any kind.

The opinion will be based on certain factual certifications made by the officers of Small Cap Core and Small Cap Value and will also be based on customary assumptions.

 

It is possible that the Internal Revenue Service could disagree with Vedder Price’s opinion. Opinions of counsel are not binding upon the Internal Revenue Service or the courts. If the merger were consummated but did not qualify as a tax-free reorganization under the Code, a shareholder of Small Cap Value would recognize taxable gain or loss equal to the difference between his, her or its tax basis in his, her or its Small Cap Value shares and the fair market value of the Merger Shares he, she or it received. Shareholders of Small Cap Value should consult their tax advisors regarding the effect, if any, of the merger in light of their individual circumstances.

 

Prior to the Closing (as defined in the Agreement), Small Cap Value will make a distribution to its shareholders, which, together with all previous distributions, will have the effect of distributing to its shareholders all of its investment company taxable income (computed without regard to the deduction for dividends paid), net tax-exempt income, if any, and realized net capital gains (after reduction by any capital loss carryforwards and excluding any net capital gain on which Small Cap Value paid tax), if any, through the Exchange Date. Small Cap Core will make a similar distribution to its shareholders, if

13

 

material. These distributions generally will be taxable to shareholders for federal income tax purposes and such distributions by Small Cap Value will include any net capital gains resulting from portfolio turnover prior to the merger after application of available capital loss carryforwards.

 

DIMA currently anticipates selling a material portion of the portfolio assets of Small Cap Value prior to the merger. The federal income tax impact of any such sales will depend on the holding periods of such assets and the difference between the price at which such portfolio assets are sold and Small Cap Value’s tax basis in such assets. Any net capital gains recognized in these sales, after the application of any available capital loss carryforwards, will be distributed to Small Cap Value’s shareholders as capital gain dividends (to the extent of net realized long-term capital gains over net realized short-term capital losses) and/or ordinary dividends (including to the extent of net realized short-term capital gains over net realized long-term capital loss) during or with respect to the year of sale. Because the merger will end the tax year of Small Cap Value, it will accelerate distributions to shareholders from Small Cap Value for its tax year ending on the date of the merger. Those tax year-end distributions will be taxable to shareholders and will include any capital gains resulting from portfolio turnover prior to the merger after application of available capital loss carryforwards. If shareholders approve the merger, based on net realized and unrealized capital gains as of [May 31, 2017], shareholders of Small Cap Value would receive a significant taxable distribution prior to the merger as a result of normal Fund operations and the pre-merger rebalancing. As of [May 31, 2017], Small Cap Value had net realized capital gains of [$19,752,101 (or $1.32 per share)] and net unrealized capital gains of [$66,523,793 (or $4.45 per share)] (approximately 90% of which are expected to be realized in connection with the pre-merger rebalancing in the merger is approved). The Fund’s net realized and unrealized capital gain amounts will fluctuate up until the merger based on changes in the market values of the Fund’s portfolio securities and sales of portfolio securities made in the ordinary course of managing the Fund. The amount of the actual taxable distribution, if any, to shareholders of Small Cap Value prior to the merger may be higher or lower than the amounts noted above.

 

A fund’s ability to carry forward capital losses and to use them to offset future gains may be limited as a result of the merger. First, the “pre-merger losses” of either Small Cap Value or Small Cap Core (including capital loss carryforwards, net current-year capital losses, and unrealized losses that exceed certain thresholds) may become unavailable to offset gains of the combined fund to the extent such pre-merger losses exceed an annual limitation amount. Second, one fund’s pre-merger losses cannot be used to offset unrealized gains in another fund that are “built in” at the time of the merger and that exceed certain thresholds for five tax years. Third, Small Cap Value’s loss carryforwards, as limited under the previous two rules, are permitted to offset only that portion of the capital gain net income of Small Cap Core for the taxable year of the merger that is equal to the ratio of the portion of Small Cap Core’s taxable year that follows the date of the merger compared to Small Cap Core’s entire taxable year (prorated according to number of days). Therefore, in certain circumstances, shareholders of either fund may pay taxes sooner, or pay more taxes, than they would have had the merger not occurred.

 

In addition, the combined fund resulting from the merger will have tax attributes that reflect a blending of the tax attributes of the two funds at the time of the merger (including as affected by the rules set forth above). Therefore, the shareholders of Small Cap Value will receive a proportionate share of any “built-in” (unrealized) gains in Small Cap Core’s assets as well as any taxable gains realized by Small Cap Core but not distributed to its shareholders prior to the merger, when such gains are eventually distributed by Small Cap Core. The gains that will be distributed include any gain realized by Small Cap Core as a result of the sale of any of the assets of Small Cap Value after the merger. As a result, shareholders of Small Cap Value may receive a greater amount of taxable distributions than they would have had the merger not occurred. Further, any pre-merger losses of Small Cap Value (whether realized or unrealized) remaining after the operation of the limitation rules described above will become available to offset capital gains realized after the merger and thus may reduce subsequent capital gain distributions to a broader group of shareholders than would have been the case absent such a merger, such that the benefit of those losses to Small Cap Value shareholders may be further reduced relative to what the benefit would have been had the merger not occurred.

 

The amount of realized and unrealized gains and losses of each fund, as well as the size of each fund, at the time of the merger will determine the extent to which the funds’ respective losses, both realized and unrealized, will be available to reduce gains realized by the combined fund following the merger, and consequently the extent to which the combined fund may be required to distribute gains to its shareholders earlier than would have been the case absent the merger. Thus, the impact of the rules and blending of tax attributes described above will depend on factors that are currently unknown, such that this impact cannot be calculated precisely prior to the merger. As of [May 31, 2017], Small Cap Value had net unrealized built-in gain of approximately [$66.5 million], equal to about [_____%] of its net asset value; Small Cap Core had net unrealized built-in gain of approximately [$24.9 million], equal to about [____%] of its net asset value. As of [May 31, 2017], Small Cap Value had no accumulated capital loss carryforwards for federal income tax purposes, while Small Cap

14

 

Core had $____________ of capital loss carryforwards for federal income tax purposes.  As noted above, the tax effect of the merger depends on each fund’s relative tax situation at the time of the merger, which situation will be different than the tax situation on May 31, 2017, and cannot be calculated precisely prior to the merger. Portfolio turnover in a fund, market fluctuations, redemption activity and other events could cause the actual tax effect of the merger to differ substantially from that described above.

 

This description of the federal income tax consequences of the merger is made without regard to the particular facts and circumstances of any shareholder. Shareholders are urged to consult their own tax advisors as to the specific consequences to them of the merger, including, without limitation, the applicability and effect of federal, state, local, non-US and other tax laws.

 

Capitalization.  The following table sets forth the unaudited capitalization of each fund as of March 31, 2017 and of Small Cap Core on a pro forma combined basis, giving effect to the proposed acquisition of assets at net asset value as of that date.(1)

 

 

Acquiring Deutsche

Small Cap Core Fund

 

Acquired Deutsche

Small Cap Value

Fund

 

Pro Forma

Adjustments(2)

 

Pro Forma

Combined

 

         
Net Assets        
 Class A $12,997,692 $247,768,554 $182,729 $260,948,975
 Class C $4,221,323 $48,529,216 $36,775 $52,517,314
 Class R6 $11,977 $161,631 $122 $173,730
 Class S $134,667,076 $64,609,014 $139,641 $199,415,731
 INST Class $8,436,726 $25,109,527 $23,507 $33,569,760 
  Total Net assets $160,334,794 $385,907,942 $382,774 $546,625,510
Shares outstanding        
 Class A 452,147 9,854,070 (1,236,033) 9,070,184
 Class C 172,304 2,380,641 (410,877) 2,142,068
 Class R6 400 6,273 (878) 5,795
 Class S 4,491,897 2,523,949 (368,878) 6,646,968
 INST Class 281,582 975,154 (137,052) 1,119,684
Net Asset Value per share($)          
 Class A $28.75 $25.14      $28.77  
 Class C $24.50 $20.27      $24.52  
 Class R6 $29.96 $25.77      $29.98  
 Class S $29.98 $25.60        30.00  
 INST Class $29.96 $25.75      $29.98  

____________

 

(1)

Assumes the merger occurred as of March 31, 2017 and is for information purposes only. No assurance can be given as to how many shares of Small Cap Core will be received by the shareholders of Small Cap Value on the date the merger takes place, and the foregoing should not be relied upon to reflect the number of shares of Small Cap Core that actually will be received on or after such date.

 

(2) Pro forma adjustments include estimated one-time merger costs of $330,000 which are to be borne by the Deutsche Small Cap Value Fund, and a net decrease in expenses of $712,774 based on the elimination of redundant fees and a new management fee schedule, for the combined fund.  Holders of Class A, Class C, Class R6, Class S and Institutional Class shares of Small Cap Value will receive the corresponding class shares of Small Cap Core.  

 

Recommendation of the Board of Directors

 

The Directors of Small Cap Value, all of whom are Independent Directors, unanimously recommend approval of the merger.

 

 

15

 

VOTING AT THE SHAREHOLDER MEETING AND OTHER INFORMATION

 

General. This Prospectus/Proxy Statement is furnished in connection with the proposed merger of Small Cap Value into Small Cap Core and the solicitation of proxies by and on behalf of the Directors of Small Cap Value for use at the Meeting. The Meeting is to be held on November 21, 2017 at ________, Eastern time at the offices of Deutsche Asset Management, 345 Park Avenue, New York, New York 10154, or at such later time as is made necessary by adjournment(s) or postponement(s). The Notice of the Special Meeting of Shareholders, the Prospectus/Proxy Statement and the enclosed form of proxy are being mailed to shareholders on or about September ___, 2017.

 

As of September 19, 2017, the following number of shares were issued and outstanding for Small Cap Value:

 

 

Shares

Issued and

Outstanding

Class A  
Class C  
Class R6  
Class S  
Institutional Class  

 

Only shareholders of record of Small Cap Value on September 19, 2017 will be entitled to notice of and to vote at the Meeting. Each whole share is entitled to one vote and each fractional share is entitled to a proportionate fractional vote.

 

The Directors of Small Cap Value know of no matters other than those set forth herein to be brought before the Meeting. If, however, any other matters properly come before the Meeting, it is the Directors’ intention that proxies will be voted on such matters in accordance with the judgment of the persons named in the enclosed form of proxy.

 

Required Vote. Proxies are being solicited from Small Cap Value’s shareholders by the Board of Small Cap Value for the Meeting. Unless revoked, all valid proxies will be voted in accordance with the specification thereon or, in the absence of specification, FOR approval of the Proposal. The merger contemplated by the Agreement will be considered approved only if approved by the affirmative vote of the holders of a “majority of the outstanding voting securities” of Small Cap Value, as defined in the 1940 Act, which means the affirmative vote of the lesser of: (i) 67% or more of Small Cap Value’s voting securities present at the Meeting if holders of more than 50% of Small Cap Value’s outstanding voting securities are present or represented by proxy at the Meeting, or (ii) more than 50% of Small Cap Value’s outstanding voting securities.

 

Record Date, Quorum and Method of Tabulation. Shareholders of record of Small Cap Value at the close of business on September 19, 2017 (the “Record Date”) will be entitled to vote at the Meeting or any adjournment thereof. The holders of at least one-third of the shares of Small Cap Value issued and outstanding at the close of business on the Record Date present in person or represented by proxy will constitute a quorum for the Meeting. Votes cast by proxy or in person at the Meeting will be counted by persons appointed by Small Cap Value as tellers for the Meeting. The tellers will count the total number of votes cast “FOR” approval of a proposal for purposes of determining whether sufficient affirmative votes have been cast. The tellers will count shares represented by proxies that reflect abstentions and “broker non-votes” (i.e., shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owners or the persons entitled to vote, and (ii) the broker or nominee does not have the discretionary voting power on a particular matter) as shares that are present and entitled to vote on the matter for purposes of determining the presence of a quorum. Abstentions and broker non-votes will therefore have the effect of a negative vote for each proposal.

 

Share Ownership. [As of the Record Date, the officers and Directors of Small Cap Value as a group owned less than 1% of the outstanding shares of Small Cap Value and the officers and Trustees of Small Cap Core as a group beneficially owned less than 1% of the outstanding shares of Small Cap Core. ]

 

To the best of the knowledge of Small Cap Value, the following shareholders owned of record or beneficially 5% or more of the outstanding shares of any class of Small Cap Value as of the Record Date:

 

Deutsche Small Cap Value Fund

 

Share Class Shareholder Name and Address % Ownership

 

A

16

 

 

C       

 

R6

 

S

 

INST

 

 

To the best of the knowledge of Small Cap Core, the following shareholders owned of record or beneficially 5% or more of the outstanding shares of any class of Small Cap Core as of the Record Date:

 

Deutsche Small Cap Core Fund

 

Share Class Shareholder Name and Address % Ownership

 

A

 

C

 

R6

 

S

 

INST

 

Any shareholder who owns 25% or more of the outstanding shares of a fund may be deemed to control the fund. Any entity controlling a fund may be able to determine the outcome of issues that are submitted to shareholders for a vote, and may be able to take action regarding such fund without the consent or approval of the other shareholders.

 

Solicitation of Proxies and Proxy Costs. In addition to soliciting proxies by mail, certain officers and representatives of Small Cap Value, officers and employees of DIMA and certain financial services firms and their representatives, who will receive no extra compensation for their services, may solicit proxies by telephone, telegram or personally.

 

All properly executed proxies received in time for the Meeting will be voted as specified in the proxy or, if no specification is made, in favor of the proposal.

 

As described above, Small Cap Value will bear the costs of the proxy solicitation up to Small Cap Value shareholders’ projected cost savings during the first year following the merger. Computershare Fund Services, Inc. (“Computershare”) has been engaged to assist in the solicitation of proxies, at an estimated cost of $_____. As the Meeting date approaches, certain shareholders of Small Cap Value may receive a telephone call from a representative of Computershare if their votes have not yet been received. Authorization to permit Computershare to execute proxies may be obtained by telephonic or electronically transmitted instructions from shareholders of the Fund. If proxies are obtained telephonically, they will be recorded in accordance with procedures that are consistent with applicable law and that the Fund believes are reasonably designed to ensure that both the identity of the shareholder casting the vote and the voting instructions of the shareholder are accurately determined.

 

If a shareholder wishes to participate in the Meeting, but does not wish to give a proxy by telephone or electronically, the shareholder may still submit the proxy card originally sent with this Prospectus/Proxy Statement or attend in person. Should shareholders require additional information regarding the proxy or a replacement proxy card or attending the Meeting, they may contact Computershare toll-free at _________________.

 

Any shareholder giving a proxy has the power to revoke it 1) in person at the Meeting or 2) by submitting a notice of revocation by mail (addressed to the Secretary of Small Cap Value at One Beacon Street, Boston, Massachusetts 02108). Any shareholder giving a proxy may also revoke it by executing or authorizing a later-dated proxy by mail, touch-tone telephone or via the Internet.

17

 

 

One Prospectus/Proxy Statement may be delivered to two or more shareholders of the Fund who share an address, unless the Fund has received instructions to the contrary. To request a separate copy of the Prospectus/Proxy Statement, which will be delivered promptly upon written or oral request, or for instructions as to how to request a single copy if multiple copies are received, shareholders should call 800-728-3337 or write to the Fund at 345 Park Avenue, New York, New York 10154.

 

Adjournment and Postponement. Whether or not a quorum is present, the Meeting may, by action of the chairman of the Meeting, be adjourned from time to time without notice with respect to the proposals to be considered at the Meeting to a designated time and place. Upon motion of the chairman of the Meeting, the question of adjournment may be submitted to a vote of the shareholders, and in that case, any adjournment with respect to any matter must be approved by the vote of holders of a majority of the shares present and entitled to vote with respect to the matter or matters adjourned, and without further notice. The Board may postpone the Meeting of shareholders prior to the Meeting date with notice to shareholders entitled to vote at or receive notice of the Meeting. Unless a proxy is otherwise limited, any shares present and entitled to vote at the Meeting that are represented by broker non-votes may, at the direction of the proxies named therein, be voted in favor of any adjournment.

 

Principal Underwriter. The principal underwriter for Small Cap Value is Deutsche AM Distributors, Inc., 222 South Riverside Plaza, Chicago, Illinois 60606-5808.

 

Submission of Shareholder Proposals. Small Cap Value does not hold regular shareholders’ meetings. Shareholders wishing to submit proposals for inclusion in a proxy statement for a subsequent shareholders’ meeting should send their written proposals to the Secretary of Small Cap Value at the following address: One Beacon Street, Boston, Massachusetts 02108. Proposals must be received at a reasonable time prior to the date of a meeting of shareholders to be considered for inclusion in the materials for the meeting; however, timely submission of a proposal does not necessarily mean that such proposal will be included in the associated proxy statement.

 

 

IF YOU HAVE ANY QUESTIONS CONCERNING THIS PROSPECTUS/PROXY STATEMENT OR THE

PROCEDURES TO BE FOLLOWED TO EXECUTE AND TO DELIVER A PROXY CARD, PLEASE CONTACT Computershare Fund Services, Inc. AT ______________________. SHAREHOLDERS WHO DO NOT EXPECT TO BE PRESENT AT THE MEETING AND WHO WISH TO HAVE THEIR SHARES VOTED ARE REQUESTED TO DATE AND TO SIGN THE ENCLOSED PROXY CARD FOR THEIR FUND AND TO RETURN IT IN THE ENCLOSED ENVELOPE, OR TO FOLLOW THE INSTRUCTIONS ON THE ENCLOSED PROXY CARD FOR VOTING BY TELEPHONE OR THROUGH THE INTERNET.

 

 

 

18

 

APPENDIX A

 

INSTRUCTIONS FOR SIGNING PROXY CARDS

 

The following general rules for signing proxy cards may be of assistance to you and avoid the time and expense involved in validating your vote if you fail to sign your proxy card properly.

 

1. Individual Accounts: Sign your name exactly as it appears in the registration on the proxy card.

 

2. Joint Accounts: Only one party needs to sign, and the name of the party signing should conform exactly to the name shown in the registration on the proxy card.

 

3. All Other Accounts: The capacity of the individual signing the proxy card should be indicated unless it is reflected in the form of registration. For example:

 

Registration   Valid Signature
Corporate Accounts    
(1) ABC Corp  

ABC Corp

John Doe, Treasurer

(2) ABC Corp.   John Doe, Treasurer
(3) ABC Corp. c/o John Doe, Treasurer   John Doe
(4) ABC Corp. Profit Sharing Plan   John Doe, Trustee
     
Partnership Accounts    
(1) The XYZ Partnership   Jane B. Smith, Partner
(2) Smith and Jones, Limited Partnership   Jane B. Smith, General Partner
     
Trust Accounts    
(1) ABC Trust Account   Jane B. Doe, Trustee
(2) Jane B. Doe, Trustee u/t/d 12/28/78   Jane B. Doe
     
Custodial, GMA/UTMA or Estate Accounts    
(1) John B. Smith, Cust. F/b/o John B. Smith Jr.   John B. Smith
(2) Estate of John B. Smith   John B. Smith, Jr., Executor

 

19

 

APPENDIX B

 

FORM OF AGREEMENT AND PLAN OF REORGANIZATION

 

 

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 12th day of July, 2017, by and among Deutsche Investment Trust (the “Trust”), a Massachusetts business trust, on behalf of Deutsche Small Cap Core Fund (the “Acquiring Fund”), a series of the Trust, and Deutsche Value Series, Inc., a Maryland corporation (the “Corporation”), on behalf of Deutsche Small Cap Value Fund (the “Acquired Fund,” and, together with the Acquiring Fund, each a “Fund” and collectively, the “Funds”), a series of the Corporation; and Deutsche Investment Management Americas Inc. (“DIMA”), investment adviser for the Funds (for purposes of section 10.2 of the Agreement only). The principal place of business of the Trust and Corporation is 345 Park Avenue, New York, NY 10154.

 

This Agreement is intended to be and is adopted as a plan of reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”). The reorganization (the “Reorganization”) will consist of (i) the transfer of all of the assets of the Acquired Fund to the Acquiring Fund in exchange solely for voting Class A, Class C, Class R6, Class S and Institutional Class shares of beneficial interest (par value $0.01 per share) of the Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by the Acquiring Fund of all of the liabilities of the Acquired Fund and (ii) the distribution of each class of the Acquiring Fund Shares to the shareholders of each corresponding class of the Acquired Fund in complete liquidation and termination of the Acquired Fund as provided herein, all upon the terms and conditions hereinafter set forth in this Agreement.

 

NOW, THEREFORE, in consideration of the premises and of the covenants and agreements hereinafter set forth, the parties hereto covenant and agree as follows:

 

 1.   Transfer of Assets of the Acquired Fund to the Acquiring Fund in Consideration For Acquiring Fund Shares and the Assumption of All Acquired Fund Liabilities and the Liquidation of the Acquired Fund

1.1    Subject to the terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Fund agrees to transfer to the Acquiring Fund all of the Acquired Fund’s assets as set forth in section 1.2, and the Acquiring Fund agrees in consideration therefor (i) to deliver to the Acquired Fund that number of full and fractional Class A, Class C, Class R6, Class S and Institutional Class Acquiring Fund Shares computed in the manner set forth in section 2.3, and (ii) to assume all of the liabilities of the Acquired Fund, including, but not limited to, any deferred compensation payable to the Corporation’s directors with respect to the Acquired Fund. All Acquiring Fund Shares delivered to the Acquired Fund shall be delivered at net asset value without a sales load, commission or other similar fee being imposed. Such transactions shall take place at the closing provided for in section 3.1 (the “Closing”).

1.2  The assets of the Acquired Fund to be acquired by the Acquiring Fund (the “Assets”) shall consist of all assets, including without limitation all cash, cash equivalents, securities, commodities and futures contracts and dividends or interest or other receivables that are owned by the Acquired Fund and any deferred or prepaid expenses shown on the unaudited statement of assets and liabilities of the Acquired Fund prepared as of the effective time of the Closing in accordance with accounting principles generally accepted in the United States of America (“GAAP”) applied consistently with those of the Acquired Fund’s most recent audited statement of assets and liabilities. The Assets shall constitute at least 90% of the fair market value of the net assets, and at least 70% of the fair market value of the gross assets, held by the Acquired Fund immediately before the Closing.

 

1.3  The Acquired Fund will endeavor, to the extent practicable, to discharge all of its liabilities and obligations that are accrued prior to the Closing. The liabilities of the Acquired Fund to be assumed by the Acquiring Fund shall include all of the Acquired Fund’s liabilities, debts, obligations, and duties of whatever kind or nature, whether absolute, accrued, contingent or otherwise, whether or not arising in the ordinary course of business, whether or not determinable at the Closing, and whether or not specifically referred to in this Agreement including but not limited to any deferred compensation payable to the Corporation’s directors, with respect to the Acquired Fund.

 

1.4  Immediately after the transfer of Assets provided for in section 1.1, the Acquired Fund will distribute to the Acquired Fund’s shareholders of record with respect to each class of its shares (the “Acquired Fund Shareholders”),

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determined as of the time of such distribution, on a pro rata basis within that class, the Acquiring Fund Shares of the same class received by the Acquired Fund pursuant to section 1.1 and will completely liquidate. Such distribution and liquidation will be accomplished with respect to each class of the Acquired Fund by the transfer of the Acquiring Fund Shares then credited to the account of the Acquired Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the names of the Acquired Fund Shareholders. The Acquiring Fund shall have no obligation to inquire as to the validity, propriety or correctness of the stock records of the Acquired Fund, but shall assume that such transaction is valid, proper and correct. The aggregate net asset value of Class A, Class C, Class R6, Class S and Institutional Class Acquiring Fund Shares to be so credited to the Class A, Class C, Class R6, Class S and Institutional Class Acquired Fund Shareholders shall, with respect to each class, be equal to the aggregate net asset value of the Acquired Fund shares of the same class owned by such shareholders as of the Valuation Time (as defined in section 2.1). All issued and outstanding shares of the Acquired Fund will simultaneously be cancelled on the books of the Acquired Fund, although share certificates representing interests in Class A, Class C, Class R6, Class S and Institutional Class shares of the Acquired Fund after the Closing Date will represent without any action necessary on the part of any party, only a number of Acquiring Fund Shares as determined in accordance with the Agreement. The Acquiring Fund will not issue certificates representing Acquiring Fund Shares.

 

1.5  Ownership of Acquiring Fund Shares will be shown on the books of the Acquiring Fund. Shares of the Acquiring Fund will be issued in the manner described in the Acquiring Fund’s then-current prospectus and statement of additional information for Class A, Class C, Class R6, Class S and Institutional Class shares.

 

1.6  Any reporting responsibility of the Acquired Fund including, without limitation, the responsibility for filing of regulatory reports, tax returns, or other documents with the Securities and Exchange Commission (the “Commission”), any state securities commission, and any federal, state or local tax authorities or any other relevant regulatory authority, is and shall remain the responsibility of the Acquired Fund.

 

1.7  All books and records of the Acquired Fund, including all books and records required to be maintained under the Investment Company Act of 1940, as amended (the “1940 Act”), and the rules and regulations thereunder, shall be available to the Acquiring Fund from and after the Closing Date and shall be turned over to the Acquiring Fund as soon as practicable following the Closing.

 

1.8       The Corporation shall take all necessary and appropriate steps under applicable law to terminate the Acquired Fund promptly following the Closing and the making of all distributions pursuant to section 1.4.

 

2.

 

 

Valuation

 

2.1  The value of the Assets and the liabilities of the Acquired Fund shall be computed as of the close of regular trading on The New York Stock Exchange, Inc. (the “NYSE”) on the business day immediately preceding the Closing Date, as defined in section 3.1 (the “Valuation Time”) after the declaration and payment of any dividends and/or other distributions on that date, using the valuation procedures set forth in the Trust’s Amended and Restated Declaration of Trust, as amended, and the Acquiring Fund’s then-current prospectus or statement of additional information for Class A, Class C, Class R6, Class S and Institutional Class shares.

 

2.2  The net asset value of a Class A, Class C, Class R6, Class S and Institutional Class Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Time using the valuation procedures referred to in section 2.1.

 

2.3  The number of Class A, Class C, Class R6, Class S and Institutional Class Acquiring Fund Shares to be issued (including without limitation fractional shares, if any) in consideration for the Assets shall be determined with respect to each such class by dividing the value of the Assets net of liabilities with respect to Class A, Class C, Class R6, Class S and Institutional Class shares of the Acquired Fund, as the case may be, determined in accordance with section 2.1 by the net asset value of an Acquiring Fund Share of the same class determined in accordance with section 2.2.

 

2.4  All computations of value hereunder shall be made by or under the direction of each Fund’s respective accounting agent, if applicable, in accordance with its regular practice and the requirements of the 1940 Act and shall be subject to confirmation by each Fund’s Independent Registered Public Accounting Firm upon the reasonable request of the other Fund.

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3.

 

 

Closing and Closing Date

 

3.1  The Closing of the transactions contemplated by this Agreement shall be December 11, 2017, or such later date as the parties may agree in writing (the “Closing Date”). All acts taking place at the Closing shall be deemed to take place simultaneously as of 9:00 a.m., Eastern time, on the Closing Date, unless otherwise agreed to by the parties. The Closing shall be held at the offices of counsel to the Funds, or at such other place and time as the parties may agree.

 

3.2  The Acquired Fund shall deliver to the Acquiring Fund on the Closing Date a schedule of Assets.

 

3.3  State Street Bank and Trust Company (“State Street”), custodian for the Acquired Fund, shall deliver at the Closing a certificate of an authorized officer stating that (a) the Assets shall have been delivered in proper form to State Street, also the custodian for the Acquiring Fund, prior to or as of the Closing and (b) all necessary taxes in connection with the delivery of the Assets, including without limitation all applicable federal and state stock transfer stamps, if any, have been paid or provision for payment has been made. The Acquired Fund’s portfolio securities represented by a certificate or other written instrument shall be presented by the custodian for the Acquired Fund to the custodian for the Acquiring Fund for examination no later than five business days preceding the Closing Date and transferred and delivered by the Acquired Fund as of the Closing for the account of the Acquiring Fund duly endorsed in proper form for transfer in such condition as to constitute good delivery thereof. The Acquired Fund’s portfolio securities and instruments deposited with a securities depository, as defined in Rule 17f-4 under the 1940 Act, shall be delivered as of the Closing by book entry in accordance with the customary practices of such depositories and the custodian for the Acquiring Fund. The cash to be transferred by the Acquired Fund shall be delivered by wire transfer of federal funds as of the Closing.

 

3.4  Deutsche AM Service Company (“DSC”) (or its designee), as transfer agent (or subtransfer agent) for the Corporation, on behalf of the Acquired Fund, shall deliver at the Closing a certificate of an authorized officer stating that its records contain the names and addresses of the Acquired Fund Shareholders and the number and percentage ownership (to three decimal places) of outstanding Class A, Class C, Class R6, Class S and Institutional Class Acquired Fund shares owned by each such shareholder immediately prior to the Closing. The Acquiring Fund shall issue and deliver a confirmation evidencing the Acquiring Fund Shares to be credited at the Closing to the Acquired Fund or provide evidence satisfactory to the Acquired Fund that such Acquiring Fund Shares have been credited to the Acquired Fund’s account on the books of the Acquiring Fund. At the Closing, each Fund shall deliver to the other such bills of sale, checks, assignments, share certificates, if any, receipts or other documents as such other Fund or its counsel may reasonably request to effect the transactions contemplated by this Agreement.

 

3.5  In the event that immediately prior to the Valuation Time (a) the NYSE or another primary trading market for portfolio securities of the Acquiring Fund or the Acquired Fund shall be closed to trading or trading thereupon shall be restricted, or (b) trading or the reporting of trading on the NYSE or elsewhere shall be disrupted so that, in the judgment of the Board of Trustees of the Trust or the Board of Directors of the Corporation, as applicable (each a “Board”), accurate appraisal of the value of the net assets with respect to the Class A, Class C, Class R6, Class S and Institutional Class shares of the Acquiring Fund or the Class A, Class C, Class R6, Class S and Institutional Class shares of the Acquired Fund is impracticable, the Closing Date shall be postponed until the first business day after the day when trading shall have been fully resumed and reporting shall have been restored or such other date as the parties hereto may agree.

 

4.

 

 

Representations and Warranties

 

4.1  The Corporation, on behalf of the Acquired Fund, represents and warrants to the Acquiring Fund as follows:

 

(a)  The Corporation is a Maryland corporation duly organized and validly existing under the laws of The State of Maryland with power under the Corporation’s Articles of Amendment and Restatement to own all of its properties and assets and to carry on its business as it is now being conducted and to carry out the Agreement. The Acquired Fund is a series of the Corporation duly designated in accordance with the applicable provisions of the Corporation’s Articles of Amendment and Restatement. The Corporation and Acquired Fund are qualified to do business in all jurisdictions in which they are required to be so qualified, except jurisdictions in which the failure to so qualify would not have a material adverse effect on the Corporation or Acquired Fund. The Acquired Fund has all material federal, state and local authorizations necessary to own all of its properties and assets and to carry on its business as now being conducted, except authorizations which the failure to so obtain would not have a material adverse effect on the Acquired Fund;

 

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(b)  The Corporation is registered with the Commission as an open-end management investment company under the 1940 Act, and such registration is in full force and effect and the Acquired Fund is in compliance in all material respects with the 1940 Act and the rules and regulations thereunder;

 

(c)  No consent, approval, authorization, or order of any court or governmental authority is required for the consummation by the Acquired Fund of the transactions contemplated herein, except such as have been obtained under the Securities Act of 1933, as amended (the “1933 Act”), the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the 1940 Act and such as may be required by state securities laws;

 

(d)  The Corporation is not, and the execution, delivery and performance of this Agreement by the Corporation, on behalf of the Acquired Fund, will not result (i) in violation of Maryland law or of the Corporation’s Articles of Amendment and Restatement or By-Laws, (ii) in a violation or breach of, or constitute a default under, any material agreement, indenture, instrument, contract, lease or other undertaking to which the Corporation on behalf of the Acquired Fund is a party or by which it is bound, and the execution, delivery and performance of this Agreement by the Corporation on behalf of the Acquired Fund will not result in the acceleration of any obligation, or the imposition of any penalty, under any agreement, indenture, instrument, contract, lease, judgment or decree to which the Corporation on behalf of the Acquired Fund is a party or by which it is bound, or (iii) in the creation or imposition of any lien, charge or encumbrance on any property or assets of the Acquired Fund;

 

(e)   No material litigation or administrative proceeding or investigation of or before any court or governmental body is presently pending or to the Acquired Fund’s knowledge threatened against the Acquired Fund or any properties or assets held by it. The Acquired Fund knows of no facts which might form the basis for the institution of such proceedings which would materially and adversely affect its business and is not a party to or subject to the provisions of any order, decree or judgment of any court or governmental body which materially and adversely affects its business or its ability to consummate the transactions herein contemplated;

 

(f)  The Statements of Assets and Liabilities, Operations, and Changes in Net Assets, the Financial Highlights, and the Investment Portfolio of the Acquired Fund at and for the fiscal year ended November 30, 2016, have been audited by Ernst & Young LLP, Independent Registered Public Accounting Firm, and are in accordance with GAAP consistently applied, and such statements (a copy of each of which has been furnished to the Acquiring Fund) present fairly, in all material respects, the financial position of the Acquired Fund as of such date in accordance with GAAP and there are no known contingent liabilities of the Acquired Fund required to be reflected on a statement of assets and liabilities (including without limitation the notes thereto) in accordance with GAAP as of such date not disclosed therein;

 

(g)  Since November 30, 2016, there has not been any material adverse change in the Acquired Fund’s financial condition, assets, liabilities or business other than changes occurring in the ordinary course of business, or any incurrence by the Acquired Fund of indebtedness maturing more than one year from the date such indebtedness was incurred except as otherwise disclosed to and accepted in writing by the Acquiring Fund. For purposes of this subsection (g), a decline in net asset value per share of the Acquired Fund due to declines in market values of securities in the Acquired Fund’s portfolio, the discharge of Acquired Fund liabilities, or the redemption of Acquired Fund shares by shareholders of the Acquired Fund shall not constitute a material adverse change;

 

(h)  All federal, state, local and other tax returns and reports of the Acquired Fund required by law to be filed by it have been timely filed (including any permitted extensions) and are complete and correct in all material respects, and all federal, state, local and other taxes of the Acquired Fund (whether or not shown as due or required to be shown as due on said returns and reports) have been paid or provision has been made for the payment thereof, and, to the best of the Acquired Fund’s knowledge, no such return is currently under audit and no assessment has been asserted with respect to such returns;

 

(i)  For each taxable year of its operation (including without limitation the taxable year ending on the Closing Date), the Acquired Fund has been treated as a separate corporation for federal income tax purposes pursuant to Section 851(g) of the Code, has met the requirements of Subchapter M of the Code for qualification as a regulated investment company and has elected to be treated as such, has been eligible to and has computed its federal income tax under Section 852 of the Code, and will have distributed on or before the Closing Date all of its investment company taxable income (as determined without regard to any deduction for dividends paid by the Acquired Fund), the excess of its interest income excludable from gross income under Section 103(a) of the Code over its deductions disallowed under Sections 265 and

23

 

171(a)(2) of the Code and its net capital gain (after reduction for any available capital loss carry-forward and excluding any net capital gain on which the Acquired Fund paid tax under Section 852(b)(3)(A) of the Code), as such terms are defined in the Code, that has accrued through the Closing Date;

 

(j)  All issued and outstanding shares of the Acquired Fund (i) have been offered and sold in every state and the District of Columbia in compliance in all material respects with applicable registration requirements of the 1933 Act and state securities laws, (ii) are, and as of the Closing will be, duly and validly issued and outstanding, fully paid and non-assessable and not subject to preemptive or dissenter’s rights, and (iii) will be held at the time of the Closing by the persons and in the amounts set forth in the records of DSC, as provided in section 3.4. The Acquired Fund does not have outstanding any options, warrants or other rights to subscribe for or purchase any of the shares of the Acquired Fund, nor is there outstanding any security convertible into any shares of the Acquired Fund;

 

(k)  As of the Closing, the Acquired Fund will have good and marketable title to the Acquired Fund’s assets to be transferred to the Acquiring Fund pursuant to section 1.1 and full right, power, and authority to sell, assign, transfer and deliver such assets hereunder free of any liens or other encumbrances, except those liens or encumbrances as to which the Acquiring Fund has received notice at or prior to the Closing, and upon delivery and payment for such assets, the Acquiring Fund will acquire good and marketable title thereto, subject to no restrictions on the full transfer thereof, including without limitation such restrictions as might arise under the 1933 Act and the 1940 Act, except those restrictions as to which the Acquiring Fund has received notice and necessary documentation at or prior to the Closing;

 

(l)  The execution, delivery and performance of this Agreement will have been duly authorized prior to the Closing Date by all necessary action on the part of the directors of the Corporation (including the determinations required by Rule 17a-8(a) under the 1940 Act), and, subject to the approval of shareholders of the Acquired Fund, this Agreement constitutes a valid and binding obligation of the Corporation, on behalf of the Acquired Fund, enforceable in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws relating to or affecting creditors’ rights and to general equity principles;

 

(m)  The information to be furnished by the Acquired Fund for use in applications for orders, registration statements or proxy materials or for use in any other document filed or to be filed with any federal, state or local regulatory authority (including without limitation the Financial Industry Regulatory Authority (“FINRA”)), which may be necessary in connection with the transactions contemplated hereby, shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other laws and regulations applicable thereto; and

 

(n)  The current prospectus and statement of additional information of the Acquired Fund conform in all material respects to the applicable requirements of the 1933 Act and the 1940 Act and the rules and regulations of the Commission thereunder and do not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading.

 

(o) The Registration Statement referred to in section 5.8, insofar as it relates to the Acquired Fund, will, on the effective date of the Registration Statement and on the Closing Date, (i) comply in all material respects with the provisions and regulations of the 1933 Act, the 1934 Act and the 1940 Act, as applicable, and (ii) not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which such statements are made, not materially misleading; provided, however, that the representations and warranties in this section shall not apply to statements in or omissions from the Registration Statement made in reliance upon and in conformity with information that was furnished or should have been furnished by the Acquiring Fund for use therein.

 

4.2  The Trust, on behalf of the Acquiring Fund, represents and warrants to the Acquired Fund as follows:

 

(a)  The Trust is a voluntary association with transferable shares commonly referred to as a Massachusetts business trust duly organized and validly existing under the laws of The Commonwealth of Massachusetts with power under the Trust’s Amended and Restated Declaration of Trust, as amended, to own all of its properties and assets and to carry on its business as it is now being conducted and to carry out the Agreement. The Acquiring Fund is a series of the Trust duly designated in accordance with the applicable provisions of the Trust’s Amended and Restated Declaration of Trust,

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as amended. The Trust and Acquiring Fund are qualified to do business in all jurisdictions in which they are required to be so qualified, except jurisdictions in which the failure to so qualify would not have a material adverse effect on the Trust or Acquiring Fund. The Acquiring Fund has all material federal, state and local authorizations necessary to own all of its properties and assets and to carry on its business as now being conducted, except authorizations which the failure to so obtain would not have a material adverse effect on the Acquiring Fund;

 

(b)  The Trust is registered with the Commission as an open-end management investment company under the 1940 Act, and such registration is in full force and effect and the Acquiring Fund is in compliance in all material respects with the 1940 Act and the rules and regulations thereunder;

 

(c)  No consent, approval, authorization, or order of any court or governmental authority is required for the consummation by the Acquiring Fund of the transactions contemplated herein, except such as have been obtained under the 1933 Act, the 1934 Act and the 1940 Act and such as may be required by state securities laws;

 

(d)  The Trust is not, and the execution, delivery and performance of this Agreement by the Trust, on behalf of the Acquiring Fund, will not result (i) in violation of Massachusetts law or of the Trust’s Amended and Restated Declaration of Trust, as amended, or By-Laws, as amended, (ii) in a violation or breach of, or constitute a default under, any material agreement, indenture, instrument, contract, lease or other undertaking to which the Trust on behalf of the Acquiring Fund is a party or by which it is bound, and the execution, delivery and performance of this Agreement by the Trust on behalf of the Acquiring Fund will not result in the acceleration of any obligation, or the imposition of any penalty, under any agreement, indenture, instrument, contract, lease, judgment or decree to which the Trust on behalf of the Acquiring Fund is a party or by which it is bound, or (iii) in the creation or imposition of any lien, charge or encumbrance on any property or assets of the Acquiring Fund;

 

(e)  No material litigation or administrative proceeding or investigation of or before any court or governmental body is presently pending or to its knowledge threatened against the Acquiring Fund or any properties or assets held by it. The Acquiring Fund knows of no facts which might form the basis for the institution of such proceedings which would materially and adversely affect its business and is not a party to or subject to the provisions of any order, decree or judgment of any court or governmental body which materially and adversely affects its business or its ability to consummate the transactions herein contemplated;

 

(f)  The Statements of Assets and Liabilities, Operations, and Changes in Net Assets, the Financial Highlights, and the Investment Portfolio of the Acquiring Fund at and for the fiscal year ended September 30, 2016, have been audited by PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm, and are in accordance with GAAP consistently applied, and such statements (a copy of each of which has been furnished to the Acquired Fund) present fairly, in all material respects, the financial position of the Acquiring Fund as of such date in accordance with GAAP, and there are no known contingent liabilities of the Acquiring Fund required to be reflected on a statement of assets and liabilities (including without limitation the notes thereto) in accordance with GAAP as of such date not disclosed therein;

 

(g) The Statements of Assets and Liabilities, Operations, and Changes in Net Assets, the Financial Highlights, and the Investment Portfolio of the Acquiring Fund at and for the semi-annual fiscal period ended March 31, 2017, are in accordance with GAAP consistently applied, and such statements (a copy of each of which has been furnished to the Acquired Fund) present fairly, in all material respects, the financial position of the Acquiring Fund as of such date in accordance with GAAP and there are no known contingent liabilities of the Acquiring Fund required to be reflected on a statement of assets and liabilities (including without limitation the notes thereto) in accordance with GAAP as of such date not disclosed therein;

 

(h)  Since March 31, 2017, there has not been any material adverse change in the Acquiring Fund’s financial condition, assets, liabilities or business other than changes occurring in the ordinary course of business, or any incurrence by the Acquiring Fund of indebtedness maturing more than one year from the date such indebtedness was incurred except as otherwise disclosed to and accepted in writing by the Acquired Fund. For purposes of this subsection (h), a decline in net asset value per share of the Acquiring Fund due to declines in market values of securities in the Acquiring Fund’s portfolio, the discharge of Acquiring Fund liabilities, or the redemption of Acquiring Fund shares by shareholders of the Acquiring Fund shall not constitute a material adverse change;

 

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(i)  All federal, state, local and other tax returns and reports of the Acquiring Fund required by law to be filed by it have been timely filed (including any permitted extensions) and are complete and correct in all material respects, and all federal, state, local and other taxes of the Acquiring Fund (whether or not shown as due or required to be shown as due on said returns and reports) have been paid or provision has been made for the payment thereof, and, to the best of the Acquiring Fund’s knowledge, no such return is currently under audit and no assessment has been asserted with respect to such returns;

 

(j)  For each taxable year of its operation, the Acquiring Fund has been treated as a separate corporation for federal income tax purposes pursuant to Section 851(g) of the Code, has met the requirements of Subchapter M of the Code for qualification as a regulated investment company and has elected to be treated as such, has been eligible to and has computed its federal income tax under Section 852 of the Code. In addition, the Acquiring Fund will satisfy each of the foregoing with respect to its taxable year that includes the Closing Date;

 

(k)  All issued and outstanding shares of the Acquiring Fund (i) have been offered and sold in every state and the District of Columbia in compliance in all material respects with applicable registration requirements of the 1933 Act and state securities laws and (ii) are, and as of the Closing will be, duly and validly issued and outstanding, fully paid and non-assessable (recognizing that, under Massachusetts law, Acquiring Fund shareholders, under certain circumstances, could be held personally liable for the obligations of the Acquiring Fund), and not subject to preemptive or dissenter’s rights. The Acquiring Fund does not have outstanding any options, warrants or other rights to subscribe for or purchase any shares of the Acquiring Fund, nor is there outstanding any security convertible into any shares of the Acquiring Fund;

 

(l)  The Acquiring Fund Shares to be issued and delivered to the Acquired Fund, for the account of the Acquired Fund Shareholders, pursuant to the terms of this Agreement, will as of the Closing have been duly authorized and, when so issued and delivered, will be duly and validly issued and outstanding Acquiring Fund Shares, and will be fully paid and non-assessable (recognizing that, under Massachusetts law, Acquiring Fund shareholders, under certain circumstances, could be held personally liable for the obligations of the Acquiring Fund);

 

(m)  As of the Closing, the Acquiring Fund will have good and marketable title to the Acquiring Fund’s assets, free of any liens or other encumbrances, except those liens or encumbrances as to which the Acquired Fund has received notice at or prior to the Closing;

 

(n)  The execution, delivery and performance of this Agreement will have been duly authorized prior to the Closing Date by all necessary action on the part of the trustees of the Trust (including without limitation the determinations required by Rule 17a-8(a) under the 1940 Act) and this Agreement will constitute a valid and binding obligation of the Trust, on behalf of the Acquiring Fund, enforceable in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws relating to or affecting creditors’ rights and to general equity principles;

 

(o)  The information to be furnished by the Acquiring Fund for use in applications for orders, registration statements or proxy materials or for use in any other document filed or to be filed with any federal, state or local regulatory authority (including without limitation FINRA), which may be necessary in connection with the transactions contemplated hereby, shall be accurate and complete in all material respects and shall comply in all material respects with federal securities and other laws and regulations applicable thereto;

 

(p)  The current prospectus and statement of additional information with respect to Class A, Class C, Class R6, Class S and Institutional Class of the Acquiring Fund conform in all material respects to the applicable requirements of the 1933 Act and the 1940 Act and the rules and regulations of the Commission thereunder and do not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading;

 

(q) The Registration Statement, only insofar as it relates to the Acquiring Fund, will, on the effective date of the Registration Statement and on the Closing Date, (i) comply in all material respects with the provisions and regulations of the 1933 Act, the 1934 Act and the 1940 Act and (ii) not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which such statements were made, not materially misleading; provided, however, that the representations and warranties

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in this section shall not apply to statements in or omissions from the Registration Statement made in reliance upon and in conformity with information that was furnished or should have been furnished by the Acquired Fund for use therein; and

 

(r)  The Acquiring Fund agrees to use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act, the 1940 Act and such of the state securities laws as may be necessary in order to continue its operations after the Closing Date.

 

5.

 

 

Covenants of the Acquiring Fund and the Acquired Fund

 

The Trust and Corporation on behalf of its respective Fund covenants as follows:

 

5.1  Except as otherwise provided in sections 5.1, 5.15 and 5.16, the Acquiring Fund and the Acquired Fund each covenants to operate its business in the ordinary course between the date hereof and the Closing, it being understood that such ordinary course of business will include the declaration and payment of customary dividends and other distributions and such changes as are contemplated by the Funds’ normal operations. The Corporation and the Trust shall coordinate the respective portfolios of the Acquired Fund and Acquiring Fund from the date of the Agreement up to and including the Closing Date in order that at Closing, when the Assets are added to the Acquiring Fund’s portfolio, the resulting portfolio will meet the Acquiring Fund’s investment objective, policies, strategies and restrictions, as set forth in the Acquiring Fund’s then-current prospectus for Class A, Class C, Class R6, Class S and Institutional Class shares. Notwithstanding the foregoing, nothing herein will require the Acquired Fund to dispose of or purchase any assets if, in the reasonable judgment of the Acquired Fund, such disposition or purchase would adversely affect the tax-free nature of the Reorganization or the ability to receive the opinion referred to in section 8.5.

 

5.2  Upon reasonable notice, the Trust’s officers and agents shall have reasonable access to the Acquired Fund’s books and records necessary to maintain current knowledge of the Acquired Fund and to ensure that the representations and warranties made by the Acquired Fund are accurate.

 

5.3  No party shall take any action that would, or reasonably would be expected to, result in any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect.

 

5.4        The Acquired Fund covenants to call a meeting of the Acquired Fund shareholders entitled to vote thereon to consider and act upon this Agreement and to take all other reasonable action necessary to obtain approval of the transactions contemplated herein. Such meeting shall be scheduled for no later than January 1, 2018.

 

5.5 The Acquired Fund covenants that the Acquiring Fund Shares to be received hereunder will not be distributed or transferred other than in accordance with the terms of this Agreement.

 

5.6  The Acquired Fund covenants that it will assist the Acquiring Fund in obtaining such information as the Acquiring Fund reasonably requests concerning the beneficial ownership of the Acquired Fund shares.

 

5.7  Subject to the provisions of this Agreement, the Acquiring Fund and the Acquired Fund will each take, or cause to be taken, all actions, and do or cause to be done, all things reasonably necessary, proper, and/or advisable to consummate and make effective the transactions contemplated by this Agreement.

 

5.8 Each Fund covenants to prepare in compliance with the 1933 Act, the 1934 Act and the 1940 Act the Registration Statement on Form N-14 (the “Registration Statement”) in connection with the meeting of the Acquired Fund shareholders to consider approval of this Agreement and the transactions contemplated herein. The Trust will file the Registration Statement, including a proxy statement, with the Commission. The Acquired Fund will provide the Acquiring Fund with information reasonably necessary for the preparation of a prospectus, which will include a proxy statement, all to be included in the Registration Statement, in compliance in all material respects with the 1933 Act, the 1934 Act and the 1940 Act.

 

5.9  The Acquired Fund covenants that it will, from time to time, as and when reasonably requested by the Acquiring Fund, execute and deliver or cause to be executed and delivered all such assignments and other instruments, and will take or cause to be taken such further action as the Acquiring Fund may reasonably deem necessary or desirable in order to vest in and confirm the Acquiring Fund’s title to and possession of all the Assets and otherwise to carry out the intent and purpose of this Agreement.

27

 

 

5.10  The Acquiring Fund covenants to use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act and 1940 Act, and such of the state securities laws as it deems appropriate in order to continue its operations after the Closing Date and to consummate the transactions contemplated herein; provided, however, that the Acquiring Fund may take such actions it reasonably deems advisable after the Closing Date as circumstances change.

 

5.11  The Acquiring Fund covenants that it will, from time to time, as and when reasonably requested by the Acquired Fund, execute and deliver or cause to be executed and delivered all such assignments, assumption agreements, releases, and other instruments, and will take or cause to be taken such further action, as the Acquired Fund may reasonably deem necessary or desirable in order to (i) vest and confirm to the Acquired Fund title to and possession of all Acquiring Fund Shares to be transferred to the Acquired Fund pursuant to this Agreement and (ii) assume all the liabilities of the Acquired Fund.

 

5.12  Immediately after the Closing, the Acquired Fund shall make a liquidating distribution to its shareholders consisting of the Acquiring Fund Shares received at the Closing.

 

5.13  The Acquiring Fund and the Acquired Fund shall each use its reasonable best efforts to fulfill or obtain the fulfillment of the conditions precedent to effect the transactions contemplated by this Agreement as promptly as practicable.

 

5.14  The intention of the parties is that the transaction will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Trust, the Corporation, the Acquiring Fund or the Acquired Fund shall take any action, or cause any action to be taken (including without limitation the filing of any tax return) that is inconsistent with such treatment or results in the failure of the transaction to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing, the Trust, the Corporation, the Acquiring Fund and the Acquired Fund will take such action, or cause such action to be taken, as is reasonably necessary to enable Vedder Price P.C. to render the tax opinion contemplated herein in section 8.5.

 

5.15  Prior to the Valuation Time, the Acquired Fund will declare and pay to its shareholders a dividend or other distribution in an amount large enough so that it will have distributed all of its investment company taxable income (computed without regard to any deduction for dividends paid), the excess of its interest income excludable from gross income under Section 103(a) of the Code over its deductions disallowed under Sections 265 and 171(a)(2) of the Code, and all of its realized net capital gain (after reduction for any available capital loss carryforward and excluding any net capital gain on which the Acquired Fund paid tax under Section 852(b)(3)(A) of the Code), if any, for all taxable years of the Acquired Fund ending on or prior to the Closing Date.

 

5.16  The Acquiring Fund agrees to identify in writing prior to the Closing Date any assets of the Acquired Fund that it does not wish to acquire because they are not consistent with the Acquiring Fund’s current implementation of its investment objective, policies, restrictions and strategies, and the Acquired Fund agrees to dispose of such assets prior to the Closing Date. The Acquiring Fund agrees to identify in writing prior to the Closing Date any assets that it would like the Acquired Fund to purchase, consistent with the Acquiring Fund’s current implementation of its investment objective, policies, restrictions and strategies, and the Acquired Fund agrees to purchase such assets pursuant to the Acquiring Fund’s current implementation of its investment objective, policies, restrictions and strategies prior to the Closing Date. Notwithstanding the foregoing, nothing herein will require the Acquired Fund to dispose of or purchase any assets if, in the reasonable judgment of the Acquired Fund, such disposition or purchase would adversely affect the tax-free nature of the Reorganization.

 

6.

 

 

Conditions Precedent to Obligations of the Acquired Fund

 

The obligations of the Acquired Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Trust, on behalf of the Acquiring Fund, of all the obligations to be performed by it hereunder on or before the Closing, and, in addition thereto, the following further conditions:

 

6.1  All representations and warranties of the Trust, on behalf of the Acquiring Fund, contained in this Agreement shall be true and correct in all material respects as of the date hereof and, except as they may be affected by the transactions contemplated by this Agreement, as of the Closing, with the same force and effect as if made on and as of the Closing Date; and there shall be (i) no pending or threatened litigation brought by any person (other than the Acquired Fund, its adviser or

28

 

any of their affiliates) against the Acquiring Fund or its investment adviser(s), Board members or officers arising out of this Agreement and (ii) no facts known to the Acquiring Fund which the Acquiring Fund reasonably believes might result in such litigation.

 

6.2 The Trust, on behalf of the Acquiring Fund, shall have delivered to the Acquired Fund at the Closing a certificate executed in its name by the Trust’s President, Treasurer or a Vice President, in a form reasonably satisfactory to the Corporation, on behalf of the Acquired Fund, and dated as of the Closing Date, to the effect that the representations and warranties of the Trust, on behalf of the Acquiring Fund made in this Agreement are true and correct on and as of the Closing, except as they may be affected by the transactions contemplated by this Agreement, and as to such other matters as the Acquired Fund shall reasonably request.

 

6.3  The Acquired Fund shall have received at the Closing an opinion of Vedder Price P.C., in a form reasonably satisfactory to the Acquired Fund and dated as of the Closing Date, to the effect that:

 

(a) the Trust is a validly existing voluntary association with transferable shares of beneficial interest under the laws of the Commonwealth of Massachusetts and is in good standing under the laws of that State;

 

(b) the Agreement has been duly authorized, executed and delivered by the Trust, on behalf of the Acquiring Fund, and constitutes a valid and legally binding obligation of the Trust, on behalf of the Acquiring Fund, enforceable in accordance with its terms;

 

(c) the execution and delivery of the Agreement by the Trust, on behalf of the Acquiring Fund, did not, and the issuance of Acquiring Fund Shares pursuant to the Agreement will not, violate the Trust’s Amended and Restated Declaration of Trust, as amended or By-laws, as amended; and

 

(d) to the knowledge of such counsel, and without any independent investigation, (i) the Trust is registered as an investment company under the 1940 Act and no stop order suspending the effectiveness of its registration statement has been issued under the 1933 Act and no order of suspension or revocation of registration pursuant to Section 8(e) of the 1940 Act has been issued, and (ii) all regulatory consents, authorizations, approvals or filings required to be obtained or made by the Acquiring Fund under the federal laws of the United States or the laws of The Commonwealth of Massachusetts for the issuance of Acquiring Fund Shares pursuant to the Agreement have been obtained or made.

 

The delivery of such opinion is conditioned upon receipt by Vedder Price P.C. of customary representations it shall reasonably request of the Trust and will be subject to such firm’s customary opinion qualifications, assumptions and limitations.

 

6.4  The Trust, on behalf of the Acquiring Fund, shall have performed all of the covenants and complied with all of the provisions required by this Agreement to be performed or complied with by the Acquiring Fund on or before the Closing.

 

6.5       The Trust shall have entered into an expense cap agreement with DIMA in a form reasonably satisfactory to the Acquired Fund on or before the Closing Date effectively limiting the expenses of Class A, Class C, Class R6, Class S and Institutional Class shares of the Acquiring Fund to1.09%, 1.84%, 0.79%, 0.89% and 0.84%, respectively, excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest.

 

7.

 

 

Conditions Precedent to Obligations of the Acquiring Fund

 

The obligations of the Acquiring Fund to consummate the transactions provided for herein shall be subject, at its election, to the performance by the Corporation, on behalf of the Acquired Fund, of all of the obligations to be performed by it hereunder on or before the Closing and, in addition thereto, the following further conditions:

 

7.1  All representations and warranties of the Corporation, on behalf of the Acquired Fund, contained in this Agreement shall be true and correct in all material respects as of the date hereof and, except as they may be affected by the transactions contemplated by this Agreement, as of the Closing, with the same force and effect as if made on and as of the Closing Date; and there shall be (i) no pending or threatened litigation brought by any person (other than the Acquiring Fund, its adviser or any of their affiliates) against the Acquired Fund or its investment adviser(s), Board members or officers arising out of this

29

 

Agreement and (ii) no facts known to the Acquired Fund which the Acquired Fund reasonably believes might result in such litigation.

 

7.2  The Corporation, on behalf of the Acquired Fund, shall have delivered to the Acquiring Fund a statement of the Acquired Fund’s assets and liabilities as of the Closing, certified by the Treasurer of the Corporation.

 

7.3  The Corporation, on behalf of the Acquired Fund, shall have delivered to the Acquiring Fund at the Closing a certificate executed in its name by the Corporation’s President, Treasurer or a Vice President, in a form reasonably satisfactory to the Trust, on behalf of the Acquiring Fund, and dated as of the Closing Date, to the effect that the representations and warranties of the Corporation, on behalf of the Acquired Fund made in this Agreement are true and correct on and as of the Closing, except as they may be affected by the transactions contemplated by this Agreement, and as to such other matters as the Acquiring Fund shall reasonably request.

 

7.4  The Acquiring Fund shall have received at the Closing an opinion of Vedder Price P.C. in a form reasonably satisfactory to the Acquiring Fund and dated as of the Closing Date, to the effect that:

 

(a) the Corporation is a validly existing corporation;

 

(b) the Agreement has been duly authorized, executed and delivered by the Corporation, on behalf of the Acquired Fund, and constitutes a valid and legally binding obligation of the Corporation, on behalf of the Acquired Fund, enforceable in accordance with its terms;

 

(c) the execution and delivery of the Agreement by the Corporation, on behalf of the Acquired Fund, did not, and the exchange of the Acquired Fund’s assets for Acquiring Fund Shares pursuant to the Agreement will not, violate the Corporation’s Articles of Amendment and Restatement, as amended, or By-laws, as amended; and

 

(d) to the knowledge of such counsel, and without any independent investigation, (i) the Corporation is registered as an investment company under the 1940 Act and no stop order suspending the effectiveness of its registration statement has been issued under the 1933 Act and no order of suspension or revocation of registration pursuant to Section 8(e) of the 1940 Act has been issued, and (ii) all regulatory consents, authorizations, approvals or filings required to be obtained or made by the Acquired Fund under the federal laws of the United States or the laws of The State of Maryland with respect to the exchange of the Acquired Fund’s assets for Acquiring Fund Shares pursuant to the Agreement have been obtained or made.

 

The delivery of such opinion is conditioned upon receipt by Vedder Price P.C. of customary representations it shall reasonably request of the Corporation and will be subject to such firm’s customary opinion qualifications, assumptions and limitations.

 

7.5  The Corporation, on behalf of the Acquired Fund, shall have performed all of the covenants and complied with all of the provisions required by this Agreement to be performed or complied with by the Acquired Fund on or before the Closing.

 

8.

 

 

Further Conditions Precedent to Obligations of the Acquiring Fund and the Acquired Fund

 

If any of the conditions set forth below have not been met on or before the Closing with respect to the Acquired Fund or the Acquiring Fund, the other Fund shall, at its option, not be required to consummate the transactions contemplated by this Agreement:

 

8.1 This Agreement and the transactions contemplated herein shall have been approved by the requisite vote of the holders of the outstanding shares of the Acquired Fund in accordance with the provisions of the Corporation’s Articles of Amendment and Restatement, as amended, or By-laws, as amended, applicable Maryland law and the 1940 Act, and certified copies of the resolutions evidencing such approval shall have been delivered to the Acquiring Fund. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this section 8.1.

 

8.2  On the Closing Date, no action, suit or other proceeding shall be pending or to its knowledge threatened before any court or governmental agency in which it is sought to restrain or prohibit, or obtain material damages or other relief in connection with, this Agreement or the transactions contemplated herein.

30

 

 

8.3  All consents of other parties and all other consents, orders and permits of federal, state and local regulatory authorities deemed necessary by the Acquiring Fund or the Acquired Fund to permit consummation, in all material respects, of the transactions contemplated hereby shall have been obtained, except where failure to obtain any such consent, order or permit would not involve a risk of a material adverse effect on the assets or properties of the Acquiring Fund or the Acquired Fund, provided that either Fund may for itself waive any of such conditions.

 

8.4  The Registration Statement shall have become effective under the 1933 Act and no stop order suspending the effectiveness thereof shall have been issued and, to the best knowledge of the parties hereto, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the 1933 Act.

 

8.5  The Funds shall have received an opinion of Vedder Price P.C. addressed to the Trust on behalf of the Acquiring Fund and to the Corporation on behalf of the Acquired Fund, in a form reasonably satisfactory to each such Fund, substantially to the effect that, based upon certain facts, assumptions and representations of the parties, for federal income tax purposes: (i) the transfer by the Acquired Fund of all its assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares and the assumption by the Acquiring Fund of all the liabilities of the Acquired Fund, immediately followed by the pro rata, by class, distribution of all the Acquiring Fund Shares so received by the Acquired Fund to the Acquired Fund Shareholders in complete liquidation of the Acquired Fund and the termination of the Acquired Fund promptly thereafter, will constitute a “reorganization” within the meaning of Section 368(a)(1) of the Code and the Acquiring Fund and the Acquired Fund will each be “a party to a reorganization,” within the meaning of Section 368(b) of the Code, with respect to the Reorganization; (ii) no gain or loss will be recognized by the Acquiring Fund upon the receipt of all the assets of the Acquired Fund solely in exchange for Acquiring Fund Shares and the assumption by the Acquiring Fund of all the liabilities of the Acquired Fund; (iii) no gain or loss will be recognized by the Acquired Fund upon the transfer of all its assets to the Acquiring Fund solely in exchange for Acquiring Fund Shares and the assumption by the Acquiring Fund of substantially all the liabilities of the Acquired Fund or upon the distribution (whether actual or constructive) of the Acquiring Fund Shares so received to the Acquired Fund Shareholders solely in exchange for such shareholders’ shares of the Acquired Fund in complete liquidation of the Acquired Fund; (iv) no gain or loss will be recognized by the Acquired Fund Shareholders upon the exchange, pursuant to the Reorganization, of all their shares of the Acquired Fund solely for Acquiring Fund Shares; (v) the aggregate basis of the Acquiring Fund Shares received by each Acquired Fund Shareholder pursuant to the Reorganization will be the same as the aggregate basis of the shares of the Acquired Fund exchanged therefor by such shareholder; (vi) the holding period of the Acquiring Fund Shares received by each Acquired Fund Shareholder in the Reorganization will include the period during which the shares of the Acquired Fund exchanged therefor were held by such shareholder, provided such Acquired Fund shares are held as capital assets at the effective time of the Reorganization; (vii) the basis of the assets of the Acquired Fund received by the Acquiring Fund will be the same as the basis of such assets in the hands of the Acquired Fund immediately before the effective time of the Reorganization; and (viii) the holding period of the assets of the Acquired Fund received by the Acquiring Fund will include the period during which such assets were held by the Acquired Fund.

 

No opinion will be expressed as to (i) the effect of the Reorganization on the Acquired Fund, the Acquiring Fund or any Acquired Fund Shareholder with respect to any asset (including without limitation any stock held in a passive foreign investment company as defined in Section 1297(a) of the Code) as to which any unrealized gain or loss is required to be recognized under federal income tax principles (a) at the end of a taxable year (or on the termination thereof) or (b) upon the transfer of such asset regardless of whether such transfer would otherwise be a non-taxable transaction under the Code, or (ii) any other federal tax issues (except those set forth above) and all state, local or foreign tax issues of any kind.

 

Such opinion shall be based on customary assumptions and such representations as Vedder Price P.C. may reasonably request of the Funds, and the Acquired Fund and the Acquiring Fund will cooperate to make and certify the accuracy of such representations. Notwithstanding anything herein to the contrary, neither the Acquiring Fund nor the Acquired Fund may waive the conditions set forth in this section 8.5.

9. Indemnification

9.1 The Acquiring Fund agrees to indemnify and hold harmless the Acquired Fund and each of the Corporation’s directors and officers from and against any and all losses, claims, damages, liabilities or expenses (including, without

31

 

limitation, the payment of reasonable legal fees and reasonable costs of investigation) to which jointly or severally, the Corporation or any of the trustees or officers may become subject, insofar as any such loss, claim, damage, liability or expense (or actions with respect thereto) arises out of or is based on any breach by the Acquiring Fund of any of its representations, warranties, covenants or agreements set forth in this Agreement.

9.2 The Acquired Fund agrees to indemnify and hold harmless the Acquiring Fund and each of the Trust’s trustees and officers from and against any and all losses, claims, damages, liabilities or expenses (including, without limitation, the payment of reasonable legal fees and reasonable costs of investigation) to which jointly or severally, the Trust or any of the trustees or officers may become subject, insofar as any such loss, claim, damage, liability or expense (or actions with respect thereto) arises out of or is based on any breach by the Acquired Fund of any of its representations, warranties, covenants or agreements set forth in this Agreement.

 

10.

 

 

Fees and Expenses

 

10.1  Each of the Trust, on behalf of the Acquiring Fund, and the Corporation, on behalf of the Acquired Fund, represents and warrants to the other that it has no obligations to pay any brokers or finders fees in connection with the transactions provided for herein.

 

10.2  The Acquired Fund will pay the expenses incurred in connection with the Reorganization (“Reorganization Expenses”) up to the Acquired Fund shareholders’ aggregate projected cost savings during the first year following the Reorganization. Reorganization Expenses include, without limitation: (a) expenses associated with the preparation and filing of the Registration Statement and other proxy materials; (b) postage; (c) printing; (d) accounting fees; (e) legal fees incurred by each Fund; (f) solicitation costs of the transaction; and (g) other related administrative or operational costs. DIMA agrees to bear Reorganization Expenses to the extent that the Reorganization Expenses borne by the Acquired Fund would exceed the Acquired Fund shareholders’ aggregate projected cost savings during the first year following the Reorganization. The Acquired Fund shareholders’ aggregate projected cost savings during the first year following the Reorganization for purposes of this section 10.2 shall be calculated in good faith by DIMA immediately prior to the Valuation Time. Expenses will in any event be paid by the Fund directly incurring such expenses if and to the extent that the payment by another party of such expenses would result in the disqualification of such Fund as a regulated investment company within the meaning of Section 851 of the Code.

 

DIMA agrees to bear any transaction costs payable by the Acquired Fund in connection with the sale and purchase of assets as directed by the Acquiring Fund pursuant to Section 5.16 prior to the date of the Reorganization.

 

11.

 

 

Entire Agreement

 

The Trust, on behalf of the Acquiring Fund, and the Corporation, on behalf of the Acquired Fund, agree that neither Fund has made any representation, warranty or covenant not set forth herein and that this Agreement constitutes the entire agreement between the parties.

 

12.

 

 

Termination

 

This Agreement may be terminated and the transactions contemplated hereby may be abandoned (i) by mutual agreement of the parties, or (ii) by either Fund if the Closing shall not have occurred on or before February 1, 2018, unless such date is extended by mutual agreement of the Funds, or (iii) by either Fund if the other Fund shall have materially breached its obligations under this Agreement or made a material and intentional misrepresentation herein or in connection herewith. In the event of any such termination, this Agreement shall become void and there shall be no liability hereunder on the part of any party or their respective Board members or officers, except for any such material breach or intentional misrepresentation, as to each of which all remedies at law or in equity of the party adversely affected shall survive.

 

13.

 

 

Amendments

 

This Agreement may be amended, modified or supplemented in such manner as may be mutually agreed upon in writing by any authorized officer of the Corporation on behalf of the Acquired Fund and any authorized officer of the Trust on behalf of the Acquiring Fund (and DIMA with respect to section 10.2); provided, however, that following the meeting of the Acquired Fund shareholders called by the Acquired Fund pursuant to section 5.4 of this Agreement no such amendment may

32

 

have the effect of changing the provisions for determining the number of the Acquiring Fund Shares to be issued to the Acquired Fund Shareholders under this Agreement to the detriment of such shareholders without their further approval.

 

14.

 

 

Notices

 

Any notice, report, statement or demand required or permitted by any provisions of this Agreement shall be in writing and shall be deemed duly given if delivered by hand (including without limitation by Federal Express or similar express courier) or transmitted by facsimile or three days after being mailed by prepaid registered or certified mail, return receipt requested, addressed to the Acquired Fund, 345 Park Avenue, New York, NY 10154, with a copy to Vedder Price P.C., 222 North LaSalle Street, Suite 2600, Chicago, IL 60601, Attention David A. Sturms, Esq. or to the Acquiring Fund, 345 Park Avenue, New York, NY 10154, with a copy to Vedder Price P.C., 222 North LaSalle Street, Suite 2600, Chicago, IL 60601, Attention David A. Sturms Esq. or to any other address that the Acquired Fund or the Acquiring Fund shall have last designated by notice to the other party.

 

15.

 

 

Headings; Counterparts; Assignment; Limitation of Liability

 

15.1  The Article and section headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.

 

15.2  This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

 

15.3  This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns, but no assignment or transfer hereof or of any rights or obligations hereunder shall be made by any party without the written consent of the other parties. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person, firm, corporation or trust, other than the parties hereto and the shareholders of the Acquiring Fund and the Acquired Fund and their respective successors and assigns, any rights or remedies under or by reason of this Agreement.

 

15.4  It is expressly agreed that the obligations of the Trust and the Corporation hereunder shall not be binding upon any of the Board members, shareholders, nominees, officers, agents, or employees of the Trust, the Acquiring Fund, the Corporation or the Acquired Fund personally, but bind only the respective property of the Funds, as provided in the Trust’s Amended and Restated Declaration of Trust, as amended, and the Corporation’s Articles of Amendment and Restatement, as amended. No series of the Trust other than the Acquiring Fund shall be responsible for the obligations of the Trust hereunder, and all persons shall look only to the assets of the Acquiring Fund to satisfy the obligations of the Trust hereunder. No series of the Corporation other than the Acquired Fund shall be responsible for the obligations of the Corporation hereunder, and all persons shall look only to the assets of the Acquired Fund to satisfy the obligations of the Corporation hereunder. The execution and the delivery of this Agreement have been authorized by the Trust’s and the Corporation’s respective Board members and this Agreement has been signed by authorized officers of the Trust and the Corporation, respectively, acting as such, and neither such authorization by the respective Board members, nor such execution and delivery by such officers, shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the respective property of the Funds, as provided in the Trust's Amended and Restated Declaration of Trust, as amended, and the Corporation’s Articles of Amendment and Restatement, as amended. A copy of the Trust's Amended and Restated Declaration of Trust, as amended, is on file at the office of the Secretary of the Commonwealth of Massachusetts and at the principal office of the Trust.

 

15.5  Notwithstanding anything to the contrary contained in this Agreement, the obligations, agreements, representations and warranties with respect to each Fund shall constitute the obligations, agreements, representations and warranties of that Fund only (the “Obligated Fund”), and in no event shall any other series of either the Trust or the Corporation or the assets of any such series be held liable with respect to the breach or other default by the Obligated Fund of its obligations, agreements, representations and warranties as set forth herein.

 

15.6  This Agreement shall be governed by, and construed and enforced in accordance with, the laws of The Commonwealth of Massachusetts, without regard to its principles of conflicts of laws.

 

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

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IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed by an authorized officer and its seal to be affixed thereto and attested by its Secretary or Assistant Secretary.

 

     
Attest:  

DEUTSCHE INVESTMENT TRUST,

on behalf of Deutsche Small Cap Core Fund

   

                                                             

                                         
Secretary  

By:

Its:

   
Attest:  

DEUTSCHE VALUE SERIES, INC.,

on behalf of Deutsche Small Cap Value Fund

   

                                                                

                                          

Secretary  

By:

Its:

AGREED TO AND ACKNOWLEDGED ONLY WITH RESPECT TO SECTION 10.2 HERETO DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC.

   
   

                                                                                 

   

By:

Its:

   

 

                                                                   

   

By:

Its:

   
   

 

 

 

 

34

 

 

 

 

APPENDIX C

 

 

FINANCIAL HIGHLIGHTS [for Small Cap Core and Small Cap Value]

 

 

 

 

 

 

 

 

 

 

35

 

 

TABLE OF CONTENTS

 

 

    Page
  PROPOSAL 1  
I. SYNOPSIS [       ]
II. INVESTMENT STRATEGIES AND RISK FACTORS [       ]
III. OTHER INFORMATION ABOUT THE FUNDS [       ]
IV. INFORMATION ABOUT THE PROPOSED MERGER [       ]
  VOTING AT THE SHAREHOLDER MEETING AND OTHER INFORMATION [       ]
Appendix A Instructions for Signing Proxy Cards [       ]
Appendix B Form of Agreement and Plan of Reorganization [       ]
Appendix C Financial Highlights [       ]

 

Proxy card enclosed.

 

For more information, please call your Fund’s proxy solicitor, Computershare Fund Services, Inc. at _______________.

 

 

36

 

 

 

 

 

 

 

 

 

 

 

 


37

 

 

 

EVERY SHAREHOLDER’S VOTE IS IMPORTANT

 

 

 

 

 

 

 

 

Important Notice Regarding the Availability of Proxy Materials for the

Special Meeting of Shareholders to Be Held on November 21, 2017.

The Proxy materials for this meeting are available at: www.proxy-direct.com/__________

 

 

 

 

 

 

 

IF YOU VOTE ON THE INTERNET OR BY TELEPHONE,

YOU NEED NOT RETURN THIS PROXY CARD

 

 

 

 

 

Please detach at perforation before mailing.

 

 

 

 

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS WITH RESPECT TO YOUR FUND. THE FOLLOWING MATTER IS PROPOSED BY YOUR FUND. THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE PROPOSAL.

 

 

 

 

 

 

UNLESS VOTING BY TELEPHONE OR INTERNET, PLEASE SIGN, DATE AND MAIL THIS PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.

NO POSTAGE REQUIRED.

 

38

 

 

 

STATEMENT OF ADDITIONAL INFORMATION

DEUTSCHE INVESTMENT TRUST

Deutsche Small Cap Core Fund

345 Park Avenue

New York, New York 10154

This statement of additional information (the “Merger SAI”) is not a prospectus, but should be read in conjunction with the Prospectus/Proxy Statement dated              , 2017 for the Special Meeting of Shareholders of Deutsche Small Cap Value Fund (“Small Cap Value”), a series of Deutsche Value Series, Inc., to be held on November 21, 2017, into which this Merger SAI is hereby incorporated by reference. Copies of the Prospectus/Proxy Statement may be obtained at no charge by contacting Deutsche AM Distributors, Inc., 222 South Riverside Plaza, Chicago, Illinois 60606, 1-800-728-3337, or by contacting your financial advisor and are available along with other materials on the Securities and Exchange Commission’s Internet website (http://www.sec.gov). Unless otherwise indicated, capitalized terms used herein and not otherwise defined have the same meanings as are given to them in the Prospectus/Proxy Statement.

Further information about Deutsche Small Cap Core Fund (“Small Cap Core”), a series of Deutsche Investment Trust is contained in Small Cap Core’s statement of additional information (“SAI”) dated February 1, 2017, as supplemented _____________, for Class A, Class T, Class C, Class R6, Institutional Class and Class S shares, which is attached to this Merger SAI as Appendix A. The audited financial statements and related independent registered public accounting firm’s report for Small Cap Core contained in the Annual Report for the fiscal year ended September 30, 2016, and the unaudited financial statements for Small Cap Core contained in the Semi-Annual Report for the period ended March 31, 2017, are incorporated herein by reference insofar as they relate to Small Cap Core’s participation in the merger. No other parts of the Annual Report or Semi-Annual Report are incorporated by reference herein.

The unaudited description of the pro forma effects of the merger, attached hereto, is intended to present the financial condition and related results of operations of Small Cap Core as if the merger had been consummated on March 31, 2017.

Further information about Small Cap Value is contained in the statement of additional information dated March 16, 2017, as supplemented _____________, for Class A, Class T, Class C, Class R6, Institutional Class and Class S shares.

The date of this Merger SAI is             , 2017.

 

 

 

Pro Forma               
Consolidated Investment Portfolio              
as of March 31, 2017  Deutsche   Deutsche     Deutsche   Deutsche     
   Small Cap   Small Cap   Combined   Small Cap   Small Cap     Combined 
   Core Fund   Value Fund   Pro Forma   Core Fund   Value Fund   Pro Forma   Pro Forma 
   Shares   Shares   Shares   Value ($)   Value ($)   Adjustments (d)   Value ($) 
               
Common Stocks 95.2%              
Consumer Discretionary 9.1%              
Auto Components 2.0%              
Cooper Tire & Rubber Co.           43,671               45,400           89,071                1,936,809 2,013,490                 3,950,299
Standard Motor Products, Inc. (c) - 113,080          113,080                             - 5,556,751                 5,556,751
Tenneco, Inc.           21,848 -           21,848                1,363,752 -                 1,363,752
                       3,300,561 7,570,241               10,870,802
               
Diversified Consumer Services 0.4%              
K12, Inc.*         125,045 -          125,045                2,394,612 -                 2,394,612
               
Hotels, Restaurants & Leisure 1.8%              
Denny's Corp.* (c)                   - 545,944          545,944                             - 6,753,327                 6,753,327
ILG, Inc.           94,926 -           94,926                1,989,649 -                 1,989,649
Sonic Corp.           39,078 -           39,078                  991,018 -                    991,018
                       2,980,667 6,753,327                 9,733,994
               
Leisure Products 0.3%              
American Outdoor Brands Corp.*           82,100 -           82,100                1,626,401 -                 1,626,401
               
Media 0.8%              
AMC Entertainment Holdings, Inc. "A" (c)                   - 146,000          146,000                             - 4,591,700                 4,591,700
               
               
Specialty Retail 2.6%              
American Eagle Outfitters, Inc.           96,070 -           96,070                1,347,862 -                 1,347,862
Caleres, Inc.           51,900 -           51,900                1,371,198 -                 1,371,198
Genesco, Inc.*           23,758 -           23,758                1,317,381 -                 1,317,381
Hibbett Sports, Inc.* (c) - 152,305          152,305                             - 4,492,998                 4,492,998
Rent-A-Center, Inc.         197,000 -          197,000                1,747,390 -                 1,747,390
Sportsman's Warehouse Holdings, Inc.* (c) - 356,431          356,431                             - 1,703,740                 1,703,740
The Children's Place, Inc.           17,267 -           17,267                2,072,903 -                 2,072,903
                       7,856,734 6,196,738               14,053,472
               
Textiles, Apparel & Luxury Goods 1.2%              
Movado Group, Inc.           69,300 191,597          260,897                1,729,035 4,780,345                 6,509,380
               
Consumer Staples 3.7%              
Food Products 1.5%              
John B. Sanfilippo & Son, Inc.           33,400 -           33,400                2,444,546 -                 2,444,546
Snyder's-Lance, Inc. (c)   - 136,528          136,528                             - 5,503,444                 5,503,444
                       2,444,546 5,503,444                 7,947,990
Household Products 1.2%              
Central Garden & Pet Co. “A”*           45,036 140,700          185,736                1,563,650 5,215,749                 6,779,399
               
Personal Products 0.3%              
Medifast, Inc.           38,000 -           38,000                1,686,060 -                 1,686,060
               
Tobacco 0.7%              
Universal Corp.           31,430 -           31,430                2,223,673 -                 2,223,673
Vector Group Ltd.           77,933 -           77,933                1,621,006 -                 1,621,006
                       3,844,679 -                 3,844,679
               
Energy 4.0%              
Energy Equipment & Services 1.4%              
Oil States International, Inc.*           45,281 79,000          124,281                1,501,065 2,618,850                 4,119,915
SEACOR Holdings, Inc.*           24,100 -           24,100                1,667,479 -                 1,667,479
U.S. Silica Holdings, Inc. (c)  - 33,043           33,043                             - 1,585,734                 1,585,734
                       3,168,544              4,204,584                 7,373,128
               
Oil, Gas & Consumable Fuels 2.6%              
Matador Resources Co.* (c)  - 285,849          285,849                             - 6,800,348                 6,800,348
REX American Resources Corp.*           16,916 -           16,916                1,530,729                           -                 1,530,729
SRC Energy, Inc.* (c)   - 694,548          694,548                             - 5,861,985                 5,861,985
                       1,530,729            12,662,333               14,193,062
               
Financials 25.2%              
Banks 14.0%              
Banco Latinoamericano de Comercio Exterior SA “E”           42,960 -           42,960                1,191,710                           -                 1,191,710
Capital Bank Financial Corp. "A" (c)   -             188,791          188,791                             -              8,193,529                 8,193,529
Chemical Financial Corp. (c)  -               79,981           79,981                             -              4,091,028                 4,091,028
Eagle Bancorp., Inc.* (c)  - 75,331           75,331                             - 4,497,261                 4,497,261
First Merchants Corp.           31,248 -           31,248                1,228,671                           -                 1,228,671
Great Western Bancorp., Inc. (c)            29,094             176,105          205,199                1,233,877 7,468,613                 8,702,490
Hancock Holding Co.           49,112 68,672          117,784                2,237,052 3,128,010                 5,365,062
Lakeland Bancorp., Inc.           39,153 -           39,153                  767,399                           -                    767,399
MB Financial, Inc.   - 95,684           95,684                             - 4,097,189                 4,097,189
OFG Bancorp. (c)   - 546,680          546,680                             - 6,450,824                 6,450,824
State Bank Financial Corp. (c)    - 287,748          287,748                             - 7,515,978                 7,515,978
Pacific Premier Bancorp., Inc.* (c)   - 162,540          162,540                             - 6,265,917                 6,265,917
Sterling Bancorp. (c)  - 344,526          344,526                             -              8,165,266                 8,165,266
TriState Capital Holdings, Inc.* (c)  - 328,004          328,004                             - 7,658,893                 7,658,893
UMB Financial Corp.           31,133 -           31,133                2,344,626                           -                 2,344,626
                       9,003,335            67,532,508               76,535,843
               
Capital Markets 1.1%              
Manning & Napier, Inc.            4,000 -             4,000                    22,800                           -                      22,800
Safeguard Scientifics, Inc.* (c)   - 455,636          455,636                             - 5,786,577                 5,786,577
                           22,800              5,786,577                 5,809,377
Consumer Finance 0.3%              
Encore Capital Group, Inc.*           51,996 -           51,996                1,601,477                           -                 1,601,477
               
Insurance 6.3%              
American Equity Investment Life Holding Co.           62,100 -           62,100                1,467,423                           -                 1,467,423
Argo Group International Holdings Ltd. (c)  -             120,385          120,385                             - 8,162,103                 8,162,103
CNO Financial Group, Inc.           79,572             232,396          311,968                1,631,226              4,764,118                 6,395,344
Employers Holdings, Inc.   - 187,697          187,697                             - 7,123,101                 7,123,101
FBL Financial Group, Inc. “A”           28,091 -           28,091                1,838,556                           -                 1,838,556
ProAssurance Corp. (c)  - 111,457          111,457                             - 6,715,284                 6,715,284
Selective Insurance Group, Inc.           37,642 -           37,642                1,774,820                           -                 1,774,820
United Fire Group, Inc.           23,783 -           23,783                1,017,199                           -                 1,017,199
                       7,729,224            26,764,606               34,493,830
               
Mortgage Real Estate Investment Trusts (REITs) 0.7%              
Capstead Mortgage Corp.         141,214 -          141,214                1,488,396                           -                 1,488,396
Invesco Mortgage Capital, Inc.         135,100 -          135,100                2,083,242                           -                 2,083,242
                       3,571,638                           -                 3,571,638
Thrifts & Mortgage Finance 2.8%              
Capitol Federal Financial, Inc. (c)  -             377,435          377,435                             -              5,521,874                 5,521,874
Walker & Dunlop, Inc.*  (c)  - 205,704          205,704                             - 8,575,800                 8,575,800
WSFS Financial Corp.           29,035 -           29,035                1,334,158                           -                 1,334,158
                       1,334,158            14,097,674               15,431,832
Health Care 8.5%              
Biotechnology 0.6%              
Ligand Pharmaceuticals, Inc.*            14,415 -           14,415                1,525,684                           -                 1,525,684
Retrophin, Inc.*           90,800 -           90,800                1,676,168                           -                 1,676,168
                       3,201,852                           -                 3,201,852
Health Care Equipment & Supplies 0.6%              
Invacare Corp. (c)   - 184,844          184,844                             - 2,199,644                 2,199,644
STERIS PLC           17,533 -           17,533                1,217,842                           -                 1,217,842
                       1,217,842              2,199,644                 3,417,486
Health Care Providers & Services 5.9%              
Aceto Corp. (c)  - 196,815          196,815 - 3,111,645                 3,111,645
BioScrip, Inc.*  876,600 -          876,600 1,490,220 -                 1,490,220
Centene Corp.*           29,509 -           29,509                2,102,811 -                 2,102,811
Chemed Corp.           12,000 -           12,000                2,192,280 -                 2,192,280
HealthSouth Corp. (c)   -             219,679          219,679 -              9,404,458                 9,404,458
Kindred Healthcare, Inc.         171,163 -          171,163                1,429,211 -                 1,429,211
Magellan Health, Inc.*           25,578 -           25,578                1,766,161 -                 1,766,161
Molina Healthcare, Inc.*           33,923 -           33,923                1,546,889 -                 1,546,889
PharMerica Corp.* (c)   - 196,141          196,141 - 4,589,699                 4,589,699
Providence Service Corp.*           55,134 -           55,134                2,450,155                           -                 2,450,155
Tivity Health, Inc.*           65,700 -           65,700                1,911,870                           -                 1,911,870
                     14,889,597            17,105,802               31,995,399
Health Care Technology 0.3%              
HMS Holdings Corp.*           86,668 -           86,668                1,761,961 -                 1,761,961
               
Life Sciences Tools & Services 0.3%              
PAREXEL International Corp.*           25,004 -           25,004                1,578,002 -                 1,578,002
               
Pharmaceuticals 0.8%              
Avadel Pharmaceuticals PLC (ADR)*         277,673 -          277,673                2,687,875 -                 2,687,875
Prestige Brands Holdings, Inc.*           33,235 -           33,235                1,846,536 -                 1,846,536
                       4,534,411 -                 4,534,411
Industrials 16.5%              
Aerospace & Defense 0.7%              
Curtiss-Wright Corp.           20,300 -           20,300                1,852,578 -                 1,852,578
Moog, Inc. “A”*           26,900 -           26,900                1,811,715 -                 1,811,715
                       3,664,293 -                 3,664,293
Air Freight & Logistics 0.2%              
Forward Air Corp. (c)  - 17,806           17,806 - 847,031                    847,031
               
Airlines 0.5%              
Hawaiian Holdings, Inc.*           36,975 -           36,975                1,717,489 -                 1,717,489
JetBlue Airways Corp.*           48,454 -           48,454                  998,637 -                    998,637
                       2,716,126 -                 2,716,126
Building Products 1.2%              
Gibraltar Industries, Inc.*           45,000 117,621          162,621                1,854,000 4,845,985                 6,699,985
               
Commercial Services & Supplies 4.1%              
Deluxe Corp.           20,306 -           20,306                1,465,484 -                 1,465,484
Ennis, Inc.         129,966 -          129,966                2,209,422 -                 2,209,422
Interface, Inc. (c)  - 121,508          121,508 - 2,314,727                 2,314,727
Pitney Bowes, Inc. (c)  - 235,059          235,059 - 3,081,623                 3,081,623
Steelcase, Inc. "A"  - 313,332          313,332 - 5,248,311                 5,248,311
The Brink's Co. (c)   -             148,987          148,987                             -              7,963,355                 7,963,355
                       3,674,906            18,608,016               22,282,922
               
Construction & Engineering 2.7%              
Aegion Corp.*           83,227 184,000          267,227                1,906,730 4,215,440                 6,122,170
Primoris Services Corp.   - 363,637          363,637 - 8,443,651                 8,443,651
                       1,906,730            12,659,091               14,565,821
Electrical Equipment 0.5%              
EnerSys (c)  - 36,000           36,000 - 2,841,840                 2,841,840
               
Machinery 4.8%              
Chart Industries, Inc.*           48,100 -           48,100                1,680,614 -                 1,680,614
Douglas Dynamics, Inc. (c)  - 85,600           85,600 - 2,623,640                 2,623,640
Global Brass & Copper Holdings, Inc. (c)   - 71,900           71,900 - 2,473,360                 2,473,360
Greenbrier Companies, Inc.           44,000 -           44,000                1,896,400 -                 1,896,400
Hillenbrand, Inc. (c)  - 222,338          222,338 - 7,970,817                 7,970,817
Lydall, Inc.* (c)  - 128,838          128,838 - 6,905,717                 6,905,717
Titan International, Inc.         133,237 -          133,237                1,377,670 -                 1,377,670
Wabash National Corp.           78,142 -           78,142                1,616,758 -                 1,616,758
                       6,571,442            19,973,534               26,544,976
               
Professional Services 1.5%              
FTI Consulting, Inc.*   - 67,302           67,302 - 2,770,823                 2,770,823
ICF International, Inc.*  - 137,559          137,559 - 5,681,187                 5,681,187
        -              8,452,010                 8,452,010
Trading Companies & Distributors 0.3%              
Rush Enterprises, Inc. “A” 51,708 -           51,708 1,710,501 -                 1,710,501
               
Information Technology 13.6%              
Communications Equipment 0.3%              
NETGEAR, Inc.* 32,789 -           32,789 1,624,695 -                 1,624,695
               
Electronic Equipment, Instruments & Components 7.3%              
CTS Corp. (c)  -             288,162          288,162 -              6,137,851                 6,137,851
Benchmark Electronics, Inc.*           65,110 -           65,110                2,070,498 -                 2,070,498
Electro Scientific Industries, Inc.* (c)    - 910,385          910,385 - 6,345,383                 6,345,383
II-VI, Inc.*           41,371 -           41,371                1,491,425                           -                 1,491,425
Insight Enterprises, Inc.* (c)  - 105,500          105,500 - 4,334,995                 4,334,995
Novanta, Inc.* (c)  - 280,415          280,415 - 7,445,018                 7,445,018
Rogers Corp.* (c)  - 100,911          100,911 - 8,665,228                 8,665,228
Sanmina Corp.*           45,928 -           45,928                1,864,677 -                 1,864,677
Tech Data Corp.*           15,607 -           15,607                1,465,497 -                 1,465,497
                       6,892,097            32,928,475               39,820,572
               
Internet Software & Services 0.9%              
j2 Global, Inc.           24,245 -           24,245                2,034,398 -                 2,034,398
NIC, Inc.           79,200 -           79,200                1,599,840 -                 1,599,840
WebMD Health Corp.*           28,782 -           28,782                1,516,236 -                 1,516,236
                       5,150,474 -                 5,150,474
               
IT Services 2.5%              
Cardtronics PLC “A”*           33,053 -           33,053                1,545,228 -                 1,545,228
Convergys Corp. (c)  -             230,063          230,063 -              4,865,832                 4,865,832
ManTech International Corp. “A”           39,665 -           39,665                1,373,599 -                 1,373,599
NeuStar, Inc. “A”*           28,502             116,660          145,162                  944,841              3,867,279                 4,812,120
Sykes Enterprises, Inc.*           26,039 -           26,039                  765,546 -                    765,546
                       4,629,214              8,733,111               13,362,325
Semiconductors & Semiconductor Equipment 0.7%              
Photronics, Inc.*         194,990 -          194,990                2,086,393 -                 2,086,393
Synaptics, Inc.*           32,400 -           32,400                1,604,124 -                 1,604,124
                       3,690,517 -                 3,690,517
Software 1.9%              
Take-Two Interactive Software, Inc.*           34,857 -           34,857                2,065,974 -                 2,065,974
Verint Systems, Inc.*           47,700 147,737          195,437                2,068,988 6,408,092                 8,477,080
                       4,134,962              6,408,092               10,543,054
Materials 4.2%              
Chemicals 2.8%              
A. Schulman, Inc. (c)  - 89,434           89,434 - 2,812,699                 2,812,699
GCP Applied Technologies, Inc. (c)  - 49,764           49,764 - 1,624,795                 1,624,795
H.B. Fuller Co. (c)  - 57,300           57,300 - 2,954,388                 2,954,388
Innophos Holdings, Inc. 31,678 -           31,678 1,709,662 -                 1,709,662
Minerals Technologies, Inc. (c)  - 52,100           52,100 - 3,990,860                 3,990,860
Trinseo SA 32,043 -           32,043 2,150,085 -                 2,150,085
                     3,859,747            11,382,742               15,242,489
Containers & Packaging 0.8%              
Greif, Inc. “A” 28,300 -           28,300 1,559,047 -                 1,559,047
Owens0Illinois, Inc.* (c)  - 144,800          144,800 - 2,951,024                 2,951,024
                       1,559,047              2,951,024                 4,510,071
Metals & Mining 0.6%              
Commercial Metals Co.  59,100 -           59,100 1,130,583 -                 1,130,583
SunCoke Energy, Inc.* 227,333 -          227,333 2,036,904 -                 2,036,904
                     3,167,487                           -                 3,167,487
               
Real Estate 7.1%              
Equity Real Estate Investment Trusts (REITs) 6.7%              
Agree Realty Corp. (c)                    -             130,300          130,300 - 6,249,188                 6,249,188
Community Healthcare Trust, Inc. (c)  - 274,765          274,765 - 6,566,884                 6,566,884
Easterly Government Properties, Inc. (c)  - 112,909          112,909 - 2,234,469                 2,234,469
Farmland Partners, Inc. (c)  - 371,700          371,700 - 4,151,889                 4,151,889
Kite Realty Group Trust           75,600 -           75,600                1,625,400 -                 1,625,400
LaSalle Hotel Properties           55,400 -           55,400                1,603,830 -                 1,603,830
National Storage Affiliates Trust           83,500 -           83,500                1,995,650 -                 1,995,650
Pebblebrook Hotel Trust  - 150,338          150,338 - 4,391,373                 4,391,373
Sabra Health Care REIT, Inc.           74,400 -           74,400                2,077,992 -                 2,077,992
STAG Industrial, Inc. (c)  - 236,989          236,989 - 5,929,465                 5,929,465
                     7,302,872            29,523,268               36,826,140
Real Estate Management & Development 0.4%              
Altisource Portfolio Solutions SA* 57,645 -           57,645 2,121,336 -                 2,121,336
               
Utilities 3.3%              
Electric Utilities 1.3%              
IDACORP, Inc.   - 88,850           88,850 - 7,370,996                 7,370,996
               
Gas Utilities 0.9%              
ONE Gas, Inc. (c)   - 70,800           70,800 - 4,786,080                 4,786,080
               
Multi-Utilities 1.1%              
NorthWestern Corp. (c)    - 71,846           71,846 - 4,217,360                 4,217,360
Unitil Corp. 35,993 -           35,993 1,620,765 -                 1,620,765
                     1,620,765              4,217,360                 5,838,125
               
Total Common Stocks (Cost $123,589,191, $301,711,047 and $425,300,238 respectively)                152,423,726           367,493,927              519,917,653
               
Convertible Preferred Stock 0.0%              
Health Care              
Providence Service Corp., 5.5% (Cost $121,200, $0 and $121,200 respectively) 1,212 -             1,212                  135,058 -                    135,058
               
               
Exchange-Traded Funds 2.8%              
iShares Russell 2000 Value ETF (c)  (Cost $0 , $16,481,739 and $16,481,739 respectively) - 128,319          128,319                             - 15,162,173               15,162,173
               
Securities Lending Collateral 2.0%              
Deutsche Government & Agency Securities Portfolio              
“Deutsche Government Cash Institutional Shares”,    10,901,800 -     10,901,800              10,901,800                           -               10,901,800
0.63% (a) (b) (Cost $10,901,800, $0 and $10,901,800 respectively)              
               
Cash Equivalents 2.3%              
Central Cash Management Fund, 0.74% (a) (b) 7,730,294 5,177,074     12,907,368                7,730,294              5,177,074               12,907,368
(Cost $7,730,294, $5,177,074 and $12,907,368 respectively)              
               
Total Investment Portfolio (Cost $142,342,485, $306,888,121 and $449,230,606 respectively) 102.3.4%       171,190,878 387,833,174   559,024,052
Other Assets and Liabilities, Net (2.3)%       (10,856,084) (1,925,232) 382,774 (12,398,542)
Net Assets 100.0%       160,334,794 385,907,942 382,774 546,625,510
               
*  Non-income producing security.          
(a) Affiliated fund managed by Deutsche Investment Management Americas Inc.      
(b) The rate shown is the annualized seven-day yield at period end.      
(c)  Security will be sold in connection with the re-organization.      
(d) Pro forma adjustments include estimated one-time merger costs of $330,000 which are to be borne by the Deutsche Small Cap Value Fund,  and a net decrease in expenses of  $712,774 based on the elimination of redundant fees and a new management fee schedule, for the combined fund.    
ADR:American Depositary Receipt          

 

 

 

 
 

 

PRO FORMA FINANCIAL STATEMENTS (UNAUDITED)         
These financial statements set forth the unaudited pro forma condensed Statement of Assets and Liabilities as of March 31, 2017 and the unaudited pro forma condensed Statement of Operations for the twelve month period ended  March 31, 2017 for Deutsche Small Cap Core Fund and Deutsche Small Cap Value Fund as adjusted giving effect to the Reorganization as if it had occurred as of the beginning of the period, April 01, 2016. These statements have been derived from the books and records utilized in calculating daily net asset value for each Fund.  Please see the accompanying notes for additional information about the pro forma financial statements. The pro forma schedules of investments and statements of assets and liabilities and operations should be read in conjunction with the historical financial statements of the Deutsche Small Cap Core Fund and Deutsche Small Cap Value Fund incorporated by reference in the Statement of Additional Information.  
             
PRO FORMA COMBINING CONDENSED CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES
As of  March 31, 2017 (Unaudited)
             
             
    Acquiring    Acquiring           
    Deutsche Small Cap Core Fund    Deutsche Small Cap Value Fund    Pro Forma Adjustments    Pro Forma Combined Deutsche Small Cap Core Fund 
                     
Investments in Deutsche Central Cash Management Government Fund  $18,632,094   $5,177,074   $—     $23,809,168 
Investments in non-affiliated securities  $152,558,784   $382,656,100   $—     $535,214,884 
Other assets less liabilities  $(10,856,084)  $(1,925,232)  $382,774(a)  $(12,398,542)
Total Net assets  $160,334,794   $385,907,942   $382,774   $546,625,510 
                     
Net Assets                    
Class A  $12,997,692   $247,768,554   $182,729(a)  $260,948,975 
Class C  $4,221,323   $48,259,216   $36,775(a)  $52,517,314 
Class R6  $11,977   $161,631   $122(a)  $173,730 
Class S  $134,667,076   $64,609,014   $139,641(a)  $199,415,731 
Institutional Shares  $8,436,726   $25,109,527   $23,507(a)  $33,569,760 
Total Net assets  $160,334,794   $385,907,942   $382,774   $546,625,510 
                     
Share Outstanding                    
Class A   452,147    9,854,070    (1,236,033)   9,070,184 
Class C   172,304    2,380,641    (410,877)   2,142,068 
Class R6   400    6,273    (878)   5,795 
Class S   4,491,897    2,523,949    (368,878)   6,646,968 
Institutional Shares   281,582    975,154    (137,052)   1,119,684 
                     
Net Asset Value per Share                    
Class A   28.75    25.14         28.77 
Class C   24.50    20.27         24.52 
Class R6   29.96    25.77         29.98 
Class S   29.98    25.60         30.00 
Institutional Shares   29.96    25.75         29.98 
                     
(a) Pro forma adjustments include estimated one-time merger costs of $330,000 which are to be borne by the Deutsche Small Cap Value Fund, and a net decrease in expenses of  $712,774 based on the elimination of redundant fees and a new management fee schedule, for the combined fund.

 

 

 

 

 

 

PRO FORMA COMBINING CONDENSED STATEMENT OF OPERATIONS
FOR THE TWELVE MONTH PERIOD ENDED  March 31, 2017 (Unaudited)
                 
  Deutsche Small Cap Core Fund   Deutsche Small Cap Value Fund     Pro Forma Adjustments   Pro Forma Combined Deutsche Small Cap Core Fund
                 
Investment Income:                
Income distributions from affiliated
Underlying Funds and dividend income
 $         2,536,600    $          5,716,318                          -       $                 8,252,918
       Total Investment Income             2,536,600                5,716,318                            8,252,918
  Expenses                
Management fee                944,485                3,067,675                 (474,840)  (a)                     3,537,320
Administration fee                142,028                           -                     416,886  (a)                        558,914
Services to shareholders                252,865                  746,107                          -                            998,972
Distribution and service fees                 80,985                1,176,169                          -                         1,257,154
Custodian fee                   6,095                      2,660                    (2,189)  (b)                            6,566
Professional fees                 90,031                  110,371                   (54,658)  (b)                        145,744
Reports to shareholders                 35,287                    68,665                   (18,000)  (b)                          85,952
Registration fees                 76,639                    77,755                   (76,639)  (b)                          77,755
Trustees' fees and expenses                   8,152                    18,992                          -                              27,144
Other Expenses                 12,677                    24,745                          -                              37,422
  Total expenses before reductions             1,649,244                5,293,139                 (209,440)                      6,732,943
  Expense reductions               (104,724)                   (56,346)                 (503,334)                        (664,404)
  Expenses, net             1,544,520                5,236,793                 (712,774)                      6,068,539
Net investment income (loss)                992,080                  479,525                  712,774                      2,184,379
                 
                 
Net Realized and Unrealized Gain (Loss)                
                 
  Net realized gain (loss) on:                
Investments             6,131,303              43,734,967                          -                        49,866,270
                 
  Net unrealized appreciation (depreciation) on:                
      Investments 21,196,818              20,430,161                          -      41,626,979
  Net increase (decrease) in net assets resulting from operations  $       28,320,201    $        64,644,653      $          712,774    $               93,677,628
                 
                 
                 

(a) Decrease in management fee based on the Investment Management Agreement with Deutsche Small Cap Core Fund for the Pro Forma combined.  Increase in administration fee based on an Administrative Service Agreement with Deutsche Small Cap Core Fund for the Pro Forma combined.

 

(b) Decrease in expense based on the elimination of redundant fees for the Pro Forma combined.
                 
See Notes to Pro Forma Combining Consolidated Financial Statements  

 

 

 

 

 

 

Notes to Pro Forma Combining Consolidated Financial Statements

These financial statements set forth the unaudited pro forma combined condensed Consolidated Statement of Assets and Liabilities as of March 31, 2017, and the unaudited pro forma combined condensed Consolidated Statement of Operations for the year ended March 31, 2017 for Deutsche Small Cap Core Fund and Deutsche Small Cap Value Fund (the “Funds”), as adjusted, giving effect to the merger as if it had occurred as of the beginning of the period. These statements have been derived from the books and records utilized in calculating daily net asset value for each fund and have been 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.

Basis of Combination

Under the terms of the Plan of Reorganization, the combination will be accounted for by the method of accounting for tax-free mergers of investment companies with Deutsche Small Cap Core Fund remaining as both the tax and accounting survivor. The acquisition would be accomplished by an acquisition of the net assets of Deutsche Small Cap Value Fund in exchange for shares of the same class of Deutsche Small Cap Core Fund at net asset value. In accordance with accounting principles generally accepted in the United States of America, the historical cost of investment securities will be carried forward to the surviving fund and the results of operations for pre-combination periods will not be restated. The estimated merger costs, consisting of legal, proxy costs and audit and accounting expenses are expected to be approximately $330,000 and will be borne by Deutsche Small Cap Value Fund. The pro forma consolidated financial statements and related notes should be read in conjunction with the historical financial statements of the Deutsche Small Cap Core Fund included in its annual report dated September 30, 2016 and semiannual report dated March 31, 2017, and of the Deutsche Small Cap Value Fund included in its annual report dated November 30, 2016. The consolidated statement of operations reflects adjustments made to expenses for duplicate services and other services that would not have occurred if the Reorganization took place on April 1, 2016.

No significant accounting policies will change as the result of the proposed reorganization.

Portfolio Valuation

Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. As of March 31, 2017, all of the Funds’ investments were categorized as Level 1 and Level 3.

Investments in mutual funds are valued at their net asset value per share of each class of the mutual fund.

Equity securities and exchange-traded funds (“ETFs”) are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. Equities securities and ETFs 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. Equity securities and ETFs are generally categorized as Level 1.

Disclosure about the classification of fair value measurements is included in a table following the Pro Forma Consolidated Investment Portfolio.

 
 

Federal Income Taxes

It is each Fund’s policy to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of their taxable income to shareholders. After the acquisition, Deutsche Small Cap Core Fund intends to continue to qualify as a regulated investment company.

 

At September 30, 2016, the Deutsche Small Cap Core Fund had a net tax basis capital loss carryforward of approximately $226,000 of short-term losses, which may be applied against realized net taxable capital gains indefinitely.

 

 

 

 

 

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENTS OF ADDITIONAL INFORMATION

 

Deutsche California Tax-Free Income Fund

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI ® Equity Dividend Fund

Deutsche CROCI ® International Fund

Deutsche CROCI ® Sector Opportunities Fund

Deutsche CROCI ® U.S. Fund

Deutsche Emerging Markets Equity Fund

Deutsche Emerging Markets Frontier Fund

Deutsche Enhanced Commodity Strategy Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche European Equity Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Floating Rate Fund


Deutsche Global Growth Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche Health and Wellness Fund

Deutsche High Income Fund

Deutsche Intermediate Tax/AMT Free Fund

Deutsche Large Cap Focus Growth Fund

Deutsche Latin America Equity Fund

Deutsche Managed Municipal Bond Fund

Deutsche Massachusetts Tax Free Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund


Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund

Deutsche Multi-Asset Moderate Allocation Fund

Deutsche New York Tax-Free Income Fund

Deutsche Real Assets Fund

Deutsche Real Estate Securities Fund

Deutsche Select Alternative Allocation Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Short Duration Fund

Deutsche Short-Term Municipal Bond Fund

Deutsche Small Cap Core Fund

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche Strategic High-Yield Tax Free Fund

Deutsche U.S. Bond Index Fund

Deutsche Unconstrained Income Fund

Deutsche World Dividend Fund





 
 

Effective September 7, 2017, the following disclosure replaces existing disclosure under the “Class A NAV Sales” sub-heading under the “PURCHASE AND REDEMPTION OF SHARES” heading in Part II of each fund’s Statement of Additional Information:

(12) Employer-sponsored retirement plans that are maintained by a fund at an omnibus level or are part of retirement plans or platforms offered by banks, broker-dealers, financial advisors or insurance companies or serviced by retirement recordkeepers (each, an “Employer-Sponsored Retirement Plan”). For purposes of this sales charge waiver, the term “Employer-Sponsored Retirement Plan” includes 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans, but does not include SEP IRAs, SIMPLE IRAs, or Salary Reduction Simplified Employee Pension Plans (SARSEPs) (each, an “Employer-Sponsored IRA”);

Please Retain This Supplement for Future Reference

 

 

 

 

 

 

 

 

 

July 7, 2017
SAISTKR-351

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENTS OF ADDITIONAL INFORMATION

 

Cash Account Trust

Deutsche Government & Agency Securities Portfolio

Deutsche Tax–Exempt Portfolio

Deutsche California Tax–Free Income Fund

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI® Equity Dividend Fund

Deutsche CROCI® International Fund

Deutsche CROCI® Sector Opportunities Fund

Deutsche CROCI® U.S. Fund

Deutsche EAFE® Equity Index Fund

Deutsche Emerging Markets Equity Fund

Deutsche Emerging Markets Frontier Fund

Deutsche Enhanced Commodity Strategy Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche Equity 500 Index Fund

Deutsche European Equity Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Floating Rate Fund

Deutsche Global Growth Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

 

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche Government Cash Management Fund

Deutsche Government Cash Reserves Fund Institutional

Deutsche Government Money Market Series

Deutsche Health and Wellness Fund

Deutsche High Income Fund

Deutsche Intermediate Tax/AMT Free Fund

Deutsche Large Cap Focus Growth Fund

Deutsche Latin America Equity Fund

Deutsche Limited Maturity Quality Income Fund

Deutsche Managed Municipal Bond Fund

Deutsche Massachusetts Tax–Free Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund

Deutsche Money Market Prime Series

Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund

Deutsche Multi-Asset Moderate Allocation Fund

Deutsche New York Tax–Free Income Fund

Deutsche Real Assets Fund

Deutsche Real Estate Securities Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Select Alternative Allocation Fund

Deutsche Short Duration Fund

Deutsche Short–Term Municipal Bond Fund

Deutsche Small Cap Core Fund

 

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche Strategic High Yield Tax–Free Fund

Deutsche U.S. Bond Index Fund

Deutsche U.S. Multi-Factor Fund

Deutsche Ultra–Short Investment Grade Fund

Deutsche Unconstrained Income Fund

Deutsche Variable NAV Money Fund

Deutsche World Dividend Fund

Investors Cash Trust

Deutsche Treasury Portfolio

Deutsche Variable Series I:

Deutsche Bond VIP

Deutsche Capital Growth VIP

Deutsche Core Equity VIP

Deutsche Global Small Cap VIP

Deutsche CROCI® International VIP

Deutsche Variable Series II:

Deutsche Alternative Asset Allocation VIP

Deutsche CROCI® U.S. VIP

Deutsche Global Equity VIP

Deutsche Global Growth VIP

Deutsche Global Income Builder VIP

Deutsche Government & Agency Securities VIP

Deutsche Government Money Market VIP

Deutsche High Income VIP

Deutsche Small Mid Cap Growth VIP

Deutsche Small Mid Cap Value VIP

Deutsche Unconstrained Income VIP

Deutsche Investments VIT Funds:

Deutsche Equity 500 Index VIP

Deutsche Small Cap Index VIP

     
 

The following information replaces similar disclosure under the “Financial Intermediary Support Payments” section of each fund’s/portfolio’s Statement of Additional Information:

Financial Intermediary Support Payments. The Advisor, the Distributor and their affiliates have undertaken to furnish certain additional information below regarding the level of payments made by them to selected affiliated and unaffiliated brokers, dealers, participating insurance companies or other financial intermediaries (financial advisors) in connection with the sale and/or distribution of fund shares or the retention and/or servicing of investors and fund shares (revenue sharing).

The Advisor, the Distributor and/or their affiliates may pay additional compensation, out of their own assets and not as an additional charge to each fund, to financial advisors in connection with the sale and/or distribution of fund shares or the retention and/or servicing of fund investors and fund shares. Such revenue sharing payments are in addition to any distribution or service fees payable under any Rule 12b-1 or service plan of any fund, any record keeping/sub-transfer agency/networking fees payable by each fund (generally through the Distributor or an affiliate) and/or the Distributor or Advisor to certain financial advisors for performing such services and any sales charges, commissions, non-cash compensation arrangements expressly permitted under applicable rules of FINRA or other concessions described in the fee table or elsewhere in the prospectuses or the SAI as payable to all financial advisors. For example, the Advisor, the Distributor and/or their affiliates may compensate financial advisors for providing each fund with “shelf space” or access to a third party platform or fund offering list, or other marketing programs including, without limitation, inclusion of each fund on preferred or recommended sales lists, mutual fund “supermarket” platforms and other formal sales programs; granting the Distributor access

 

 

June 19, 2017

SAISTKR-334

img5a6f37321.gif

 

 

 

to the financial advisor’s sales force; granting the Distributor access to the financial advisor’s conferences and meetings; assistance in training and educating the financial advisor’s personnel; and, obtaining other forms of marketing support. In addition, revenue sharing payments may consist of the Distributor’s and/or its affiliates’ payment or reimbursement of ticket charges that would otherwise be assessed by a financial advisor on an investor’s fund transactions. The level of revenue sharing payments made to financial advisors may be a fixed fee or based upon one or more of the following factors: gross sales, current assets and/or number of accounts of each fund attributable to the financial advisor, the particular fund or fund type or other measures as agreed to by the Advisor, the Distributor and/or their affiliates and the financial advisors or any combination thereof. The amount of these payments is determined at the discretion of the Advisor, the Distributor and/or their affiliates from time to time, may be substantial, and may be different for different financial advisors based on, for example, the nature of the services provided by the financial advisor.

The Advisor, the Distributor and/or their affiliates currently make revenue sharing payments from their own assets in connection with the sale and/or distribution of Deutsche fund shares, or the retention and/or servicing of investors, to financial advisors in amounts that generally range from 0.01% up to 0.52% of assets of a fund serviced and maintained by the financial advisor, 0.05% to 0.25% of sales of a fund attributable to the financial advisor, a flat fee of up to $120,000, or any combination thereof. These amounts are annual figures typically paid on a quarterly basis and are subject to change at the discretion of the Advisor, the Distributor and/or their affiliates. Receipt of, or the prospect of receiving, this additional compensation, may influence your financial advisor’s recommendation of a fund or of any particular share class of a fund. You should review your financial advisor’s compensation disclosure and/or talk to your financial advisor to obtain more information on how this compensation may have influenced your financial advisor’s recommendation of a fund.

The Advisor, the Distributor and/or their affiliates may also make such revenue sharing payments to financial advisors under the terms discussed above in connection with the distribution of both Deutsche funds and non-Deutsche funds by financial advisors to retirement plans that obtain record keeping services from ADP, Inc. or to 403(b) plans that obtain record keeping services from ExpertPlan, Inc., a subsidiary of Ascensus, Inc., on the Deutsche AM-branded retirement plan platform (the Platform). The level of revenue sharing payments is based upon sales of both the Deutsche funds and the non-Deutsche funds by the financial advisor on the Platform or current assets of both the Deutsche funds and the non-Deutsche funds serviced and maintained by the financial advisor on the Platform.

As of the date hereof, each fund has been advised that the Advisor, the Distributor and their affiliates expect that the firms listed in Part II —Appendix II-E will receive revenue sharing payments at different points during the coming year as described above. Any additions, modifications or deletions to the list of financial advisors identified below that have occurred since March 31, 2017 are not reflected. You can ask your financial advisor if it receives revenue sharing payments from the Advisor, the Distributor and/or their affiliates.

The following information replaces similar disclosure in “APPENDIX II-E - FIRMS WITH WHICH DEUTSCHE ASSET MANAGEMENT HAS REVENUE SHARING ARRANGEMENTS” of each fund’s/portfolio’s Statement of Additional Information:

Channel: Broker-Dealers and Financial Advisors; Retirement

Advisor Group
Ameriprise
AXA Advisors
Cambridge Investment Research, Inc.
Cetera Financial Group
Citigroup Global Markets, Inc.
Commonwealth Financial Network
Deutsche Bank Group
Fidelity Brokerage Services LLC/National Financial Services LLC
Goldman Sachs
HD Vest Investment Securities, Inc.
Hooker & Holcombe Retirement Services, Inc.

 

June 19, 2017

SAISTKR-334

 

Huntington Investment Company
John Hancock Distributors LLC
Ladenburg Thalmann (Securities America, Investacorp, Triad Advisors, KMS Financial Services, Securities Service Network)
LPL Financial
Meridien Financial Group
Merrill Lynch, Pierce, Fenner & Smith Inc.
Morgan Stanley Wealth Management
Northwestern Mutual Investment Services
Oppenheimer & Co., Inc.
PlanMember Securities Corp.
PNC Investments LLC
Raymond James & Associates
Raymond James Financial Services
RBC Dain Rauscher, Inc.
Santander Securities LLC
UBS Financial Services
Voya Financial
Wells Fargo Advisors, LLC

Channel: Cash Product Platform

Allegheny Investments LTD
Bank of America/Merrill Lynch
Barclays Capital Inc.
BMO Capital Markets
BNY Mellon
Brown Brothers Harriman
Brown Investment Advisory & Trust Company
Cadaret Grant & Co. Inc.
Chicago Mercantile Exchange
Church Greg Adams Sec. Corp.
Citibank Global Markets
Computershare Trust Company
COR Clearing LLC
Deutsche Bank Group
Fiduciary Trust Co. – International
First Southwest Company
Goldman Sachs & Co.
Institutional Cash Distributors, LLC
J.P. Morgan Clearing Corp.
J.P. Morgan Securities LLC
Lincoln Investment Planning
LPL Financial
My Treasury
Pershing Choice Platform
Raymond James & Associates
SAMCO Capital Markets
State Street Bank & Trust Company
State Street Global Markets
Sungard Institutional Brokerage Inc.
Treasury Brokerage LLC
Union Bank

 

June 19, 2017

SAISTKR-334

 

US Bancorp
Ultimus Fund Solutions LLC
Weston Securities Corp.
William Blair & Company

Channel: Third Party Insurance Platforms

Allstate Life Insurance Company
Allstate Life Insurance Company of New York
American Maturity Life Insurance Company
Ameritas Life Insurance Group
Annuity Investors Life Insurance Company
CM Life Insurance Company
Columbus Life Insurance Company
Companion Life Insurance Company
Connecticut General Life Insurance Company
EquiTrust Life Insurance Company
Farm Bureau Life Insurance Company
Farmers New World Life Insurance Company
Fidelity Security Life Insurance Company
First Allmerica Financial Life Insurance Company
First Great West Life and Annuity Company
Genworth Life Insurance Company of New York
Genworth Life and Annuity Insurance Company
Great West Life and Annuity Insurance Company
Hartford Life Insurance Company
ICMG Registered Variable Life
Integrity Life Insurance Company
John Hancock Life Insurance Co. – Manulife Insurance Co.
Kemper Investors Life Insurance Company
Lincoln Benefit Life Insurance Company
Lincoln Financial Distributors
Lincoln Financial Group
Lincoln Life & Annuity Company of New York
Lincoln National Life Insurance Company
Massachusetts Mutual Life Insurance Company
MetLife Group
Minnesota Life Insurance Company
National Life Insurance Company
National Integrity Life Insurance Company
Nationwide Life Insurance Company & Its Affiliates
New York Life Insurance and Annuity Corporation
Phoenix Life Insurance Company
Protective Life Insurance
Prudential Insurance Company of America
RiverSource Life Insurance Company
Security Benefit Life Insurance Company
Sun Life Insurance Company
Symetra Life Insurance Company
Transamerica Life Insurance Company
Union Central Life Insurance Company
United of Omaha Life Insurance Company

 

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SAISTKR-334

 

United Investors Life Insurance Company
Western Southern Life Assurance Company
Zurich American Life Insurance Company of New York

Any additions, modifications or deletions to the financial advisors identified above that have occurred since the date hereof are not reflected.

Please Retain This Supplement for Future Reference

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 19, 2017

SAISTKR-334

 

 

 

5

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENT OF ADDITIONAL INFORMATION


Deutsche Small Cap Core Fund

 

The following information replaces the existing similar disclosure relating to the fund in the “PART I: APPENDIX I-E — SERVICE PROVIDER COMPENSATION” section of the fund’s Statement of Additional Information:

Deutsche Small Cap Core Fund

The following waivers are currently in effect:

The Advisor has contractually agreed through September 30, 2018 to waive its fees and/or reimburse fund expenses to the extent necessary to maintain the fund’s total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expenses) at 1.09%, 1.09%, 1.84%, 0.79%, 0.84% and 0.89% for Class A, Class T, Class C, Class R6, Institutional Class and Class S, respectively. The agreement may only be terminated with the consent of the fund’s Board.

Please Retain This Supplement for Future Reference

 

June 7, 2017
SAISTKR-345

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES, SUMMARY PROSPECTUSES AND
       STATEMENTS OF ADDITIONAL INFORMATION OF EACH OF THE LISTED FUNDS

                                   --------

Deutsche Core Equity Fund
Deutsche CROCI (Reg. TM) Equity Dividend Fund
Deutsche CROCI (Reg. TM) International Fund
Deutsche CROCI (Reg. TM) U.S. Fund
Deutsche Emerging Markets Equity Fund
Deutsche Enhanced Commodity Strategy Fund

Deutsche Global High Income Fund
Deutsche Global Infrastructure Fund
Deutsche Global Real Estate Securities Fund
Deutsche Global Small Cap Fund
Deutsche GNMA Fund
Deutsche High Income Fund

Deutsche Real Assets Fund
Deutsche Real Estate Securities Fund
Deutsche Short Duration Fund
Deutsche Small Cap Core Fund
Deutsche World Dividend Fund



As of June 5, 2017, Class T shares are available for purchase.






               Please Retain This Supplement for Future Reference


June 5, 2017
PRO_SAISTKR-340

                                                   Deutsche
                                                   Asset Management [DB Logo]







   SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENTS OF ADDITIONAL INFORMATION

                                   --------

Deutsche California Tax-Free Income Fund
Deutsche Capital Growth Fund
Deutsche Communications Fund
Deutsche Core Equity Fund
Deutsche Core Fixed Income Fund
Deutsche Core Plus Income Fund
Deutsche CROCI (Reg. TM) Equity Dividend Fund
Deutsche CROCI (Reg. TM) International Fund
Deutsche CROCI (Reg. TM) Sector Opportunities Fund
Deutsche CROCI (Reg. TM) U.S. Fund
Deutsche Emerging Markets Equity Fund
Deutsche Emerging Markets Frontier Fund
Deutsche Enhanced Commodity Strategy Fund
Deutsche Enhanced Emerging Markets Fixed Income Fund
Deutsche Enhanced Global Bond Fund
Deutsche European Equity Fund
Deutsche Fixed Income Opportunities Fund
Deutsche Floating Rate Fund
Deutsche Global Equity Fund
Deutsche Global Growth Fund

Deutsche Global High Income Fund
Deutsche Global Income Builder Fund
Deutsche Global Inflation Fund
Deutsche Global Infrastructure Fund
Deutsche Global Real Estate Securities Fund
Deutsche Global Small Cap Fund
Deutsche GNMA Fund
Deutsche Gold & Precious Metals Fund
Deutsche Health and Wellness Fund
Deutsche High Income Fund
Deutsche Intermediate Tax/AMT Free Fund
Deutsche Large Cap Focus Growth Fund
Deutsche Latin America Equity Fund
Deutsche Managed Municipal Bond Fund
Deutsche Massachusetts Tax-Free Fund
Deutsche Mid Cap Growth Fund
Deutsche Mid Cap Value Fund
Deutsche MLP & Energy Infrastructure Fund
Deutsche Money Market Prime Series
Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund
Deutsche Multi-Asset Moderate Allocation Fund
Deutsche New York Tax-Free Income Fund
Deutsche Real Assets Fund
Deutsche Real Estate Securities Fund
Deutsche Science and Technology Fund
Deutsche S&P 500 Index Fund
Deutsche Select Alternative Allocation Fund
Deutsche Short Duration Fund
Deutsche Short-Term Municipal Bond Fund
Deutsche Small Cap Core Fund
Deutsche Small Cap Growth Fund
Deutsche Small Cap Value Fund
Deutsche Strategic Government Securities Fund
Deutsche Strategic High Yield Tax-Free Fund
Deutsche U.S. Bond Index Fund
Deutsche Unconstrained Income Fund
Deutsche World Dividend Fund

--------------------------------------------------------------------------------
Effective April 10, 2017, the following information is added under the "Class A
NAV Sales" sub-heading under the "PURCHASE AND REDEMPTION OF SHARES" heading in
each fund's Statement of Additional Information:



(17) exchanging an investment in Class C shares of the fund for an investment
in Class A shares of the same fund pursuant to one of the exchange privileges
described in the prospectus.


               Please Retain This Supplement for Future Reference


March 1, 2017
SAISTKR-318

                                                   Deutsche
                                                   Asset Management [DB Logo]







Deutsche
Asset Management



Statement of Additional Information
February 1, 2017



DEUTSCHE INVESTMENT TRUST





Deutsche Capital Growth Fund
CLASS/TICKER                  A   SDGAX     T   SDGUX     C   SDGCX     R   SDGRX     R6   SDGZX     INST   SDGTX     S   SCGSX



..............................................................................






Deutsche Core Equity Fund
CLASS/TICKER               A   SUWAX     T   SUWUX     C   SUWCX     R   SUWTX     R6   SUWZX     INST   SUWIX     S   SCDGX



..............................................................................






Deutsche Mid Cap Growth Fund
CLASS/TICKER                  A   SMCAX     T   SMCTX     C   SMCCX     INST   BTEAX     S   SMCSX



..............................................................................






Deutsche Small Cap Core Fund
CLASS/TICKER                  A   SZCAX     T   SZCTX     C   SZCCX     R6   SZCRX     INST   SZCIX     S   SSLCX



..............................................................................






Deutsche Small Cap Growth Fund
CLASS/TICKER                    A   SSDAX     T   SSDVX     C   SSDCX     R   SSDGX     R6   SSDZX     INST   SSDIX     S   SSDSX





This combined Statement of Additional Information ("SAI") is not a prospectus
and should be read in conjunction with the prospectus for each fund dated
February 1, 2017, as supplemented, a copy of which may be obtained without
charge by calling (800) 728-3337; by visiting deutschefunds.com (the Web site
does not form a part of this SAI); or from the firm from which this SAI was
obtained. This SAI is incorporated by reference into the prospectus.


Portions of the Annual Report to Shareholders of each fund are incorporated
herein by reference, and are hereby deemed to be part of this SAI. Reports to
Shareholders may also be obtained without charge by calling the number provided
in the preceding paragraph.

This SAI is divided into two Parts - Part I and Part II. Part I contains
information that is specific to each fund, while Part II contains information
that generally applies to each of the funds in the Deutsche funds.


                                                                       [DB Logo]






STATEMENT OF ADDITIONAL INFORMATION (SAI) - PART I




                                                                                           PAGE

Part I...................................................................................   I-1
  Definitions............................................................................   I-1
  Fund Organization......................................................................   I-1
  Management of Each Fund................................................................   I-2
  Sales Charges and Distribution Plan Payments...........................................   I-2
  Portfolio Transactions and Brokerage Commissions.......................................   I-2
  Investments............................................................................   I-2
  Investment Restrictions................................................................   I-3
  Taxes..................................................................................   I-6
  Independent Registered Public Accounting Firm, Reports to Shareholders and Financial      I-6
    Statements...........................................................................
  Additional Information.................................................................   I-6
  Part I: Appendix I-A - Board Member Share Ownership and Control Persons................   I-7
  Part I: Appendix I-B - Board Committees and Meetings...................................  I-17
  Part I: Appendix I-C - Board Member Compensation.......................................  I-21
  Part I: Appendix I-D - Portfolio Management............................................  I-23
  Part I: Appendix I-E - Service Provider Compensation...................................  I-28
  Part I: Appendix I-F - Sales Charges...................................................  I-31
  Part I: Appendix I-G - Distribution Plan Payments......................................  I-32
  Part I: Appendix I-H - Portfolio Transactions and Brokerage Commissions................  I-33
  Part I: Appendix I-I - Investments, Practices and Techniques, and Risks................  I-36
  Part I: Appendix I-J - Additional Information..........................................  I-39
Part II..................................................................................  II-1
Detailed Part II table of contents precedes page II-1





PART I

DEFINITIONS

"1934 Act" - the Securities Exchange Act of 1934, as amended


"1940 Act" - the Investment Company Act of 1940, as amended


"Code" - the Internal Revenue Code of 1986, as amended


"SEC" - the Securities and Exchange Commission


"DIMA" or "Advisor" or "Administrator" - Deutsche Investment Management
Americas Inc., 345 Park Avenue, New York, New York 10154


"DDI" or "Distributor" - Deutsche AM Distributors, Inc., 222 South Riverside
Plaza, Chicago, Illinois 60606


"DSC" or "Transfer Agent" - Deutsche AM Service Company, 210 W. 10th Street,
Kansas City, Missouri 64105-1614


"Deutsche funds" - the US registered investment companies advised by DIMA


"Board Members" - Members of the Board of Trustees of a Trust


"Board" - Board of Trustees of a Trust


"Independent Board Members"- Board Members who are not interested persons (as
defined in the 1940 Act) of the fund, the investment advisor or the distributor


"fund" or "series" - Deutsche Capital Growth Fund, Deutsche Core Equity Fund,
Deutsche Mid Cap Growth Fund, Deutsche Small Cap Core Fund and/or Deutsche
Small Cap Growth Fund as the context may require


"Custodian" - State Street Bank and Trust Company, State Street Financial
Center, One Lincoln Street, Boston, Massachusetts 02111


"Fund Legal Counsel" - Vedder Price P.C., 222 North LaSalle Street, Chicago,
Illinois 60601


"Trustee/Director Legal Counsel" - Ropes & Gray LLP, Prudential Tower, 800
Boylston Street, Boston, Massachusetts 02199


"Trust" - Deutsche Investment Trust

"NRSRO"- a nationally recognized statistical rating organization


"S&P" - Standard & Poor's Ratings Services, an NRSRO


"Moody's" - Moody's Investors Service, Inc., an NRSRO


"Fitch" - Fitch Ratings, an NRSRO



FUND ORGANIZATION


Each fund is a series of Deutsche Investment Trust, a Massachusetts business
trust established September 20, 1984. On February 6, 2006, Investment Trust was
renamed DWS Investment Trust and Scudder Growth and Income Fund, Scudder
Capital Growth Fund and Scudder Small Company Stock Fund were renamed DWS
Growth & Income Fund, DWS Capital Growth Fund and DWS Small Cap Core Fund,
respectively. On February 1, 2011, the predecessor of each of DWS Mid Cap
Growth Fund and DWS Small Cap Growth Fund transferred all of its assets and
liabilities from DWS Advisor Funds, a Massachusetts business trust, to DWS
Investment Trust, while retaining the same fund names. On February 1, 2012, DWS
Growth & Income Fund was renamed DWS Core Equity Fund. On August 11, 2014, DWS
Investment Trust was renamed Deutsche Investment Trust, DWS Capital Growth Fund
was renamed Deutsche Capital Growth Fund, DWS Core Equity Fund was renamed
Deutsche Core Equity Fund, DWS Mid Cap Growth Fund was renamed Deutsche Mid Cap
Growth Fund, DWS Small Cap Core Fund was renamed Deutsche Small Cap Core Fund,
and DWS Small Cap Growth Fund was renamed Deutsche Small Cap Growth Fund.



The predecessor fund of each of Deutsche Mid Cap Growth Fund and Deutsche Small
Cap Growth Fund is referred herein as a "Predecessor Fund." All historical
financial information and other information contained in the fund's prospectus
and SAI for periods prior to February 1, 2011 relating to a fund (or any class
thereof) is that of the applicable Predecessor Fund (or corresponding class
thereof).


The Trust is governed by an Amended and Restated Declaration of Trust dated
June 2, 2008, as may be further amended from time to time (the "Declaration of
Trust").


                                      I-1


The Declaration of Trust was last approved by shareholders in 2006. Additional
information about each Trust is set forth in PART II under "Fund Organization."



MANAGEMENT OF EACH FUND


BOARD MEMBERS AND OFFICERS' IDENTIFICATION AND BACKGROUND

The identification and background of the Board Members and officers are set
forth in PART II - APPENDIX II-A.


BOARD COMMITTEES AND COMPENSATION

Compensation paid to the Independent Board Members, for certain specified
periods is set forth in PART I - APPENDIX I-C. Information regarding the
committees of the Board, is set forth in PART I - APPENDIX I-B.


BOARD MEMBER SHARE OWNERSHIP AND CONTROL PERSONS

Information concerning the ownership of fund shares by Board Members and
officers, as a group, as well as the dollar range value of each Board Member's
share ownership in each fund and, on an aggregate basis, in all Deutsche funds
overseen, by investors who control the fund, if any, and by investors who own
5% or more of any class of fund shares, if any, is set forth in PART I -
APPENDIX I-A.


PORTFOLIO MANAGEMENT

Information regarding each fund's portfolio manager(s), including other
accounts managed, compensation, ownership of fund shares and possible conflicts
of interest, is set forth in PART I - APPENDIX I-D and PART II - APPENDIX II-B.
This section does not apply to money market funds.


SERVICE PROVIDER COMPENSATION

Compensation paid by each fund to certain of its service providers for various
services, including investment advisory, administrative, transfer agency, and,
for certain funds, fund accounting services and subadvisory services, is set
forth in PART I - APPENDIX I-E. For information regarding payments made to DDI,
see PART I - APPENDIX I-F. The service provider compensation and underwriting
and sales commission information is not applicable to new funds that have not
completed a fiscal reporting period. Fee rates for services of the above-
referenced service providers are included in PART II - APPENDIX II-C.

SALES CHARGES AND DISTRIBUTION PLAN PAYMENTS


SALES CHARGES

Sales charges paid in connection with the purchase and sale of fund shares for
the three most recent fiscal years are set forth in PART I - APPENDIX I-F. This
information is not applicable to funds/classes that do not impose sales
charges, or to new funds/classes that have not completed a fiscal reporting
period.


DISTRIBUTION PLAN PAYMENTS

Payments made by each fund for the most recent fiscal year under each fund's
Rule 12b-1 Plans are set forth in PART I - APPENDIX I-G. This information is
not applicable to funds/classes that do not incur expenses paid in connection
with Rule 12b-1 Plans, or to new funds/  classes that have not completed a
fiscal reporting period.



PORTFOLIO TRANSACTIONS AND BROKERAGE COMMISSIONS


PORTFOLIO TURNOVER

The portfolio turnover rates for the two most recent fiscal years are set forth
in PART I - APPENDIX I-H. This section does not apply to money market funds or
to new funds that have not completed a fiscal reporting period.


BROKERAGE COMMISSIONS

Total brokerage commissions paid by each fund for the three most recent fiscal
years are set forth in PART I - APPENDIX I-H. This section does not apply to
new funds that have not completed a fiscal reporting period.


Each fund's policy with respect to portfolio transactions and brokerage is set
forth under "Portfolio Transactions" in PART II of this SAI.



INVESTMENTS

INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

PART I - APPENDIX I-I includes a list of the investments, practices and
techniques, and risks which each fund may employ (or be subject to) in pursuing
its investment objective. PART II - APPENDIX II-G includes a description of
these investments, practices and techniques, and risks.


                                      I-2


INVESTMENT RESTRICTIONS

Unless otherwise stated, the policies below apply to each fund.


Except as otherwise indicated, each fund's investment objective and policies
are not fundamental and may be changed without a vote of shareholders. There
can be no assurance that each fund's investment objective will be met.


Any investment restrictions herein which involve a maximum percentage of
securities or assets shall not be considered to be violated unless an excess
over the percentage occurs immediately after, and is caused by, an acquisition
or encumbrance of securities or assets of, or borrowings by, a fund.


Each fund has elected to be classified as a diversified series of an open-end
management investment company. A diversified fund may not, with respect to 75%
of total assets, invest more than 5% of total assets in the securities of a
single issuer (other than cash and cash items, US government securities or
securities of other investment companies) or invest in more than 10% of the
outstanding voting securities of such issuer. A fund's election to be
classified as diversified under the 1940 Act may not be changed without the
vote of a majority of the outstanding voting securities (as defined herein) of
the fund.


The following fundamental policies may not be changed without the approval of a
majority of the outstanding voting securities of a fund which, under the 1940
Act and the rules thereunder and as used in this SAI, means the lesser of (1)
67% or more of the voting securities present at such meeting, if the holders of
more than 50% of the outstanding voting securities of a fund are present or
represented by proxy, or (2) more than 50% of the outstanding voting securities
of a fund.


As a matter of fundamental policy, a fund may not do any of the following:


(1)    borrow money, except as permitted under the 1940 Act, as interpreted or
       modified by regulatory authority having jurisdiction, from time to time.


(2)    issue senior securities, except as permitted under the 1940 Act, as
       interpreted or modified by regulatory authority having jurisdiction,
       from time to time.

(3)    purchase or sell commodities, except as permitted by the 1940 Act, as
       interpreted or modified by regulatory authority having jurisdiction,
       from time to time.


(4)    engage in the business of underwriting securities issued by others,
       except to the extent that the fund may be deemed to be an underwriter in
       connection with the disposition of portfolio securities.


(5)    purchase or sell real estate, which term does not include securities of
       companies which deal in real estate or mortgages or investments secured
       by real estate or interests therein, except that the fund reserves
       freedom of action to hold and to sell real estate acquired as a result
       of the fund's ownership of securities.


(6)    make loans except as permitted under the 1940 Act, as interpreted or
       modified by regulatory authority having jurisdiction, from time to time.


(7)    concentrate its investments in a particular industry, as that term is
       used in the 1940 Act, as interpreted or modified by regulatory authority
       having jurisdiction, from time to time.


For purposes of fundamental policy (7), with respect to Deutsche Mid Cap Growth
Fund and Deutsche Small Cap Growth Fund only, when determining the percentage
of the fund's total assets invested in securities of issuers having their
principal business activities in a particular industry, asset-backed securities
will be classified separately, based on the nature of the underlying assets,
according to the following categories: captive auto, diversified, retail and
consumer loans, captive equipment and business, business trade receivables,
nuclear fuel and capital and mortgage lending.


The following is intended to help investors better understand the meaning of a
fund's fundamental policies by briefly describing limitations, if any, imposed
by the 1940 Act. References to the 1940 Act below may encompass rules,
regulations or orders issued by the SEC and, to the extent deemed appropriate
by the fund, interpretations and guidance provided by the SEC staff. These
descriptions are intended as brief summaries of such limitations as of the date
of this SAI; they are not comprehensive and they are qualified in all cases by
reference to the 1940 Act (including any rules, regulations or orders issued by
the SEC and any relevant interpretations and guidance provided by the SEC
staff). These descriptions


                                      I-3


are subject to change based on evolving guidance by the appropriate regulatory
authority and are not part of a fund's fundamental policies.


The 1940 Act generally permits a fund to borrow money in amounts of up to
33 1-3% of its total assets from banks for any purpose. The 1940 Act requires
that after any borrowing from a bank, a fund shall maintain an asset coverage
of at least 300% for all of the fund's borrowings, and, in the event that such
asset coverage shall at any time fall below 300%, a fund must, within three
days thereafter (not including Sundays and holidays), reduce the amount of its
borrowings to an extent that the asset coverage of all of a fund's borrowings
shall be at least 300%. In addition, a fund may borrow up to 5% of its total
assets from banks or other lenders for temporary purposes (a loan is presumed
to be for temporary purposes if it is repaid within 60 days and is not extended
or renewed). For additional information, see "Borrowing" in PART II - APPENDIX
II-G.


Under the 1940 Act, a senior security does not include any promissory note or
evidence of indebtedness where such loan is for temporary purposes only and in
an amount not exceeding 5% of the value of the total assets of a fund at the
time the loan is made (a loan is presumed to be for temporary purposes if it is
repaid within 60 days and is not extended or renewed). The SEC and/or its staff
has indicated that certain investment practices may raise senior security
issues unless a fund takes appropriate steps to segregate assets against, or
cover, its obligations. A fund is permitted to engage in the investment
practices described in its prospectus and in its SAI.


For additional information regarding the fund's asset segregation practices,
see "Asset Segregation" in PART II - APPENDIX II-G.


At present, the 1940 Act does not set forth a maximum percentage of a fund's
assets that may be invested in commodities.


Under the 1940 Act, a fund generally may not lend portfolio securities
representing more than one-third of its total asset value (including the value
of collateral received for loans of portfolio securities).


The SEC staff currently interprets concentration to mean investing more than
25% of a fund's assets in a particular industry or group of industries
(excluding US government securities).

OTHER INVESTMENT POLICIES. The Board has adopted certain additional
non-fundamental policies and restrictions which are observed in the conduct of
a fund's affairs. They differ from fundamental investment policies in that they
may be changed or amended by action of the Board without requiring prior notice
to, or approval of, the shareholders.


As a matter of non-fundamental policy:


(1)    the fund may not purchase illiquid securities, including time deposits
       and repurchase agreements maturing in more than seven days, if, as a
       result, more than 15% of the fund's net assets would be invested in such
       securities.


(2)    (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund, Deutsche
       Small Cap Core Fund and Deutsche Small Cap Growth Fund only) the fund
       may not acquire securities of registered open-end investment companies
       or registered unit investment trusts in reliance on Sections 12(d)(1)(F)
       or 12(d)(1)(G) of the 1940 Act.


(3)    the fund may not acquire securities of other investment companies,
       except as permitted by the 1940 Act and the rules, regulations and any
       applicable exemptive order issued thereunder.


(4)    (for Deutsche Core Equity Fund only) the fund may not acquire securities
       of any investment company or company relying on Sections 3(c)(1) or
       3(c)(7) of the 1940 Act in excess of the limitations contained in
       Section 12(d)(1)(A) of the 1940 Act, except to the extent that the fund:
       (i) receives securities of another investment company as a dividend or
       as a result of a plan of reorganization of a company (other than a plan
       devised for the purpose of evading Section 12(d)(1) of the 1940 Act); or
       (ii) acquires (or is deemed to have acquired) securities of another
       investment company pursuant to exemptive relief or rule from the
       Securities and Exchange Commission permitting the fund to (a) acquire
       securities of one or more affiliated investment companies for short-term
       cash management purposes, or (b) engage in interfund borrowing or
       lending transactions.


(5)    the fund may not purchase warrants if, as a result, such securities,
       taken at the lower of cost or market value, would represent more than 5%
       of the value


                                      I-4


       of the fund's total assets (for this purpose, warrants acquired in units
       or attached to securities will be deemed to have no value).


(6)    (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) the Board has the discretion to
       retain the current distribution arrangement for the fund while investing
       in a master fund in a master-feeder structure (this policy would permit
       the Board, without shareholder approval to convert the fund to a master-
       feeder structure).


(7)    (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) the fund may not purchase options,
       unless the aggregate premiums paid on all such options held by the fund
       at any time do not exceed 20% of its total assets; or sell put options,
       if, as a result, the aggregate value of the obligations underlying such
       put options would exceed 50% of its total assets.


(8)    (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) the fund will not sell put options
       if, as a result, more than 50% of the fund's total assets would be
       required to be segregated to cover its potential obligations under such
       put options other than those with respect to futures and options
       thereon.


(9)    (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) the fund generally will not enter
       into a transaction to hedge currency exposure to an extent greater,
       after netting all transactions intended wholly or partially to offset
       other transactions, than the aggregate market value (at the time of
       entering into the transaction) of the securities held in its portfolio
       that are denominated or generally quoted in or currently convertible
       into such currency, other than with respect to proxy hedging or cross
       hedging.


(10)   (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) to the extent the fund engages in
       proxy hedging, the amount of the commitment or option would not exceed
       the value of the fund's securities denominated in correlated currencies.


(11)   (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) the fund will not sell interest rate
       caps or floors where it does not own securities or other instruments
       providing the income stream the fund may be obligated to pay.


(12)   (for Deutsche Capital Growth Fund, Deutsche Core Equity Fund and
       Deutsche Small Cap Core Fund only) when purchasing Asset-Backed
       Securities, the fund will not pay any additional or separate fees for
       Credit Enhancement.


(13)   (for Deutsche Mid Cap Growth Fund and Deutsche Small Cap Growth Fund
       only) write puts and calls on securities unless each of the following
       conditions are met: (a) the security underlying the put or call is
       within the investment policies of the fund and the option is issued by
       the Options Clearing Corporation ("OCC"), except for put and call
       options issued by non-US entities or listed on non-US securities or
       commodities exchanges; (b) the aggregate value of the obligations
       underlying the puts determined as of the date the options are sold shall
       not exceed 5% of the fund's net assets; (c) the securities subject to
       the exercise of the call written by the fund must be owned by the fund
       at the time the call is sold and must continue to be owned by the fund
       until the call has been exercised, has lapsed, or the fund has purchased
       a closing call, and such purchase has been confirmed, thereby
       extinguishing the fund's obligation to deliver securities pursuant to
       the call it has sold; and (d) at the time a put is written, the fund
       establishes a segregated account with its custodian consisting of cash
       or liquid securities equal in value to the amount the fund will be
       obligated to pay upon exercise of the put (this account must be
       maintained until the put is exercised, has expired, or the fund has
       purchased a closing put, which is a put of the same series as the one
       previously written).


(14)   (for Deutsche Mid Cap Growth Fund and Deutsche Small Cap Growth Fund
       only) buy and sell puts and calls on securities, stock index futures or
       options on stock index futures, or financial futures or options on
       financial futures, unless such options are written by other persons and:
       (a) the options or futures are offered through the facilities of a
       national securities association or are listed on a national securities
       or commodities exchange, except for put and call options issued by
       non-US entities or listed on non-US securities or commodities exchanges;
       and (b) the aggregate margin deposits required on all such futures or
       options thereon held at any time do not exceed 5% of the fund's total
       assets.


                                      I-5


(15)   (for Deutsche Mid Cap Growth Fund and Deutsche Small Cap Growth Fund
       only) the fund will only write put options involving securities for
       which a determination is made at the time the option is written that the
       fund wishes to acquire the securities at the exercise price.


For purposes of non-fundamental policy (1), and for so long as it remains a
position of the SEC, fixed time deposits maturing in more than seven days that
cannot be traded on a secondary market and participation interests in loans
will be treated as illiquid. Restricted securities (including commercial paper
issued pursuant to Section 4(2) of the Securities Act of 1933) that the Board
has determined to be readily marketable will not be deemed to be illiquid for
purposes of non-fundamental policy (1).



TAXES

Important information concerning the tax consequences of an investment in each
fund is contained in PART II - APPENDIX II-H.



INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, REPORTS TO SHAREHOLDERS AND
FINANCIAL STATEMENTS

The financial highlights of each fund included in its prospectus and financial
statements incorporated by reference into this SAI have been so included or
incorporated by reference in reliance on the report of PricewaterhouseCoopers
LLP, 101 Seaport Boulevard, Suite 500, Boston, Massachusetts 02210.
PricewaterhouseCoopers LLP is an independent registered public accounting firm.
The report is given on the authority of said firm as experts in auditing and
accounting. The independent registered public accounting firm audits the
financial statements of each fund and provides other audit, tax and related
services. Shareholders will receive annual audited financial statements and
semi-annual unaudited financial statements.



The financial statements, together with the report of the Independent
Registered Public Accounting Firm, financial highlights and notes to financial
statements in the Annual Report to the Shareholders of each fund, dated
September 30, 2016, are incorporated herein by reference and are hereby deemed
to be a part of this combined SAI.


ADDITIONAL INFORMATION

For information on CUSIP numbers and fund fiscal year end information, see PART
I - APPENDIX I-J.


                                      I-6


PART I: APPENDIX I-A - BOARD MEMBER SHARE OWNERSHIP AND CONTROL PERSONS


BOARD MEMBER SHARE OWNERSHIP IN EACH FUND

The following tables show the dollar range of equity securities beneficially
owned by each Board Member in each fund and in Deutsche funds as of December
31, 2016.


DOLLAR RANGE OF BENEFICIAL OWNERSHIP/(1)/





                            DEUTSCHE CAPITAL     DEUTSCHE CORE EQUITY     DEUTSCHE MID CAP
BOARD MEMBER                   GROWTH FUND               FUND                GROWTH FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine               None                   None                    None
Henry P. Becton, Jr.             None                   None                    None
Dawn-Marie Driscoll          $1 - $10,000           $1 - $10,000            $1 - $10,000
Keith R. Fox                     None                   None             $10,001 - $50,000
Paul K. Freeman                  None                   None                    None
Kenneth C. Froewiss              None             $10,001 - $50,000             None
Richard J. Herring               None                   None                    None
William McClayton                None                   None                    None
Rebecca W. Rimel                 None                   None                    None
William N. Searcy, Jr.           None                   None                    None
Jean Gleason Stromberg           None                   None             $10,001 - $50,000









BOARD MEMBER                DEUTSCHE SMALL CAP CORE FUND     DEUTSCHE SMALL CAP GROWTH FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine                     None                              None
Henry P. Becton, Jr.                   None                              None
Dawn-Marie Driscoll                $1 - $10,000                    $10,001 - $50,000
Keith R. Fox                           None                              None
Paul K. Freeman                        None                              None
Kenneth C. Froewiss                    None                              None
Richard J. Herring                     None                              None
William McClayton                      None                              None
Rebecca W. Rimel                       None                              None
William N. Searcy, Jr.                 None                              None
Jean Gleason Stromberg           $10,001 - $50,000                       None





                                      I-7


AGGREGATE DOLLAR RANGE OF BENEFICIAL OWNERSHIP/(1)/




                             FUNDS OVERSEEN BY
                            BOARD MEMBER IN THE
                              DEUTSCHE FUNDS

INDEPENDENT BOARD MEMBER:
John W. Ballantine            Over $100,000
Henry P. Becton, Jr.          Over $100,000
Dawn-Marie Driscoll           Over $100,000
Keith R. Fox                  Over $100,000
Paul K. Freeman               Over $100,000
Kenneth C. Froewiss           Over $100,000
Richard J. Herring            Over $100,000
William McClayton             Over $100,000
Rebecca W. Rimel              Over $100,000
William N. Searcy, Jr.        Over $100,000
Jean Gleason Stromberg        Over $100,000



(1)   The dollar ranges are: None, $1 - $10,000, $10,001 - $50,000, $50,001 -
$100,000, or over $100,000.


OWNERSHIP IN SECURITIES OF THE ADVISOR AND RELATED COMPANIES

As reported to each fund, the information in the table below reflects ownership
by the Independent Board Members and their immediate family members of certain
securities as of December 31, 2016. An immediate family member can be a spouse,
children residing in the same household, including step and adoptive children,
and any dependents. The securities represent ownership in the Advisor or
Distributor and any persons (other than a registered investment company)
directly or indirectly controlling, controlled by, or under common control with
the Advisor or Distributor (including Deutsche Bank AG).




                               OWNER AND                                     VALUE OF           PERCENT OF
INDEPENDENT                 RELATIONSHIP TO                 TITLE OF     SECURITIES ON AN       CLASS ON AN
BOARD MEMBER                  BOARD MEMBER      COMPANY       CLASS       AGGREGATE BASIS     AGGREGATE BASIS

John W. Ballantine                               None
Henry P. Becton, Jr.                             None
Dawn-Marie Driscoll                              None
Keith R. Fox                                     None
Paul K. Freeman                                  None
Kenneth C. Froewiss                              None
Richard J. Herring                               None
William McClayton                                None
Rebecca W. Rimel                                 None
William N. Searcy, Jr.                           None
Jean Gleason Stromberg                           None




As of January 3, 2017, all Board Members and officers owned, as a group, less
than 1% of the outstanding shares of a fund.



25% OR GREATER OWNERSHIP


No investor beneficially owned 25% or more of a fund's shares as of January 3,
2017. Shareholders who beneficially own 25% or more of a fund's shares may have
a significant impact on any shareholder vote of the fund.



                                      I-8


5% OR GREATER OWNERSHIP OF SHARE CLASSES


The following table identifies those investors who owned 5% or more of a fund
share class as of January 3, 2017. All holdings are of record, unless otherwise
indicated.



DEUTSCHE CAPITAL GROWTH FUND





NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

FIRST CLEARING LLC                         480,914.941          A               5.74%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
NATIONAL FINANCIAL SERVICES LLC            478,084.387          A               5.71%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
MLPF&S FOR THE SOLE BENEFIT OF              94,072.651          C              22.60%
ITS CUSTOMERS
ATTN FUND ADMINISTRATION XXXXX
4800 DEER LAKE DR EAST 3RD FL
JACKSONVILLE FL 32246-6484
PERSHING LLC                                36,606.575          C               8.80%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
LPL FINANCIAL                               23,362.344          C               5.61%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
AMERICAN ENTERPRISE INVESTMENT SVC          21,330.195          C               5.13%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
MORGAN STANLEY SMITH BARNEY                 21,044.049          C               5.06%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
NATIONAL FINANCIAL SERVICES LLC          2,594,547.701    Institutional        84.90%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
DEUTSCHE AM TRUST COMPANY                   37,520.806          R              35.94%
FBO MULTICULTURAL RADIO
BROADCASTING INC 401K SVGS PL
ATTN SHARE RECON DEPT A/C XXXXXX
PO BOX 1757
SALEM NH 03079-1143
HARTFORD LIFE INSURANCE                     33,551.413          R              32.14%
COMPANY SEPARATE ACCOUNT
PO BOX 2999
HARTFORD CT 06104-2999



                                       I-9






NAME AND ADDRESS OF INVESTOR             SHARES        CLASS     PERCENTAGE

RELIANCE TRUST COMPANY CUST              6,073.911      R           5.82%
FBO MASSMUTUAL OMNIBUS PLL/SMF
PO BOX 48529
ATLANTA GA 30362-1529
ASCENSUS TR CO FBO                       2,995.481      R6         70.43%
WESTLAKE TOOL DIE & MFG CO XXXXXX
ASCENSUS TR CO
PO BOX 10577
FARGO ND 58106-0577
ASCENSUS TR CO FBO                       1,079.536      R6         25.38%
LAW FORUM LLC XXXXXX
PO BOX 10758
FARGO ND 58106-0758




DEUTSCHE CORE EQUITY FUND





NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

FIRST CLEARING LLC                         870,383.625      A           6.35%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
FIRST CLEARING LLC                         281,656.822      C          15.92%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
LPL FINANCIAL                              146,051.819      C           8.26%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
MLPF&S FOR THE SOLE BENEFIT OF             145,518.791      C           8.23%
ITS CUSTOMERS
ATTN FUND ADMINISTRATION
4800 DEER LAKE DR EAST 3RD FL
JACKSONVILLE FL 32246-6484
NATIONAL FINANCIAL SERVICES LLC             95,420.473      C           5.39%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
UBS WM USA                                  89,337.612      C           5.05%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761



                                      I-10






NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

STATE STREET BANK & TRUST CO               614,202.446    Institutional         23.81%
CUST FBO DEUTSCHE MULTI-ASSET
CONSERVATIVE ALLOCATION FUND
CHANNEL CENTER
1 IRON ST
BOSTON MA 02210-1641
NATIONAL FINANCIAL SERVICES LLC            489,195.466    Institutional         18.96%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
STATE STREET BANK & TRUST CO               478,506.041    Institutional         18.55%
CUST FBO DEUTSCHE MULTI-ASSET
MODERATE ALLOCATION FUND
2 AVENUE DE LAFAYETTE
BOSTON MA 02111-1748
FIRST CLEARING LLC                         308,858.221    Institutional         11.97%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
DEUTSCHE AM TRUST COMPANY TTEE             228,517.657    Institutional          8.86%
VIRGIN ATLANTIC AIRWAYS LTD 401K
RETIREMENT SAVINGS PLAN
ATTN: ASSET RECON
P.O. BOX 1757
SALEM NH 03079-1143
STATE STREET BANK & TRUST CO CUST          141,824.630    Institutional          5.50%
FBO DEUTSCHE MULTI-ASSET GLOBAL
ALLOCATION FUND
CHANNEL CENTER
1 IRON ST
BOSTON MA 02210-1641
ASCENSUS TR CO FBO                          20,259.560          R               43.59%
BASHORE REINECK STOLLER & WATERMAN
PO BOX 10758
FARGO ND 58106-0758
FIIOC                                       11,813.102          R               25.42%
FBO AHL 401K RETIREMENT PLAN
100 MAGELLAN WAY
COVINGTON KY 41015-1987
FIIOC                                       10,169.562          R               21.88%
FBO DELHI TELEPHONE COMPANY
401K PLAN
100 MAGELLAN WAY
COVINGTON KY 41015-1987



                                      I-11






NAME AND ADDRESS OF INVESTOR               SHARES        CLASS     PERCENTAGE

ASCENSUS TR CO FBO                         3,315.181      R           7.13%
LEARSI & CO, INC 401K XXXXXX
PO BOX 10758
FARGO ND 58106-0758
NATIONAL FINANCIAL SERVICES LLC          113,101.930      R6         62.02%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
MID ATLANTIC TR CO FBO                    32,292.552      R6         17.71%
RAMAKER AND ASSOCIATES INC
1251 WATERFRONT PL STE 525
PITTSBURGH PA 15222-4228
GREAT-WEST TR CO LLC                      25,898.456      R6         14.20%
TTEE F EMPLOYEE BENEFITS CLIENTS
401K
8515 E ORCHARD RD # 2T2
GREENWOOD VLG CO 80111-5002




DEUTSCHE MID CAP GROWTH FUND





NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

STATE STREET BANK & TR TTEE                622,083.305      A           6.68%
AND/OR CUST
FBO ADP ACCESS PRODUCT
1 LINCOLN ST
BOSTON MA 02111-2901
FIRST CLEARING LLC                         503,927.162      A           5.41%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
NATIONAL FINANCIAL SERVICES LLC             38,232.151      C           7.03%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
FIRST CLEARING LLC                          38,197.258      C           7.02%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
RAYMOND JAMES                               36,531.546      C           6.71%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100



                                      I-12






NAME AND ADDRESS OF INVESTOR                SHARES            CLASS         PERCENTAGE

NATIONAL FINANCIAL SERVICES LLC            72,165.007    Institutional         63.26%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
FIRST CLEARING LLC                         10,600.334    Institutional          9.29%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
CHARLES SCHWAB & CO                         8,247.605    Institutional          7.23%
OMNIBUS ACCOUNT
ATTN: MUTUAL FUND ACCT MGMT TEAM
101 MONTEGOMERY STREET
SAN FRANCISCO CA 94104-4151




DEUTSCHE SMALL CAP CORE FUND





NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

AMERICAN ENTERPRISE INVESTMENT SVC         287,561.705      A           36.24%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
NATIONAL FINANCIAL SERVICES LLC             93,181.074      A           11.74%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
FIRST CLEARING LLC                          58,061.621      A            7.32%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
PERSHING LLC                                46,103.646      A            5.81%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
FIRST CLEARING LLC                          39,451.909      C           17.39%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
AMERICAN ENTERPRISE INVESTMENT SVC          33,878.160      C           14.93%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
MORGAN STANLEY SMITH BARNEY                 23,727.094      C           10.46%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311



                                      I-13






NAME AND ADDRESS OF INVESTOR                SHARES            CLASS         PERCENTAGE

LPL FINANCIAL                              20,106.325          C                8.86%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
STIFEL NICOLAUS & CO INC                   12,701.867          C                5.60%
EXCLUSIVE BENEFIT OF CUSTOMERS
501 N BROADWAY
ST LOUIS MO 63102-2188
EQUITY TR CO CUST FBO                      11,617.751          C                5.12%
H LAWRENCE CLOFINE
PO BOX 451249
CLEVELAND OH 44145-0632
DIMA INC                                      399.803    Institutional        100.00%
ATTN NANCY TANZIL &
RHEEZA RAMOS CONTROLLING
60 WALL STREET 33RD FLOOR
MAILSTOP NYC60-2255
NEW YORK NY 10005-2836
DIMA INC                                      399.803          R6             100.00%
ATTN NANCY TANZIL &
RHEEZA RAMOS CONTROLLING
60 WALL STREET 33RD FLOOR
MAILSTOP NYC60-2255
NEW YORK NY 10005-2836
LPL FINANCIAL                             816,065.389          S               18.20%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
STATE STREET BANK & TR TTEE               338,769.775          S                7.55%
AND/OR CUST
FBO ADP ACCESS PRODUCT
1 LINCOLN ST
BOSTON MA 02111-2901
NATIONAL FINANCIAL SERVICES LLC           291,345.280          S                6.50%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
FIRST CLEARING LLC                        288,003.488          S                6.42%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
AMERICAN ENTERPRISE INVESTMENT SVC        241,665.457          S                5.39%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405





                                      I-14


DEUTSCHE SMALL CAP GROWTH FUND





NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

PERSHING LLC                               251,877.242          A               20.39%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
AMERICAN ENTERPRISE INVESTMENT SVC         156,228.612          A               12.65%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
MLPF&S FOR THE SOLE BENEFIT OF             139,230.555          A               11.27%
ITS CUSTOMERS
ATTN FUND ADM (XXXXX)
4800 DEER LAKE DR E FL 2
JACKSONVILLE FL 32246-6484
FIRST CLEARING LLC                          65,885.263          C               22.73%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
PERSHING LLC                                51,213.086          C               17.67%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
LPL FINANCIAL                               27,082.140          C                9.34%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
AMERICAN ENTERPRISE INVESTMENT SVC          24,480.028          C                8.45%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
STANDARD INSURANCE                         263,407.471    Institutional         73.28%
COMPANY
1100 SW 6TH AVE
PORTLAND OR 97204-1093
NATIONAL FINANCIAL SERVICES LLC             49,458.980    Institutional         13.76%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
VOYA INSTITUTIONAL TRUST CO                105,145.224          R               72.85%
1 ORANGE WAY
WINDSOR CT 06095-4773
EQUITABLE LIFE FOR SEPARATE AC 65            9,318.140          R                6.46%
ON BEHALF OF VARIOUS 401 K
ATTN KEN BUTKA
ATT ADVISOR RELATIONS
100 MADISON ST MD 34-20
SYRACUSE NY 13202-2701



                                      I-15






NAME AND ADDRESS OF INVESTOR                SHARES        CLASS     PERCENTAGE

PIMS/PRUDENTIAL RETPLAN                    16,476.686      R6          52.29%
NOMINEE TRUSTEE CUSTODIAN
007 KELLER TECHNOLOGY CORPORATION
PO BOX 103
BUFFALO NY 14217-0103
DCGT TRUSTEE & OR CUSTODIAN                 7,414.175      R6          23.53%
FBO PLIC VARIOUS RETIREMENT PLANS
OMNIBUS
ATTN NPIO TRADE DESK
711 HIGH ST
DES MOINES IA 50392-0001
ASCENSUS TR CO FBO                          5,074.073      R6          16.10%
LAW FORUM LLC XXXXXX
PO BOX 10758
FARGO ND 58106-0758
NATIONAL FINANCIAL SERVICES LLC             1,971.018      R6           6.26%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
NATIONAL FINANCIAL SERVICES LLC           322,864.875      S           12.66%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-2010
CHARLES SCHWAB & CO INC                   239,619.932      S            9.39%
REINVEST ACCOUNT
101 MONTGOMERY ST
SAN FRANCISCO CA 94104-4151
FIRST CLEARING LLC                        199,974.116      S            7.84%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523





                                      I-16


PART I: APPENDIX I-B - BOARD COMMITTEES AND MEETINGS


INFORMATION CONCERNING COMMITTEES AND MEETINGS OF THE BOARD


The Board oversees the operations of the Deutsche funds and meets periodically
to oversee fund activities, and to review fund performance and contractual
arrangements with fund service providers. The Board met 6 times during the most
recently completed calendar year.



BOARD LEADERSHIP STRUCTURE

A fund's Board is responsible for the general oversight of a fund's affairs and
for assuring that the fund is managed in the best interests of its
shareholders. The Board regularly reviews a fund's investment performance as
well as the quality of other services provided to a fund and its shareholders
by DIMA and its affiliates, including administration and shareholder servicing.
At least annually, the Board reviews and evaluates the fees and operating
expenses paid by a fund for these services and negotiates changes that it deems
appropriate. In carrying out these responsibilities, the Board is assisted by a
fund's auditors, independent counsel and other experts as appropriate, selected
by and responsible to the Board.


Independent Board Members are not considered "interested persons" (as defined
in the 1940 Act) of the fund or its investment adviser. These Independent Board
Members must vote separately to approve all financial arrangements and other
agreements with a fund's investment adviser and other affiliated parties. The
role of the Independent Board Members has been characterized as that of a
"watchdog" charged with oversight to protect shareholders' interests against
overreaching and abuse by those who are in a position to control or influence a
fund. A fund's Independent Board Members meet regularly as a group in executive
session without representatives of the investment adviser present. An
Independent Board Member currently serves as chairman of the Board.


Taking into account the number, the diversity and the complexity of the funds
overseen by the Board Members and the aggregate amount of assets under
management in the Deutsche funds, the Board has determined that the efficient
conduct of its affairs makes it desirable to delegate responsibility for
certain specific matters to committees of the Board. These committees, which
are described in more detail below, review and evaluate matters specified in
their charters and/or enabling resolutions, and take actions on those matters
and/or make recommendations to the Board as appropriate. Each committee may
utilize the resources of a fund's counsel and auditors as well as other
experts. The committees meet as often as necessary, either in conjunction with
regular meetings of the Board or otherwise. The membership and chair of each
committee are appointed by the Board upon recommendation of the Nominating and
Governance Committee. The membership and chair of each committee consists
exclusively of Independent Board Members.


The Board has determined that this committee structure also allows the Board to
focus more effectively on the oversight of risk as part of its broader
oversight of the fund's affairs. While risk management is the primary
responsibility of a fund's investment adviser, the Board regularly receives
reports regarding investment risks and compliance risks. The Board's committee
structure allows separate committees to focus on different aspects of these
risks and their potential impact on some or all of the Deutsche funds and to
discuss with the fund's investment adviser and administrator how it monitors
and controls such risks.


                                      I-17


BOARD COMMITTEES. The Board has established the following standing committees:
Audit Committee and Valuation Sub-Committee, Nominating and Governance
Committee, Contract Committee, Investment Oversight Committee, Operations
Committee and Dividend Committee.





                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                             CURRENT MEMBERS

AUDIT COMMITTEE             8         Assists the Board in fulfilling its responsibility    Paul K. Freeman (Chair),
                                      for oversight of (1) the integrity of the financial   William McClayton (Vice
                                      statements, (2) the fund's accounting and             Chair), John W. Ballantine,
                                      financial reporting policies and procedures, (3)      Henry P. Becton, Jr. and
                                      the fund's compliance with legal and regulatory       Richard J. Herring
                                      requirements related to accounting and
                                      financial reporting, (4) valuation of fund assets
                                      and securities and (5) the qualifications,
                                      independence and performance of the
                                      independent registered public accounting firm
                                      for the fund. Oversees the valuation of the
                                      fund's securities and other assets and
                                      determines, as needed, the fair value of fund
                                      securities or other assets under certain
                                      circumstances as described in the fund's
                                      Valuation Procedures. The Audit Committee
                                      has appointed a Valuation Sub-Committee,
                                      which may make determinations of fair value
                                      required when the Audit Committee is not in
                                      session. The current members of the fund's
                                      Valuation Sub-Committee are Paul K. Freeman,
                                      Richard J. Herring, John W. Ballantine
                                      (Alternate), Henry P. Becton, Jr. (Alternate) and
                                      William McClayton (Alternate). The Audit
                                      Committee also approves and recommends to
                                      the Board the appointment, retention or
                                      termination of the independent registered
                                      public accounting firm for the fund, reviews the
                                      scope of audit and internal controls, considers
                                      and reports to the Board on matters relating to
                                      the fund's accounting and financial reporting
                                      practices, and performs such other tasks as
                                      the full Board deems necessary or appropriate.
                                      The Audit Committee receives annual
                                      representations from the independent
                                      registered public accounting firm as to its
                                      independence.



                                      I-18






                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                            CURRENT MEMBERS

NOMINATING AND              5         Recommends individuals for membership on             Rebecca W. Rimel (Chair),
GOVERNANCE                            the Board, nominates officers, Board and             Henry P. Becton, Jr. (Vice
COMMITTEE                             committee chairs, vice chairs and committee          Chair), Kenneth C. Froewiss
                                      members, and oversees the operations of the          and William McClayton
                                      Board. The Nominating and Governance
                                      Committee has not established specific,
                                      minimum qualifications that must be met by an
                                      individual to be considered by the Nominating
                                      and Governance Committee for nomination as
                                      a Board Member. The Nominating and
                                      Governance Committee may take into account
                                      a wide variety of factors in considering Board
                                      Member candidates, including, but not limited
                                      to: (i) availability and commitment of a
                                      candidate to attend meetings and perform his
                                      or her responsibilities to the Board, (ii) relevant
                                      industry and related experience, (iii)
                                      educational background, (iv) financial expertise,
                                      (v) an assessment of the candidate's ability,
                                      judgment and expertise, and (vi) the current
                                      composition of the Board. The Committee
                                      generally believes that the Board benefits from
                                      diversity of background, experience and views
                                      among its members, and considers this as a
                                      factor in evaluating the composition of the
                                      Board, but has not adopted any specific policy
                                      in this regard. The Nominating and Governance
                                      Committee reviews recommendations by
                                      shareholders for candidates for Board positions
                                      on the same basis as candidates
                                      recommended by other sources. Shareholders
                                      may recommend candidates for Board
                                      positions by forwarding their correspondence
                                      by US mail or courier service to Keith R. Fox,
                                      Deutsche Funds Board Chair, c/o Thomas R.
                                      Hiller, Ropes & Gray LLP, Prudential Tower, 800
                                      Boylston Street, Boston, MA 02199-3600.
CONTRACT                    6         Reviews at least annually, (a) the fund's            John W. Ballantine (Chair),
COMMITTEE                             financial arrangements with DIMA and its             Dawn-Marie Driscoll (Vice
                                      affiliates, and (b) the fund's expense ratios.       Chair), Paul K. Freeman,
                                                                                           Richard J. Herring, William
                                                                                           N. Searcy, Jr. and Jean
                                                                                           Gleason Stromberg
INVESTMENT                  5         Reviews the investment operations of the             William McClayton (Chair),
OVERSIGHT                             funds.                                               Richard J. Herring (Vice
COMMITTEE                                                                                  Chair), John W. Ballantine,
                                                                                           Henry P. Becton, Jr., Dawn-
                                                                                           Marie Driscoll, Paul K.
                                                                                           Freeman, Kenneth C.
                                                                                           Froewiss, Rebecca W.
                                                                                           Rimel, William N. Searcy, Jr.
                                                                                           and Jean Gleason
                                                                                           Stromberg



                                      I-19






                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                          CURRENT MEMBERS

OPERATIONS                  5         Reviews the administrative operations and          William N. Searcy, Jr.
COMMITTEE                             general compliance matters of the fund.            (Chair), Kenneth C. Froewiss
                                      Reviews administrative matters related to the      (Vice Chair), Dawn-Marie
                                      operations of the fund, policies and procedures    Driscoll, Rebecca W. Rimel
                                      relating to portfolio transactions, custody        and Jean Gleason
                                      arrangements, fidelity bond and insurance          Stromberg
                                      arrangements and such other tasks as the full
                                      Board deems necessary or appropriate.
DIVIDEND                    0         Authorizes dividends and other distributions for   Keith R. Fox, Kenneth C.
COMMITTEE                             those funds that are organized as series of a      Froewiss, John W.
                                      Maryland corporation. Committee meets on an        Ballantine (Alternate), Henry
                                      as-needed basis. The Committee applies only        P. Becton, Jr. (Alternate),
                                      to the following corporations: Deutsche Global/    Dawn-Marie Driscoll
                                      International Fund, Inc., Deutsche Global High     (Alternate), Paul K. Freeman
                                      Income Fund, Inc., Deutsche International          (Alternate), Richard J.
                                      Fund, Inc., Deutsche High Income                   Herring (Alternate), William
                                      Opportunities Fund, Inc. and Deutsche Value        McClayton (Alternate),
                                      Series, Inc.                                       Rebecca W. Rimel
                                                                                         (Alternate), William N.
                                                                                         Searcy, Jr. (Alternate) and
                                                                                         Jean Gleason Stromberg
                                                                                         (Alternate)




AD HOC COMMITTEES. In addition to the standing committees described above, from
time to time the Board may also form ad hoc committees to consider specific
issues.



.

                                      I-20


PART I: APPENDIX I-C - BOARD MEMBER COMPENSATION

Each Independent Board Member receives compensation from each fund for his or
her services, which includes retainer fees and specified amounts for various
committee services and for the Board Chairperson and Vice Chairperson. No
additional compensation is paid to any Independent Board Member for travel time
to meetings, attendance at directors' educational seminars or conferences,
service on industry or association committees, participation as speakers at
directors' conferences or service on special fund industry director task forces
or subcommittees. Independent Board Members do not receive any employee
benefits such as pension or retirement benefits or health insurance from a fund
or any fund in the Deutsche fund complex.



Board Members who are officers, directors, employees or stockholders of
Deutsche Asset Management or its affiliates receive no direct compensation from
the fund, although they are compensated as employees of Deutsche Asset
Management, or its affiliates, and as a result may be deemed to participate in
fees paid by a fund. The following tables show, for each Independent Board
Member, compensation from each fund during its most recently completed fiscal
year, and aggregate compensation from all of the funds in the Deutsche fund
complex during calendar year 2016.



AGGREGATE COMPENSATION FROM EACH FUND





                            DEUTSCHE CAPITAL     DEUTSCHE CORE EQUITY     DEUTSCHE MID CAP
BOARD MEMBER                   GROWTH FUND               FUND               GROWTH FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine         $5,601               $11,044                  $1,308
Henry P. Becton, Jr.       $5,113               $10,067                  $1,206
Dawn-Marie Driscoll        $5,601               $11,044                  $1,308
Keith R. Fox               $5,601               $11,044                  $1,308
Paul K. Freeman            $5,601               $11,044                  $1,308
Kenneth C. Froewiss        $7,063               $13,976                  $1,611
Richard J. Herring         $5,113               $10,067                  $1,206
William McClayton          $5,406               $10,653                  $1,267
Rebecca W. Rimel           $5,601               $11,044                  $1,308
William N. Searcy, Jr.     $5,113               $10,067                  $1,206
Jean Gleason Stromberg     $5,113               $10,067                  $1,206









BOARD MEMBER                DEUTSCHE SMALL CAP CORE FUND     DEUTSCHE SMALL CAP GROWTH FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine         $517                             $696
Henry P. Becton, Jr.       $487                             $650
Dawn-Marie Driscoll        $517                             $696
Keith R. Fox               $517                             $696
Paul K. Freeman            $517                             $696
Kenneth C. Froewiss        $608                             $835
Richard J. Herring         $487                             $650
William McClayton          $505                             $678
Rebecca W. Rimel           $517                             $696
William N. Searcy, Jr.     $487                             $650
Jean Gleason Stromberg     $487                             $650





                                      I-21


TOTAL COMPENSATION FROM DEUTSCHE FUND COMPLEX





                                  TOTAL COMPENSATION
                                  FROM EACH FUND AND
BOARD MEMBER                  DEUTSCHE FUND COMPLEX/(1)/

INDEPENDENT BOARD MEMBER:
John W. Ballantine/(4)/      $300,000
Henry P. Becton, Jr.         $275,000
Dawn-Marie Driscoll/(4)/     $300,000
Keith R. Fox/(4)/            $300,000
Paul K. Freeman/(4)/         $300,000
Kenneth C. Froewiss/(2)/     $375,000
Richard J. Herring           $275,000
William McClayton/(3)/       $290,000
Rebecca W. Rimel/(4)/        $300,000
William N. Searcy, Jr.       $275,000
Jean Gleason Stromberg       $275,000





(1)   For each Independent Board Member total compensation from the Deutsche
      fund complex represents compensation from 98 funds as of December 31,
      2016.


(2)   Includes  $100,000  in  annual  retainer  fees received by Mr. Froewiss as
      Chairperson of Deutsche funds.

(3)   Includes $15,000 in annual retainer fees received by Mr. McClayton as Vice
      Chairperson of Deutsche funds.


(4)   Includes  $25,000  in annual retainer fees for serving as Chairperson of a
      Board committee.

                                      I-22


PART I: APPENDIX I-D - PORTFOLIO MANAGEMENT


FUND OWNERSHIP OF PORTFOLIO MANAGERS

The following table shows the dollar range of shares owned beneficially and of
record by the portfolio management team for each fund as well as in all
Deutsche funds as a group, including investments by their immediate family
members sharing the same household and amounts invested through retirement and
deferred compensation plans. This information is provided as of each fund's
most recent fiscal year end.


DEUTSCHE CAPITAL GROWTH FUND





                                DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER      FUND SHARES OWNED          FUND SHARES OWNED

Sebastian P. Werner           $0                    $0




DEUTSCHE CORE EQUITY FUND





                                DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER      FUND SHARES OWNED          FUND SHARES OWNED

Pankaj Bhatnagar              $0                         $50,001 - $100,000
Arno V. Puskar                $0                          $10,001 - $50,000
Di Kumble                     $0                         $50,001 - $100,000




DEUTSCHE MID CAP GROWTH FUND





                                 DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER       FUND SHARES OWNED          FUND SHARES OWNED

Joseph Axtell                 $50,001 - $100,000            Over $1,000,000
Rafaelina M. Lee              $50,001 - $100,000          $100,001 - $500,000




DEUTSCHE SMALL CAP CORE FUND





                                 DOLLAR RANGE OF       DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER       FUND SHARES OWNED           FUND SHARES OWNED

Joseph Axtell                  $50,001 - $100,000            Over $1,000,000
Rafaelina M. Lee                  $1 - $10,000             $100,001 - $500,000
Michael A. Sesser             $100,001 - $500,000          $100,001 - $500,000




DEUTSCHE SMALL CAP GROWTH FUND





                                 DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER       FUND SHARES OWNED          FUND SHARES OWNED

Joseph Axtell                 $50,001 - $100,000            Over $1,000,000
Rafaelina M. Lee               $10,001 - $50,000          $100,001 - $500,000




CONFLICTS OF INTEREST


In addition to managing the assets of each fund, a portfolio manager may have
responsibility for managing other client accounts. The tables below show, per
portfolio manager, the number and asset size of: (1) SEC registered investment
companies (or series thereof) other than each fund, (2) pooled investment
vehicles that are not registered investment companies and (3) other accounts
(e.g., accounts managed for individuals or organizations) managed by a
portfolio manager. Total assets attributed to a portfolio manager in the tables
below include total assets of each account managed,


                                      I-23


although a portfolio manager may only manage a portion of such account's
assets. For a fund subadvised by subadvisors unaffiliated with the Advisor,
total assets of funds managed may only include assets allocated to the
portfolio manager and not the total assets of a fund managed. The tables also
show the number of performance based fee accounts, as well as the total assets
of the accounts for which the advisory fee is based on the performance of the
account. This information is provided as of each fund's most recent fiscal year
end.


DEUTSCHE CAPITAL GROWTH FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                          NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                         REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                  INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER         COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Sebastian P. Werner          5            $969,381,859               0                     $0




DEUTSCHE CORE EQUITY FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                        NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                       REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER       COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Pankaj Bhatnagar           7          $  813,949,248               0                     $0
Arno V. Puskar             0          $            0               0                     $0
Di Kumble                  6          $2,835,755,753               0                     $0




DEUTSCHE MID CAP GROWTH FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                        NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                       REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER       COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Joseph Axtell              7          $1,540,893,926               0                     $0
Rafaelina M. Lee           5          $1,031,535,713               0                     $0




DEUTSCHE SMALL CAP CORE FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                        NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                       REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER       COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Joseph Axtell              7          $1,715,340,482               0                     $0
Rafaelina M. Lee           5          $1,205,982,269               0                     $0
Michael A. Sesser          1          $  328,705,570               0                     $0





                                      I-24


DEUTSCHE SMALL CAP GROWTH FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                        NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                       REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER       COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Joseph Axtell              7          $1,714,546,261               0                     $0
Rafaelina M. Lee           5          $1,205,188,049               0                     $0




DEUTSCHE CAPITAL GROWTH FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                               NUMBER OF POOLED
                          NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                           POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                  INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER         VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Sebastian P. Werner          1             $263,772,787               0                    $0




DEUTSCHE CORE EQUITY FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                             NUMBER OF POOLED
                        NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                         POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER       VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Pankaj Bhatnaar            1             $33,179,527                0                    $0
Arno V. Puskar             0             $         0                0                    $0
Di Kumble                  0             $         0                0                    $0




DEUTSCHE MID CAP GROWTH FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                             NUMBER OF POOLED
                        NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                         POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER       VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Joseph Axtell              0                  $0                    0                    $0
Rafaelina M. Lee           0                  $0                    0                    $0





                                      I-25


DEUTSCHE SMALL CAP CORE FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                             NUMBER OF POOLED
                        NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                         POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER       VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Joseph Axtell              0                  $0                    0                    $0
Rafaelina M. Lee           0                  $0                    0                    $0
Michael A. Sesser          0                  $0                    0                    $0




DEUTSCHE SMALL CAP GROWTH FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                             NUMBER OF POOLED
                        NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                         POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER       VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Joseph Axtell              0                  $0                    0                    $0
Rafaelina M. Lee           0                  $0                    0                    $0




DEUTSCHE CAPITAL GROWTH FUND


OTHER ACCOUNTS MANAGED:





                                                             NUMBER OF OTHER     TOTAL ASSETS OF
                                            TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                     NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER        OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Sebastian P. Werner            0                 $0                0                   $0




DEUTSCHE CORE EQUITY FUND


OTHER ACCOUNTS MANAGED:





                                                              NUMBER OF OTHER     TOTAL ASSETS OF
                                            TOTAL ASSETS       ACCOUNTS WITH       PERFORMANCE-
NAME OF                   NUMBER OF           OF OTHER          PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER      OTHER ACCOUNTS         ACCOUNTS           BASED FEE           ACCOUNTS

Pankaj Bhatnagar              2           $   69,494,702            0                   $0
Arno V. Puskar                0           $            0            0                   $0
Di Kumble                    20           $4,699,882,605            0                   $0





                                      I-26


DEUTSCHE MID CAP GROWTH FUND


OTHER ACCOUNTS MANAGED:





                                                           NUMBER OF OTHER     TOTAL ASSETS OF
                                          TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                   NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER      OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Joseph Axtell                1            $48,812,858            0                   $0
Rafaelina M. Lee             0            $         0            0                   $0




DEUTSCHE SMALL CAP CORE FUND


OTHER ACCOUNTS MANAGED:





                                                           NUMBER OF OTHER     TOTAL ASSETS OF
                                          TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                   NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER      OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Joseph Axtell                1            $48,812,858            0                   $0
Rafaelina M. Lee             0            $         0            0                   $0
Michael A. Sesser            0            $         0            0                   $0




DEUTSCHE SMALL CAP GROWTH FUND


OTHER ACCOUNTS MANAGED:





                                                           NUMBER OF OTHER     TOTAL ASSETS OF
                                          TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                   NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER      OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Joseph Axtell                1            $48,812,858            0                   $0
Rafaelina M. Lee             0            $         0            0                   $0




In addition to the accounts above, an investment professional may manage
accounts in a personal capacity that may include holdings that are similar to,
or the same as, those of each fund. The Advisor or Subadvisor, as applicable,
has in place a Code of Ethics that is designed to address conflicts of interest
and that, among other things, imposes restrictions on the ability of portfolio
managers and other "access persons" to invest in securities that may be
recommended or traded in each fund and other client accounts.


                                      I-27


PART I: APPENDIX I-E - SERVICE PROVIDER COMPENSATION


DEUTSCHE CAPITAL GROWTH FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                    $7,131,679            $0               $1,540,827                 $0
2015                    $7,509,173            $0               $1,625,657                 $0
2014                    $7,115,330            $0               $1,537,153                 $0









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER
FISCAL YEAR ENDED         AGENCY SERVICES       AGENCY SERVICES

2016                        $  904,550               $1,572
2015                        $1,175,189               $2,872
2014                        $1,424,503               $    0




DEUTSCHE CORE EQUITY FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                   $11,245,783            $0               $3,169,068                 $0
2015                   $11,746,383            $0               $3,314,169                 $0
2014                   $11,329,804            $0               $3,139,422                 $0









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER
FISCAL YEAR ENDED         AGENCY SERVICES       AGENCY SERVICES

2016                        $1,956,077                $949
2015                        $2,323,412                $  4
2014                        $2,531,359                $ 13




DEUTSCHE MID CAP GROWTH FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                    $2,065,613            $0                $317,787                  $0
2015                    $2,563,653            $0                $394,408                  $0
2014                    $2,488,443            $0                $382,837                  $0



                                      I-28








                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER
FISCAL YEAR ENDED         AGENCY SERVICES       AGENCY SERVICES

2016                         $326,064               $ 8,639
2015                         $436,711               $58,573
2014                         $485,675               $ 1,038




DEUTSCHE SMALL CAP CORE FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                     $769,198             $0                $115,669                  $0
2015                     $624,592             $0                $ 93,923                  $0
2014                     $640,314             $0                $ 96,288                  $0









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER
FISCAL YEAR ENDED         AGENCY SERVICES       AGENCY SERVICES

2016                         $ 81,527               $34,933
2015                         $ 97,259               $ 3,953
2014                         $109,095               $ 6,725




DEUTSCHE SMALL CAP GROWTH FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                     $928,298             $0                $142,815                  $0
2015                     $969,639             $0                $149,175                  $0
2014                     $818,558             $0                $125,932                  $0









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER
FISCAL YEAR ENDED         AGENCY SERVICES       AGENCY SERVICES

2016                         $105,595               $105,571
2015                         $131,524               $     80
2014                         $144,835               $ 28,402




DEUTSCHE CAPITAL GROWTH FUND


The following waivers are currently in effect:



The Advisor has contractually agreed through September 30, 2017 to waive its
fees and/or reimburse fund expenses to the extent necessary to maintain the
fund's total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at 1.19%,
1.94%, 1.44%, 0.94%, 0.94% and 0.94% for Class A, Class C, Class R, Class R6,
Institutional Class and Class S, respectively. The Advisor has contractually
agreed through January 31, 2018 to waive its fees and/or reimburse fund
expenses to the extent necessary to maintain



                                      I-29



the fund's total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at a ratio no
higher than 1.19% for Class T. The agreement may only be terminated with the
consent of the fund's Board.



DEUTSCHE CORE EQUITY FUND


The following waivers are currently in effect:



The Advisor has contractually agreed through September 30, 2017 to waive its
fees and/or reimburse fund expenses to the extent necessary to maintain the
fund's total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at 1.25%,
2.00%, 1.50%, 1.00%, 1.00% and 1.00% for Class A, Class C, Class R, Class R6,
Institutional Class and Class S, respectively. The Advisor has contractually
agreed through January 31, 2018 to waive its fees and/or reimburse fund
expenses to the extent necessary to maintain the fund's total annual operating
expenses (excluding certain expenses such as extraordinary expenses, taxes,
brokerage and interest expenses) at a ratio no higher than 1.25% for Class T.
The agreement may only be terminated with the consent of the fund's Board.



DEUTSCHE MID CAP GROWTH FUND


The following waivers are currently in effect:



The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.24%, 1.24%, 1.99%, 0.99% and 0.99% for Class A, Class T, Class C,
Institutional Class and Class S, respectively. The agreement may only be
terminated with the consent of the fund's Board.



DEUTSCHE SMALL CAP CORE FUND


The following waivers are currently in effect:



The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.26%, 1.26%, 2.01%, 1.01%, 1.01% and 1.01% for Class A, Class T,
Class C, Class R6, Institutional Class and Class S, respectively. The agreement
may only be terminated with the consent of the fund's Board.



DEUTSCHE SMALL CAP GROWTH FUND


The following waivers are currently in effect:



The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.17%, 1.17%, 1.92%, 1.42%, 0.92%, 0.92% and 0.92% for Class A,
Class T, Class C, Class R, Class R6, Institutional Class and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board.



                                      I-30


PART I: APPENDIX I-F - SALES CHARGES

The following tables show the aggregate amount of underwriting commissions paid
to DDI, the amount in commissions it paid out to brokers and the amount of
underwriting commissions retained by DDI for the noted fiscal period(s).


CLASS A INITIAL SALES CHARGE:





                                                                                      AGGREGATE          AGGREGATE
                                                AGGREGATE        AGGREGATE           COMMISSIONS        COMMISSIONS
                                    FISCAL        SALES         COMMISSIONS      PAID TO AFFILIATED      RETAINED
                                     YEAR      COMMISSIONS     PAID TO FIRMS            FIRMS             BY DDI

Deutsche Capital Growth Fund        2016         $73,000          $45,000              $ 7,000            $15,000
                                    2015         $92,000          $57,000              $16,000            $19,000
                                    2014         $80,000          $56,000              $10,000            $14,000
Deutsche Core Equity Fund           2016         $55,000          $33,000              $ 7,000            $15,000
                                    2015         $55,000          $45,000              $ 9,000            $ 1,000
                                    2014         $66,000          $42,000              $ 8,000            $16,000
Deutsche Mid Cap Growth Fund        2016         $21,000          $12,000              $ 5,000            $ 4,000
                                    2015         $25,000          $15,000              $ 5,000            $ 5,000
                                    2014         $27,000          $ 7,000              $15,000            $ 5,000
Deutsche Small Cap Core Fund        2016         $ 3,000          $ 1,000              $     0            $ 2,000
                                    2015         $ 5,000          $ 2,000              $     0            $ 3,000
                                    2014         $ 4,000          $ 3,000              $     0            $ 1,000
Deutsche Small Cap Growth Fund      2016         $11,000          $ 3,000              $ 2,000            $ 6,000
                                    2015         $12,000          $ 4,000              $ 2,000            $ 6,000
                                    2014         $11,000          $ 6,000              $ 1,000            $ 4,000




CDSC PAID TO DDI ON:





                                    FISCAL
                                     YEAR     CLASS A SHARES     CLASS B SHARES/(1)/     CLASS C SHARES

Deutsche Capital Growth Fund        2016          $9,254                $  204               $2,461
                                    2015          $2,710                $  385               $  415
                                    2014          $2,033                $2,133               $1,457
Deutsche Core Equity Fund           2016          $1,496                $   22               $5,631
                                    2015          $2,018                $  829               $  851
                                    2014          $6,414                $1,961               $7,075
Deutsche Mid Cap Growth Fund        2016          $  562                $  129               $1,492
                                    2015          $  309                $  131               $   89
                                    2014          $  370                $  371               $   89
Deutsche Small Cap Core Fund        2016               -                $  134               $1,272
                                    2015               -                $   45               $   12
                                    2014               -                $  251               $   17
Deutsche Small Cap Growth Fund      2016          $   36                $   10               $4,892
                                    2015          $  265                $   24               $  245
                                    2014          $   86                $   72               $  398




/(1)/ Class B shares converted to Class A shares on February 10, 2016.

                                      I-31


PART I: APPENDIX I-G - DISTRIBUTION PLAN PAYMENTS

Expenses of each fund paid in connection with the Rule 12b-1 Plans for each
class of shares that has adopted a Rule 12b-1 Plan are set forth below for the
most recent fiscal year.


12B-1 COMPENSATION TO UNDERWRITER AND FIRMS:





                                                     12B-1 DISTRIBUTION     12B-1 SHAREHOLDER      12B-1 SHAREHOLDER
                                                            FEES              SERVICES FEES       SERVICES FEES WAIVED

Deutsche Capital Growth Fund           Class A               N/A                $1,352,425               $    0
                                    Class B/(1)/          $    536              $      173               $    0
                                       Class C            $220,724              $   72,780               $    0
                                       Class R            $ 16,843              $   16,771               $    0
Deutsche Core Equity Fund              Class A               N/A                $  781,410               $    0
                                    Class B/(1)/          $    740              $      242               $    0
                                       Class C            $302,325              $   96,921               $    0
                                       Class R            $  2,041              $    2,040               $    0
Deutsche Mid Cap Growth Fund           Class A               N/A                $  384,932               $    0
                                    Class B/(1)/          $    573              $      186               $    0
                                       Class C            $ 65,480              $   21,480               $    0
Deutsche Small Cap Core Fund           Class A               N/A                $   37,089               $    0
                                    Class B/(1)/          $    368              $      121               $    0
                                       Class C            $ 20,131              $    6,591               $  488
Deutsche Small Cap Growth Fund         Class A               N/A                $   84,033               $5,413
                                    Class B/(1)/          $     94              $       31               $    0
                                       Class C            $ 56,853              $   18,824               $3,838
                                       Class R            $  9,315              $    9,310               $4,741




/(1)/ Class B shares converted to Class A shares on February 10, 2016.

                                      I-32


PART I: APPENDIX I-H - PORTFOLIO TRANSACTIONS AND BROKERAGE COMMISSIONS

Variations to a fund's portfolio turnover rate may be due to, among other
things, a fluctuating volume of shareholder purchase and redemption orders,
market conditions, and/or changes in the Advisor's investment outlook. The
amount of brokerage commissions paid by a fund may change from year to year
because of, among other things, changing asset levels, shareholder activity
and/or portfolio turnover.


PORTFOLIO TURNOVER RATES





FUND                                2016     2015

Deutsche Capital Growth Fund        33%      44%
Deutsche Core Equity Fund           27%      38%
Deutsche Mid Cap Growth Fund        60%      53%
Deutsche Small Cap Core Fund        51%      52%
Deutsche Small Cap Growth Fund      50%      58%




BROKERAGE COMMISSIONS





                                    FISCAL     BROKERAGE COMMISSIONS
                                     YEAR          PAID BY FUND

Deutsche Capital Growth Fund        2016            $  631,909
                                    2015            $  779,426
                                    2014            $  834,456
Deutsche Core Equity Fund           2016            $1,271,679
                                    2015            $1,550,664
                                    2014            $2,411,600
Deutsche Mid Cap Growth Fund        2016            $  244,992
                                    2015            $  286,930
                                    2014            $  231,219
Deutsche Small Cap Core Fund        2016            $  281,065
                                    2015            $  212,134
                                    2014            $  286,258
Deutsche Small Cap Growth Fund      2016            $  200,535
                                    2015            $  248,140
                                    2014            $  212,272





                                      I-33


BROKERAGE COMMISSIONS PAID TO AFFILIATED BROKERS




                                                                         AGGREGATE
                                                                         BROKERAGE                             % OF THE
                                                                        COMMISSIONS                            AGGREGATE
                                                                        PAID BY FUND     % OF THE TOTAL     DOLLAR VALUE OF
                      FISCAL          NAME OF                          TO AFFILIATED        BROKERAGE        ALL PORTFOLIO
                       YEAR      AFFILIATED BROKER     AFFILIATION        BROKERS          COMMISSIONS       TRANSACTIONS

Deutsche Capital      2016      None                       -               None                -                  -
Growth Fund
                      2015      None                       -               None                -                  -
                      2014      None                       -               None                -                  -
Deutsche Core         2016      None                       -               None                -                  -
Equity Fund
                      2015      None                       -               None                -                  -
                      2014      None                       -               None                -                  -
Deutsche Mid          2016      None                       -               None                -                  -
Cap Growth Fund
                      2015      None                       -               None                -                  -
                      2014      None                       -               None                -                  -
Deutsche Small        2016      None                       -               None                -                  -
Cap Core Fund
                      2015      None                       -               None                -                  -
                      2014      None                       -               None                -                  -
Deutsche Small        2016      None                       -               None                -                  -
Cap Growth Fund
                      2015      None                       -               None                -                  -
                      2014      None                       -               None                -                  -



Listed below are the regular brokers or dealers (as such term is defined in the
1940 Act) of each fund whose securities each fund held as of the end of its
most recent fiscal year and the dollar value of such securities.



DEUTSCHE CAPITAL GROWTH FUND

The fund did not hold any securities of its regular brokers or dealers.


DEUTSCHE CORE EQUITY FUND






NAME OF REGULAR BROKER OR DEALER OR PARENT
(ISSUER)                                       AGGREGATE VALUE OF SECURITIES HELD

Chase Securities Inc.                                     $98,086,000
Citigroup Inc.                                            $60,005,000





DEUTSCHE MID CAP GROWTH FUND


The fund did not hold any securities of its regular brokers or dealers.



DEUTSCHE SMALL CAP CORE FUND

The fund did not hold any securities of its regular brokers or dealers.

                                      I-34



DEUTSCHE SMALL CAP GROWTH FUND

The fund did not hold any securities of its regular brokers or dealers.



TRANSACTIONS FOR RESEARCH SERVICES

For the most recent fiscal year, each fund allocated the following amount of
transactions, and related commissions, to broker-dealer firms that have been
deemed by the Advisor to provide research services. The provision of research
services was not necessarily a factor in the placement of business with such
firms.





                                                                COMMISSIONS PAID
                                    AMOUNT OF TRANSACTIONS       ON TRANSACTIONS
FUND                                  WITH RESEARCH FIRMS      WITH RESEARCH FIRMS

Deutsche Capital Growth Fund            $1,002,982,322           $   388,508/(1)/
Deutsche Core Equity Fund               $1,578,074,665           $   712,018/(1)/
Deutsche Mid Cap Growth Fund            $  365,735,830           $   158,768/(1)/
Deutsche Small Cap Core Fund            $  117,172,889           $   181,724/(1)/
Deutsche Small Cap Growth Fund          $  139,565,052           $   124,676/(1)/




(1)   The fund has commission sharing arrangements (CSA) in place with some
      broker-dealers pursuant to which a specified percentage of the total
      commissions paid on qualifying trades are contributed to a CSA pool. The
      Advisor may utilize the related commissions in the CSA pool to pay for
      market data, third-party research and research from certain other
      broker-dealers with whom the Advisor either does not trade or does not
      trade at significant levels.


                                      I-35


PART I: APPENDIX I-I - INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

Below is a list of headings related to investments, practices and techniques,
and risks which are further described in Appendix II-G.

DEUTSCHE CAPITAL GROWTH FUND

Asset-Backed Securities
Asset Segregation
Borrowing
Brady Bonds
Cash Management Vehicles
Commercial Paper
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Direct Debt Instruments
Dollar Roll Transactions
Eurodollar Obligations
Fixed Income Securities
Foreign Currencies
Foreign Investment
High Yield Fixed Income Securities - Junk Bonds
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares

Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles
Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Micro-Cap Companies
Mortgage-Backed Securities
Obligations of Banks and Other Financial Institutions
Participation Interests
Privatized Enterprises
Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Sovereign Debt
US Government Securities
Warrants
When-Issued and Delayed-Delivery Securities
Zero Coupon Securities and Deferred Interest Bonds

DEUTSCHE CORE EQUITY FUND

Asset-Backed Securities
Asset Segregation
Borrowing
Brady Bonds
Cash Management Vehicles
Commercial Paper
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Direct Debt Instruments
Dollar Roll Transactions
Eurodollar Obligations
Fixed Income Securities
Foreign Currencies
Foreign Investment
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares

Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles
Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Micro-Cap Companies
Mortgage-Backed Securities
Obligations of Banks and Other Financial Institutions
Participation Interests
Privatized Enterprises
Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Sovereign Debt
US Government Securities
Warrants
When-Issued and Delayed-Delivery Securities

                                      I-36


Zero Coupon Securities and Deferred Interest Bonds

DEUTSCHE MID CAP GROWTH FUND

Asset-Backed Securities
Asset Segregation
Borrowing
Brady Bonds
Cash Management Vehicles
Commercial Paper
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Dollar Roll Transactions
Fixed Income Securities
Foreign Investment
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares
Interfund Borrowing and Lending Program

Investment Companies and Other Pooled Investment Vehicles
IPO Risk
Lending of Portfolio Securities
Micro-Cap Companies
Mortgage-Backed Securities
Obligations of Banks and Other Financial Institutions
Preferred Stock
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Sovereign Debt
US Government Securities
Warrants
When-Issued and Delayed-Delivery Securities
Zero Coupon Securities and Deferred Interest Bonds

DEUTSCHE SMALL CAP CORE FUND

Asset-Backed Securities
Asset Segregation
Borrowing
Brady Bonds
Cash Management Vehicles
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Dollar Roll Transactions
Fixed Income Securities
Foreign Currencies
Foreign Investment
High Yield Fixed Income Securities - Junk Bonds
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares

Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles
Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Micro-Cap Companies
Mortgage-Backed Securities
Participation Interests
Privatized Enterprises
Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Sovereign Debt
Warrants
Zero Coupon Securities and Deferred Interest Bonds

DEUTSCHE SMALL CAP GROWTH FUND

Asset-Backed Securities
Asset Segregation
Borrowing
Brady Bonds
Cash Management Vehicles
Commercial Paper

Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Dollar Roll Transactions

                                      I-37


Fixed Income Securities
Foreign Investment
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares
Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles
Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Micro-Cap Companies
Mortgage-Backed Securities
Obligations of Banks and Other Financial Institutions
Preferred Stock
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Sovereign Debt
US Government Securities
Warrants
When-Issued and Delayed-Delivery Securities
Zero Coupon Securities and Deferred Interest Bonds

                                      I-38


PART I: APPENDIX I-J - ADDITIONAL INFORMATION





FUND                               CLASS                   CUSIP NUMBER

Deutsche Capital Growth Fund       Class A                 25157M 109
Fiscal Year End: 9/30              Class T                 25157M 497
                                   Class C                 25157M 307
                                   Class R                 25157M 851
                                   Class R6                25157M 620
                                   Class S                 25157M 406
                                   Institutional Class     25157M 760
Deutsche Core Equity Fund          Class A                 25157M 729
Fiscal Year End: 9/30              Class T                 25157M 489
                                   Class C                 25157M 661
                                   Class R                 25157M 646
                                   Class R6                25157M 612
                                   Class S                 25157M 679
                                   Institutional Class     25157M 687
Deutsche Mid Cap Growth Fund       Class A                 25157M 828
Fiscal Year End: 9/30              Class T                 25157M 471
                                   Class C                 25157M 844
                                   Class S                 25157M 869
                                   Institutional Class     25157M 877
Deutsche Small Cap Core Fund       Class A                 25157M 778
Fiscal Year End: 9/30              Class T                 25157M 463
                                   Class C                 25157M 794
                                   Class R6                25157M 539
                                   Class S                 25157M 810
                                   Institutional Class     25157M 521
Deutsche Small Cap Growth Fund     Class A                 25157M 885
Fiscal Year End: 9/30              Class T                 25157M 455
                                   Class C                 25157M 703
                                   Class R                 25157M 638
                                   Class R6                25157M 596
                                   Class S                 25157M 604
                                   Institutional Class     25157M 505





                                      I-39



    




STATEMENT OF ADDITIONAL INFORMATION (SAI) - PART II




                                                                                             PAGE

Part II...................................................................................    II-1
  Management of the Funds.................................................................    II-1
   Board Members..........................................................................    II-6
  Fund Organization.......................................................................    II-9
  Purchase and Redemption of Shares.......................................................   II-16
   Purchases..............................................................................   II-17
   Redemptions............................................................................   II-21
   Exchanges..............................................................................   II-26
  Distribution and Service Agreements and Plans...........................................   II-31
  Investments.............................................................................   II-36
   Investments, Practices and Techniques, and Risks.......................................   II-36
  Portfolio Transactions..................................................................   II-36
  Portfolio Holdings Information..........................................................   II-39
  Net Asset Value.........................................................................   II-40
  Proxy Voting Policy and Guidelines......................................................   II-44
  Miscellaneous...........................................................................   II-44
  Ratings Of Investments..................................................................   II-44
  Part II: Appendix II-A - Board Members and Officers.....................................   II-51
  Part II: Appendix II-B - Portfolio Management Compensation..............................   II-56
  Part II: Appendix II-C - Fee Rates of Service Providers.................................   II-59
  Part II: Appendix II-D - Financial Services Firms' Compensation.........................   II-70
  Part II: Appendix II-E - Firms With Which Deutsche Asset Management Has Revenue Sharing    II-74
Arrangements..............................................................................
  Part II: Appendix II-F - Class A and Class T Sales Charge Schedule......................   II-77
  Part II: Appendix II-G - Investments, Practices and Techniques, and Risks...............   II-80
  Part II: Appendix II-H - Taxes..........................................................  II-142
  Part II: Appendix II-I - Proxy Voting Policy and Guidelines.............................  II-168





PART II

Part II of this SAI includes policies, investment techniques and information
that apply to the Deutsche funds. Unless otherwise noted, the use of the term
"fund" applies to all Deutsche funds.



MANAGEMENT OF THE FUNDS

INVESTMENT ADVISOR. Deutsche Investment Management Americas Inc. (DIMA or the
Advisor), with headquarters at 345 Park Avenue, New York, NY 10154, is the
investment advisor for the fund. Under the oversight of the Board, the Advisor
makes investment decisions, buys and sells securities for the fund and conducts
research that leads to these purchase and sale decisions. The Advisor is an
indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a
major global banking institution that is engaged in a wide range of financial
services, including investment management, mutual funds, retail, private and
commercial banking, investment banking and insurance. The Advisor and its
predecessors have more than 80 years of experience managing mutual funds and
provide a full range of global investment advisory services to institutional
and retail clients.


Deutsche Asset Management represents the asset management activities conducted
by Deutsche Bank AG or any of its subsidiaries, including the Advisor and
Deutsche AM Distributors, Inc. (DDI or the Distributor). Deutsche Asset
Management is a global organization that offers a wide range of investing
expertise and resources, including hundreds of portfolio managers and analysts
and an office network that reaches the world's major investment centers. This
well-resourced global investment platform brings together a wide variety of
experience and investment insight across industries, regions, asset classes and
investing styles.


The Advisor and its affiliates may utilize the resources of Deutsche Asset
Management's global investment platform to provide investment management
services through branch offices or affiliates located outside the US. In some
cases, the Advisor and its affiliates may also utilize Deutsche Asset
Management's branch offices or affiliates located in the US or outside the US
to perform certain services, such as trade execution, trade matching and
settlement, or various administrative, back-office or other services. The
delegation of trade execution, trade matching and settlement services to
Deutsche Asset Management's branch offices or affiliates will not result in
additional fees for a fund or a fund's shareholders. The branch offices or
affiliates receive a flat fee for their trade routing services, payable by the
Advisor, and do not have authority to select portfolio investments or otherwise
provide advice to a fund. Deutsche Asset Management's branch offices or
affiliates may have discretion to select intermediaries to execute trades and
to aggregate trade orders for a fund with those of other Deutsche funds as well
as non-Deutsche funds clients. The delegation of trade execution, trade
matching and settlement services to Deutsche Asset Management's branch offices
or affiliates may result in certain cost savings for the Advisor and its
affiliates through consolidation of functions and, as a result, may create a
conflict of interest between the Advisor and its affiliates and a fund. To the
extent services are performed outside the US, such activity may be subject to
both US and foreign regulation. It is possible that the jurisdiction in which
the Advisor or its affiliate performs such services may impose restrictions or
limitations on portfolio transactions that are different from, and in addition
to, those that apply in the US.


In some instances, the investments for a fund may be managed by the same
individuals who manage one or more other mutual funds advised by DIMA that have
similar names, objectives and investment styles. A fund may differ from these
other mutual funds in size, cash flow patterns, distribution arrangements,
expenses and tax matters. Accordingly, the holdings and performance of a fund
may be expected to vary from those of other mutual funds.


Certain investments may be appropriate for a fund and also for other clients
advised by DIMA. Investment decisions for a fund and other clients are made
with a view to achieving their respective investment objectives and after
consideration of such factors as their current holdings, availability of cash
for investment and the size of their investments generally. Frequently, a
particular security may be bought or sold for only one client or in different
amounts and at different times for more than one but less than all clients.
Likewise, a particular security may be bought for one or more clients when one
or more other clients are selling the security. In addition, purchases or sales
of the same security may be made for two or more clients on the same day. In
such event, such transactions will be allocated among the clients in a manner
believed by DIMA to be equitable to each. In some cases, this procedure could
have an adverse effect on the price or amount of the securities purchased or
sold by a fund.


                                      II-1


Purchase and sale orders for a fund may be combined with those of other clients
of DIMA in the interest of achieving the most favorable net results to a fund.


DIMA, its parent or its subsidiaries, or affiliates may have deposit, loan and
other commercial banking relationships with the issuers of obligations which
may be purchased on behalf of a fund, including outstanding loans to such
issuers which could be repaid in whole or in part with the proceeds of
securities so purchased. Such affiliates deal, trade and invest for their own
accounts in such obligations and are among the leading dealers of various types
of such obligations. DIMA has informed a fund that, in making its investment
decisions, it does not obtain or use material inside information in its
possession or in the possession of any of its affiliates. In making investment
recommendations for a fund, DIMA will not inquire or take into consideration
whether an issuer of securities proposed for purchase or sale by a fund is a
customer of DIMA, its parent or its subsidiaries or affiliates. Also, in
dealing with its customers, the Advisor, its parent, subsidiaries, and
affiliates will not inquire or take into consideration whether securities of
such customers are held by any fund managed by DIMA or any such affiliate.


Officers and employees of the Advisor from time to time may have transactions
with various banks, including a fund's custodian bank. It is the Advisor's
opinion that the terms and conditions of those transactions which have occurred
were not influenced by existing or potential custodial or other fund
relationships.


From time to time, DIMA, Deutsche Bank AG or their affiliates may at their sole
discretion invest their own assets in shares of a fund for such purposes it
deems appropriate, including investments designed to assist in the management
of a fund. Any such investment may be hedged by DIMA, Deutsche Bank AG or their
affiliates and, in that event, the return on such investment, net of the effect
of the hedge, would be expected to differ from the return of a fund. DIMA,
Deutsche Bank AG or their affiliates have no obligation to make any investment
in a fund and the amount of any such investment may or may not be significant
in comparison to the level of assets of a fund. In the event that such an
investment is made, except as otherwise required under the 1940 Act, DIMA,
Deutsche Bank AG or their affiliates would be permitted to redeem the
investment at such time that they deem appropriate.


TERMS OF THE INVESTMENT MANAGEMENT AGREEMENTS. Pursuant to the applicable
Investment Management Agreement, DIMA provides continuing investment management
of the assets of a fund. In addition to the investment management of the assets
of a fund, the Advisor determines the investments to be made for each fund,
including what portion of its assets remain uninvested in cash or cash
equivalents, and with whom the orders for investments are placed, consistent
with a fund's policies as stated in its prospectus and SAI, or as adopted by a
fund's Board. DIMA will also monitor, to the extent not monitored by a fund's
administrator or other agent, a fund's compliance with its investment and tax
guidelines and other compliance policies.


DIMA provides assistance to a fund's Board in valuing the securities and other
instruments held by a fund, to the extent reasonably required by valuation
policies and procedures that may be adopted by a fund.


Pursuant to the Investment Management Agreement, (unless otherwise provided in
the agreement or as determined by a fund's Board and to the extent permitted by
applicable law), DIMA pays the compensation and expenses of all the Board
members, officers, and executive employees of a fund, including a fund's share
of payroll taxes, who are affiliated persons of DIMA.


The Investment Management Agreement provides that a fund, except as noted
below, is generally responsible for expenses that include, but are not limited
to: fees payable to the Advisor; outside legal, accounting or auditing
expenses, including with respect to expenses related to negotiation,
acquisition or distribution of portfolio investments; maintenance of books and
records that are maintained by a fund, a fund's custodian, or other agents of a
fund; taxes and governmental fees; fees and expenses of a fund's accounting
agent, custodian, sub-custodians, depositories, transfer agents, dividend
reimbursing agents and registrars; payment for portfolio pricing or valuation
services to pricing agents, accountants, bankers and other specialists, if any;
brokerage commissions or other costs of acquiring or disposing of any portfolio
securities or other instruments of a fund; and litigation expenses and other
extraordinary expenses not incurred in the ordinary course of a fund's
business.


DIMA may enter into arrangements with affiliates and third party service
providers to perform various administrative, back-office and other services.
Such service providers may be located in the US or in non-US jurisdictions. The
costs and expenses of such arrangements are generally borne by DIMA, not by a
fund.


                                      II-2


Shareholders are not parties to, or intended (or "third party") beneficiaries
of the Investment Management Agreement, and the Investment Management Agreement
is not intended to create in any shareholder any right to enforce it or to seek
any remedy under it, either directly or on behalf of a fund.


For Deutsche Latin America Equity Fund, in rendering investment advisory
services, DIMA may use the resources of one or more foreign (non-US) affiliates
(the DIMA Overseas Affiliates) that are not registered under the Investment
Advisers Act of 1940, as amended (the Advisers Act), to provide portfolio
management and research services to the fund. Under a Participating Affiliates
Agreement, a DIMA Overseas Affiliate may be considered a Participating
Affiliate of DIMA as that term is used in relief granted by the staff of the
SEC allowing US-registered advisers to use investment advisory and trading
resources of unregistered advisory affiliates subject to the regulatory
supervision of the registered adviser. Each Participating Affiliate and any of
their respective employees who provide services to the fund are considered
under a Participating Affiliate Agreement to be an "associated person" of DIMA
as that term is defined in the Advisers Act for purposes of DIMA's required
supervision. Deutsche Bank S.A. - Banco Alemao (DB Brazil) is a Participating
Affiliate of DIMA. DB Brazil has appointed DIMA to act as its resident agent
for service of process in the US.


For Deutsche Mid Cap Value Fund, Deutsche Small Cap Value Fund and Deutsche
CROCI (Reg. TM) Equity Dividend Fund, the Investment Management Agreement also
provides that DIMA shall render administrative services (not otherwise provided
by third parties) necessary for a fund's operation as an open-end investment
company including, but not limited to, preparing reports and notices to the
Board and shareholders; supervising, negotiating contractual arrangements with,
and monitoring various third-party service providers to the Registrant (such as
the Registrant's transfer agent, pricing agents, custodian, accountants and
others); preparing and making filings with the SEC and other regulatory
agencies; assisting in the preparation and filing of the Registrant's federal,
state and local tax returns; preparing and filing the Registrant's federal
excise tax returns; assisting with investor and public relations matters;
monitoring the valuation of securities and the calculation of net asset value;
monitoring the registration of shares of the Registrant under applicable
federal and state securities laws; maintaining the Registrant's books and
records to the extent not otherwise maintained by a third party; assisting in
establishing accounting policies of the Registrant; assisting in the resolution
of accounting and legal issues; establishing and monitoring the Registrant's
operating budget; processing the payment of the Registrant's bills; assisting
the Registrant in, and otherwise arranging for, the payment of distributions
and dividends; and otherwise assisting the Registrant in the conduct of its
business, subject to the direction and control of the Board.


On behalf of Deutsche Mid Cap Value Fund, Deutsche Small Cap Value Fund and
Deutsche CROCI (Reg. TM) Equity Dividend Fund, pursuant to a sub-administration
agreement between DIMA and State Street Bank & Trust Company (SSB), DIMA has
delegated certain administrative functions for each of these funds to SSB under
the Investment Management Agreement. The costs and expenses of such delegation
are borne by DIMA, not by a fund.


The Investment Management Agreement allows DIMA to delegate any of its duties
under the Investment Management Agreement to a subadvisor, subject to a
majority vote of the Board, including a majority of the Board who are not
interested persons of a fund, and, if required by applicable law, subject to a
majority vote of a fund's shareholders.


The Investment Management Agreement provides that DIMA shall not be liable for
any error of judgment or mistake of law or for any loss suffered by a fund in
connection with matters to which the agreement relates, except a loss resulting
from willful malfeasance, bad faith or gross negligence on the part of DIMA in
the performance of its duties or from reckless disregard by DIMA of its
obligations and duties under the agreement. The Investment Management Agreement
may be terminated at any time, without payment of penalty, by either party or
by vote of a majority of the outstanding voting securities of a fund on 60
days' written notice.


The Investment Management Agreement continues in effect from year to year only
if its continuance is approved annually by the vote of a majority of the Board
Members who are not parties to such agreement or interested persons of any such
party, cast in person at a meeting called for the purpose of voting on such
approval, and either by a vote of the Board or of a majority of the outstanding
voting securities of a fund.


Under the Investment Management Agreement, a fund, except as otherwise noted,
pays DIMA a management fee calculated daily based on the prior day's net assets
and then aggregated for a particular month. For Deutsche Mid Cap Value Fund,
Deutsche Small Cap Value Fund and Deutsche CROCI (Reg. TM) Equity Dividend
Fund, the


                                      II-3


management fee paid to DIMA is calculated and payable monthly based on the
average daily net assets for the particular month. The annual management fee
rate for each fund is set forth in PART II - APPENDIX II-C.


CROCI (Reg. TM) INVESTMENT STRATEGY AND VALUATION GROUP (APPLICABLE ONLY TO
THOSE FUNDS THAT EMPLOY A CROCI (Reg. TM) STRATEGY). The CROCI (Reg. TM)
Investment Strategy and Valuation Group is a unit of the Deutsche Bank Group.
The CROCI (Reg. TM) Investment Strategy and Valuation Group is responsible for
devising the CROCI (Reg. TM) strategy and calculating the CROCI (Reg. TM)
Economic P/E Ratios. The CROCI (Reg. TM) Investment Strategy and Valuation
Group is not responsible for the management of the funds and does not act in a
fiduciary capacity in relation to the funds or the investors in the funds. The
CROCI (Reg. TM) strategy is provided without any representations or warranties
of any kind and the CROCI (Reg. TM) Investment Strategy and Valuation Group
shall not be responsible for any error or omissions in any CROCI (Reg. TM)
strategy.


The calculation of the CROCI (Reg. TM) Economic P/E Ratios is determined by the
CROCI (Reg. TM) Investment Strategy and Valuation Group using publicly
available information. This publicly available information is adjusted on
rules-based assumptions made by the CROCI (Reg. TM) Investment and Valuation
Group that, subsequently, may prove not to have been correct. As CROCI (Reg.
TM)Economic P/Es Ratios are calculated using historical information, there can
be no guarantee of the future performance of the CROCI (Reg. TM) strategy.


SUBADVISORS (APPLICABLE ONLY TO THOSE FUNDS THAT HAVE SUBADVISORY ARRANGEMENTS
AS DESCRIBED IN PART I). Each Subadvisor serves as subadvisor to a fund
pursuant to the terms of a subadvisory agreement between it and DIMA
(Subadvisory Agreement).


Deutsche Alternative Asset Management (Global) Limited (DAAM Global), formerly
known as RREEF Global Advisors Limited (RGAL), 1 Great Winchester Street,
London, United Kingdom, EC2N 2DB, serves as Subadvisor to all or a portion of
the assets of one or more funds. DAAM Global is an investment advisor
registered with the SEC. In addition, DAAM Global is an affiliate of DIMA and
an indirect, wholly owned subsidiary of Deutsche Bank AG.


Deutsche Asset Management (Hong Kong) Limited (DeAM HK), Level 52,
International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong, serves
as Subadvisor to all or a portion of the assets of one or more funds. DeAM HK
is an investment advisor registered with the SEC. DeAM HK is an affiliate of
DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG.


Deutsche Asset Management International GmbH (Deutsche AM International GmbH),
Mainzer Landstrasse 11-17, 60329 Frankfurt am Main, Germany, serves as
Subadvisor to all or a portion of the assets of one or more funds. Deutsche AM
International GmbH is an investment advisor registered with the SEC and is an
affiliate of DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG.


Northern Trust Investments, Inc. (NTI) 50 South LaSalle Street, Chicago, IL
60603, serves as Subadvisor to all or a portion of the assets of one or more
funds. NTI is an Illinois state banking corporation and an investment adviser
registered under the Investment Advisers Act of 1940, as amended. It primarily
manages assets for institutional and individual separately managed accounts,
investment companies and bank common and collective funds. Northern Trust
Corporation is regulated by the Board of Governors of the Federal Reserve
System as a financial holding company under the US Bank Holding Company Act of
1956, as amended.


RREEF America L.L.C. (RREEF), 222 South Riverside, Chicago, Illinois 60606,
serves as Subadvisor to all or a portion of the assets of one or more funds.
RREEF is an investment advisor registered with the SEC. RREEF is an affiliate
of DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG. RREEF has
provided real estate investment management services to institutional investors
since 1975 and has been an investment advisor of real estate securities since
1993.


TERMS OF THE SUBADVISORY AGREEMENTS. Pursuant to the terms of the applicable
Subadvisory Agreement, a Subadvisor makes the investment decisions, buys and
sells securities, and conducts the research that leads to these purchase and
sale decisions for a fund. A Subadvisor is also responsible for selecting
brokers and dealers to execute portfolio transactions and for negotiating
brokerage commissions and dealer charges on behalf of a fund. Under the terms
of the Subadvisory Agreement, a Subadvisor manages the investment and
reinvestment of a fund's assets and provides such investment advice, research
and assistance as DIMA may, from time to time, reasonably request.


Each Subadvisory Agreement provides that the Subadvisor will not be liable for
any error of judgment or mistake of law or for any loss suffered by a fund in
connection with


                                      II-4


matters to which the Subadvisory Agreement relates, except a loss resulting
from (a) the subadvisor causing a fund to be in violation of any applicable
federal or state law, rule or regulation or any investment policy or
restriction set forth in a fund's prospectus or as may be provided in writing
by the Board or DIMA, or (b) willful misconduct, bad faith or gross negligence
on the part of the Subadvisor in the performance of its duties or from reckless
disregard by the Subadvisor of its obligations and duties under the Subadvisory
Agreement.


A Subadvisory Agreement continues from year to year only as long as such
continuance is specifically approved at least annually (a) by a majority of the
Board Members who are not parties to such agreement or interested persons of
any such party, and (b) by the shareholders or the Board of the Registrant. A
Subadvisory Agreement may be terminated at any time upon 60 days' written
notice by DIMA or by the Board of the Registrant or by majority vote of the
outstanding shares of a fund, and will terminate automatically upon assignment
or upon termination of a fund's Investment Management Agreement.


Under each Subadvisory Agreement between DIMA and a Subadvisor, DIMA, not a
fund, pays the Subadvisor a subadvisory fee based on the percentage of the
assets overseen by the Subadvisor or based on a percentage of the fee received
by DIMA from a fund. The Subadvisor fee is paid directly by DIMA at specific
rates negotiated between DIMA and the Subadvisor. No fund is responsible for
paying the Subadvisor.


SUB-SUBADVISORS (APPLICABLE ONLY TO THOSE FUNDS THAT HAVE SUB-SUBADVISORY
ARRANGEMENTS AS DESCRIBED IN PART I). Each Sub-Subadvisor serves as a
sub-subadvisor with respect to a fund pursuant to the terms of the applicable
sub-subadvisory agreement between it and the Subadvisor (Sub-Subadvisory
Agreement).


Deutsche Alternative Asset Management (Global) Limited (DAAM Global), formerly
known as RREEF Global Advisors Limited (RGAL), 1 Great Winchester Street,
London, United Kingdom, EC2N 2DB, serves as Sub-Subadvisor to a fund. DAAM
Global is an investment advisor registered with the SEC. In addition, DAAM
Global is an affiliate of DIMA and an indirect, wholly owned subsidiary of
Deutsche Bank AG.


Deutsche Investments Australia Limited (DIAL), Level 16, 126 Phillip Street,
Sydney NSW 200, Australia, serves as Sub-Subadvisor to a fund. DIAL is an
investment advisor registered with the SEC. In addition, DIAL is an affiliate
of DIMA and an indirect, wholly owned subsidiary of Deutsche Bank AG.


TERMS OF THE SUB-SUBADVISORY AGREEMENTS. Pursuant to the terms of the
applicable Sub-Subadvisory Agreement and under the oversight of the Board, DIMA
and the Subadvisor, the Sub-Subadvisors provide investment management services
with respect to a fund's assets related to specific foreign markets and
provides such investment advice, research and assistance as the Subadvisor may,
from time to time, reasonably request. The Subadvisor allocates, and
reallocates as it deems appropriate, each of a fund's assets among the
Sub-Subadvisors. A Sub-Subadvisor is also responsible for selecting brokers and
dealers to execute portfolio transactions and for negotiating brokerage
commissions and dealer charges on behalf of a fund. Under the terms of the
Sub-Subadvisory Agreement, a Sub-Subadvisor manages the investment and
reinvestment of a portion of a fund's assets.


Each Sub-Subadvisory Agreement provides that the Sub-Subadvisor shall not be
subject to any liability for any act or omission in the course of providing
investment management services to a fund, except a loss resulting from willful
misconduct, bad faith or gross negligence on the part of the Sub-Subadvisor in
the performance of its duties or from reckless disregard by the Sub-Subadvisor
of its obligations and duties under the Sub-Subadvisory Agreement.


A Sub-Subadvisory Agreement continues from year to year only as long as such
continuance is specifically approved at least annually (a) by a majority of the
Board Members who are not parties to such agreement or interested persons of
any such party, and (b) by the shareholders or the Board of the
Trust/Corporation. A Sub-Subadvisory Agreement may be terminated at any time
upon 60 days' written notice by the Board of the Trust/Corporation or by
majority vote of the outstanding shares of a fund, and will terminate
automatically upon assignment or upon termination of a fund's Subadvisory
Agreement.


Under the Sub-Subadvisory Agreements, the Subadvisor, not the fund, pays each
Sub-Subadvisor a sub-subadvisory fee based on the percentage of the assets
overseen by the Sub-Subadvisor from the fee received by the Subadvisor from
DIMA. The sub-subadvisory fee is paid directly by a Subadvisor at specific
rates negotiated between a Subadvisor and a Sub-Subadvisor. No fund is
responsible for paying a Sub-Subadvisor.


                                      II-5


AGREEMENT TO INDEMNIFY INDEPENDENT BOARD MEMBERS FOR CERTAIN EXPENSES. In
connection with litigation or regulatory action related to possible improper
market timing or other improper trading activity or possible improper marketing
and sales activity in certain Deutsche funds (Affected Funds), DIMA has agreed
to indemnify and hold harmless the Affected Funds (Fund Indemnification
Agreement) against any and all loss, damage, liability and expense, arising
from market timing or marketing and sales matters alleged in any enforcement
actions brought by governmental authorities involving or potentially affecting
the Affected Funds or DIMA (Enforcement Actions) or that are the basis for
private actions brought by shareholders of the Affected Funds against the
Affected Funds, their directors and officers, DIMA and/or certain other parties
(Private Litigation), or any proceedings or actions that may be threatened or
commenced in the future by any person (including governmental authorities),
arising from or similar to the matters alleged in the Enforcement Actions or
Private Litigation. In recognition of its undertaking to indemnify the Affected
Funds and in light of the rebuttable presumption generally afforded to
independent directors/trustees of investment companies that they have not
engaged in disabling conduct, DIMA has also agreed, subject to applicable law
and regulation, to indemnify certain (or, with respect to certain Affected
Funds, all) of the Independent Board Members of the Affected Funds, against
certain liabilities the Independent Board Members may incur from the matters
alleged in any Enforcement Actions or Private Litigation or arising from or
similar to the matters alleged in the Enforcement Actions or Private
Litigation, and advance expenses that may be incurred by the Independent Board
Members in connection with any Enforcement Actions or Private Litigation. DIMA
is not, however, required to provide indemnification and advancement of
expenses: (1) with respect to any proceeding or action which the Affected
Funds' Board determines that the Independent Board Members ultimately would not
be entitled to indemnification or (2) for any liability of the Independent
Board Members or their shareholders to which the Independent Board Member would
otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the Independent Board Member's duties as a
director or trustee of the Affected Funds as determined in a final adjudication
in such action or proceeding. The estimated amount of any expenses that may be
advanced to the Independent Board Members or indemnity that may be payable
under the indemnity agreements is currently unknown. These agreements by DIMA
will survive the termination of the Investment Management Agreements between
DIMA and the Affected Funds.

BOARD MEMBERS

BOARD MEMBERS AND OFFICERS' IDENTIFICATION AND BACKGROUND. The identification
and background of the Board Members and Officers of the Registrant are set
forth in PART II - APPENDIX II-A.


BOARD COMMITTEES AND COMPENSATION. Information regarding the Committees of the
Board, as well as compensation paid to the Independent Board Members and to
Board Members who are not officers of the Registrant, for certain specified
periods, is set forth in PART I - APPENDIX I-B AND PART I - APPENDIX I-C.


ADMINISTRATOR, FUND ACCOUNTING AGENT, TRANSFER AGENT AND SHAREHOLDER SERVICE
AGENT, AND CUSTODIAN


ADMINISTRATOR. DIMA serves as a fund's administrator pursuant to an
Administrative Services Agreement.


For its services under the Administrative Services Agreement, the Administrator
receives a fee at the rate set forth in PART II - APPENDIX II-C. The
Administrator will pay Accounting Agency fees out of the Administrative
Services fee.


Under the Administrative Services Agreement, the Administrator is obligated on
a continuous basis to provide such administrative services as the Board of a
fund reasonably deems necessary for the proper administration of a fund. The
Administrator provides a fund with personnel; arranges for the preparation and
filing of a fund's tax returns; prepares and submits reports and meeting
materials to the Board and the shareholders; prepares and files updates to a
fund's prospectus and statement of additional information as well as other
reports required to be filed by the SEC; maintains a fund's records; provides a
fund with office space, equipment and services; supervises, negotiates the
contracts of and monitors the performance of third parties contractors;
oversees the tabulation of proxies; monitors the valuation of portfolio
securities and monitors compliance with Board-approved valuation procedures;
assists in establishing the accounting and tax policies of a fund; assists in
the resolution of accounting issues that may arise with respect to a fund;
establishes and monitors a fund's operating expense budgets; reviews and
processes a fund's bills; assists in determining the amount of dividends and
distributions available to be paid by a fund, prepares and arranges dividend
notifications and provides information to agents to effect payments thereof;
provides to the Board periodic and special reports; provides assistance with
investor


                                      II-6


and public relations matters; and monitors the registration of shares under
applicable federal and state law. The Administrator also performs certain fund
accounting services under the Administrative Services Agreement.


The Administrative Services Agreement provides that the Administrator will not
be liable under the Administrative Services Agreement except for willful
misfeasance, bad faith or negligence in the performance of its duties or from
the reckless disregard by it of its duties and obligations thereunder. Pursuant
to an agreement between the Administrator and SSB, the Administrator has
delegated certain administrative functions to SSB. The costs and expenses of
such delegation are borne by the Administrator, not by a fund.


Pursuant to the Advisor's procedures, approved by the Board, proof of claim
forms are routinely filed on behalf of a fund by a third party service
provider, with certain limited exceptions. The Board receives periodic reports
regarding the implementation of these procedures. Under some circumstances, the
Advisor may decide that a fund should not participate in a class action, and
instead cause the fund to pursue alternative legal remedies. Where the rights
and interests of funds differ, the Advisor might take different approaches to
the same class action claim.


FUND ACCOUNTING AGENT. For Deutsche Mid Cap Value Fund, Deutsche CROCI (Reg.
TM) Equity Dividend Fund and Deutsche Small Cap Value Fund, DIMA, One Beacon
Street, Boston, Massachusetts 02108, is responsible for determining net asset
value per share and maintaining the portfolio and general accounting records
for a fund pursuant to a Fund Accounting Agreement. For its services under a
Fund Accounting Agreement, DIMA receives a fee at the rate set forth in PART II
APPENDIX II-C.


Pursuant to an agreement between DIMA and SSB, DIMA has delegated certain fund
accounting functions to SSB under the Fund Accounting Agreement.


TRANSFER AGENT AND SHAREHOLDER SERVICE AGENT. Deutsche AM Service Company
(DSC), 210 W. 10th Street, Kansas City, Missouri 64105-1614, an affiliate of
the Advisor, is each fund's transfer agent, dividend-paying agent and
shareholder service agent pursuant to a transfer agency and service agreement
(Transfer Agency and Services Agreement). Pursuant to a sub-transfer agency
agreement between DSC and DST Systems, Inc. (DST), DSC has delegated certain
transfer agent, dividend paying agent and shareholder servicing agent functions
to DST. The costs and expenses of such delegation are borne by DSC, not by a
fund. For its services under the Transfer Agency and Services Agreement, DSC
receives a fee at the rate set forth in PART II - APPENDIX II-C. Each fund, or
the Advisor (including any affiliate of the Advisor), or both, may pay
unaffiliated third parties for providing recordkeeping and other administrative
services with respect to accounts of participants in retirement plans or other
beneficial owners of shares whose interests are generally held in an omnibus
account.


CUSTODIAN. Under its custody agreement with a fund, the Custodian (i) maintains
separate accounts in the name of a fund, (ii) holds and transfers portfolio
securities on account of a fund, (iii) accepts receipts and makes disbursements
of money on behalf of a fund, and (iv) collects and receives all income and
other payments and distributions on account of a fund's portfolio securities.
The Custodian has entered into agreements with foreign subcustodians approved
by the Board pursuant to Rule 17f-5 under the 1940 Act.


In some instances, the Custodian may use Deutsche Bank AG or its affiliates, as
subcustodian (DB Subcustodian) in certain countries. To the extent a fund holds
any securities in the countries in which the Custodian uses a DB Subcustodian
as a subcustodian, those securities will be held by DB Subcustodian as part of
a larger omnibus account in the name of the Custodian (Omnibus Account). For
its services, DB Subcustodian receives (1) an annual fee based on a percentage
of the average daily net assets of the Omnibus Account and (2) transaction
charges with respect to transactions that occur within the Omnibus Account
(e.g., foreign exchange transactions or corporate transactions). To the extent
that a DB Subcustodian receives any brokerage commissions for any transactions,
such transactions and amount of brokerage commissions paid by the fund are set
forth in PART I - APPENDIX I-H.


The Custodian's fee may be reduced by certain earnings credits in favor of a
fund.


FUND LEGAL COUNSEL. Provides legal services to the funds.


TRUSTEE/DIRECTOR LEGAL COUNSEL. Serves as legal counsel to the Independent
Board Members.


PRINCIPAL UNDERWRITER AND DISTRIBUTION AGREEMENT. Pursuant to a distribution
agreement (Distribution Agreement) with a fund, DDI, 222 South Riverside Plaza,
Chicago, Illinois 60606, an affiliate of the Advisor, is the principal
underwriter and distributor for each class of shares of a fund and acts as
agent of a fund in the continuous offering of its shares. The Distribution
Agreement remains in effect for a class from year-to-year


                                      II-7


only if its continuance is approved for the class at least annually by a vote
of the Board, including the Board Members who are not parties to the
Distribution Agreement or interested persons of any such party.


The Distribution Agreement automatically terminates in the event of its
assignment and may be terminated for a class at any time without penalty by a
fund or by DDI upon 60 days' notice. Termination by a fund with respect to a
class may be by vote of (i) a majority of the Board Members who are not
interested persons of a fund and who have no direct or indirect financial
interest in the Distribution Agreement or any related agreement, or (ii) a
"majority of the outstanding voting securities" of the class of a fund, as
defined under the 1940 Act. All material amendments must be approved by the
Board in the manner described above with respect to the continuation of the
Distribution Agreement. The provisions concerning continuation, amendment and
termination of a Distribution Agreement are on a fund-by-fund and class-
by-class basis.


Under the Distribution Agreement, DDI uses reasonable efforts to sell shares of
a fund and may appoint various financial services firms to sell shares of a
fund and to provide ongoing shareholder services. DDI bears all of its expenses
of providing services pursuant to the Distribution Agreement, including the
payment of any commissions, concessions, and distribution and/or shareholder
service fees to financial services firms. A fund pays the cost of the
registration of its shares for sale under the federal securities laws and the
registration or qualification of its shares for sale under the securities laws
of the various states. A fund also pays the cost for the prospectus and
shareholder reports to be typeset and printed for existing shareholders, and
DDI, as principal underwriter, pays for the printing and distribution of copies
thereof used in connection with the offering of shares to prospective
investors. DDI also pays for supplementary sales literature and advertising
costs. DDI receives any sales charge upon the purchase of shares of a class
with an initial sales charge and pays commissions, concessions and distribution
fees to firms for the sale of a fund's shares. DDI also receives any contingent
deferred sales charges paid with respect to the redemption of any shares having
such a charge. DDI receives no compensation from a fund as principal
underwriter and distributor except with respect to certain fund classes in
amounts authorized by a Rule 12b-1 Plan adopted for a class by a fund (see
Distribution and Service Agreements and Plans).


SHAREHOLDER AND ADMINISTRATIVE SERVICES. Shareholder and administrative
services are provided to certain fund classes under a shareholder services
agreement (Services Agreement) with DDI. The Services Agreement continues in
effect for each class from year to year so long as such continuance is approved
for the class at least annually by a vote of the Board, including the Board
Members who are not interested persons of a fund and who have no direct or
indirect financial interest in the Services Agreement or in any related
agreement. The Services Agreement automatically terminates in the event of its
assignment and may be terminated for a class at any time without penalty by a
fund or by DDI upon 60 days' notice. Termination by a fund with respect to a
class may be by a vote of (i) the majority of the Board Members who are not
interested persons of a fund and who have no direct or indirect financial
interest in the Services Agreement or in any related agreement, or (ii) a
"majority of the outstanding voting securities" of the class of such fund, as
defined under the 1940 Act. The Services Agreement may not be amended for a
class to increase materially the fee to be paid by a fund without approval of a
majority of the outstanding voting securities of such class of a fund, and all
material amendments must in any event be approved by the Board in the manner
described above with respect to the continuation of the Services Agreement.


Under the Services Agreement, DDI provides, and may appoint various financial
services firms to provide, information and services to investors in certain
classes of a fund. Firms appointed by DDI provide such office space and
equipment, telephone facilities and personnel as is necessary or beneficial for
providing information and services to shareholders in the applicable classes of
a fund. Such services and assistance may include, but are not limited to,
establishing and maintaining accounts and records, processing purchase and
redemption transactions, answering routine inquiries regarding a fund,
providing assistance to clients in changing dividend and investment options,
account designations and addresses and such other administrative services as
may be agreed upon from time to time and permitted by applicable statute, rule
or regulation.


DDI bears all of its expenses of providing those services pursuant to the
Services Agreement, including the payment of any service fees to financial
services firms appointed by DDI to provide such services and DDI receives
compensation from a fund for its services under the Services Agreement in
amounts authorized by a Rule 12b-1 Plan adopted for a class by a fund (see
Distribution and Service Agreements and Plans).


                                      II-8


DDI may itself provide some of the above distribution and shareholder and
administrative services and may retain any portion of the fees received under
the Distribution Agreement and/or the Services Agreement not paid to financial
services firms to compensate itself for such distribution and shareholder and
administrative functions performed for a fund. Firms to which DDI may pay
commissions, concessions, and distribution fees or service fees or other
compensation may include affiliates of DDI.


CODES OF ETHICS. Each fund, the Advisor, each fund's principal underwriter and
distributor, and, if applicable, each fund's subadvisor(s) (and, if applicable,
sub-subadvisor(s)) have adopted codes of ethics under Rule 17j-1 under the 1940
Act. Board Members, officers of a Registrant and employees of the Advisor and
principal underwriter are permitted to make personal securities transactions,
including transactions in securities that may be purchased or held by a fund,
subject to requirements and restrictions set forth in the applicable Code of
Ethics. The Advisor's Code of Ethics contains provisions and requirements
designed to identify and address certain conflicts of interest between personal
investment activities and the interests of a fund. Among other things, the
Advisor's Code of Ethics prohibits certain types of transactions absent prior
approval, imposes time periods during which personal transactions may not be
made in certain securities, and requires the submission of duplicate broker
confirmations and quarterly reporting of securities transactions. Additional
restrictions apply to portfolio managers, traders, research analysts and others
involved in the investment advisory process. Exceptions to these and other
provisions of the Advisor's or subadvisors Codes of Ethics may be granted in
particular circumstances after review by appropriate personnel.



FUND ORGANIZATION

FOR EACH TRUST (EXCEPT DEUTSCHE ASSET ALLOCATION TRUST, DEUTSCHE PORTFOLIO
TRUST, DEUTSCHE TAX FREE TRUST AND CASH ACCOUNT TRUST)


The Board has the authority to divide the shares of the Trust into multiple
funds by establishing and designating two or more series of the Trust. The
Board also has the authority to establish and designate two or more classes of
shares of the Trust, or of any series thereof, with variations in the relative
rights and preferences between the classes as determined by the Board; provided
that all shares of a class shall be identical with each other and with the
shares of each other class of the same series except for such variations
between the classes, including bearing different expenses, as may be authorized
by the Board and not prohibited by the 1940 Act and the rules and regulations
thereunder. All shares issued and outstanding are transferable, have no
pre-emptive or conversion rights (except as may be determined by the Board) and
are redeemable as described in the SAI and in the prospectus. Each share has
equal rights with each other share of the same class of the fund as to voting,
dividends, exchanges, conversion features and liquidation. Shareholders are
entitled to one vote for each full share held and fractional votes for
fractional shares held.


A fund generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, shareholders only have the power to vote in
connection with the following matters and only to the extent and as provided in
the Declaration of Trust and as required by applicable law: (a) the election,
re-election or removal of one or more Trustees if a meeting of shareholders is
called by or at the direction of the Board for such purpose(s), provided that
the Board shall promptly call a meeting of shareholders for the purpose of
voting upon the question of removal of one or more Trustees as a result of a
request in writing by the holders of not less than 10% of the outstanding
shares of the Trust; (b) the termination of the Trust or a fund if, in either
case, the Board submits the matter to a vote of shareholders; (c) any amendment
of the Declaration of Trust that (i) would affect the rights of shareholders to
vote under the Declaration of Trust, (ii) requires shareholder approval under
applicable law or (iii) the Board submits to a vote of shareholders; and (d)
such additional matters as may be required by law or as the Board may determine
to be necessary or desirable. Shareholders also vote upon changes in
fundamental policies or restrictions.


The Declaration of Trust provides that shareholder meeting quorum requirements
shall be established in the By-laws. The By-laws of the Trust currently provide
that the presence in person or by proxy of the holders of 30% of the shares
entitled to vote at a meeting shall constitute a quorum for the transaction of
business at meetings of shareholders of the Trust (or of an individual series
or class if required to vote separately).


On any matter submitted to a vote of shareholders, all shares of the Trust
entitled to vote shall, except as otherwise provided in the By-laws, be voted
in the aggregate as a single class without regard to series or classes of
shares, except (a) when required by applicable law or when the Board has
determined that the matter affects one or more series or classes of shares


                                      II-9


materially differently, shares shall be voted by individual series or class;
and (b) when the Board has determined that the matter affects only the
interests of one or more series or classes, only shareholders of such series or
classes shall be entitled to vote thereon.


The Declaration of Trust provides that the Board may, in its discretion,
establish minimum investment amounts for shareholder accounts, impose fees on
accounts that do not exceed a minimum investment amount and involuntarily
redeem shares in any such account in payment of such fees. The Board, in its
sole discretion, also may cause the Trust to redeem all of the shares of the
Trust or one or more series or classes held by any shareholder for any reason,
to the extent permissible by the 1940 Act, including: (a) if the shareholder
owns shares having an aggregate net asset value of less than a specified
minimum amount; (b) if a particular shareholder's ownership of shares would
disqualify a series from being a regulated investment company; (c) upon a
shareholder's failure to provide sufficient identification to permit the Trust
to verify the shareholder's identity; (d) upon a shareholder's failure to pay
for shares or meet or maintain the qualifications for ownership of a particular
class or series of shares; (e) if the Board determines (or pursuant to policies
established by the Board it is determined) that share ownership by a particular
shareholder is not in the best interests of remaining shareholders; (f) when a
fund is requested or compelled to do so by governmental authority or applicable
law; and (g) upon a shareholder's failure to comply with a request for
information with respect to the direct or indirect ownership of shares or other
securities of the Trust. The Declaration of Trust also authorizes the Board to
terminate a fund or any class without shareholder approval, and the Trust may
suspend the right of shareholders to require the Trust to redeem shares to the
extent permissible under the 1940 Act.


The Declaration of Trust provides that, except as otherwise required by
applicable law, the Board may authorize the Trust or any series or class
thereof to merge, reorganize or consolidate with any corporation, association,
trust or series thereof (including another series or class of the Trust) or
other entity (in each case, the "Surviving Entity") or the Board may sell,
lease or exchange all or substantially all of the Trust property (or all or
substantially all of the Trust property allocated or belonging to a particular
series or class), including its good will, to any Surviving Entity, upon such
terms and conditions and for such consideration as authorized by the Board.
Such transactions may be effected through share-for-share exchanges, transfers
or sales of assets, in-kind redemptions and purchases, exchange offers or any
other method approved by the Board. The Board shall provide notice to affected
shareholders of each such transaction. The authority of the Board with respect
to the merger, reorganization or consolidation of any class of the Trust is in
addition to the authority of the Board to combine two or more classes of a
series into a single class. (For Deutsche Global Real Estate Securities Fund,
the fund's by-laws contain special provisions related to a reorganization of
the fund.)


Upon the termination of the Trust or any series, after paying or adequately
providing for the payment of all liabilities, which may include the
establishment of a liquidating trust or similar vehicle, and upon receipt of
such releases, indemnities and refunding agreements as they deem necessary for
their protection, the Board may distribute the remaining Trust property or
property of the series to the shareholders of the Trust or the series involved,
ratably according to the number of shares of the Trust or such series held by
the several shareholders of the Trust or such series on the date of
termination, except to the extent otherwise required or permitted by the
preferences and special or relative rights and privileges of any classes of
shares of a series involved, provided that any distribution to the shareholders
of a particular class of shares shall be made to such shareholders pro rata in
proportion to the number of shares of such class held by each of them. The
composition of any such distribution (e.g., cash, securities or other assets)
shall be determined by the Trust in its sole discretion and may be different
among shareholders (including differences among shareholders in the same series
or class).


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of a
fund. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the fund and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
a fund or a fund's trustees. Moreover, the Declaration of Trust provides for
indemnification out of fund property for all losses and expenses of any
shareholder held personally liable for the obligations of the fund, and the
fund may be covered by insurance which the Board considers adequate to cover
foreseeable tort claims. Thus, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which a
disclaimer is inoperative and a fund itself is unable to meet its obligations.


FOR DEUTSCHE ASSET ALLOCATION TRUST, DEUTSCHE PORTFOLIO TRUST AND DEUTSCHE TAX
FREE TRUST


                                     II-10


The Board has the authority to divide the shares of the Trust into multiple
funds by establishing and designating two or more series of the Trust. The
Board also has the authority to establish and designate two or more classes of
shares of the Trust, or of any series thereof, with variations in the relative
rights and preferences between the classes as determined by the Board; provided
that all shares of a class shall be identical with each other and with the
shares of each other class of the same series except for such variations
between the classes, including bearing different expenses, as may be authorized
by the Board and not prohibited by the 1940 Act and the rules and regulations
thereunder. All shares issued and outstanding are transferable, have no
pre-emptive or conversion rights (except as may be determined by the Board) and
are redeemable as described in the SAI and in the prospectus. Each share has
equal rights with each other share of the same class of the fund as to voting,
dividends, exchanges, conversion features and liquidation. Shareholders are
entitled to one vote for each full share held and fractional votes for
fractional shares held.


A fund generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, shareholders only have the power to vote in
connection with the following matters and only to the extent and as provided in
the Declaration of Trust and as required by applicable law: (a) the election,
re-election or removal of one or more Trustees if a meeting of shareholders is
called by or at the direction of the Board for such purpose(s), provided that
the Board shall promptly call a meeting of shareholders for the purpose of
voting upon the question of removal of one or more Trustees as a result of a
request in writing by the holders of not less than 10% of the outstanding
shares of the Trust; (b) the termination of the Trust or a fund if, in either
case, the Board submits the matter to a vote of shareholders; (c) any amendment
of the Declaration of Trust that (i) would change any right with respect to any
shares of the Trust or fund by reducing the amount payable thereon upon
liquidation of the Trust or fund or by diminishing or eliminating any voting
rights pertaining thereto, in which case the vote or consent of the holders of
two-thirds of the shares of the Trust or fund outstanding and entitled to vote
would be required (ii) requires shareholder approval under applicable law or
(iii) the Board submits to a vote of shareholders; and (d) such additional
matters as may be required by law or as the Board may determine to be necessary
or desirable. Shareholders also vote upon changes in fundamental policies or
restrictions.

In addition, under the Declaration of Trust, shareholders of the Trust also
have the power to vote in connection with the following matters to the extent
and as provided in the Declaration of Trust and as required by applicable law:
(a) to the same extent as the stockholders of a Massachusetts business
corporation as to whether or not a court action, proceeding or claims should or
should not be brought or maintained derivatively or as a class action on behalf
of the Trust or the shareholders; (b) with respect to any merger, consolidation
or sale of assets; (c) with respect to any investment advisory or management
contract entered into with respect to one or more funds; (d) with respect to
the incorporation of the Trust or a fund; (e) with respect to any plan adopted
pursuant to Rule 12b-1 (or any successor rule) under the 1940 Act; and (f) with
respect to such additional matters relating to the Trust as may be required by
the Declaration of Trust, the By-laws or any registration of the Trust with the
SEC as an investment company under the 1940 Act.


The Declaration of Trust provides that shareholder meeting quorum requirements
shall be established in the By-laws. The By-laws of the Trust currently provide
that the presence in person or by proxy of the holders of 30% of the shares
entitled to vote at a meeting shall constitute a quorum for the transaction of
business at meetings of shareholders of the Trust (or of an individual series
or class if required to vote separately).


On any matter submitted to a vote of shareholders, all shares of the Trust
entitled to vote shall, except as otherwise provided in the By-laws, be voted
in the aggregate as a single class without regard to series or classes of
shares, except (a) when required by applicable law or when the Board has
determined that the matter affects one or more series or classes of shares
materially differently, shares shall be voted by individual series or class;
and (b) when the Board has determined that the matter affects only the
interests of one or more series or classes, only shareholders of such series or
classes shall be entitled to vote thereon.


The Declaration of Trust provides that the Board may, in its discretion,
establish minimum investment amounts for shareholder accounts, impose fees on
accounts that do not exceed a minimum investment amount and involuntarily
redeem shares in any such account in payment of such fees. The Board, in its
sole discretion, also may cause the Trust to redeem all of the shares of the
Trust or one or more series or classes held by any shareholder for any reason,
to the extent permissible by the 1940 Act, including: (a) if the shareholder
owns shares having an aggregate net asset value of less than a


                                     II-11


specified minimum amount; (b) if a particular shareholder's ownership of shares
would disqualify a series from being a regulated investment company; (c) upon a
shareholder's failure to provide sufficient identification to permit the Trust
to verify the shareholder's identity; (d) upon a shareholder's failure to pay
for shares or meet or maintain the qualifications for ownership of a particular
class or series of shares; (e) if the Board determines (or pursuant to policies
established by the Board it is determined) that share ownership by a particular
shareholder is not in the best interests of remaining shareholders; (f) when a
fund is requested or compelled to do so by governmental authority or applicable
law; and (g) upon a shareholder's failure to comply with a request for
information with respect to the direct or indirect ownership of shares or other
securities of the Trust. The Declaration of Trust also authorizes the Board to
terminate a fund or any class without shareholder approval, and the Trust may
suspend the right of shareholders to require the Trust to redeem shares to the
extent permissible under the 1940 Act.


Upon the termination of the Trust or any series, after paying or adequately
providing for the payment of all liabilities, which may include the
establishment of a liquidating trust or similar vehicle, and upon receipt of
such releases, indemnities and refunding agreements as they deem necessary for
their protection, the Board may distribute the remaining Trust property or
property of the series to the shareholders of the Trust or the series involved,
ratably according to the number of shares of the Trust or such series held by
the several shareholders of the Trust or such series on the date of
termination, except to the extent otherwise required or permitted by the
preferences and special or relative rights and privileges of any classes of
shares of a series involved, provided that any distribution to the shareholders
of a particular class of shares shall be made to such shareholders pro rata in
proportion to the number of shares of such class held by each of them. The
composition of any such distribution (e.g., cash, securities or other assets)
shall be determined by the Trust in its sole discretion and may be different
among shareholders (including differences among shareholders in the same series
or class).


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of a
fund. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the fund and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
a fund or a fund's trustees. Moreover, the Declaration of Trust provides for
indemnification out of fund property for all losses and expenses of any
shareholder held personally liable for the obligations of the fund and the fund
may be covered by insurance which the Board considers adequate to cover
foreseeable tort claims. Thus, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which a
disclaimer is inoperative and a fund itself is unable to meet its obligations.


FOR CASH ACCOUNT TRUST


The Board Members have the authority to create additional funds and to
designate the relative rights and preferences as between the different funds.
The Board Members also may authorize the division of shares of a fund into
different classes, which may bear different expenses. All shares issued and
outstanding are fully paid and non-assessable, transferable, have no
pre-emptive or conversion rights and are redeemable as described in the funds'
prospectuses and SAIs. Each share has equal rights with each other share of the
same class of the fund as to voting, dividends, exchanges, conversion features
and liquidation. Shareholders are entitled to one vote for each full share held
and fractional votes for fractional shares held. The Board Members may also
terminate any fund or class by notice to the shareholders without shareholder
approval.


The Trust generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, however, shareholder meetings will be held in
connection with the following matters: (a) the election or removal of Board
Members if a meeting is called for such purpose; (b) the adoption of any
contract for which shareholder approval is required by the 1940 Act; (c) any
termination or reorganization of the Trust to the extent and as provided in the
Declaration of Trust; (d) any amendment of the Declaration of Trust (other than
amendments changing the name of the Trust or any fund, establishing a fund,
supplying any omission, curing any ambiguity or curing, correcting or
supplementing any defective or inconsistent provision thereof); and (e) such
additional matters as may be required by law, the Declaration of Trust, the
By-laws of the Trust, or any registration of the Trust with the Securities and
Exchange Commission or any state, or as the Board Members may consider
necessary or desirable. The shareholders also would vote upon changes in
fundamental investment objectives, policies or restrictions.


Subject to the Declaration of Trust, shareholders may remove Board Members.
Each Board Member serves until the next meeting of shareholders, if any, called
for the purpose of electing Board Members and until the


                                     II-12


election and qualification of a successor or until such Board Member sooner
dies, resigns, retires or is removed by a majority vote of the shares entitled
to vote (as described below) or a majority of the Board Members. In accordance
with the 1940 Act (a) the Trust will hold a shareholder meeting for the
election of Board Members at such time as less than a majority of the Board
Members have been elected by shareholders, and (b) if, as a result of a vacancy
in the Board, less than two-thirds of the Board Members have been elected by
the shareholders, that vacancy will be filled only by a vote of the
shareholders.


The Declaration of Trust provides that obligations of the Trust are not binding
upon the Board Members individually but only upon the property of the Trust,
that the Board Members and officers will not be liable for errors of judgment
or mistakes of fact or law, and that a Trust will indemnify its Board Members
and officers against liabilities and expenses incurred in connection with
litigation in which they may be involved because of their offices with a Trust
except if it is determined in the manner provided in the Declaration of Trust
that they have not acted in good faith in the reasonable belief that their
actions were in the best interests of the Trust. However, nothing in the
Declaration of Trust protects or indemnifies a Board Member or officer against
any liability to which he would otherwise be subject by reason of willful
misfeasance, bad faith, gross negligence, or reckless disregard of the duties
involved in the conduct of their office.


Board Members may be removed from office by a vote of the holders of a majority
of the outstanding shares at a meeting called for that purpose, which meeting
shall be held upon the written request of the holders of not less than 10% of
the outstanding shares. Upon the written request of ten or more shareholders
who have been such for at least six months and who hold shares constituting at
least 1% of the outstanding shares of the Trust stating that such shareholders
wish to communicate with the other shareholders for the purpose of obtaining
the signatures necessary to demand a meeting to consider removal of a trustee,
the Trust has undertaken to disseminate appropriate materials at the expense of
the requesting shareholders.


The Declaration of Trust provides that the presence at a shareholder meeting in
person or by proxy of at least 30% of the shares entitled to vote on a matter
shall constitute a quorum. Thus, a meeting of shareholders of a fund could take
place even if less than a majority of the shareholders were represented on its
scheduled date. Shareholders would in such a case be permitted to take action
which does not require a larger vote than a majority of a quorum, such as the
election of Board Members and ratification of the selection of auditors. Some
matters requiring a larger vote under the Declaration of Trust, such as
termination or reorganization of a fund and certain amendments of the
Declaration of Trust, would not be affected by this provision; nor would
matters which under the 1940 Act require the vote of a "majority of the
outstanding voting securities" as defined in the 1940 Act.


The Declaration of Trust specifically authorizes the Board to terminate the
Trust (or any fund or class) by notice to the shareholders without shareholder
approval.


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of the
Trust. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the Trust and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
the Trust or the Board Members. Moreover, the Declaration of Trust provides for
indemnification out of Trust property for all losses and expenses of any
shareholder held personally liable for the obligations of the Trust and the
Trust may be covered by insurance. Thus, the risk of a shareholder incurring
financial loss on account of shareholder liability is considered by the Advisor
remote and not material, since it is limited to circumstances in which a
disclaimer is inoperative and the Trust itself is unable to meet its
obligations.


FOR EACH CORPORATION (EXCEPT DEUTSCHE VALUE SERIES, INC.)


All shares issued and outstanding are fully paid and non-assessable,
transferable, have no pre-emptive rights (except as may be determined by the
Board of Directors) or conversion rights (except as described below) and are
redeemable as described in the SAI and in each fund's prospectus. Each share
has equal rights with each other share of the same class of a fund as to
voting, dividends, exchanges and liquidation. Shareholders are entitled to one
vote for each share held and fractional votes for fractional shares held.


The Board of Directors may determine that shares of a fund or a class of a fund
shall be automatically converted into shares of another fund of the Corporation
or of another class of the same or another fund based on the relative net
assets of such fund or class at the time of conversion. The Board of Directors
may also provide that the holders of shares of a fund or a class of a fund
shall have the


                                     II-13


right to convert or exchange their shares into shares of one or more other
funds or classes on terms established by the Board of Directors.


Each share of the Corporation may be subject to such sales loads or charges,
expenses and fees, account size requirements, and other rights and provisions,
which may be the same or different from any other share of the Corporation or
any other share of any fund or class of a fund (including shares of the same
fund or class as the share), as the Board of Directors may establish or change
from time to time and to the extent permitted under the 1940 Act.


The Corporation is not required to hold an annual meeting of shareholders in
any year in which the election of Directors is not required by the 1940 Act. If
a meeting of shareholders of the Corporation is required by the 1940 Act to
take action on the election of Directors, then an annual meeting shall be held
to elect Directors and take such other action as may come before the meeting.
Special meetings of the shareholders of the Corporation, or of the shareholders
of one or more funds or classes thereof, for any purpose or purposes, may be
called at any time by the Board of Directors or by the President, and shall be
called by the President or Secretary at the request in writing of shareholders
entitled to cast a majority of the votes entitled to be cast at the meeting.


Except as provided in the 1940 Act, the presence in person or by proxy of the
holders of one-third of the shares entitled to vote at a meeting shall
constitute a quorum for the transaction of business at meetings of shareholders
of the Corporation or of a fund or class.


On any matter submitted to a vote of shareholders, all shares of the
Corporation entitled to vote shall be voted in the aggregate as a single class
without regard to series or classes of shares, provided, however, that (a) when
applicable law requires that one or more series or classes vote separately,
such series or classes shall vote separately and, subject to (b) below, all
other series or classes shall vote in the aggregate; and (b) when the Board of
Directors determines that a matter does not affect the interests of a
particular series or class, such series or class shall not be entitled to any
vote and only the shares of the affected series or classes shall be entitled to
vote.


Notwithstanding any provision of Maryland corporate law requiring authorization
of any action by a greater proportion than a majority of the total number of
shares entitled to vote on a matter, such action shall be effective if
authorized by the majority vote of the outstanding shares entitled to vote.

Subject to the requirements of applicable law and any procedures adopted by the
Board of Directors from time to time, the holders of shares of the Corporation
or any one or more series or classes thereof may take action or consent to any
action by delivering a consent, in writing or by electronic transmission, of
the holders entitled to cast not less than the minimum number of votes that
would be necessary to authorize or take the action at a formal meeting.


The Articles of Incorporation provide that the Board of Directors may, in its
discretion, establish minimum investment amounts for shareholder accounts,
impose fees on accounts that do not exceed a minimum investment amount and
involuntarily redeem shares in any such account in payment of such fees. The
Board of Directors, in its sole discretion, also may cause the Corporation to
redeem all of the shares of the Corporation or one or more series or classes
held by any shareholder for any reason, to the extent permissible by the 1940
Act, including: (a) if the shareholder owns shares having an aggregate net
asset value of less than a specified minimum amount; (b) if the shareholder's
ownership of shares would disqualify a series from being a regulated investment
company; (c) upon a shareholder's failure to provide sufficient identification
to permit the Corporation to verify the shareholder's identity; (d) upon a
shareholder's failure to pay for shares or meet or maintain the qualifications
for ownership of a particular series or class; (e) if the Board of Directors
determines (or pursuant to policies established by the Board of Directors it is
determined) that share ownership by a shareholder is not in the best interests
of the remaining shareholders; (f) when the Corporation is requested or
compelled to do so by governmental authority or applicable law; or (g) upon a
shareholder's failure to comply with a request for information with respect to
the direct or indirect ownership of shares of the Corporation. By redeeming
shares the Corporation may terminate a fund or any class without shareholder
approval, and the Corporation may suspend the right of shareholders to require
the Corporation to redeem shares to the extent permissible under the 1940 Act.


Except as otherwise permitted by the Articles of Incorporation, upon
liquidation or termination of a fund or class, shareholders of such fund or
class of such fund shall be entitled to receive, pro rata in proportion to the
number of shares of such fund or class held by each of them, a share of the net
assets of such fund or class, and the holders of shares of any other particular
fund or class shall not be entitled to any such distribution, provided,
however, that the composition of any such payment (e.g.,


                                     II-14


cash, securities and/or other assets) to any shareholder shall be determined by
the Corporation in its sole discretion, and may be different among shareholders
(including differences among shareholders in the same fund or class).


FOR DEUTSCHE VALUE SERIES, INC.


All shares issued and outstanding are fully paid and non-assessable,
transferable, have no pre-emptive rights (except as may be determined by the
Board of Directors) or conversion rights (except as described below) and are
redeemable as described in the SAI and in each fund's prospectus. Each share
has equal rights with each other share of the same class of a fund as to
voting, dividends, exchanges and liquidation. Shareholders are entitled to one
vote for each share held and fractional votes for fractional shares held.


The Board of Directors may provide that the holders of shares of a fund or a
class of a fund shall have the right to convert or exchange their shares into
shares of one or more other funds or classes on terms established by the Board
of Directors.


Each share of the Corporation may be subject to such sales loads or charges,
expenses and fees, and account size requirements as the Board of Directors may
establish or change from time to time and to the extent permitted under the
1940 Act.


The Corporation is not required to hold an annual meeting of shareholders in
any year in which the election of Directors is not required by the 1940 Act. If
a meeting of shareholders of the Corporation is required by the 1940 Act to
take action on the election of Directors, then an annual meeting shall be held
to elect Directors and take such other action as may come before the meeting.
Special meetings of the shareholders of the Corporation, or of the shareholders
of one or more funds or classes thereof, for any purpose or purposes, may be
called at any time by the Board of Directors or by the President, and shall be
called by the President or Secretary at the request in writing of shareholders
entitled to cast a majority of the votes entitled to be cast at the meeting.


Except as provided in the 1940 Act, the presence in person or by proxy of the
holders of one-third of the shares entitled to vote at a meeting shall
constitute a quorum for the transaction of business at meetings of shareholders
of the Corporation or of a fund or class.

On any matter submitted to a vote of shareholders, all shares of the
Corporation entitled to vote shall be voted in the aggregate as a single class
without regard to series or classes of shares, provided, however, that (a) when
applicable law requires that one or more series or classes vote separately,
such series or classes shall vote separately and, subject to (b) below, all
other series or classes shall vote in the aggregate; and (b) when a matter does
not affect the interests of a particular series or class, such series or class
shall not be entitled to any vote and only the shares of the affected series or
classes shall be entitled to vote.


Notwithstanding any provision of Maryland corporate law requiring authorization
of any action by a greater proportion than a majority of the total number of
shares entitled to vote on a matter, such action shall be effective if
authorized by the majority vote of the outstanding shares entitled to vote.


The Board of Directors, in its sole discretion, may cause the Corporation to
redeem all of the shares of the Corporation or one or more series or classes
held by any shareholder for any reason, to the extent permissible by the 1940
Act. By redeeming shares the Corporation may terminate a fund or any class
without shareholder approval, and the Corporation may suspend the right of
shareholders to require the Corporation to redeem shares to the extent
permissible under the 1940 Act.


Except as otherwise permitted by the Articles of Incorporation, upon
liquidation or termination of a fund or class, shareholders of such fund or
class of such fund shall be entitled to receive, pro rata in proportion to the
number of shares of such fund or class held by each of them, a share of the net
assets of such fund or class, and the holders of shares of any other particular
fund or class shall not be entitled to any such distribution.


FOR MASTER/FEEDER ARRANGEMENTS


Deutsche Equity 500 Index Portfolio and Government Cash Management Portfolio
fund (the "Portfolios" and each a "Portfolio") are organized as master trust
funds under the laws of the State of New York. Each Portfolio serves as a
master fund in a master/feeder arrangement. References to a fund in this
section refer only to a fund that is a feeder fund in a master/feeder
arrangement. Each Portfolio's Declaration of Trust provides that a fund and
other entities investing in the Portfolio (e.g., other investment companies,
insurance company separate accounts and common and commingled trust funds) will
each be liable for all obligations of a Portfolio. However,


                                     II-15


the risk of a fund incurring financial loss on account of such liability is
limited to circumstances in which both inadequate insurance existed and a
Portfolio itself was unable to meet its obligations. Accordingly, the Board
believes that neither a fund nor its shareholders will be adversely affected by
reason of a fund's investing in a Portfolio. Whenever a fund is requested to
vote on a matter pertaining to a Portfolio, a fund will vote its shares without
a meeting of shareholders of a fund if the proposal is one, in which made with
respect to a fund, would not require the vote of shareholders of a fund as long
as such action is permissible under applicable statutory and regulatory
requirements. In addition, whenever a fund is requested to vote on matters
pertaining to the fundamental policies of a Portfolio, a fund will hold a
meeting of the fund's shareholders and will cast its vote as instructed by the
fund's shareholders. The percentage of a fund's votes representing fund
shareholders not voting will be voted by a fund in the same proportion as fund
shareholders who do, in fact, vote. For all other matters requiring a vote, a
fund will hold a meeting of shareholders of a fund and, at the meeting of
investors in a Portfolio, a fund will cast all of its votes in the same
proportion as the votes of a fund's shareholders even if all fund shareholders
did not vote. Even if a fund votes all its shares at the Portfolio meeting,
other investors with a greater pro rata ownership of a Portfolio could have
effective voting control of the operations of a Portfolio.



PURCHASE AND REDEMPTION OF SHARES

GENERAL INFORMATION. Policies and procedures affecting transactions in a fund's
shares can be changed at any time without notice, subject to applicable law.
Transactions may be contingent upon proper completion of application forms and
other documents by shareholders and their receipt by a fund's agents.
Transaction delays in processing (and changing account features) due to
circumstances within or beyond the control of a fund and its agents may occur.
Shareholders (or their financial services firms) are responsible for all losses
and fees resulting from bad checks, cancelled orders or the failure to
consummate transactions effected pursuant to instructions reasonably believed
to be genuine.


A fund may suspend (in whole or in part) or terminate the offering of its
shares at any time for any reason and may limit the amount of purchases by, and
refuse to sell to, any person. During the period of such suspension, a fund may
permit certain persons (for example, persons who are already shareholders of
the fund) to continue to purchase additional shares of a fund and to have
dividends reinvested.


Orders will be confirmed at a share price next calculated after receipt in good
order by DDI. Except as described below, orders received by certain dealers or
other financial services firms prior to the close of a fund's business day will
be confirmed at a price based on the net asset value determined on that day
(trade date).


USE OF FINANCIAL SERVICES FIRMS. Dealers and other financial services firms
provide varying arrangements for their clients to purchase and redeem a fund's
shares, including different minimum investments, and may assess transaction or
other fees. In addition, certain privileges with respect to the purchase and
redemption of shares or the reinvestment of dividends may not be available
through such firms. Firms may arrange with their clients for other investment
or administrative services. Such firms may independently establish and charge
additional amounts to their clients for such services. Firms also may hold a
fund's shares in nominee or street name as agent for and on behalf of their
customers. In such instances, the Shareholder Service Agent will have no
information with respect to or control over the accounts of specific
shareholders. Such shareholders may obtain access to their accounts and
information about their accounts only from their firm. Certain of these firms
may receive compensation from a fund through the Shareholder Service Agent for
record-keeping and other expenses relating to these nominee accounts. Some
firms may participate in a program allowing them access to their clients'
accounts for servicing including, without limitation, transfers of registration
and dividend payee changes; and may perform functions such as generation of
confirmation statements and disbursement of cash dividends. Such firms,
including affiliates of DDI, may receive compensation from a fund through the
Shareholder Service Agent for these services.


A fund has authorized one or more financial service institutions, including
certain members of the Financial Industry Regulatory Authority (FINRA) other
than DDI (i.e., financial institutions), to accept purchase and redemption
orders for a fund's shares. Such financial institutions may also designate
other parties, including plan administrator intermediaries, to accept purchase
and redemption orders on a fund's behalf. Orders for purchases or redemptions
will be deemed to have been received by a fund when such financial institutions
or, if applicable, their authorized designees accept the orders. Subject to the
terms of the contract between a fund and


                                     II-16


the financial institution, ordinarily orders will be priced at a fund's net
asset value next computed after acceptance by such financial institution or its
authorized designees. Further, if purchases or redemptions of a fund's shares
are arranged and settlement is made at an investor's election through any other
authorized financial institution, that financial institution may, at its
discretion, charge a fee for that service.


TAX-SHELTERED RETIREMENT PLANS. The Shareholder Service Agent and DDI provide
retirement plan services and documents and can establish investor accounts in
any of the following types of retirement plans:


o     Traditional, Roth and Education IRAs. This includes Savings Incentive
      Match Plan for Employees of Small Employers (SIMPLE), Simplified Employee
      Pension Plan (SEP) IRA accounts and prototype documents.


o     403(b)(7) Custodial Accounts. This type of plan is available to employees
      of most non-profit organizations.


o     Prototype money purchase pension and profit-sharing plans may be adopted
      by employers.


Materials describing these plans as well as model defined benefit plans, target
benefit plans, 457 plans, 401(k) plans, simple 401(k) plans and materials for
establishing them are available from the Shareholder Service Agent upon
request. DDI may pay commissions to dealers and other financial services firms
in connection with shares sold to retirement plans. For further information
about such compensation, see Compensation Schedules #1 and #2 as set forth in
PART II - APPENDIX II-D. Additional fees and transaction policies and
procedures may apply to such plans. Certain funds investing in municipal
securities may not be appropriate for such Tax-Sheltered Retirement Plans.
Investors should consult their own tax advisors before establishing a
retirement plan.


PURCHASES

A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to the
purchase of certain classes of shares is only applicable to funds offering such
classes of shares. For information regarding purchases of shares of Deutsche
Variable Series I, Deutsche Variable Series II and Deutsche Investments VIT
Funds, please see VARIABLE INSURANCE FUNDS below. For information regarding
purchases of money market funds, please see MONEY MARKET FUNDS below.


PURCHASE OF CLASS A SHARES. The public offering price of Class A shares is the
net asset value plus a sales charge based on investment amount, as set forth in
the relevant prospectus and the "Class A Sales Charge Schedule" set forth in
PART II - APPENDIX II-F. Class A shares are subject to a Rule 12b-1 fee, as
described in the relevant prospectus (see also the discussion of Rule 12b-1
Plans under Distribution and Service Agreements and Plans below).



CLASS A SHARES REDUCED SALES CHARGES

QUANTITY DISCOUNTS. An investor or the investor's dealer or other financial
services firm must notify the Shareholder Service Agent or DDI whenever a
quantity discount or reduced sales charge is applicable to a purchase. In order
to qualify for a lower sales charge, all orders from an organized group will
have to be placed through a single dealer or other firm and identified as
originating from a qualifying purchaser.


COMBINED PURCHASES. A fund's Class A shares may be purchased at the rate
applicable to the sales charge discount bracket attained by combining same day
investments in all share classes of two or more retail Deutsche funds
(excluding direct purchases of Deutsche money market funds).


CUMULATIVE DISCOUNT. Class A shares of a fund may also be purchased at the rate
applicable to the discount bracket attained by adding to the cost of shares
being purchased, the value of all share classes of retail Deutsche funds
(excluding shares in Deutsche money market funds for which a sales charge has
not previously been paid and computed at the maximum offering price at the time
of the purchase for which the discount is applicable for Class A shares)
already owned by the investor or his or her immediate family member (including
the investor's spouse or life partner and children or stepchildren age 21 or
younger).


LETTER OF INTENT. The reduced sales charges for Class A shares, as shown in the
relevant prospectus and the "Class A Sales Charge Schedule" set forth in PART
II - APPENDIX II-F, also apply to the aggregate amount of purchases of all
shares of retail Deutsche funds (excluding direct purchases of Deutsche money
market funds) made by any purchaser within a 24-month period under a written
Letter of Intent (Letter) provided to DDI. The Letter, which imposes no
obligation to purchase or sell additional Class A shares, provides for a price
adjustment depending upon the actual amount purchased within such period. The
Letter provides that the first purchase following execution of the Letter must
be at least 5% of the amount of the


                                     II-17


intended purchase, and that 5% of the amount of the intended purchase normally
will be held in escrow in the form of shares pending completion of the intended
purchase. If the total investments under the Letter are less than the intended
amount and thereby qualify only for a higher sales charge than actually paid,
the appropriate number of escrowed shares are redeemed and the proceeds used
toward satisfaction of the obligation to pay the increased sales charge. The
Letter for (i) an employer-sponsored employee benefit plan maintained on the
subaccount record keeping system available through ADP, Inc. under an alliance
between ADP, Inc. and DDI and its affiliates; or (ii) a 403(b) plan for which
ExpertPlan Inc., a subsidiary of Ascensus, Inc. provides recordkeeping services
and Deutsche AM Trust Company acts as the custodian ("Deutsche AM/ExpertPlan
403(b) Plan") may have special provisions regarding payment of any increased
sales charge resulting from a failure to complete the intended purchase under
the Letter. A shareholder may include the value (at the maximum offering price,
which is determined by adding the maximum applicable sales load charged to the
net asset value) of all shares of such Deutsche funds held of record as of the
initial purchase date under the Letter as an "accumulation credit" toward the
completion of the Letter, but no price adjustment will be made on such shares.


DEUTSCHE AM/EXPERTPLAN 403(B) PLANS. For purposes of the Combined Purchases,
Cumulative Discount and Letter of Intent features described above, Deutsche
AM/ExpertPlan 403(b) Plans may include: (a) Money Market funds as "Deutsche
funds," (b) all classes of shares of any Deutsche fund and (c) the value of any
other plan investments, such as guaranteed investment contracts and employer
stock, maintained on such subaccount record keeping system.


CLASS A NAV SALES. Class A shares may be sold at net asset value without a
sales charge to:



(1)    investors investing $1 million or more ($250,000 or more for Deutsche
       Real Assets Fund, Deutsche California Tax-Free Income Fund, Deutsche
       Global Growth Fund, Deutsche GNMA Fund, Deutsche Intermediate Tax/AMT
       Free Fund, Deutsche Managed Municipal Bond Fund, Deutsche Massachusetts
       Tax-Free Fund, Deutsche New York Tax-Free Income Fund, Deutsche
       Short-Term Municipal Bond Fund, Deutsche Short Duration Fund, Deutsche
       Strategic High Yield Tax-Free Fund, Deutsche Select Alternative
       Allocation Fund, Deutsche Strategic Government Securities Fund, Deutsche
       Unconstrained Income Fund and Deutsche Fixed Income Opportunities Fund),
       either as a lump sum or through the Combined Purchases, Letter of Intent
       and Cumulative Discount features referred to above (collectively, the
       Large Order NAV Purchase Privilege). The Large Order NAV Purchase
       Privilege is not available if another net asset value purchase privilege
       is available;


(2)    a current or former director or trustee of Deutsche mutual funds;


(3)    an employee (including the employee's spouse or life partner and
       children or stepchildren age 21 or younger) of Deutsche Bank AG or its
       affiliates or of a subadvisor to any fund in the Deutsche funds or of a
       broker-dealer authorized to sell shares of a fund or service agents of a
       fund;


(4)    certain professionals who assist in the promotion of Deutsche funds
       pursuant to personal services contracts with DDI, for themselves or
       immediate members of their families;


(5)    any trust, pension, profit-sharing or other benefit plan for only such
       persons listed under the preceding paragraphs (2) and (3);


(6)    persons who purchase such shares through bank trust departments that
       process such trades through an automated, integrated mutual fund
       clearing program provided by a third party clearing firm;


(7)    selected employees (including their spouses or life partners and
       children or stepchildren age 21 or younger) of banks and other financial
       services firms that provide administrative services related to order
       placement and payment to facilitate transactions in shares of a Deutsche
       fund for their clients pursuant to an agreement with DDI or one of its
       affiliates. Only those employees of such banks and other firms who as
       part of their usual duties provide services related to transactions in
       fund shares qualify;


(8)    unit investment trusts sponsored by Ranson & Associates, Inc. and
       unitholders of unit investment trusts sponsored by Ranson & Associates,
       Inc. or its predecessors through reinvestment programs described in the
       prospectuses of such trusts that have such programs;


(9)    persons who purchase such shares through certain investment advisors
       registered under the Investment Advisers Act of 1940 and other financial



                                     II-18


       services firms acting solely as agent for their clients, that adhere to
       certain standards established by DDI, including a requirement that such
       shares be sold for the benefit of their clients participating in an
       investment advisory program or agency commission program under which
       such clients pay a fee to the investment advisor or other firm for
       portfolio management or agency brokerage services. Such shares are sold
       for investment purposes and on the condition that they will not be
       resold except through redemption or repurchase by a fund;



(10)   financial service firms that have entered into an agreement with DDI to
       offer Class A shares through a no-load network, platform or
       self-directed brokerage account that may or may not charge transaction
       fees to their clients;


(11)   Deutsche AM/ExpertPlan 403(b) Plans established prior to October 1,
       2003, provided that the Deutsche AM/ExpertPlan 403(b) Plan is a
       participant-directed plan that has not less than 200 eligible employees;


(12)   defined contribution investment only plans with a minimum of $1 million
       in plan assets regardless of the amount allocated to the Deutsche funds.
       For purposes of this sales charge waiver, "defined contribution
       investment only plans" do not include SEP IRAs, SIMPLE IRAs, or Salary
       Reduction Simplified Employee Pension Plans (SARSEPs);



In addition, Class A shares may be sold at net asset value without a sales
charge in connection with:


(13)   the acquisition of assets or merger or consolidation with another
       investment company, and under other circumstances deemed appropriate by
       DDI and consistent with regulatory requirements;


(14)   a direct "roll over" of a distribution from a Deutsche AM/ExpertPlan
       403(b) Plan or from participants in employer sponsored employee benefit
       plans maintained on the OmniPlus subaccount record keeping system made
       available through ADP, Inc. under an alliance between ADP, Inc. and DDI
       and its affiliates into a Deutsche AM IRA;


(15)   reinvestment of fund dividends and distributions; and


(16)   exchanging an investment in Class A shares of another fund in the
       Deutsche funds for an investment in a fund.

Class A shares also may be purchased at net asset value without a sales charge
in any amount by members of the plaintiff class in the proceeding known as
Howard and Audrey Tabankin, et al. v. Kemper Short-Term Global Income Fund, et
al., Case No. 93 C 5231 (N.D. IL). This privilege is generally non-transferable
and continues for the lifetime of individual class members and has expired for
non-individual class members. To make a purchase at net asset value under this
privilege, the investor must, at the time of purchase, submit a written request
that the purchase be processed at net asset value pursuant to this privilege
specifically identifying the purchaser as a member of the "Tabankin Class."
Shares purchased under this privilege will be maintained in a separate account
that includes only shares purchased under this privilege. For more details
concerning this privilege, class members should refer to the Notice of (i)
Proposed Settlement with Defendants; and (ii) Hearing to Determine Fairness of
Proposed Settlement, dated August 31, 1995, issued in connection with the
aforementioned court proceeding. For sales of fund shares at net asset value
pursuant to this privilege, DDI may in its discretion pay dealers and other
financial services firms a concession, payable quarterly, at an annual rate of
up to 0.25% of net assets attributable to such shares maintained and serviced
by the firm. A firm becomes eligible for the concession based upon assets in
accounts attributable to shares purchased under this privilege in the month
after the month of purchase and the concession continues until terminated by
DDI. The privilege of purchasing Class A shares of a fund at net asset value
under this privilege is not available if another net asset value purchase
privilege also applies.



PURCHASE OF CLASS T SHARES. The public offering price of Class T shares is the
net asset value plus a sales charge based on investment amount, as set forth in
the relevant prospectus and the "Class T Sales Charge Schedule" set forth in
PART II - APPENDIX II-F. Class T shares are subject to a Rule 12b-1 fee, as
described in the relevant prospectus (see also the discussion of Rule 12b-1
Plans under Distribution and Service Agreements and Plans below).


CLASS T NAV SALES. There are generally no sales charge waivers for Class T
purchases. However, the sales charge will be waived if you are reinvesting
dividends and distributions.



PURCHASE OF CLASS C SHARES. Class C shares of a fund are offered at net asset
value. No initial sales charge is imposed, which allows the full amount of the
investor's purchase payment to be invested in Class C shares for his or her
account. Class C shares are subject to a


                                     II-19



contingent deferred sales charge of 1.00% (for shares sold within one year of
purchase) and Rule 12b-1 fees, as described in the relevant prospectus (see
also the discussion of Rule 12b-1 Plans under Distribution and Service
Agreements and Plans below).


PURCHASE OF CLASS R SHARES. Class R shares of a fund are offered at net asset
value. No initial sales charge is imposed, which allows the full amount of the
investor's purchase payment to be invested in Class R shares for his or her
account. Class R shares are subject to a Rule 12b-1 fee, as described in the
relevant prospectus (see also the discussion of Rule 12b-1 Plans under
Distribution and Service Agreements and Plans below).



The Shareholder Service Agent monitors transactions in Class R shares to help
to ensure that investors purchasing Class R shares meet the eligibility
requirements described in the prospectus. If the Shareholder Service Agent is
unable to verify that an investor meets the eligibility requirements for Class
R, either following receipt of a completed application form within time frames
established by a fund or as part of its ongoing monitoring, the Shareholder
Service Agent may take corrective action up to and including canceling the
purchase order or redeeming the account.


PURCHASE OF CLASS R6 SHARES. Class R6 shares of a fund are offered at net asset
value. Class R6 shares are generally available only to certain retirement
plans. If your plan sponsor has selected Class R6 shares as an investment
option, you may purchase Class R6 shares through your securities dealer or any
financial institution authorized to act as a shareholder servicing agent for
your plan. There is no minimum investment for Class R6 shares. Contact your
securities dealer or shareholder servicing agent for details on how to buy and
sell Class R6 shares.


PURCHASE OF INSTITUTIONAL CLASS SHARES. Institutional Class shares of a fund
are offered at net asset value without a sales charge to certain eligible
investors as described in the section entitled "Buying and Selling Shares" in a
fund's prospectus.


Investors may invest in Institutional Class shares by setting up an account
directly with the Shareholder Service Agent or through an authorized service
agent. Investors who establish shareholder accounts directly with the
Shareholder Service Agent should submit purchase and redemption orders as
described in the relevant prospectus.

PURCHASE OF CLASS S. Class S shares of a fund are offered at net asset value.
Class S shares are generally only available to new investors through fee-based
programs of investment dealers that have special agreements with a fund's
distributor, through certain group retirement plans and through certain
registered investment advisors. These dealers and advisors typically charge
ongoing fees for services they provide.


PURCHASE OF INSTITUTIONAL SHARES AND INVESTMENT CLASS SHARES (FOR DEUTSCHE
LIMITED MATURITY QUALITY INCOME FUND AND DEUTSCHE ULTRA-SHORT INVESTMENT GRADE
FUND ONLY). Shares of a fund are sold at net asset value without a sales charge
directly from a fund or through selected financial services firms, such as
broker-dealers and banks.


MULTI-CLASS SUITABILITY FOR CLASSES A AND C. DDI has established the following
procedures regarding the purchase of Class A and Class C shares. Orders to
purchase Class C shares of $500,000 or more (certain funds have a $250,000
maximum for Class C purchases, see the applicable fund's prospectus) will be
declined with the exception of orders received from (i) financial
representatives acting for clients whose shares are held in an omnibus account;
and (ii) Deutsche AM/ExpertPlan 403(b) Plans. The foregoing Class C order limit
of $500,000 or more is $250,000 or more for the certain funds, see the relevant
prospectus for additional information.


The following provisions apply to Deutsche AM/ExpertPlan 403(b) Plans.


(1)    Class C Share Deutsche AM/ExpertPlan 403(b) Plans. Orders to purchase
       Class C shares for a Deutsche AM/ExpertPlan 403(b) Plan, regardless of
       when such plan was established on the system, will be invested instead
       in Class A shares at net asset value when the combined subaccount value
       in Deutsche funds or other eligible assets held by the plan is
       $1,000,000 or more. This provision will be imposed for the first
       purchase after eligible plan assets reach the $1,000,000 threshold. A
       later decline in assets below the $1,000,000 threshold will not affect
       the plan's ability to continue to purchase Class A shares at net asset
       value.


The procedures described above do not reflect in any way the suitability of a
particular class of shares for a particular investor and should not be relied
upon as such. A suitability determination must be made by investors with the
assistance of their financial representative.


                                     II-20


PURCHASE PRIVILEGES FOR DEUTSCHE AM AFFILIATED INDIVIDUALS. Current or former
Board members of the Deutsche funds, employees, their spouses or life partners
and children or step-children age 21 or younger, of Deutsche Bank AG or its
affiliates or a subadvisor to any Deutsche fund or a broker-dealer authorized
to sell shares of a fund are generally eligible to purchase shares in the class
of a fund with the lowest expense ratio, usually the Institutional Class
shares. If a fund does not offer Institutional Class shares, these individuals
are eligible to buy Class A shares at NAV. Each fund also reserves the right to
waive the minimum account balance requirement for employee and director
accounts. Fees generally charged to IRA accounts will be charged to accounts of
employees and directors.


MONEY MARKET FUNDS. Shares of a fund are sold at net asset value directly from
a fund or through selected financial services firms, such as broker-dealers and
banks. Each fund seeks to have its investment portfolio as fully invested as
possible at all times in order to achieve maximum income. Since each fund will
be investing in instruments that normally require immediate payment in Federal
Funds (monies credited to a bank's account with its regional Federal Reserve
Bank), as described in the applicable prospectus, each fund has adopted
procedures for the convenience of its shareholders and to ensure that each fund
receives investable funds.


VARIABLE INSURANCE FUNDS. Shares of Deutsche Variable Series I, Deutsche
Variable Series II and Deutsche Investments VIT Funds are continuously offered
to separate accounts of participating insurance companies at the net asset
value per share next determined after a proper purchase request has been
received by the insurance company. The insurance companies offer to variable
annuity and variable life insurance contract owners units in its separate
accounts which directly correspond to shares in a fund. Each insurance company
submits purchase and redemption orders to a fund based on allocation
instructions for premium payments, transfer instructions and surrender or
partial withdrawal requests which are furnished to the insurance company by
such contract owners. Contract owners can send such instructions and requests
to the insurance companies in accordance with procedures set forth in the
prospectus for the applicable variable insurance product offered by the
insurance company.


PURCHASES IN-KIND. A fund may, at its own option, accept securities in payment
for shares. The securities delivered in payment for shares are valued by the
method described under "Net Asset Value" as of the day a fund receives the
securities. This is a taxable transaction to the shareholder. Securities may be
accepted in payment for shares only if they are, in the judgment of the
Advisor, appropriate investments for a fund. In addition, securities accepted
in payment for shares must: (i) meet the investment objective and policies of
the acquiring fund; (ii) be acquired by the applicable fund for investment and
not for resale; (iii) be liquid securities which are not restricted as to
transfer either by law or liquidity of market; and (iv) if stock, have a value
which is readily ascertainable as evidenced by a listing on a stock exchange,
over-the-counter market or by readily available market quotations from a dealer
in such securities. The shareholder will be charged the costs associated with
receiving or delivering the securities. These costs include security movement
costs and taxes and registration costs. A fund reserves the right to accept or
reject at its own option any and all securities offered in payment for its
shares.


REDEMPTIONS

A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to the
redemption of certain classes of shares is only applicable to funds offering
such classes of shares. Please consult the prospectus for the availability of
these redemption features for a specific fund. In addition, the information
provided below does not apply to contract holders in variable insurance
products. Contract owners should consult their contract prospectuses for
applicable redemption procedures.


A request for repurchase (confirmed redemption) may be communicated by a
shareholder through a financial services firm to DDI, which firms must promptly
submit orders to be effective.


Redemption requests must be unconditional. Redemption requests (and a stock
power for certificated shares) must be duly endorsed by the account holder. As
specified in the relevant prospectus, signatures may need to be guaranteed by a
commercial bank, trust company, savings and loan association, federal savings
bank, member firm of a national securities exchange or other financial
institution permitted by SEC rule. Deutsche Asset Management accepts Medallion
Signature Guarantees. Additional documentation may be required, particularly
from institutional and fiduciary account holders, such as corporations,
custodians (e.g., under the Uniform Transfers to Minors Act), executors,
administrators, trustees or guardians.


WIRES. The ability to send wires is limited by the business hours and holidays
of the firms involved. A fund is not responsible for the efficiency of the
federal wire system


                                     II-21


or the account holder's financial services firm or bank. The account holder is
responsible for any charges imposed by the account holder's firm or bank. To
change the designated account to receive wire redemption proceeds, send a
written request to the Shareholder Service Agent with signatures guaranteed as
described above or contact the firm through which fund shares were purchased.


SYSTEMATIC WITHDRAWAL PLAN. An owner of $5,000 or more of a class of a fund's
shares at the offering price (net asset value plus, in the case of Class A
shares, the initial sales charge) may provide for the payment from the owner's
account of any requested dollar amount to be paid to the owner or a designated
payee monthly, quarterly, semiannually or annually pursuant to a Systematic
Withdrawal Plan (the "Plan"). The $5,000 minimum account size is not applicable
to IRAs. The minimum periodic payment is $50. The maximum annual rate at which
shares subject to CDSC may be redeemed without the imposition of the CDSC is
12% of the net asset value of the account.


Non-retirement plan shareholders may establish a Plan to receive monthly,
quarterly or periodic redemptions from his or her account for any designated
amount of $50 or more. Shareholders may designate which day they want the
systematic withdrawal to be processed. If a day is not designated, the
withdrawal will be processed on the 25th day of the month to that the payee
should receive payment approximately on the first of the month. The check
amounts may be based on the redemption of a fixed dollar amount, fixed share
amount, percent of account value or declining balance. The Plan provides for
income dividends and capital gains distributions, if any, to be reinvested in
additional shares. Shares are then liquidated as necessary to provide for
withdrawal payments. Since the withdrawals are in amounts selected by the
investor and have no relationship to yield or income, payments received cannot
be considered as yield or income on the investment and the resulting
liquidations may deplete or possibly extinguish the initial investment and any
reinvested dividends and capital gains distributions. Any such requests must be
received by the Shareholder Service Agent ten days prior to the date of the
first systematic withdrawal. A Plan may be terminated at any time by the
shareholder, the Trust or its agent on written notice, and will be terminated
when all fund shares under the Plan have been liquidated or upon receipt by the
Trust of notice of death of the shareholder.


The purchase of Class A shares while participating in a Plan will ordinarily be
disadvantageous to the investor because the investor will be paying a sales
charge on the purchase of shares at the same time that the investor is
redeeming shares upon which a sales charge may have already been paid.
Therefore, an investor should consider carefully whether to make additional
investments in Class A shares if the investor is at the same time making
systematic withdrawals.


CONTINGENT DEFERRED SALES CHARGE (CDSC). The following example will illustrate
the operation of the CDSC for Class A (when applicable) and Class C shares, to
the extent applicable. Assume that an investor makes a single purchase of
$10,000 of a fund's Class C shares and then 11 months later the value of the
shares has grown by $1,000 through reinvested dividends and by an additional
$1,000 of share appreciation to a total of $12,000. If the investor were then
to redeem the entire $12,000 in share value, the CDSC would be payable only
with respect to $10,000 because neither the $1,000 of reinvested dividends nor
the $1,000 of share appreciation is subject to the charge. The charge would be
at the rate of 1.00% ($100).


The rate of the CDSC is determined by the length of the period of ownership.
Investments are tracked on a monthly basis. The period of ownership for this
purpose begins the first day of the month in which the order for the investment
is received. In the event no specific order is requested when redeeming shares
subject to a CDSC, the redemption will be made first from shares representing
reinvested dividends and then from the earliest purchase of shares. DDI
receives any CDSC directly. The CDSC will not be imposed upon redemption of
reinvested dividends or share appreciation.


The Class A CDSC for shares purchased through the Large Order NAV Purchase
Privilege will be waived in the event of:


(1)    redemptions by a participant-directed qualified retirement plan
       described in Internal Revenue Code of 1986, as amended (Code) Section
       401(a), a participant-directed non-qualified deferred compensation plan
       described in Code Section 457 or a participant-directed qualified
       retirement plan described in Code Section 403(b)(7) which is not
       sponsored by a K-12 school district;


(2)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


                                     II-22


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(4)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);



(5)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account; and


(6)    redemptions for certain loan advances, hardship provisions or returns of
       excess contributions from retirement plans.


The Class C CDSC will be waived for the circumstances set forth in items (2),
(3), (4) and (5) above for Class A shares. In addition, this CDSC will be
waived for:



(i)        redemption of shares by an employer-sponsored employee benefit plan
           that offers funds in addition to Deutsche funds and whose dealer of
           record has waived the advance of the first year administrative
           service and distribution fees applicable to such shares and agrees
           to receive such fees quarterly;


(ii)       redemption  of  shares  purchased  through  a dealer-sponsored asset
           allocation  program  maintained  on an omnibus record-keeping system
           provided  the  dealer  of record had waived the advance of the first
           year  administrative  services  and  distribution fees applicable to
           such shares and has agreed to receive such fees quarterly;


(iii)      redemptions made pursuant to any IRA systematic withdrawal based on
           the shareholder's life expectancy including, but not limited to,
           substantially equal periodic payments described in Code Section
           72(t)(2)(A)(iv) prior to age 59 1/2; and


(iv)       redemptions to satisfy required minimum distributions after age 70
           1/2 from an IRA account (with the maximum amount subject to this
           waiver being based only upon the shareholder's Deutsche AM IRA
           accounts).



REDEMPTIONS IN-KIND. A fund reserves the right to honor any request for
redemption or repurchase by making payment in whole or in part in readily
marketable securities, which are subject to market risk until sold, may incur
taxes and may incur brokerage costs, rather than cash. These securities will be
chosen by a fund and valued as they are for purposes of computing a fund's net
asset value. A shareholder may incur transaction expenses in converting these
securities to cash. Please see the prospectus for any requirements that may be
applicable to certain funds to provide cash up to certain amounts. For the
following funds, this right may only be exercised upon the consent of the
shareholder: Government & Agency Securities Portfolio, a series of Cash Account
Trust; Deutsche Government Cash Reserves Fund Institutional and Deutsche
Government Money Market Series, each a series of Deutsche Money Market Trust;
and Treasury Portfolio and Deutsche Variable NAV Money Fund, each a series of
Investors Cash Trust.



CHECKWRITING (applicable to Deutsche Short Duration Fund, Deutsche Intermediate
Tax/AMT Free Fund and Deutsche Massachusetts Tax-Free Fund only). The
Checkwriting Privilege is not offered to new investors. The Checkwriting
Privilege is available for shareholders of Deutsche Intermediate Tax/AMT Free
Fund and DWS Short Term Bond Fund (which was acquired by Deutsche Short
Duration Fund) who previously elected this privilege prior to August 19, 2002,
and to shareholders of Deutsche Massachusetts Tax-Free Fund who were
shareholders of the Scudder Massachusetts Limited Term Tax Free Fund prior to
July 31, 2000. Checks may be used to pay any person, provided that each check
is for at least $100 and not more than $5 million. By using the checks, the
shareholder will receive daily dividend credit on his or her shares until the
check has cleared the banking system. Investors who purchased shares by check
may write checks against those shares only after they have been on a fund's
book for 10 calendar days. Shareholders who use this service may also use other
redemption procedures. No shareholder may write checks against certificated
shares. A fund pays the bank charges for this service. However, each fund will
review the cost of operation periodically and reserve the right to determine if
direct charges to the persons who avail themselves of this service would be
appropriate. Each fund, State Street Bank and Trust Company and the Transfer
Agent reserve the right at any time to suspend or terminate the Checkwriting
procedure.


MONEY MARKET FUNDS ONLY

The following sections relate to certain Money Market Funds. Please consult the
prospectus for the availability of these redemption features for a specific
fund.


REDEMPTION BY CHECK/ACH DEBIT DISCLOSURE. A fund will accept Automated Clearing
House (ACH) debit entries for accounts that have elected the checkwriting
redemption privilege (see Redemptions by Draft below). Please consult the
prospectus for the availability of the


                                     II-23


checkwriting privilege for a specific fund. An example of an ACH debit is a
transaction in which you have given your insurance company, mortgage company,
credit card company, utility company, health club, etc., the right to withdraw
your monthly payment from your fund account or the right to convert your mailed
check into an ACH debit. Sometimes, you may give a merchant from whom you wish
to purchase goods the right to convert your check to an ACH debit. You may also
authorize a third party to initiate an individual payment in a specific amount
from your account by providing your account information and authorization to
such third party via the Internet or telephone. You authorize a fund upon
receipt of an ACH debit entry referencing your account number, to redeem fund
shares in your account to pay the entry to the third party originating the
debit. A fund will make the payment on the basis of the account number that you
provide to your merchant and will not compare this account number with the name
on the account. A fund, the Shareholder Service Agent or any other person or
system handling the transaction are not required to determine if there is a
discrepancy between the name and the account number shown on the transfer
instructions.


The payment of any ACH debit entry will be subject to sufficient funds being
available in the designated account; a fund will not be able to honor an ACH
debit entry if sufficient funds are not available. ACH debit entry transactions
to your fund account should not be initiated or authorized by you in amounts
exceeding the amount of Shares of a fund then in the account and available for
redemption. A fund may refuse to honor ACH debit entry transactions whenever
the right of redemption has been suspended or postponed, or whenever the
account is otherwise impaired. Your fund account statement will show any ACH
debit entries in your account; you will not receive any other separate notice.
(Merchants are permitted to convert your checks into ACH debits only with your
prior consent.)


You may authorize payment of a specific amount to be made from your account
directly by a fund to third parties on a continuing periodic basis. To arrange
for this service, you should contact the person or company you will be paying.
Any preauthorized transfers will be subject to sufficient funds being available
in the designated account. A preauthorized transfer will continue to be made
from the account in the same amount and frequency as initially established
until you terminate the preauthorized transfer instructions with the person or
company whom you have been paying. If regular preauthorized payments may vary
in amount, the person or company you are going to pay should tell you ten (10)
days before each payment will be made and how much the payment will be. If you
have told a fund in advance to make regular payments out of your account, you
may stop any of these payments by writing or calling the Shareholder Service
Agent at the address and telephone number listed in the next paragraph in time
for the Shareholder Service Agent to receive your request three (3) business
days or more before the payment is scheduled to be made. If you call, a fund
may also require that you put your request in writing so that a fund will
receive it within fourteen (14) days after you call. If you order a fund to
stop one of these payments three (3) business days or more before the transfer
is scheduled and a fund does not do so, a fund will be liable for your loss or
damages but not in an amount exceeding the amount of the payment. A stop
payment order will stop only the designated periodic payment. If you wish to
terminate the periodic preauthorized transfers, you should do so with the
person or company to whom you have been making payments.


IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ACH DEBIT ENTRY TRANSACTIONS please
telephone (see telephone number on front cover) or write (Deutsche AM Service
Company, P.O. Box 219151, Kansas City, MO 64121-9151) the Shareholder Service
Agent as soon as possible if you think your statement is wrong or shows an
improper transfer or if you need more information about a transfer listed on
the statement. Our business days are Monday through Friday except holidays. The
Shareholder Service Agent must hear from you no later than sixty (60) days
after a fund sent you the first fund account statement on which the problem or
error appeared. If you do not notify the Shareholder Service Agent within sixty
(60) days after a fund sends you the account statement, you may not get back
any money you have lost, and you may not get back any additional money you lose
after the sixty (60) days if a fund or the Shareholder Service Agent could have
stopped someone from taking that money if you had notified the Shareholder
Service Agent in time.


Tell us your name and account number, describe the error or the transfer you
are unsure about, and explain why you believe it is an error or why you need
more information. Tell us the dollar amount of the suspected error. If you tell
the Shareholder Service Agent orally, the Shareholder Service Agent may require
that you send your complaint or questions in writing within ten (10) business
days. The Shareholder Service Agent will determine whether an error occurred
within ten (10) business days after it hears from you and will correct any
error promptly. If the Shareholder Service Agent needs more time, however, it
may take up to forty-five (45) days (or up to ninety (90) days for certain
types of transactions) to investigate your complaint or question. If the
Shareholder


                                     II-24


Service Agent decides to do this, your account will be credited with escrowed
fund shares within ten (10) business days for the amount you think is in error
so that you will have the use of the money during the time it takes the
Shareholder Service Agent to complete its investigation. If the Shareholder
Service Agent asks you to put your complaint or questions in writing and the
Shareholder Service Agent does not receive it within ten (10) business days,
your account may not be credited. The Shareholder Service Agent will tell you
the results within three (3) business days after completing its investigation.
If the Shareholder Service Agent determines that there was no error, the
Shareholder Service Agent will send you a written explanation. You may ask for
copies of documents that were used by the Shareholder Service Agent in the
investigation.


In the event a fund or the Shareholder Service Agent does not complete a
transfer from your account on time or in the correct amount according to a
fund's agreement with you, a fund may be liable for your losses or damages. A
fund will not be liable to you if: (i) there are not sufficient funds available
in your account; (ii) circumstances beyond our control (such as fire or flood
or malfunction of equipment) prevent the transfer; (iii) you or another
shareholder have supplied a merchant with incorrect account information; or
(iv) a merchant has incorrectly formulated an ACH debit entry. In any case, a
fund's liability shall not exceed the amount of the transfer in question.


A fund or the Shareholder Service Agent will disclose information to third
parties about your account or the transfers you make: (1) where it is necessary
for completing the transfers; (2) in order to verify the existence or condition
of your account for a third party such as a credit bureau or a merchant; (3) in
order to comply with government agencies or court orders; or (4) if you have
given a fund written permission.


The acceptance and processing of ACH debit entry transactions is established
solely for your convenience and a fund reserves the right to suspend, terminate
or modify your ability to redeem fund shares by ACH debit entry transactions at
any time. ACH debit entry transactions are governed by the rules of the
National Automated Clearing House Association (NACHA) Operating Rules and any
local ACH operating rules then in effect, as well as Regulation E of the
Federal Reserve Board.


REDEMPTIONS BY DRAFT. Upon request, shareholders of certain Money Market Funds
will be provided with drafts to be drawn on a fund (Redemption Checks). Please
consult the prospectus for the availability of the checkwriting redemption
privilege for a specific Money Market Fund. These Redemption Checks may be made
payable to the order of any person for not more than $5 million. When a
Redemption Check is presented for payment, a sufficient number of full and
fractional shares in the shareholder's account will be redeemed as of the next
determined net asset value to cover the amount of the Redemption Check. This
will enable the shareholder to continue earning dividends until a fund receives
the Redemption Check. A shareholder wishing to use this method of redemption
must complete and file an Account Application which is available from a fund or
firms through which shares were purchased. Redemption Checks should not be used
to close an account since the account normally includes accrued but unpaid
dividends. A fund reserves the right to terminate or modify this privilege at
any time. This privilege may not be available through some firms that
distribute shares of a fund. In addition, firms may impose minimum balance
requirements in order to offer this feature. Firms may also impose fees to
investors for this privilege or establish variations of minimum check amounts.


Unless more than one signature is required pursuant to the Account Application,
only one signature will be required on Redemption Checks. Any change in the
signature authorization must be made by written notice to the Shareholder
Service Agent. Shares purchased by check or through certain ACH transactions
may not be redeemed by Redemption Check until the shares have been on a fund's
books for at least ten (10) days. Shareholders may not use this procedure to
redeem shares held in certificate form. A fund reserves the right to terminate
or modify this privilege at any time.


A fund may refuse to honor Redemption Checks whenever the right of redemption
has been suspended or postponed, or whenever the account is otherwise impaired.
A $10 service fee will be charged when a Redemption Check is presented to
redeem fund shares in excess of the value of a fund account or in an amount
less than the minimum Redemption Check amount specified in the prospectus; when
a Redemption Check is presented that would require redemption of shares that
were purchased by check or certain ACH transactions within ten (10) days; or
when "stop payment" of a Redemption Check is requested.


SPECIAL REDEMPTION FEATURES. Certain firms that offer Shares of the Money
Market Funds also provide special redemption features through charge or debit
cards and checks that redeem fund shares. Various firms have different charges
for their services. Shareholders should obtain information from their firm with
respect to any


                                     II-25


special redemption features, applicable charges, minimum balance requirements
and special rules of the cash management program being offered.


EXCHANGES

The exchange features may not be available to all funds. Please consult the
prospectus for the availability of exchanges for a specific fund. A fund may
offer only certain of the classes of shares referred to in the subsections
below. Thus, the information provided below in regard to the exchange of
certain classes of shares is only applicable to funds offering such classes of
shares. In addition, the information provided below does not apply to contract
holders in variable insurance products. Contract holders should consult their
contract prospectuses for applicable exchange procedures.


GENERAL. Shareholders may request a taxable exchange of their shares for shares
of the corresponding class of other Deutsche funds without imposition of a
sales charge, subject to the provisions below. When you sell shares of the fund
that you exchanged into that were originally purchased prior to April 1, 2016,
a CDSC may be imposed based on the CDSC schedule of the fund you exchanged
into, which may differ from the schedule for the fund you exchanged out of;
your shares will retain their original cost and purchase date. Shares of the
fund acquired in an exchange from shares of another fund purchased on or after
April 1, 2016 that were subject to a CDSC at the time of the exchange will
continue to be subject to the CDSC schedule of the shares of the fund you
originally purchased.


Shareholders who exchange their shares out of a Deutsche money market fund into
Class A shares of certain other Deutsche funds will generally be subject to the
applicable sales charge (not including shares acquired by dividend reinvestment
or shares that have previously paid a sales charge).


Certain Deutsche funds may not be available to shareholders on an exchange. To
learn more about which Deutsche funds may be available on exchange, please
contact your financial services firm or visit our Web site at:
deutschefunds.com (the Web site does not form a part of this Statement of
Additional Information) or call Deutsche Asset Management (see telephone number
on front cover).


Shareholders must obtain the prospectus of the Deutsche fund they are
exchanging into from dealers, other firms or DDI.


EXCHANGES INVOLVING CLASS T SHARES. Subject to certain limitations,
shareholders of certain classes may request an exchange into Class T shares of
the same fund.



EXCHANGES INVOLVING INSTITUTIONAL SHARES. The following persons may, subject to
certain limitations, exchange the Deutsche Money Market Fund shares of Deutsche
Money Market Prime Series, for shares of the institutional class of other
Deutsche mutual funds, and may exchange shares of the institutional class of
other Deutsche funds for Deutsche Money Market Fund shares: (1) a current or
former director or trustee of Deutsche mutual funds; and (2) an employee, the
employee's spouse or life partner and children or stepchildren age 21 or
younger of Deutsche Bank or its affiliates or a subadvisor to any fund in the
Deutsche mutual funds or a broker-dealer authorized to sell shares of a fund.


COMPENSATION OF FINANCIAL INTERMEDIARIES

INCENTIVE PLAN FOR DEUTSCHE AM DISTRIBUTORS, INC. PERSONNEL. DDI has adopted an
Incentive Plan (Plan) covering wholesalers that are regional vice presidents
(Deutsche AM Wholesalers). Generally, Deutsche AM Wholesalers market shares of
the Deutsche funds to financial advisors, who in turn may recommend that
investors purchase shares of a Deutsche fund. The Plan is an incentive program
that combines a monthly incentive component with an annual outperformance award
potential, based on achieving certain sales and other performance metrics.
Under the Plan, Deutsche AM Wholesalers will receive a monetary monthly
incentive based on the amount of sales generated from their marketing of the
funds, and that incentive will differ depending on the product tier of a fund.
Each fund is assigned to one of four product tiers - taking into consideration,
among other things, the following criteria, where applicable:


o     a fund's consistency with Deutsche Asset Management's branding and
      long-term strategy


o     a fund's competitive performance


o     a fund's Morningstar rating


o     the length of time a fund's Portfolio Managers have managed a
      fund/strategy


o     market size for the fund tier


o     a fund's size, including sales and redemptions of a fund's shares


                                     II-26


This information and other factors are discussed with senior representatives
from various groups within the asset management division, who review on a
regular basis the funds assigned to each product tier described above, and may
make changes to those assignments periodically. No one factor, whether positive
or negative, determines a fund's placement in a given product tier; all these
factors together are considered, and the designation of funds in a particular
tier represents management's judgment based on the above criteria. In addition,
management may consider a fund's profile over the course of several review
periods before making a change to its tier assignment. These tier assignments
will be posted to the Deutsche funds' Web site at deutschefunds.com/
EN/wholesaler-compensation.jsp. Deutsche AM Wholesalers receive the highest
compensation for Tier I funds, successively less for other tiers and the lowest
for Tier IV funds. The level of compensation among these product tiers may
differ significantly.


In the normal course of business, Deutsche Asset Management will from time to
time introduce new funds into the Deutsche family of funds. As a general rule,
new funds will be assigned to the product tier that is most appropriate to the
type of fund at the time of its launch based on the criteria described above.
As described above, the fund tier assignments are reviewed periodically and are
subject to change. The prospect of receiving, or the receipt of, additional
compensation by a Deutsche AM Wholesaler under the Plan may provide an
incentive to favor marketing funds in higher payout tiers over funds in lower
payout tiers. The Plan, however, will not change the price that investors pay
for shares of a fund. The Deutsche AM Compliance Department monitors Deutsche
AM Wholesaler sales and other activity in an effort to detect unusual activity
in the context of the compensation structure under the Plan. However, investors
may wish to take the Plan and the product tier of the fund into account when
considering purchasing a fund or evaluating any recommendations relating to
fund shares.


FINANCIAL SERVICES FIRMS' COMPENSATION. DDI may pay compensation to financial
intermediaries in connection with the sale of fund shares as described in PART
II - APPENDIX II-D. In addition, financial intermediaries may receive
compensation for post-sale administrative services from DDI or directly from a
fund as described in PART II - APPENDIX II-D.


COMPENSATION FOR RECORDKEEPING SERVICES. Certain financial institutions,
including affiliates of DDI, may receive compensation from a fund for
recordkeeping and other expenses relating to nominee accounts or for providing
certain services to their client accounts. Generally, payments by a fund to
financial institutions for providing such services are not expected to exceed
0.25% of shareholder assets for which such services are provided. Normally,
compensation for these financial institutions is paid by the Transfer Agent,
which is in turn reimbursed by the applicable fund. To the extent that record
keeping compensation in excess of the amount reimbursed by a fund is owed to a
financial institution, the Transfer Agent, Distributor or Advisor may pay
compensation from their own resources (see Financial Intermediary Support
Payments below).


COMPENSATION FOR RECORDKEEPING SERVICES: VARIABLE INSURANCE FUNDS. Technically,
the shareholders of Deutsche Variable Series I, Deutsche Variable Series II and
Deutsche Investments VIT Funds are the participating insurance companies that
offer shares of the funds as investment options for holders of certain variable
annuity contracts and variable life insurance policies. Effectively, ownership
of fund shares is passed through to insurance company contract and policy
holders. The holders of the shares of a fund on the records of a fund are the
insurance companies and no information concerning fund holdings of specific
contract and policy holders is maintained by a fund. The insurance companies
place orders for the purchase and redemption of fund shares with a fund
reflecting the investment of premiums paid, surrender and transfer requests and
other matters on a net basis; they maintain all records of the transactions and
holdings of fund shares and distributions thereon for individual contract and
policy holders; and they prepare and mail to contract and policy holders
confirmations and periodic account statements reflecting such transactions and
holdings.


A fund may compensate certain insurance companies for record keeping and other
administrative services performed with regard to holdings of Class B shares as
an expense of the Class B shares up to 0.15%. These fees are included within
the "Other Expenses" category in the fee table for each portfolio in the Class
B Shares Prospectus (see How Much Investors Pay in the applicable fund's
prospectus). In addition, the Advisor may, from time to time, pay from its own
resources certain insurance companies for record keeping and other
administrative services related to Class A and Class B shares of the Portfolios
held by such insurance companies on behalf of their contract and policy holders
(see Financial Intermediary Support Payments below).


                                     II-27



FINANCIAL INTERMEDIARY SUPPORT PAYMENTS (NOT APPLICABLE TO CLASS R6 SHARES).
The Advisor, the Distributor and their affiliates have undertaken to furnish
certain additional information below regarding the level of payments made by
them to selected affiliated and unaffiliated brokers, dealers, participating
insurance companies or other financial intermediaries (financial advisors) in
connection with the sale and/or distribution of fund shares or the retention
and/or servicing of investors and fund shares (revenue sharing).


The Advisor, the Distributor and/or their affiliates may pay additional
compensation, out of their own assets and not as an additional charge to each
fund, to financial advisors in connection with the sale and/or distribution of
fund shares or the retention and/or servicing of fund investors and fund
shares. Such revenue sharing payments are in addition to any distribution or
service fees payable under any Rule 12b-1 or service plan of any fund, any
record keeping/sub-transfer agency/networking fees payable by each fund
(generally through the Distributor or an affiliate) and/or the Distributor or
Advisor to certain financial advisors for performing such services and any
sales charges, commissions, non-cash compensation arrangements expressly
permitted under applicable rules of FINRA or other concessions described in the
fee table or elsewhere in the prospectuses or the SAI as payable to all
financial advisors. For example, the Advisor, the Distributor and/or their
affiliates may compensate financial advisors for providing each fund with
"shelf space" or access to a third party platform or fund offering list, or
other marketing programs including, without limitation, inclusion of each fund
on preferred or recommended sales lists, mutual fund "supermarket" platforms
and other formal sales programs; granting the Distributor access to the
financial advisor's sales force; granting the Distributor access to the
financial advisor's conferences and meetings; assistance in training and
educating the financial advisor's personnel; and, obtaining other forms of
marketing support. In addition, revenue sharing payments may consist of the
Distributor's and/or its affiliates' payment or reimbursement of ticket charges
that would otherwise be assessed by a financial advisor on an investor's fund
transactions. The level of revenue sharing payments made to financial advisors
may be a fixed fee or based upon one or more of the following factors: gross
sales, current assets and/or number of accounts of each fund attributable to
the financial advisor, the particular fund or fund type or other measures as
agreed to by the Advisor, the Distributor and/or their affiliates and the
financial advisors or any combination thereof. The amount of these payments is
determined at the discretion of the Advisor, the Distributor and/or their
affiliates from time to time, may be substantial, and may be different for
different financial advisors based on, for example, the nature of the services
provided by the financial advisor.



The Advisor, the Distributor and/or their affiliates currently make revenue
sharing payments from their own assets in connection with the sale and/or
distribution of Deutsche fund shares, or the retention and/or servicing of
investors, to financial advisors in amounts that generally range from 0.01% up
to 0.52% of assets of a fund serviced and maintained by the financial advisor,
0.05% to 0.25% of sales of a fund attributable to the financial advisor, a flat
fee of up to $120,000, or any combination thereof. These amounts are annual
figures typically paid on a quarterly basis and are subject to change at the
discretion of the Advisor, the Distributor and/or their affiliates. Receipt of,
or the prospect of receiving, this additional compensation, may influence your
financial advisor's recommendation of a fund or of any particular share class
of a fund. You should review your financial advisor's compensation disclosure
and/or talk to your financial advisor to obtain more information on how this
compensation may have influenced your financial advisor's recommendation of a
fund.


The Advisor, the Distributor and/or their affiliates may also make such revenue
sharing payments to financial advisors under the terms discussed above in
connection with the distribution of both Deutsche funds and non-Deutsche funds
by financial advisors to retirement plans that obtain record keeping services
from ADP, Inc. or to 403(b) plans that obtain record keeping services from
ExpertPlan, Inc., a subsidiary of Ascensus, Inc., on the Deutsche AM-branded
retirement plan platform (the Platform). The level of revenue sharing payments
is based upon sales of both the Deutsche funds and the non-Deutsche funds by
the financial advisor on the Platform or current assets of both the Deutsche
funds and the non-Deutsche funds serviced and maintained by the financial
advisor on the Platform.


As of the date hereof, each fund has been advised that the Advisor, the
Distributor and their affiliates expect that the firms listed in PART II -
APPENDIX II-E will receive revenue sharing payments at different points during
the coming year as described above.


The Advisor, the Distributor or their affiliates may enter into additional
revenue sharing arrangements or change or discontinue existing arrangements
with financial advisors at any time without notice.


                                     II-28


The prospect of receiving, or the receipt of additional compensation or
promotional incentives described above by financial advisors may provide such
financial advisors and/or their salespersons with an incentive to favor sales
of shares of the Deutsche funds or a particular Deutsche fund over sales of
shares of mutual funds (or non-mutual fund investments) with respect to which
the financial advisor does not receive additional compensation or promotional
incentives, or receives lower levels of additional compensation or promotional
incentives. Similarly, financial advisors may receive different compensation or
incentives that may influence their recommendation of any particular share
class of a fund or of other funds. These payment arrangements, however, will
not change the price that an investor pays for fund shares or the amount that a
fund receives to invest on behalf of an investor and will not increase fund
expenses. You may wish to take such payment arrangements into account when
considering and evaluating any recommendations relating to fund shares and you
should discuss this matter with your financial advisor and review your
financial advisor's disclosures.


It is likely that broker-dealers that execute portfolio transactions for a fund
will include firms that also sell shares of the Deutsche funds to their
customers. However, the Advisor will not consider sales of Deutsche fund shares
as a factor in the selection of broker-dealers to execute portfolio
transactions for the Deutsche funds. Accordingly, the Advisor has implemented
policies and procedures reasonably designed to prevent its traders from
considering sales of Deutsche fund shares as a factor in the selection of
broker-dealers to execute portfolio transactions for a fund. In addition, the
Advisor, the Distributor and/or their affiliates will not use fund brokerage to
pay for their obligation to provide additional compensation to financial
advisors as described above.


Class R6 Shares. None of the above-described financial intermediary support
payments are made with respect to Class R6 shares. To the extent a fund makes
such payments with respect to another class of its shares, the expense is borne
by the other share class.


DIVIDENDS (FOR ALL FUNDS EXCEPT DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND AND
MONEY MARKET FUNDS). A fund, other than a money fund, intends to distribute, at
least annually: (i) substantially all of its investment company taxable income
(computed without regard to the dividends-paid deduction), which generally
includes taxable ordinary income and any excess of net realized short-term
capital gains over net realized long-term capital losses; (ii) net tax-exempt
income, if any; and (iii) the entire excess of net realized long-term capital
gains over net realized short-term capital losses. However, if a fund
determines that it is in the interest of its shareholders, a fund may decide to
retain all or part of its net realized long-term capital gains for
reinvestment, after paying the related federal taxes. In such a case,
shareholders will be treated for federal income tax purposes as having received
their share of such gains, but will then generally be able to claim a credit
against their federal income tax liability for the federal income tax a fund
pays on such gain. If a fund does not distribute the amount of ordinary income
and/or capital gain required to be distributed by an excise tax provision of
the Code, a fund may be subject to that excise tax on the undistributed
amounts. In certain circumstances, a fund may determine that it is in the
interest of shareholders to distribute less than the required amount.


A fund has a schedule for paying out any earnings to shareholders (see
Understanding Distributions and Taxes in each fund's prospectus). Additional
distributions may also be made in November or December (or treated as made on
December 31) if necessary to avoid an excise tax imposed under the Code.


Any dividends or capital gains distributions declared in October, November or
December with a record date in such a month and paid during the following
January will be treated by shareholders for federal income tax purposes as if
received on December 31 of the calendar year declared.


Dividends paid by a fund with respect to each class of its shares will be
calculated in the same manner, at the same time and on the same day.


The level of income dividends per share (as a percentage of net asset value)
will be lower for Class C shares than for other share classes primarily as a
result of the distribution services fee applicable to Class C shares.
Distributions of capital gains, if any, will be paid in the same amount for
each class.


Income dividends and capital gain dividends (see Taxation of US Shareholders -
Dividends and Distributions), if any, of a fund will be credited to shareholder
accounts in full and fractional shares of the same class of that fund at net
asset value on the reinvestment date, unless shareholders indicate to the
Shareholder Service Agent, that they wish to receive them in cash or in shares
of other Deutsche funds as provided in the fund's prospectus. Shareholders must
maintain the required minimum account balance in the fund distributing the
dividends in order to use this privilege of investing dividends of a fund


                                     II-29


in shares of another Deutsche fund. A fund will reinvest dividend checks (and
future dividends) in shares of that same fund and class if checks are returned
as undeliverable. Dividends and other distributions of a fund in the aggregate
amount of $10 or less are automatically reinvested in shares of that fund and
class unless the shareholder requests that a check be issued for that
particular distribution. Shareholders who chose to receive distributions by
electronic transfer are not subject to this minimum.


Generally, if a shareholder has elected to reinvest any dividends and/or other
distributions, such distributions will be made in shares of that fund and
confirmations will be mailed to each shareholder. If a shareholder has chosen
to receive cash, a check will be sent. Distributions of investment company
taxable income and net realized capital gains are generally taxable, whether
made in shares or cash.


With respect to variable insurance products, all distributions will be
reinvested in shares of a fund unless we are informed by an insurance company
that they should be paid out in cash. The insurance companies will be informed
about the amount and character of distributions from the relevant fund for
federal income tax purposes.


Each distribution is accompanied by a brief explanation of the form and
character of the distribution. The characterization of distributions on such
correspondence may differ from the characterization for federal income tax
purposes. Early each year, a fund issues to each shareholder a statement of the
federal income tax status of all distributions in the prior calendar year.


A fund may at any time vary its foregoing distribution practices and,
therefore, reserves the right from time to time to either distribute or retain
for reinvestment such of its net investment income and its net short-term and
net long-term capital gains as its Board determines appropriate under the
then-current circumstances. In particular, and without limiting the foregoing,
a fund may make additional distributions of net investment income or net
realized capital gain in order to satisfy the minimum distribution requirements
contained in the Code.


DISTRIBUTIONS (DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND). The fund currently
anticipates making distributions to its shareholders each fiscal quarter
(February, May, August, and November) of substantially all of the fund's
distributable cash flow. Distributable cash flow means the amount received as
cash or pay-in-kind distributions from MLPs or their affiliates, interest
payments received on debt securities owned by the fund and other payments
received on securities owned by the fund less accrued operating expenses of the
fund and taxes on the fund's taxable income. The fund is not required to make
such distributions and, consequently may not make a distribution or may make a
distribution less than such amount for a given quarter. For more information
regarding the fund's distributions, see the "Understanding Distributions and
Taxes" section in the fund's prospectus.


DIVIDENDS (MONEY MARKET FUNDS). Dividends are declared daily and paid monthly.
Shareholders will receive dividends in additional shares unless they elect to
receive cash, as provided in a fund's prospectus. Dividends will be reinvested
monthly in shares of a fund at net asset value. Shareholders will receive all
unpaid dividends upon redeeming their entire account, unless they elect to
receive all unpaid dividends on the next monthly dividend payment date, as
provided in a fund's prospectus.


Each money fund calculates its dividends based on its daily net investment
income. For this purpose, the net investment income of a money fund generally
consists of (a) accrued interest income plus or minus amortized discount or
premium, (b) plus or minus all short-term realized gains and losses on
investments and (c) minus accrued expenses allocated to the applicable fund.
Expenses of each money fund are accrued each day. Dividends are reinvested
monthly and shareholders will receive monthly confirmations of dividends and of
purchase and redemption transactions except that confirmations of dividend
reinvestment for Deutsche AM IRAs and other fiduciary accounts for which SSB
acts as trustee will be sent quarterly.


Distributions of a fund's net realized long-term capital gains in excess of net
realized short-term capital losses, if any, and any undistributed net realized
short-term capital gains in excess of net realized long-term capital losses are
normally declared and paid annually at the end of the fiscal year in which they
were earned to the extent they are not offset by any capital loss
carryforwards.


If the shareholder elects to receive dividends or distributions in cash, checks
will be mailed monthly, within five business days of the reinvestment date, to
the shareholder or any person designated by the shareholder. A fund reinvests
dividend checks (and future dividends) in shares of a fund if checks are
returned as undeliverable. Dividends and other distributions in the aggregate
amount of $10 or less are automatically reinvested in shares of a fund unless
the shareholder requests that a check be


                                     II-30


issued for that particular distribution. Shareholders who chose to receive
distributions by electronic transfer are not subject to this minimum.


Dividends and distributions are treated the same for federal income tax
purposes, whether made in shares or cash.



DISTRIBUTION AND SERVICE AGREEMENTS AND PLANS

For information regarding distribution and service agreements and plans for
retail funds, see I. RETAIL FUNDS below.


For information regarding distribution and service agreements and plans for
money market funds, see II. MONEY MARKET FUNDS below.


For information regarding distribution and service agreements and plans for
variable insurance funds, see III. DEUTSCHE VARIABLE SERIES I AND DEUTSCHE
VARIABLE SERIES II; and IV. DEUTSCHE INVESTMENTS VIT FUNDS below.


I. RETAIL FUNDS


A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to certain
classes of shares is only applicable to funds offering such classes of shares.


RULE 12B-1 PLANS. Certain funds, as described in the applicable prospectuses,
have adopted plans pursuant to Rule 12b-1 under the 1940 Act (each a Rule 12b-1
Plan) on behalf of their Class A, T, C and R shares, as applicable, that
authorize payments out of class assets for distribution and/or shareholder and
administrative services as described in more detail below. Because Rule 12b-1
fees are paid out of class assets on an ongoing basis, they will, over time,
increase the cost of an investment and may cost more than other types of sales
charges.


Rule 12b-1 Plans provide alternative methods for paying sales charges and
provide compensation to DDI or intermediaries for post-sale servicing, which
may help funds grow or maintain asset levels to provide operational
efficiencies and economies of scale. Each Rule 12b-1 Plan is approved and
reviewed separately for each applicable class in accordance with Rule 12b-1
under the 1940 Act, which regulates the manner in which an investment company
may, directly or indirectly, bear the expenses of distributing its shares. A
Rule 12b-1 Plan may not be amended to increase the fee to be paid by a fund
with respect to a class without approval by a majority of the outstanding
voting securities of such class.


If a Rule 12b-1 Plan is terminated in accordance with its terms, the obligation
of the applicable class to make payments to DDI pursuant to the Rule 12b-1 Plan
will cease and a fund will not be required to make any payments not previously
accrued past the termination date. Thus, there is no legal obligation for a
class to pay any expenses incurred by DDI other than fees previously accrued
and payable under a Rule 12b-1 Plan, if for any reason the Rule 12b-1 Plan is
terminated in accordance with its terms. Because the Rule 12b-1 Plans are
compensation plans, future fees under a Rule 12b-1 Plan may or may not be
sufficient to cover DDI for its expenses incurred. On the other hand, under
certain circumstances, DDI might collect in the aggregate over certain periods
more in fees under the applicable Rule 12b-1 Plan than it has expended over
that same period in providing distribution services for a fund. For example, if
Class C shares of a fund were to appreciate (resulting in greater asset base
against which Rule 12b-1 fees are charged) and sales of a fund's Class C shares
were to decline (resulting in lower expenditures by DDI under the Rule 12b-1
Plan), fees payable could exceed expenditures. Similarly, fees paid to DDI
could exceed DDI's expenditures over certain periods shorter than the life of
the Rule 12b-1 Plan simply due to the timing of expenses incurred by DDI that
is not matched to the timing of revenues received. Under these or other
circumstances where DDI's expenses are less than the Rule 12b-1 fees, DDI will
retain its full fees and make a profit.


CLASS C AND CLASS R SHARES

FEES FOR DISTRIBUTION SERVICES. For its services under the Distribution
Agreement, DDI receives a fee from a fund under its Rule 12b-1 Plan, payable
monthly, at the annual rate of 0.75% of average daily net assets of a fund
attributable to Class C shares. This fee is accrued daily as an expense of
Class C shares. DDI currently advances to firms the first year distribution fee
at a rate of 0.75% of the purchase price of Class C shares. DDI does not
advance the first year distribution fee to firms for sales of Class C shares to
employer-sponsored employee benefit plans using the OmniPlus subaccount record
keeping system made available through ADP, Inc. under an alliance between ADP,
Inc. and DDI and its affiliates. For periods after the first year, DDI
currently pays firms for sales of Class C shares a distribution fee, payable
quarterly, at an annual rate of 0.75% of net assets attributable to Class C
shares maintained and serviced by the firm. This fee continues until terminated
by DDI


                                     II-31


or the applicable fund. Under the Distribution Agreement, DDI also receives any
contingent deferred sales charges paid with respect to Class C shares.


For its services under the Distribution Agreement, DDI receives a fee from a
fund under its Rule 12b-1 Plan, payable monthly, at the annual rate of 0.25% of
average daily net assets of a fund attributable to Class R shares. This fee is
accrued daily as an expense of Class R shares. DDI currently pays firms for
sales of Class R shares a distribution fee, payable quarterly, at an annual
rate of 0.25% of net assets attributable to Class R shares maintained and
serviced by the firm. This fee continues until terminated by DDI or the
applicable fund.


CLASS A, CLASS C AND CLASS R SHARES

FEES FOR SHAREHOLDER SERVICES. For its services under the Services Agreement,
DDI receives a shareholder services fee from a fund under a Rule 12b-1 Plan,
payable monthly, at an annual rate of up to 0.25% of the average daily net
assets of Class A, C and R shares of a fund, as applicable.


With respect to Class A and Class R shares of a fund, DDI pays each firm a
service fee, payable quarterly, at an annual rate of up to 0.25% of the net
assets in fund accounts that it maintains and services attributable to Class A
and Class R shares of a fund, generally commencing with the month after
investment (for Class A shares) and immediately after investment (for Class R
shares). With respect to Class C shares of a fund, DDI currently advances to
firms the first-year service fee at a rate of up to 0.25% of the purchase price
of such shares. DDI does not advance the first year service fee to firms
attributable to Class C shares to employer-sponsored employee benefit plans
using the OmniPlus subaccount record keeping system made available through ADP,
Inc. under an alliance between ADP, Inc. and DDI and its affiliates. For
periods after the first year, DDI currently intends to pay firms a service fee
at a rate of up to 0.25% (calculated monthly and paid quarterly) of the net
assets attributable to Class C shares of a fund maintained and serviced by the
firm.


Firms to which administrative service fees may be paid include affiliates of
DDI. In addition DDI may, from time to time, pay certain firms from its own
resources additional amounts for ongoing administrative services and assistance
provided to their customers and clients who are shareholders of a fund.

DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund. Currently, the
shareholder services fee payable to DDI is payable at an annual rate of up to
0.25% of net assets based upon fund assets in accounts for which a firm
provides administrative services and at the annual rate of 0.15% of net assets
based upon fund assets in accounts for which there is no firm of record (other
than DDI) listed on a fund's records. The effective shareholder services fee
rate to be charged against all assets of each fund while this procedure is in
effect will depend upon the proportion of fund assets that is held in accounts
for which a firm of record provides shareholder services. The Board of each
fund, in its discretion, may approve basing the fee to DDI at the annual rate
of 0.25% on all fund assets in the future.


CLASS T SHARES


FEES FOR DISTRIBUTION SERVICES AND/OR SHAREHOLDER SERVICES. Pursuant to a Rule
12b-1 Plan for Class T shares, DDI receives a fee, payable monthly, at an
annual rate of up to 0.25% of the average daily net assets of Class T shares of
a fund for distribution and/or distribution related services, including
shareholder services. DDI currently expects to pay the Rule 12b-1 fee for Class
T shares to firms for distribution and/or distribution related services,
including shareholder services. DDI compensates firms for providing
distribution and/or distribution related services, including shareholder
services, by paying the firm a fee, payable quarterly, at an annual rate of
0.25% of net assets attributable to Class T shares maintained and serviced by
the firm commencing immediately after investment. DDI may also, from time to
time, pay certain firms from its own resources additional amounts for ongoing
administrative services and assistance provided to their customers and clients
who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the Rule 12b-1 fee not paid to firms to compensate itself for services
performed for a fund. Currently, the Class T Rule 12b-1 fee payable to DDI is
payable at an annual rate of 0.25% of net assets of Class T shares of a fund
based upon fund assets in accounts for which a firm provides distribution
and/or distribution related services, including shareholder services, and at
the annual rate of 0.15% of net assets of Class T shares of a fund based upon
fund assets in accounts for which there is no firm of record (other than DDI)
listed on a fund's records. The effective Class T Rule


                                     II-32


12b-1 fee rate to be charged against all assets of Class T shares of a fund
while this procedure is in effect will depend upon the proportion of fund
assets that is held in accounts for which a firm of record provides services.
The Board of each fund, in its discretion, may approve basing the fee to DDI at
the annual rate of 0.25% on all assets of Class T shares of a fund in the
future.


INVESTMENT CLASS (DEUTSCHE LIMITED MATURITY QUALITY INCOME FUND AND DEUTSCHE
ULTRA-SHORT INVESTMENT GRADE FUND ONLY)


FEES FOR SHAREHOLDER SERVICES. For its services under the Services Agreement,
DDI receives an administrative service fee from a fund at an annual rate of up
to 0.25% of the average daily net assets of Investment Class shares of a fund.
With respect to Investment Class shares of a fund, DDI pays each financial
services firm an administrative service fee at an annual rate of up to 0.25% of
the net assets in fund accounts that it maintains and services attributable to
Investment Class of a fund immediately after investment. This administrative
service fee is not paid pursuant to a Rule 12b-1 Plan.


The administrative service fee is accrued daily as an expense of Investment
Class shares of a fund. DDI may enter into agreements with firms pursuant to
which the firms provide personal service and/or maintenance of shareholder
accounts including, but not limited to, establishing and maintaining
shareholder accounts and records, distributing monthly statements, processing
purchase and redemption transactions, answering routine client inquiries
regarding a fund, assistance to clients in changing dividend options, account
designations and addresses, aggregating trades of all the firm's clients,
providing account information to clients in client sensitive formats and such
other services as a fund may reasonably request. The service fee is not payable
for advertising, promotion or other distribution services.


Firms to which service fees may be paid include affiliates of DDI. In addition
DDI may, from time to time, pay certain firms from its own resources additional
amounts for ongoing administrative services and assistance provided to their
customers and clients who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund.

II. MONEY MARKET FUNDS (EXCEPT DEUTSCHE CASH INVESTMENT TRUST CLASS A AND
DEUTSCHE CASH INVESTMENT TRUST CLASS C SHARES, WHICH ARE ADDRESSED UNDER RETAIL
FUNDS ABOVE)


RULE 12B-1 PLANS. Certain Money Market Funds have adopted for certain classes
of shares a plan pursuant to Rule 12b-1 under the 1940 Act (each a Rule 12b-1
Plan) that provides for fees payable as an expense of the class that are used
by DDI to pay for distribution services for those classes. Additionally, in
accordance with the Rule 12b-1 Plan for certain classes, shareholder and
administrative services are provided to the applicable fund for the benefit of
the relevant classes under a fund's Services Agreement with DDI. With respect
to certain classes, shareholder and administrative services may be provided
outside of a Rule 12b-1 Plan either by DDI pursuant to the Services Agreement
or by financial services firms under a Shareholder Services Plan. Because Rule
12b-1 fees are paid out of fund assets on an ongoing basis, they will, over
time, increase the cost of an investment and may cost more than other types of
sales charges.


The Rule 12b-1 Plans provide alternative methods for paying for distribution
services and provide compensation to DDI or financial services firms for
post-sales servicing, which may help funds grow or maintain asset levels to
provide operational efficiencies and economies of scale. Each Rule 12b-1 Plan
is approved and reviewed separately for each such class in accordance with Rule
12b-1 under the 1940 Act, which regulates the manner in which an investment
company may, directly or indirectly, bear the expenses of distributing its
shares. A Rule 12b-1 Plan may not be amended to increase the fee to be paid by
a fund with respect to a class without approval by a majority of the
outstanding voting securities of such class of a fund.


If a Rule 12b-1 Plan is terminated in accordance with its terms, the obligation
of the applicable fund to make payments to DDI pursuant to the Rule 12b-1 Plan
will cease and a fund will not be required to make any payments not previously
accrued past the termination date. Thus, there is no legal obligation for a
fund to pay any expenses incurred by DDI other than fees previously accrued and
payable under a Rule 12b-1 Plan, if for any reason the Rule 12b-1 Plan is
terminated in accordance with its terms. Because the Rule 12b-1 Plans are
compensation plans, future fees under a Rule 12b-1 Plan may or may not be
sufficient to cover DDI for its expenses incurred. On the other hand, under
certain circumstances,


                                     II-33


DDI might collect in the aggregate over certain periods more in fees under the
applicable Rule 12b-1 Plan than it has expended over that same period.


DISTRIBUTION AND SHAREHOLDER SERVICES

Service Shares - Cash Account Trust. The Distribution Agreement authorizes the
fund to pay DDI, as an expense of the Government & Agency Securities Portfolio
and the Tax-Exempt Portfolio of Cash Account Trust, a distribution services
fee, payable monthly, at an annual rate of 0.60% of average daily net assets of
the Service Shares of the applicable fund. This fee is paid pursuant to a Rule
12b-1 Plan. DDI normally pays firms a fee for distribution and administrative
services, payable monthly, at a maximum annual rate of up to 0.60% of average
daily net assets of Service Shares held in accounts that they maintain and
service.


Managed Shares - Cash Account Trust. The Services Agreement currently
authorizes a fund to pay DDI, as an expense of the Government Cash Managed
Shares class of the Government & Agency Securities Portfolio of Cash Account
Trust and the Tax-Exempt Cash Managed Shares class of the Tax-Exempt Portfolio
of Cash Account Trust, an administrative service fee, payable monthly, at an
annual rate of 0.15% of average daily net assets of the Managed Shares of a
fund. This fee is paid pursuant to a Rule 12b-1 Plan. The Rule 12b-1 Plan for
the Tax-Exempt Cash Managed Shares class authorizes the payment of up to 0.25%
of average daily net assets of the class and, at the discretion of the Board,
the administrative service fee may be increased from the current level to a
maximum of 0.25% of average daily net assets. The Rule 12b-1 Plan for the
Government Cash Managed Shares class authorizes the payment of up to 0.15% of
average daily net assets of the class. DDI normally pays firms a fee for
administrative services, payable monthly, at a maximum annual rate of up to
0.15% of average daily net assets of Managed Shares held in accounts that they
maintain and service.


Tax-Free Investment Class - Cash Account Trust and Investment Class - Investors
Cash Trust. The Distribution Agreement authorizes a fund to pay DDI, as an
expense of the Tax-Free Investment Class of the Tax-Exempt Portfolio of Cash
Account Trust and the Investment Class of the Treasury Portfolio of Investors
Cash Trust (collectively, Investment Class), a distribution services fee,
payable monthly, at an annual rate of 0.25% of average daily net assets of the
Investment Class shares of the applicable fund. This fee is paid pursuant to a
Rule 12b-1 Plan. DDI normally pays firms a fee for distribution services,
payable monthly, at a maximum annual rate of up to 0.25% of average daily net
assets of shares of the Investment Class held in accounts that they maintain
and service. The Services Agreement authorizes a fund to pay DDI, as an expense
of the Investment Class of the aforementioned funds, an administrative service
fee, payable monthly, at an annual rate of 0.07% of average daily net assets of
the Investment Class shares of the applicable fund. This administrative service
fee is not paid pursuant to a Rule 12b-1 Plan. DDI normally pays firms a fee
for administrative services, payable monthly, at a maximum annual rate of up to
0.07% of average daily net assets of shares of the Investment Class held in
accounts that they maintain and service.


Cash Reserve Government Shares - Cash Reserve Fund, Inc. The Distribution
Agreement authorizes the fund to pay DDI, as an expense of the Cash Reserve
Government Shares class of the Deutsche Government Series of Cash Reserve Fund
Inc., a distribution services fee, payable monthly, at an annual rate of 0.25%
of average daily net assets of the Cash Reserve Government Shares of the fund.
This fee is paid pursuant to a Rule 12b-1 Plan. DDI normally pays firms a fee
for distribution services, payable monthly, at a maximum annual rate of up to
0.25% of average daily net assets of shares of the Cash Reserve Government
Shares held in accounts that they maintain and service. The Distribution
Agreement also authorizes the fund to pay DDI, as an expense of the Cash
Reserve Government Shares, an administrative service fee, payable monthly, at
an annual rate of 0.07% of average daily net assets of the Cash Reserve
Government Shares of the fund. This administrative service fee is not paid
pursuant to a Rule 12b-1 Plan. DDI normally pays firms a fee for administrative
services, payable monthly, at a maximum annual rate of up to 0.07% of average
daily net assets of shares of the Cash Reserve Government Shares held in
accounts that they maintain and service.


SERVICES AGREEMENT FOR TREASURY PORTFOLIO - INSTITUTIONAL SHARES AND DEUTSCHE
VARIABLE NAV MONEY FUND - INSTITUTIONAL SHARES, EACH A SERIES OF INVESTORS CASH
TRUST, AND DAILY ASSETS FUND - INSTITUTIONAL SHARES, A SERIES OF DEUTSCHE MONEY
MARKET TRUST. The Services Agreement authorizes each fund to pay DDI an
administrative services fee, payable monthly, at an annual rate of 0.05% of the
average daily net assets of the class specified for each fund (Class). The
administrative services fee for Treasury Portfolio - Institutional Shares may
be increased to 0.10% at the discretion of the Board. DDI normally pays firms
an administrative services fee, payable monthly, at a maximum annual rate up to
0.05% of the


                                     II-34


average daily net assets of the Class held in accounts that they maintain and
service. This administrative services fee is not paid pursuant to a Rule 12b-1
Plan.


The administrative services fee is accrued daily as an expense of the Class.
DDI may enter into agreements with firms pursuant to which the firms provide
personal service and/or maintenance of shareholder accounts including, but not
limited to, establishing and maintaining shareholder accounts and records,
distributing monthly statements, processing purchase and redemption
transactions, answering routine client inquiries regarding a fund, assistance
to clients in changing dividend options, account designations and addresses,
aggregating trades of all the firm's clients, providing account information to
clients in client sensitive formats and such other services as a fund may
reasonably request. The administrative service fee is not payable for
advertising, promotion or other distribution services.


Firms to which administrative services fees may be paid include affiliates of
DDI. In addition DDI may, from time to time, pay certain firms from its own
resources additional amounts for ongoing administrative services and assistance
provided to their customers and clients who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund.


SHAREHOLDER SERVICES PLAN FOR DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND -
INSTITUTIONAL CLASS AND DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL -
INSTITUTIONAL CLASS, EACH A SERIES AND CLASS OF DEUTSCHE MONEY MARKET TRUST.
Each fund has adopted for the classes specified (Class) a shareholder service
plan (Plan). Under the Plan, which is not a Rule 12b-1 Plan, a fund may pay
financial services firms a service fee at an annual rate of up to 0.25 of 1% of
the average daily net assets of shares of the Class held in accounts that the
firm maintains and services. The service fee is accrued daily as an expense of
the Class. A fund together with DDI may enter into agreements with firms
pursuant to which the firms provide personal service and/or maintenance of
shareholder accounts including, but not limited to, establishing and
maintaining shareholder accounts and records, distributing monthly statements,
processing purchase and redemption transactions, automatic investment in fund
shares of client account cash balances, answering routine client inquiries
regarding a fund, assistance to clients in changing dividend options, account
designations and addresses, aggregating trades of all the firm's clients,
providing account information to clients in client sensitive formats and such
other services as a fund may reasonably request. Service fees are not payable
for advertising, promotion or other distribution services.


The Plan continues in effect from year to year so long as its continuance is
approved at least annually by the vote of a majority of (a) the Board, and (b)
the Board Members who are not "interested persons" of a fund and who have no
direct or indirect financial interest in the operation of the Plan, or any
related agreements. The Plan may be terminated with respect to the Class at any
time by vote of the Board, including a vote by the Board Members who are not
"interested persons" of a fund and who have no direct or indirect financial
interest in the operation of the Plan, or any related agreements. The Plan may
not be amended to increase materially the amount of service fees provided for
in the Plan unless the amendment is approved in the manner provided for annual
continuance of the Plan discussed above. If the Plan is terminated or not
renewed, a fund will not be obligated to make any payments of service fees that
accrued after the termination date.


III. DEUTSCHE VARIABLE SERIES I AND DEUTSCHE VARIABLE SERIES II

RULE 12B-1 PLAN. Each fund of Deutsche Variable Series I and Deutsche Variable
Series II that has authorized the issuance of Class B shares has adopted a
distribution plan under Rule 12b-1 (Plan) that provides for fees payable as an
expense of the Class B shares. Under the Plan, a fund may make quarterly
payments as reimbursement to DDI for distribution and shareholder servicing
related expenses incurred or paid by the Distributor or a participating
insurance company. No such payment shall be made with respect to any quarterly
period in excess of an amount determined for such period at the annual rate of
0.25% of the average daily net assets of Class B shares during that quarterly
period. The fee is payable by a fund, on behalf of Class B shares, of up to
0.25% of the average daily net assets attributable to Class B shares of the
fund. Because 12b-1 fees are paid out of fund assets on an ongoing basis, they
will, over time, increase the cost of investment and may cost more than other
types of sales charges. The Plan and any Rule 12b-1 related agreement that is
entered into by a fund or the Distributor in connection with the Plan will
continue in effect for a period of more than one year only so long as
continuance is specifically approved at least annually by a vote of a majority
of the Board, and of a majority of the Board Members who are not interested
persons (as defined


                                     II-35


in the 1940 Act) of a fund, cast in person at a meeting called for the purpose
of voting on the Plan, or the Rule 12b-1 related agreement, as applicable. In
addition, the Plan and any Rule 12b-1 related agreement may be terminated as to
Class B shares of a fund at any time, without penalty, by vote of a majority of
the outstanding Class B shares of that fund or by vote of a majority of the
Board Members who are not interested persons of a fund and who have no direct
or indirect financial interest in the operation of the Plan or any Rule 12b-1
related agreement. The Plan provides that it may not be amended to increase
materially the amount that may be spent for distribution of Class B shares of a
fund without the approval of Class B shareholders of that fund.


IV. DEUTSCHE INVESTMENTS VIT FUNDS

RULE 12B-1 PLAN. Deutsche Equity 500 Index VIP and Deutsche Small Cap Index VIP
of Deutsche Investments VIT Funds have each adopted a distribution plan under
Rule 12b-1 (Plan) that provides for fees payable as an expense of the Class B
shares and, in the case of the Deutsche Equity 500 Index VIP, the Class B2
shares. Under the Plan, a fund may make payments to DDI for remittance directly
or indirectly to a participating dealer, shareholder service agent, life
insurance company or other applicable party a fee in an amount not to exceed
the annual rate of 0.25% of the average daily net assets of the Class B shares
or Class B2 shares, as applicable, under a participation agreement, service
agreement, sub-distribution agreement or other similar agreement which provides
for Class B shares or Class B2 shares. DDI is authorized pursuant to the Plan
to pay for anything reasonably designed to enhance sales or retention of
shareholders and for the provision of services to shareholders of the Class B
shares or Class B2 shares. Because 12b-1 fees are paid out of fund assets on an
ongoing basis, they will, over time, increase the cost of investment in Class B
or Class B2 shares, and may cost more than other types of sales charges. The
Plan and any Rule 12b-1 related agreement that is entered into by a fund or the
Distributor in connection with the Plan will continue in effect for a period of
more than one year only so long as continuance is specifically approved at
least annually by a vote of a majority of the Board, and of a majority of the
Board Members who are not interested persons (as defined in the 1940 Act) of a
fund, cast in person at a meeting called for the purpose of voting on the Plan,
or the Rule 12b-1 related agreement, as applicable. In addition, the Plan and
any Rule 12b-1 related agreement may be terminated as to Class B shares or
Class B2 shares of a fund at any time, without penalty, by vote of a majority
of the outstanding Class B shares or Class B2 shares, as applicable, of that
fund or by vote of a majority of the Board Members who are not interested
persons of a fund and who have no direct or indirect financial interest in the
operation of the Plan or any Rule 12b-1 related agreement. The Plan provides
that it may not be amended to increase materially the amount that may be spent
for distribution of Class B shares or Class B2 shares of a fund without the
approval of the shareholders of such class.



INVESTMENTS

INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

PART II - APPENDIX II-G includes a description of the investment practices and
techniques which a fund may employ in pursuing its investment objective, as
well as the associated risks. Descriptions in this SAI of a particular
investment practice or technique in which a fund may engage (or a risk that a
fund may be subject to) are meant to describe the spectrum of investments that
the Advisor (and/or subadvisor or sub-subadvisor, if applicable) in its
discretion might, but is not required to, use in managing a fund. The Advisor
(and/or subadvisor or sub-subadvisor, if applicable) may in its discretion at
any time employ such practice and technique for one or more funds but not for
all funds advised by it. Furthermore, it is possible that certain types of
investment practices or techniques described herein may not be available,
permissible, economically feasible or effective for their intended purposes in
all markets. Certain practices, techniques or investments may not be principal
activities of the fund, but, to the extent employed, could from time to time
have a material impact on a fund's performance.


IT IS POSSIBLE THAT CERTAIN INVESTMENT PRACTICES AND/OR TECHNIQUES MAY NOT BE
PERMISSIBLE FOR A FUND BASED ON ITS INVESTMENT RESTRICTIONS, AS DESCRIBED
HEREIN (ALSO SEE PART I: INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS) AND
IN A FUND'S PROSPECTUS.



PORTFOLIO TRANSACTIONS

The Advisor is generally responsible for placing orders for the purchase and
sale of portfolio securities, including the allocation of brokerage. As
described in the Management of the Funds section above, the Advisor may
delegate trade execution, trade matching and settlement services to Deutsche
Asset Management's branch offices or affiliates located in the US or outside
the US. With respect to those funds for which a


                                     II-36


sub-investment advisor manages a fund's investments, references in this section
to the "Advisor" should be read to mean the Subadvisor, except as noted below.


The policy of the Advisor in placing orders for the purchase and sale of
securities for a fund is to seek best execution, taking into account such
factors, among others, as price; commission (where applicable); the
broker-dealer's ability to ensure that securities will be delivered on
settlement date; the willingness of the broker-dealer to commit its capital and
purchase a thinly traded security for its own inventory; whether the
broker-dealer specializes in block orders or large program trades; the
broker-dealer's knowledge of the market and the security; the broker-dealer's
ability to maintain confidentiality; the broker-dealer's ability to provide
access to new issues; the broker-dealer's ability to provide support when
placing a difficult trade; the financial condition of the broker-dealer; and
whether the broker-dealer has the infrastructure and operational capabilities
to execute and settle the trade. The Advisor seeks to evaluate the overall
reasonableness of brokerage commissions with commissions charged on comparable
transactions and compares the brokerage commissions (if any) paid by the funds
to reported commissions paid by others. The Advisor routinely reviews
commission rates, execution and settlement services performed and makes
internal and external comparisons.


Commission rates on transactions in equity securities on US securities
exchanges are subject to negotiation. Commission rates on transactions in
equity securities on foreign securities exchanges are generally fixed.
Purchases and sales of fixed-income securities and certain over-the-counter
securities are effected on a net basis, without the payment of brokerage
commissions. Transactions in fixed income and certain over-the-counter
securities are generally placed by the Advisor with the principal market makers
for these securities unless the Advisor reasonably believes more favorable
results are available elsewhere. Transactions with dealers serving as market
makers reflect the spread between the bid and asked prices. Purchases of
underwritten issues will include an underwriting fee paid to the underwriter.
Money market instruments are normally purchased in principal transactions
directly from the issuer or from an underwriter or market maker.


It is likely that the broker-dealers selected based on the considerations
described in this section will include firms that also sell shares of the funds
to their customers. However, the Advisor does not consider sales of shares of
the funds as a factor in the selection of broker-dealers to execute portfolio
transactions for the funds and, accordingly, has implemented policies and
procedures reasonably designed to prevent its traders from considering sales of
shares of the funds as a factor in the selection of broker-dealers to execute
portfolio transactions for the funds.


The Advisor is permitted by Section 28(e) of the Securities Exchange Act of
1934, as amended (1934 Act), when placing portfolio transactions for a fund, to
cause a fund to pay brokerage commissions in excess of that which another
broker-dealer might charge for executing the same transaction in order to
obtain research and brokerage services if the Advisor determines that such
commissions are reasonable in relation to the overall services provided. The
Advisor may from time to time, in reliance on Section 28(e) of the 1934 Act,
execute portfolio transactions with broker-dealers that provide research and
brokerage services to the Advisor. Consistent with the Advisor's policy
regarding best execution, where more than one broker is believed to be capable
of providing best execution for a particular trade, the Advisor may take into
consideration the receipt of research and brokerage services in selecting the
broker-dealer to execute the trade. Although certain research and brokerage
services from broker-dealers may be useful to a fund and to the Advisor, it is
the opinion of the Advisor that such information only supplements its own
research effort since the information must still be analyzed, weighed and
reviewed by the Advisor's staff. To the extent that research and brokerage
services of value are received by the Advisor, the Advisor may avoid expenses
that it might otherwise incur. Research and brokerage services received from a
broker-dealer may be useful to the Advisor and its affiliates in providing
investment management services to all or some of its clients, which includes a
fund. Services received from broker-dealers that executed securities
transactions for a fund will not necessarily be used by the Advisor
specifically to service that fund.


Research and brokerage services provided by broker-dealers may include, but are
not limited to, information on the economy, industries, groups of securities,
individual companies, statistical information, accounting and tax law
interpretations, political developments, legal developments affecting portfolio
securities, technical market action, pricing and appraisal services, credit
analysis, risk measurement analysis, performance analysis and measurement and
analysis of corporate responsibility issues. Research and brokerage services
are typically received in the form of written or electronic reports, access to
specialized financial publications, telephone contacts and personal meetings
with security analysts, but may also be provided in the form of access to
various computer software and meetings arranged with corporate and industry
representatives.


                                     II-37


The Advisor may also select broker-dealers and obtain from them research and
brokerage services that are used in connection with executing trades provided
that such services are consistent with interpretations under Section 28(e) of
the 1934 Act. Typically, these services take the form of computer software
and/or electronic communication services used by the Advisor to facilitate
trading activity with those broker-dealers.


Research and brokerage services may include products obtained from third
parties if the Advisor determines that such product or service constitutes
brokerage and research as defined in Section 28(e) and interpretations
thereunder. Provided a Subadvisor is acting in accordance with any instructions
and directions of the Advisor or the Board, the Subadvisor is authorized to pay
to a broker or dealer who provides third party brokerage and research services
a commission for executing a portfolio transaction for a fund in excess of what
another broker or dealer may charge, if the Subadvisor determines in good faith
that such commission was reasonable in relation to the value of the third party
brokerage and research services provided by such broker or dealer.


The Advisor may use brokerage commissions to obtain certain brokerage products
or services that have a mixed use (i.e., it also serves a function that does
not relate to the investment decision-making process). In those circumstances,
the Advisor will make a good faith judgment to evaluate the various benefits
and uses to which it intends to put the mixed use product or service and will
pay for that portion of the mixed use product or service that it reasonably
believes does not constitute research and brokerage services with its own
resources.


The Advisor will monitor regulatory developments and market practice in the use
of client commissions to obtain research and brokerage services and may adjust
its portfolio transactions policies in response thereto.


Investment decisions for a fund and for other investment accounts managed by
the Advisor are made independently of each other in light of differing
conditions. However, the same investment decision may be made for two or more
of such accounts. In such cases, simultaneous transactions are inevitable. To
the extent permitted by law, the Advisor may aggregate the securities to be
sold or purchased for a fund with those to be sold or purchased for other
accounts in executing transactions. The Advisor has adopted policies and
procedures that are reasonably designed to ensure that when the Advisor
aggregates securities purchased or sold on behalf of accounts, the securities
are allocated among the participating accounts in a manner that the Advisor
believes to be fair and equitable. The Advisor may make allocations among
accounts based upon a number of factors that may include, but not limited to,
investment objectives and guidelines, risk tolerance, availability of other
investment opportunities and available cash for investment. With respect to
limited opportunities or initial public offerings, the Advisor may make
allocations among accounts on a pro-rata basis with consideration given to
suitability. While in some cases this practice could have a detrimental effect
on the price paid or received by, or on the size of the position obtained or
disposed of for, a fund, in other cases it is believed that the ability to
engage in volume transactions will be beneficial to a fund.


The Advisor and its affiliates and each fund's management team manage other
mutual funds and separate accounts, some of which use short sales of securities
as a part of its investment strategy. The simultaneous management of long and
short portfolios creates potential conflicts of interest including the risk
that short sale activity could adversely affect the market value of the long
positions (and vice versa), the risk arising from sequential orders in long and
short positions, and the risks associated with receiving opposing orders at the
same time. The Advisor has adopted procedures that it believes are reasonably
designed to mitigate these potential conflicts of interest. Incorporated in the
procedures are specific guidelines developed to ensure fair and equitable
treatment for all clients. The Advisor and the investment team have established
monitoring procedures and a protocol for supervisory reviews, as well as
compliance oversight to ensure that potential conflicts of interest relating to
this type of activity are properly addressed.


The Advisor may provide model portfolio recommendations for a variety of
investment styles. Model portfolios may relate to the same investment
strategies that are also offered or utilized through the Advisor's
discretionary accounts, including the Deutsche funds. The Advisor typically
provides model portfolio recommendations to model portfolio programs on a
non-discretionary basis; i.e., the Advisor provides its model portfolio
recommendations to third party model portfolio program sponsors (Sponsors) who
then execute securities transactions on behalf of their program clients. Model
portfolio related trading activity by Sponsors on behalf of their clients could
potentially result in the Advisor's discretionary clients, including the
Deutsche funds, receiving prices that are less favorable than prices that might
otherwise have been obtained absent the Sponsors' trading activity,
particularly for orders that are large in relation to a security's average
daily trading volume. The Advisor intends to take reasonable steps to minimize


                                     II-38


the market impact on discretionary client accounts of orders associated with
model portfolio recommendations provided to Sponsors.


Deutsche Bank AG or one of its affiliates (or in the case of a Subadvisor, the
Subadvisor or one of its affiliates) may act as a broker for the funds and
receive brokerage commissions or other transaction-related compensation from
the funds in the purchase and sale of securities, options or futures contracts
when, in the judgment of the Advisor, and in accordance with procedures
approved by the Board, the affiliated broker will be able to obtain a price and
execution at least as favorable as those obtained from other qualified brokers
and if, in the transaction, the affiliated broker charges the funds a rate
consistent with that charged to comparable unaffiliated customers in similar
transactions.


PORTFOLIO TURNOVER. Portfolio turnover rate is defined by the SEC as the ratio
of the lesser of sales or purchases to the monthly average value of such
securities owned during the year, excluding all securities whose remaining
maturities at the time of acquisition were one year or less.


Higher levels of activity by a fund result in higher transaction costs and may
also result in the realization of taxable capital gains (including short-term
gains, which generally are taxed to individuals at ordinary income rates).
Purchases and sales are made whenever necessary, in the Advisor's discretion,
to meet a fund's objective.



PORTFOLIO HOLDINGS INFORMATION

In addition to the public disclosure of fund portfolio holdings through
required SEC quarterly filings (and monthly filings for money market funds),
each fund may make its portfolio holdings information publicly available on the
Deutsche funds' Web site as described in a fund's prospectus. Each fund does
not disseminate non-public information about portfolio holdings except in
accordance with policies and procedures adopted by a fund.


Each fund's procedures permit non-public portfolio holdings information to be
shared with Deutsche Asset Management and its affiliates, subadvisors, if any,
administrators, sub-administrators, fund accountants, custodians,
sub-custodians, independent registered public accounting firms, attorneys,
officers and trustees/directors and each of their respective affiliates and
advisers who require access to this information to fulfill their duties to the
fund and are subject to the duties of confidentiality, including the duty not
to trade on non-public information, imposed by law or contract, or by a fund's
procedures. This non-public information may also be disclosed, subject to the
requirements described below, to certain third parties, such as securities
lending agents, financial printers, proxy voting firms, mutual fund analysts,
rating and tracking agencies, and, on an ad hoc basis, transition managers, to
shareholders in connection with in-kind redemptions or, in connection with
investing in underlying funds, subadvisors to Deutsche funds of funds
(Authorized Third Parties).


Prior to any disclosure of a fund's non-public portfolio holdings information
to Authorized Third Parties, a person authorized by the Board must make a good
faith determination in light of the facts then known that a fund has a
legitimate business purpose for providing the information, that the disclosure
is in the best interest of a fund, and that the recipient assents or otherwise
has a duty to keep the information confidential and to not trade based on the
information received while the information remains non-public and that the
disclosure would be in compliance with all applicable laws and Deutsche AM's
and a subadvisor's fiduciary duties to a fund. No compensation is received by a
fund or Deutsche Asset Management for disclosing non-public holdings
information. Periodic reports regarding these procedures will be provided to
the Board.


Portfolio holdings information distributed by the trading desks of Deutsche
Asset Management or a subadvisor for the purpose of facilitating efficient
trading of such securities and receipt of relevant research is not subject to
the foregoing requirements. Non-public portfolio holding information does not
include portfolio characteristics (other than holdings or subsets of holdings)
about a fund and information derived therefrom, including, but not limited to,
how the fund's investments are divided among various sectors, industries,
countries, value and growth stocks, bonds, small, mid and large cap stocks,
currencies and cash, types of bonds, bond maturities, duration, bond coupons
and bond credit quality ratings, alpha, beta, tracking error, default rate,
portfolio turnover, and risk and style characteristics so long as the identity
of the fund's holdings could not be derived from such information.


Registered investment companies that are subadvised by Deutsche Asset
Management may be subject to different portfolio holdings disclosure policies,
and neither Deutsche Asset Management nor the Board exercise control over such
policies. In addition, separate account clients of Deutsche Asset Management
have access to their portfolio holdings and are not subject to a fund's
portfolio holdings disclosure policy. The portfolio holdings


                                     II-39


of some of the funds subadvised by Deutsche Asset Management and some of the
separate accounts managed by Deutsche Asset Management may substantially
overlap with the portfolio holdings of a fund.


Deutsche Asset Management also manages certain unregistered commingled trusts,
the portfolio holdings of which may substantially overlap with the portfolio
holdings of a fund. These trusts are not subject to a fund's portfolio holdings
disclosure policy. To the extent that investors in these commingled trusts may
receive portfolio holdings information of their trust on a different basis from
that on which fund portfolio holdings information is made public, Deutsche
Asset Management has implemented procedures reasonably designed to encourage
such investors to keep such information confidential, and to prevent those
investors from trading on the basis of non-public holdings information.


In addition, Deutsche Asset Management may, from time to time, provide model
portfolios to third party sponsors of model portfolio programs, which model
portfolios may substantially overlap with the portfolio holdings of a fund.
These model portfolios are not subject to a fund's portfolio holdings
disclosure policy. Deutsche Asset Management has adopted procedures that
require such third party sponsors to agree in writing to keep the model
portfolio information confidential and to limit their use of the information to
implementing their respective model portfolio programs.


There is no assurance that a fund's policies and procedures with respect to the
disclosure of portfolio holdings information will protect the fund from the
potential misuse of portfolio holdings information by those in possession of
that information.



NET ASSET VALUE

APPLICABLE TO FUNDS OTHER THAN MONEY MARKET FUNDS. The net asset value per
share of a fund is normally computed as of the close of regular trading on the
New York Stock Exchange (Exchange) on each day the Exchange is open for trading
(Value Time). The Exchange is scheduled to be closed on the following holidays:
New Year's Day, Dr. Martin Luther King, Jr. Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas, and on
the preceding Friday or subsequent Monday when one of these holidays falls on a
Saturday or Sunday, respectively. Net asset value per share is determined
separately for each class of shares by dividing the value of the total assets
of the fund attributable to the shares of that class, less all liabilities
attributable to that class, by the total number of shares of that class
outstanding. The per share net asset value may be lower for certain classes of
the fund because of higher expenses borne by these classes.


An equity security is valued at its most recent sale price on the security's
primary exchange or over-the-counter (OTC) market as of the Value Time. Lacking
any sales, the security is valued at the calculated mean between the most
recent bid quotation and the most recent asked quotation (Calculated Mean) on
such exchange or OTC market as of the Value Time. If it is not possible to
determine the Calculated Mean, the security is valued at the most recent bid
quotation on such exchange or OTC market as of the Value Time. In the case of
certain foreign exchanges or OTC markets, the closing price reported by the
foreign exchange or OTC market (which may sometimes be referred to by the
exchange or one or more pricing agents as the "official close" or the "official
closing price" or other similar term) will be considered the most recent sale
price.


Debt securities are valued as follows. Money market instruments, including
instruments purchased with an original or remaining maturity of 60 days or
less, shall be valued based on information obtained from an approved pricing
agent, or if such information is not available, the money market instruments
shall be valued using the average of the most recent reliable bid quotations or
evaluated prices obtained from two or more broker-dealers. Bank loans are
valued at prices supplied by an approved pricing agent (which are intended to
reflect the mean between the bid and asked prices), if available, and otherwise
at the mean of the most recent bid and asked quotations or evaluated prices, as
applicable, based on quotations or evaluated prices obtained from one or more
broker-dealers. Privately placed debt securities, other than Rule 144A debt
securities, initially are valued at cost and thereafter based on all relevant
factors, including type of security, size of holding and restrictions on
disposition. Municipal debt securities are valued at prices supplied by an
approved pricing agent (which are intended to reflect the mean between the bid
and asked prices), if available, and otherwise at the mean of the most recent
bid and asked quotations or evaluated prices obtained from a broker-dealer.
Other debt securities are valued at prices supplied by an approved pricing
agent, if available, and otherwise at the most recent bid quotation or
evaluated price, as applicable, obtained from two or more broker-dealers. If it
is not possible to value a particular debt security pursuant to the above
methods, the security is valued on the basis of factors including (but not
limited


                                     II-40


to) maturity, coupon, creditworthiness, currency denomination, and the movement
of the market in which the security is normally traded.


An exchange-traded option contract on securities, currencies and other
financial instruments is valued at its most recent sale price on the relevant
exchange. Lacking any sales, the option contract is valued at the Calculated
Mean. If it is not possible to determine the Calculated Mean, the option
contract is valued at the most recent bid quotation in the case of a purchased
option contract or the most recent asked quotation in the case of a written
option contract, in each case as of the Value Time. An option contract on
securities, currencies and other financial instruments traded in the OTC market
is valued as of the Value Time at a price supplied by an approved pricing
agent, if available, and otherwise at the evaluated price provided by the
broker-dealer with which it was traded. Futures contracts (and options thereon)
are valued at the most recent settlement price, if available, on the exchange
on which they are traded most extensively. With the exception of stock index
futures contracts which trade on the Chicago Mercantile Exchange, closing
settlement times are prior to the close of trading on the Exchange. For stock
index futures contracts which trade on the Chicago Mercantile Exchange, closing
settlement prices are normally available at approximately 4:20 pm Eastern time.
If no settlement price is available, the last traded price on such exchange
will be used.


If market quotations for a fund asset are not readily available or if the
Advisor believes that the value of a fund asset as determined in accordance
with Board-approved procedures is unreliable, the value of the fund asset is
taken to be an amount which, in the opinion of the Advisor's Pricing Committee
(or, in some cases, the Board's Valuation Committee), represents fair market
value. The value of other holdings is determined in a manner which is intended
to fairly reflect the fair market value of the asset on the valuation date,
based on valuation procedures adopted by the Board and overseen primarily by
the Advisor's Pricing Committee.


THE FOLLOWING PARAGRAPH APPLIES TO FUNDS THAT INVEST IN UNDERLYING MUTUAL
FUNDS. The net asset value of each underlying Deutsche mutual fund is
determined based upon the nature of the securities as set forth in the
prospectus and statement of additional information of such underlying Deutsche
mutual fund. Shares of each underlying Deutsche mutual fund in which the fund
may invest are valued at the net asset value per share of each underlying
Deutsche mutual fund as of the close of regular trading on the Exchange on each
day the Exchange is open for trading. The net asset value per share of the
underlying Deutsche mutual funds will be calculated and reported to the fund by
each underlying Deutsche mutual fund's accounting agent.


THE FOLLOWING ADDITIONAL PARAGRAPHS APPLY TO DEUTSCHE EQUITY 500 INDEX FUND AND
DEUTSCHE S&P 500 INDEX FUND (FEEDER FUNDS). Each feeder fund pursues its
investment objective by investing substantially all of its assets in a master
portfolio - the Deutsche Equity 500 Index Portfolio (Portfolio), which has the
same investment objective and is subject to the same investment risks as the
feeder fund.


Net asset value per share of a feeder fund is determined as of the Value Time
separately for each class of shares by dividing the value of the total assets
of the feeder fund (i.e., the value of the feeder fund's investment in the
Portfolio and any other assets) attributable to the shares of that class, less
all liabilities attributable to that class, by the total number of shares of
that class outstanding.


As of the Value Time, the Portfolio determines its net value (i.e., the value
of the Portfolio's portfolio instruments and any other assets less all
liabilities) using the valuation procedures for securities and other assets
described above.


Each investor in the Portfolio, including a feeder fund, may add to or reduce
its investment in the Portfolio on each day that net asset value of the feeder
fund and the Portfolio are computed as described above. At the close of a Value
Time, the value of each investor's beneficial interest in the Portfolio will be
determined by multiplying the net value of the Portfolio, determined as
provided above, by the percentage, effective for that day, which represents
that investor's share of the aggregate beneficial interests in the Portfolio.
Any additions or withdrawals, which are to be effected as of the Value Time on
that day, will then be effected. The percentage of the aggregate beneficial
interests in the Portfolio held by each investor in the Portfolio, including a
feeder fund, will then be recomputed as the percentage equal to the fraction
(i) the numerator of which is the value of the investor's investment in the
Portfolio as of the Value Time on such day plus or minus, as the case may be,
the amount of net additions to or withdrawals from such investor's investment
in the Portfolio effected as of the Value Time on such day, and (ii) the
denominator of which is the aggregate net value of the Portfolio, determined as
provided above, as of the Value Time on such day plus or minus, as the case may
be, the amount of net additions to or withdrawals from the aggregate
investments in the


                                     II-41


Portfolio by all investors, including the feeder fund, in the Portfolio. The
percentage so determined for a feeder fund will then be applied to determine
the value of the feeder fund's interest in the Portfolio as of the Value Time
on the following day that net asset value is determined.


APPLICABLE TO MONEY MARKET FUNDS OTHER THAN DEUTSCHE GOVERNMENT MONEY MARKET
SERIES, DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND, DEUTSCHE GOVERNMENT CASH
RESERVES FUND INSTITUTIONAL, DEUTSCHE GOVERNMENT SERIES AND DEUTSCHE VARIABLE
NAV MONEY FUND. The net asset value (NAV) per share of a fund is calculated on
each day (Valuation Day) on which the fund is open for business as of the time
described in the fund's prospectus. A fund is open for business each day the
New York Stock Exchange (Exchange) is open for trading, and the fund may, but
is not required to, accept certain types of purchase and redemption orders (not
including exchanges) on days that the Exchange is not open or beyond an early
Exchange closing time, as described in the fund's prospectus. The Exchange is
scheduled to be closed on the following holidays: New Year's Day, Dr. Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving and Christmas, and on the preceding Friday or
subsequent Monday when one of these holidays falls on a Saturday or Sunday,
respectively. Net asset value per share is determined separately for each class
of shares by dividing the value of the total assets of the fund attributable to
the shares of that class, less all liabilities attributable to that class, by
the total number of shares of that class outstanding. Although there is no
guarantee, a fund's NAV per share will normally be $1.00.


A fund values its portfolio instruments at amortized cost, which does not take
into account unrealized capital gains or losses. This involves initially
valuing an instrument at its cost and thereafter assuming a constant
amortization to maturity of any discount or premium, regardless of the impact
of fluctuating interest rates on the market value of the instrument. While this
method provides certainty in valuation, it may result in periods during which
value, as determined by amortized cost, is higher or lower than the price the
fund would receive if it sold the instrument.


The Board has established procedures reasonably designed to stabilize a fund's
NAV per share at $1.00. Under the procedures, the Advisor will monitor and
notify the Board of circumstances where a fund's NAV per share calculated by
using market valuations may deviate from the $1.00 per share calculated using
amortized cost. If there were any deviation that the Board believed would
result in a material dilution or unfair result for investors or existing
shareholders, the Board would promptly consider what action, if any, should be
initiated. Such actions could include selling assets prior to maturity to
realize capital gains or losses; shortening the average maturity of a fund's
portfolio; adjusting the level of dividends; redeeming shares in kind; or
valuing assets based on market valuations. For example, if a fund's net asset
value per share (computed using market values) declined, or was expected to
decline, below $1.00 (computed using amortized cost), the fund might
temporarily reduce or suspend dividend payments in an effort to maintain the
net asset value at $1.00 per share. As a result of such reduction or suspension
of dividends or other action by the Board, an investor would receive less
income during a given period than if such a reduction or suspension had not
taken place. Such action could result in investors receiving no dividend for
the period during which they hold their shares and receiving, upon redemption,
a price per share lower than that which they paid. On the other hand, if a
fund's net asset value per share (computed using market values) were to
increase, or were anticipated to increase above $1.00 (computed using amortized
cost), a fund might supplement dividends in an effort to maintain the net asset
value at $1.00 per share.


Market valuations are obtained by using actual quotations provided by market
makers, estimates of market value, or values obtained from yield data relating
to classes of money market instruments published by reputable sources at the
mean between the bid and asked prices for the instruments. In accordance with
procedures approved by the Board, in the event market quotations are not
readily available for certain portfolio assets the fair value of such portfolio
assets will be determined in good faith by the Advisor's Pricing Committee (or,
in some cases, the Board's Valuation Committee) based upon input from the
Advisor or other third parties.


THE FOLLOWING PARAGRAPH APPLIES TO DEUTSCHE VARIABLE NAV MONEY FUND ONLY. The
net asset value of shares of the fund is generally calculated on each day the
New York Stock Exchange is open for trading, as described in the fund's
prospectuses. Pursuant to Board approved valuation procedures, the fund
generally values its portfolio instruments using information furnished by an
independent pricing service or market quotations. Interactive Data Corporation
serves as the primary independent pricing service for the fund. In accordance
with Board approved procedures, in the event pricing service information or
market quotations are not readily available for certain portfolio assets, or
when the value of certain


                                     II-42


portfolio assets is believed to have been materially affected by a significant
event, the fair value of such portfolio assets will be determined by the
Advisor's Pricing Committee (or, in some cases, the Board's Valuation
Committee). In accordance with its procedures, the fund will typically value
newly acquired securities at cost on date of acquisition, and thereafter using
information furnished by an independent pricing service.


APPLICABLE TO THE FOLLOWING MONEY MARKET FUNDS (EACH, A FUND): DEUTSCHE
GOVERNMENT MONEY MARKET SERIES, DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND,
DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL AND DEUTSCHE GOVERNMENT
SERIES. Each of these funds pursues its investment objective by investing
substantially all of its assets in a master portfolio - the Government Cash
Management Portfolio (Portfolio), which has the same investment objective and
is subject to the same investment risks as a fund. The net asset value (NAV)
per share of a fund is calculated on each day (Valuation Day) on which a fund
is open for business as of the time described in a fund's prospectus. The fund
is open for business each day the New York Stock Exchange (Exchange) is open
for trading, and the fund may, but is not required to, accept certain types of
purchase and redemption orders (not including exchanges) on days that the
Exchange is not open or beyond an early Exchange closing time, as described in
a fund's prospectus. The Exchange is scheduled to be closed on the following
holidays: New Year's Day, Dr. Martin Luther King, Jr. Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and
Christmas, and on the preceding Friday or subsequent Monday when one of these
holidays falls on a Saturday or Sunday, respectively. Net asset value per share
is determined separately for each class of shares by dividing the value of the
total assets of the fund (i.e., the value of a fund's investment in the
Portfolio and any other assets) attributable to the shares of that class, less
all liabilities attributable to that class, by the total number of shares of
that class outstanding. Although there is no guarantee, a fund's NAV per share
will normally be $1.00.


On each Valuation Day, the Portfolio determines its net value (i.e., the value
of the Portfolio's portfolio instruments and any other assets less all
liabilities). The Portfolio values its portfolio instruments at amortized cost,
which does not take into account unrealized capital gains or losses. This
involves initially valuing an instrument at its cost and thereafter assuming a
constant amortization to maturity of any discount or premium, regardless of the
impact of fluctuating interest rates on the market value of the instrument.
While this method provides certainty in valuation, it may result in periods
during which value, as determined by amortized cost, is higher or lower than
the price the Portfolio would receive if it sold the instrument.


Each investor in the Portfolio, including a fund, may add to or reduce its
investment in the Portfolio on each Valuation Day. At the close of each such
Valuation Day, the value of each investor's beneficial interest in the
Portfolio will be determined by multiplying the net value of the Portfolio, as
determined by amortized cost, by the percentage, effective for that day, which
represents that investor's share of the aggregate beneficial interests in the
Portfolio. Any additions or withdrawals, which are to be effected as of the
close of business on that day, will then be effected. The percentage of the
aggregate beneficial interests in the Portfolio held by each investor in the
Portfolio, including a fund will then be recomputed as the percentage equal to
the fraction (i) the numerator of which is the value of the investor's
investment in the Portfolio as of the close of business on such day plus or
minus, as the case may be, the amount of net additions to or withdrawals from
such investor's investment in the Portfolio effected as of the close of
business on such day, and (ii) the denominator of which is the aggregate net
value of the Portfolio, as determined by amortized cost, as of the close of
business on such day plus or minus, as the case may be, the amount of net
additions to or withdrawals from the aggregate investments in the Portfolio by
all investors, including a fund, in the Portfolio. The percentage so determined
for a fund will then be applied to determine the value of a fund's interest in
the Portfolio as of the close of the following Valuation Day.


The Board has established procedures reasonably designed to stabilize a fund's
NAV per share at $1.00. Under the procedures, the Advisor will monitor and
notify the Board of circumstances where a fund's NAV per share calculated based
on valuing the fund's investment in the Portfolio and the fund's other assets
using market valuations may deviate from the $1.00 per share calculated based
on valuing a fund's investment in the Portfolio and a fund's other assets using
amortized cost. If there were any deviation that the Board believed would
result in a material dilution or unfair result for investors or existing
shareholders, the Board would promptly consider what action, if any, should be
initiated. Such actions could include selling assets prior to maturity to
realize capital gains or losses; shortening average maturity of the investment
portfolio; adjusting the level of dividends; redeeming shares in kind; or
valuing assets based on market valuations. For example, if a fund's net asset
value per share (computed using market values) declined, or


                                     II-43


was expected to decline, below $1.00 (computed using amortized cost), the fund
might temporarily reduce or suspend dividend payments in an effort to maintain
the net asset value at $1.00 per share. As a result of such reduction or
suspension of dividends or other action by the Board, an investor would receive
less income during a given period than if such a reduction or suspension had
not taken place. Such action could result in investors receiving no dividend
for the period during which they hold their shares and receiving, upon
redemption, a price per share lower than that which they paid. On the other
hand, if a fund's net asset value per share (computed using market values) were
to increase, or were anticipated to increase above $1.00 (computed using
amortized cost), a fund might supplement dividends in an effort to maintain the
net asset value at $1.00 per share. Because a fund invests substantially all of
its assets in the Portfolio, certain of these actions could be implemented at
the Portfolio level at the discretion of its Board.


Market valuations are obtained by using actual quotations provided by market
makers, estimates of market value, or values obtained from yield data relating
to classes of money market instruments published by reputable sources at the
mean between the bid and asked prices for the instruments. In accordance with
procedures approved by the Board, in the event market quotations are not
readily available for certain portfolio assets the fair value of such portfolio
assets will be determined in good faith by the Advisor's Pricing Committee (or,
in some cases, the Board's Valuation Committee) based upon input from the
Advisor or other third parties.



PROXY VOTING POLICY AND GUIDELINES

Each fund has delegated proxy voting responsibilities to the Advisor, subject
to the Board's general oversight. A fund has delegated proxy voting to the
Advisor with the direction that proxies should be voted consistent with the
fund's best economic interests. The Advisor has adopted its own Proxy Voting
Policy and Guidelines (Policy) for this purpose. The Policy addresses, among
other things, conflicts of interest that may arise between the interests of a
fund, and the interests of the Advisor and its affiliates, including a fund's
principal underwriter. The Policy is included in PART II - APPENDIX II-I.


You may obtain information about how a fund voted proxies related to its
portfolio securities during the 12-month period ended June 30 by visiting the
Securities and Exchange Commission's Web site at www.sec.gov or by visiting our
Web site at deutschefunds.com (click on "proxy voting" at the bottom of the
page).

MISCELLANEOUS

A fund's prospectus(es) and this SAI omit certain information contained in the
Registration Statement which a fund has filed with the SEC under the Securities
Act of 1933 and reference is hereby made to the Registration Statement for
further information with respect to a fund and the securities offered hereby.
This Registration Statement and its amendments are available for inspection by
the public at the SEC's Public Reference Room in Washington, D.C.



RATINGS OF INVESTMENTS


BONDS AND COMMERCIAL PAPER RATINGS

Set forth below are descriptions of ratings which represent opinions as to the
quality of the securities. It should be emphasized, however, that ratings are
relative and subjective and are not absolute standards of quality.


MOODY'S INVESTORS SERVICE, INC.'S LONG-TERM OBLIGATION RATINGS

Moody's long-term ratings are assigned to issuers or obligations with an
original maturity of one year or more and reflect both on the likelihood of a
default on contractually promised payments and the expected financial loss
suffered in the event of default.


AAA Obligations rated Aaa are judged to be of the highest quality, subject to
the lowest level of credit risk.


AA Obligations rated Aa are judged to be of high quality and are subject to
very low credit risk.


A Obligations rated A are judged to be upper-medium grade and are subject to
low credit risk.


BAA Obligations rated Baa are judged to be medium-grade and subject to moderate
credit risk and as such may possess certain speculative characteristics.


BA Obligations rated Ba are judged to be speculative and are subject to
substantial credit risk.


B Obligations rated B are considered speculative and are subject to high credit
risk.


CAA Obligations rated Caa are judged to be speculative of poor standing and are
subject to very high credit risk.


                                     II-44


CA Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.


C Obligations rated C are the lowest rated and are typically in default, with
little prospect for recovery of principal or interest.



NOTE: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the
obligation ranks in the higher end of its generic rating category; the modifier
2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the
lower end of that generic rating category. Additionally, a "(hyb)" indicator is
appended to all ratings of hybrid securities issued by banks, insurers, finance
companies, and securities firms.



By their terms, hybrid securities allow for the omission of scheduled
dividends, interest, or principal payments, which can potentially result in
impairment if such an omission occurs. Hybrid securities may also be subject to
contractually allowable write-downs of principal that could result in
impairment. Together with the hybrid indicator, the long-term obligation rating
assigned to a hybrid security is an expression of the relative credit risk
associated with that security.


MOODY'S INVESTORS SERVICE, INC.'S SHORT-TERM OBLIGATION RATINGS

Moody's short-term ratings are assigned to obligations with an original
maturity of thirteen months or less and reflect both on the likelihood of a
default on contractually promised payments and the expected financial loss
suffered in the event of default.


Moody's employs the following designations to indicate the relative repayment
ability of rated issuers:


P-1 Issuers (or supporting institutions) rated Prime-1 have a superior ability
to repay short-term debt obligations.


P-2 Issuers (or supporting institutions) rated Prime-2 have a strong ability to
repay short-term debt obligations.


P-3 Issuers (or supporting institutions) rated Prime-3 have an acceptable
ability to repay short-term obligations.


NP Issuers (or supporting institutions) rated Not Prime do not fall within any
of the Prime rating categories.

MOODY'S INVESTORS SERVICE, INC.'S US MUNICIPAL SHORT-TERM DEBT AND DEMAND
OBLIGATION RATINGS


SHORT-TERM OBLIGATION RATINGS

The Municipal Investment Grade (MIG) scale is used to rate US municipal bond
anticipation notes of up to three years maturity. Municipal notes rated on the
MIG scale may be secured by either pledged revenues or proceeds of a take-out
financing received prior to note maturity. MIG ratings expire at the maturity
of the obligation, and the issuer's long-term rating is only one consideration
in assigning the MIG rating. MIG ratings are divided into three levels - MIG 1
through MIG 3 - while speculative grade short-term obligations are designated
SG.


MIG 1 This designation denotes superior credit quality. Excellent protection is
afforded by established cash flows, highly reliable liquidity support, or
demonstrated broad-based access to the market for refinancing.


MIG 2 This designation denotes strong credit quality. Margins of protection are
ample, although not as large as in the preceding group.


MIG 3 This designation denotes acceptable credit quality. Liquidity and
cash-flow protection may be narrow, and market access for refinancing is likely
to be less well-established.


SG This designation denotes speculative-grade credit quality. Debt instruments
in this category may lack sufficient margins of protection.


DEMAND OBLIGATION RATINGS

In the case of variable rate demand obligations (VRDOs), a two-component rating
is assigned: a long or short-term debt rating and a demand obligation rating.
The first element represents Moody's evaluation of risk associated with
scheduled principal and interest payments. The second element represents
Moody's evaluation of risk associated with the ability to receive purchase
price upon demand ("demand feature"). The second element uses a rating from a
variation of the MIG scale called the Variable Municipal Investment Grade
(VMIG) scale.


The rating transitions on the VMIG scale differ from those on the Prime scale
to reflect the risk that external liquidity support generally will terminate if
the issuer's long-term rating drops below investment grade.


                                     II-45


VMIG 1 This designation denotes superior credit quality. Excellent protection
is afforded by the superior short-term credit strength of the liquidity
provider and structural and legal protections that ensure the timely payment of
purchase price upon demand.


VMIG 2 This designation denotes strong credit quality. Good protection is
afforded by the strong short-term credit strength of the liquidity provider and
structural and legal protections that ensure the timely payment of purchase
price upon demand.


VMIG 3 This designation denotes acceptable credit quality. Adequate protection
is afforded by the satisfactory short-term credit strength of the liquidity
provider and structural and legal protections that ensure the timely payment of
purchase price upon demand.


SG This designation denotes speculative-grade credit quality. Demand features
rated in this category may be supported by a liquidity provider that does not
have an investment grade short-term rating or may lack the structural and/or
legal protections necessary to ensure the timely payment of purchase price upon
demand.



S&P GLOBAL RATINGS LONG-TERM ISSUE CREDIT RATINGS



INVESTMENT GRADE


AAA An obligation rated 'AAA' has the highest rating assigned by S&P Global
Ratings. The obligor's capacity to meet its financial commitment on the
obligation is extremely strong.



AA An obligation rated 'AA' differs from the highest-rated obligations only to
a small degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.


A An obligation rated 'A' is somewhat more susceptible to the adverse effects
of changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.


BBB An obligation rated 'BBB' exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead
to a weakened capacity of the obligor to meet its financial commitment on the
obligation.

SPECULATIVE GRADE


Obligations rated 'BB', 'B', 'CCC', 'CC', and 'C' are regarded as having
significant speculative characteristics. 'BB' indicates the least degree of
speculation and 'C' the highest. While such obligations will likely have some
quality and protective characteristics, these may be outweighed by large
uncertainties or major exposures to adverse conditions.



BB An obligation rated 'BB' is less vulnerable to nonpayment than other
speculative issues. However, it faces major ongoing uncertainties or exposure
to adverse business, financial, or economic conditions which could lead to the
obligor's inadequate capacity to meet its financial commitment on the
obligation.


B An obligation rated 'B' is more vulnerable to nonpayment than obligations
rated 'BB', but the obligor currently has the capacity to meet its financial
commitment on the obligation. Adverse business, financial, or economic
conditions will likely impair the obligor's capacity or willingness to meet its
financial commitment on the obligation.


CCC An obligation rated 'CCC' is currently vulnerable to nonpayment, and is
dependent upon favorable business, financial, and economic conditions for the
obligor to meet its financial commitment on the obligation. In the event of
adverse business, financial, or economic conditions, the obligor is not likely
to have the capacity to meet its financial commitment on the obligation.



CC An obligation rated 'CC' is currently highly vulnerable to nonpayment. The
'CC' rating is used when a default has not yet occurred, but S&P Global Ratings
expects default to be a virtual certainty, regardless of the anticipated time
to default.



C An obligation rated 'C' is currently highly vulnerable to nonpayment, and the
obligation is expected to have lower relative seniority or lower ultimate
recovery compared to obligations that are rated higher.



D An obligation rated 'D' is in default or in breach of an imputed promise. For
non-hybrid capital instruments, the 'D' rating category is used when payments
on an obligation are not made on the date due, unless S&P Global Ratings
believes that such payments will be made within five business days in the
absence of a stated grace period or within the earlier of the stated grace
period or 30 calendar days. The 'D' rating also will be used upon the filing of
a bankruptcy petition or the taking of similar action and where default on an
obligation is a virtual



                                     II-46


certainty, for example due to automatic stay provisions. An obligation's rating
is lowered to 'D' if it is subject to a distressed exchange offer.



NR This indicates that no rating has been requested, or that there is
insufficient information on which to base a rating, or that S&P Global Ratings
does not rate a particular obligation as a matter of policy.



PLUS (+) OR MINUS (-) The ratings from 'AA' to 'CCC' may be modified by the
addition of a plus (+) or minus (-) sign to show relative standing within the
major rating categories.



S&P GLOBAL RATINGS SHORT-TERM ISSUE CREDIT RATINGS

A-1 A short-term obligation rated 'A-1' is rated in the highest category by S&P
Global Ratings. The obligor's capacity to meet its financial commitment on the
obligation is strong. Within this category, certain obligations are designated
with a plus sign (+). This indicates that the obligor's capacity to meet its
financial commitment on these obligations is extremely strong.



A-2 A short-term obligation rated 'A-2' is somewhat more susceptible to the
adverse effects of changes in circumstances and economic conditions than
obligations in higher rating categories. However, the obligor's capacity to
meet its financial commitment on the obligation is satisfactory.


A-3 A short-term obligation rated 'A-3' exhibits adequate protection
parameters. However, adverse economic conditions or changing circumstances are
more likely to lead to a weakened capacity of the obligor to meet its financial
commitment on the obligation.


B A short-term obligation rated 'B' is regarded as vulnerable and has
significant speculative characteristics. The obligor currently has the capacity
to meet its financial commitments; however, it faces major ongoing
uncertainties which could lead to the obligor's inadequate capacity to meet its
financial commitments.


C A short-term obligation rated 'C' is currently vulnerable to nonpayment and
is dependent upon favorable business, financial, and economic conditions for
the obligor to meet its financial commitment on the obligation.



D A short-term obligation rated 'D' is in default or in breach of an imputed
promise. For non-hybrid capital instruments, the 'D' rating category is used
when payments on an obligation are not made on the date due, unless S&P Global
Ratings believes that such payments will be made within any stated grace
period. However, any stated grace period longer than five business days will be
treated as five business days. The 'D' rating also will be used upon the filing
of a bankruptcy petition or the taking of a similar action and where default on
an obligation is a virtual certainty, for example due to automatic stay
provisions. An obligation's rating is lowered to 'D' if it is subject to a
distressed exchange offer.


SPUR (STANDARD & POOR'S UNDERLYING RATING) A SPUR rating is an opinion about
the stand-alone capacity of an obligor to pay debt service on a credit-enhanced
debt issue, without giving effect to the enhancement that applies to it. These
ratings are published only at the request of the debt issuer/obligor with the
designation SPUR to distinguish them from the credit-enhanced rating that
applies to the debt issue. S&P Global Ratings maintains surveillance of an
issue with a published SPUR.


S&P GLOBAL RATINGS MUNICIPAL SHORT-TERM NOTE RATINGS

An S&P Global Ratings US municipal note rating reflects S&P Global Ratings'
opinion about the liquidity factors and market access risks unique to the
notes. Notes due in three years or less will likely receive a note rating.
Notes with an original maturity of more than three years will most likely
receive a long-term debt rating. In determining which type of rating, if any,
to assign, S&P Global Ratings' analysis will review the following
considerations:



o     Amortization schedule - the larger the final maturity relative to other
      maturities, the more likely it will be treated as a note; and


o     Source of payment - the more dependent the issue is on the market for its
      refinancing, the more likely it will be treated as a note.


Note rating symbols are as follows:


SP-1 Strong capacity to pay principal and interest. An issue determined to
possess a very strong capacity to pay debt service is given a plus (+)
designation.


SP-2 Satisfactory capacity to pay principal and interest, with some
vulnerability to adverse financial and economic changes over the term of the
notes.


SP-3 Speculative capacity to pay principal and interest.


DUAL RATINGS

                                     II-47



Dual ratings may be assigned to debt issues that have a put option or demand
feature. The first component of the rating addresses the likelihood of
repayment of principal and interest as due, and the second component of the
rating addresses only the demand feature. The first component of the rating can
relate to either a short-term or long-term transaction and accordingly use
either short-term or long-term rating symbols. The second component of the
rating relates to the put option and is assigned a short-term rating symbol
(for example, 'AAA/A-1+' or 'A-1+/A-1'). With US municipal short-term demand
debt, the US municipal short-term note rating symbols are used for the first
component of the rating (for example, 'SP-1+/A-1+').


S&P GLOBAL RATINGS DIVIDEND RANKINGS FOR COMMON STOCKS

S&P Global Ratings has provided Earnings and Dividend Rankings, commonly
referred to as Quality Rankings, on common stocks since 1956. Quality Rankings
reflect the long-term growth and stability of a company's earnings and
dividends.


The Quality Rankings System attempts to capture the growth and stability of
earnings and dividends record in a single symbol. In assessing Quality
Rankings, S&P Global Ratings recognizes that earnings and dividend performance
is the end result of the interplay of various factors such as products and
industry position, corporate resources and financial policy. Over the long run,
the record of earnings and dividend performance has a considerable bearing on
the relative quality of stocks.



The rankings, however, do not profess to reflect all of the factors, tangible
or intangible, that bear on stock quality.


The rankings are generated by a computerized system and are based on per-share
earnings and dividend records of the most recent 10 years - a period long
enough to measure significant secular growth, capture indications of basic
change in trend as they develop, encompass the full peak-to-peak range of the
business cycle, and include a bull and a bear market. Basic scores are computed
for earnings and dividends, and then adjusted as indicated by a set of
predetermined modifiers for change in the rate of growth, stability within
long-term trends, and cyclicality. Adjusted scores for earnings and dividends
are then combined to yield a final ranking.


The ranking system makes allowance for the fact that corporate size generally
imparts certain advantages from an investment standpoint. Conversely, minimum
size limits (in sales volume) are set for the various rankings. However, the
system provides for making exceptions where the score reflects an outstanding
earnings and dividend record. The following table shows the letter
classifications and brief descriptions of Quality Rankings.




A+   Highest           B+   Average           C     Lowest
A    High              B    Below Average     D     In Reorganization
A-   Above Average     B-   Lower             LIQ   Liquidation



The ranking system grants some exceptions to the pure quantitative ranking.
Thus, if a company has not paid any dividend over the past 10 years, it is very
unlikely that it will rank higher than A-. In addition, companies may receive a
bonus score based on their sales volume. If a company omits a dividend on
preferred stock, it will receive a rank of no better than C that year. If a
company pays a dividend on the common stock, it is highly unlikely that the
rank will be below B-, even if it has incurred losses. In addition, if a
company files for bankruptcy, the model's rank is automatically changed to D.


FITCH RATINGS LONG-TERM RATING SCALES


INVESTMENT GRADE

AAA: Highest credit quality. `AAA' ratings denote the lowest expectation of
default risk. They are assigned only in cases of exceptionally strong capacity
for payment of financial commitments. This capacity is highly unlikely to be
adversely affected by foreseeable events.


AA: Very high credit quality. `AA' ratings denote expectations of very low
default risk. They indicate very strong capacity for payment of financial
commitments. This capacity is not significantly vulnerable to foreseeable
events.


A: High credit quality. `A' ratings denote expectations of low default risk.
The capacity for payment of financial commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to adverse business or economic
conditions than is the case for higher ratings.


BBB: Good credit quality. `BBB' ratings indicate that expectations of default
risk are currently low. The capacity for payment of financial commitments is
considered adequate but adverse business or economic conditions are more likely
to impair this capacity.


                                     II-48


SPECULATIVE GRADE

BB: Speculative. `BB' ratings indicate an elevated vulnerability to default
risk, particularly in the event of adverse changes in business or economic
conditions over time; however, business or financial flexibility exists which
supports the servicing of financial commitments.


B: Highly speculative. `B' ratings indicate that material default risk is
present, but a limited margin of safety remains. Financial commitments are
currently being met; however, capacity for continued payment is vulnerable to
deterioration in the business and economic environment.


CCC: Substantial credit risk. Default is a real possibility.


CC: Very high levels of credit risk. Default of some kind appears probable.


C: Exceptionally high levels of credit risk. Default is imminent or inevitable,
or the issuer is in standstill. Conditions that are indicative of a `C'
category rating for an issuer include:


a. the issuer has entered into a grace or cure period following non-payment of
a material financial obligation;


b. the issuer has entered into a temporary negotiated waiver or standstill
agreement following a payment default on a material financial obligation; or


c. Fitch Ratings otherwise believes a condition of `RD' or `D' to be imminent
or inevitable, including through the formal announcement of a distressed debt
exchange.


RD: Restricted default. `RD' ratings indicate an issuer that in Fitch Ratings'
opinion has experienced an uncured payment default on a bond, loan or other
material financial obligation but which has not entered into bankruptcy
filings, administration, receivership, liquidation or other formal winding-up
procedure, and which has not otherwise ceased operating. This would include:


a. the selective payment default on a specific class or currency of debt;


b. the uncured expiry of any applicable grace period, cure period or default
forbearance period following a payment default on a bank loan, capital markets
security or other material financial obligation;


c. the extension of multiple waivers or forbearance periods upon a payment
default on one or more material financial obligations, either in series or in
parallel; or

d. execution of a distressed debt exchange on one or more material financial
obligations.


D: Default. `D' ratings indicate an issuer that in Fitch Ratings' opinion has
entered into bankruptcy filings, administration, receivership, liquidation or
other formal winding-up procedure, or which has otherwise ceased business.


Default ratings are not assigned prospectively to entities or their
obligations; within this context, non-payment on an instrument that contains a
deferral feature or grace period will generally not be considered a default
until after the expiration of the deferral or grace period, unless a default is
otherwise driven by bankruptcy or other similar circumstance, or by a
distressed debt exchange.


Imminent default typically refers to the occasion where a payment default has
been intimated by the issuer, and is all but inevitable. This may, for example,
be where an issuer has missed a scheduled payment, but (as is typical) has a
grace period during which it may cure the payment default. Another alternative
would be where an issuer has formally announced a distressed debt exchange, but
the date of the exchange still lies several days or weeks in the immediate
future.


In all cases, the assignment of a default rating reflects the agency's opinion
as to the most appropriate rating category consistent with the rest of its
universe of ratings, and may differ from the definition of default under the
terms of an issuer's financial obligations or local commercial practice.



NOTES: The modifiers + or - may be appended to a rating to denote relative
status within major rating categories. Such suffixes are not added to the `AAA'
Long-Term category, or to Long-Term categories below `B'.



FITCH RATINGS SHORT-TERM RATINGS

F1: Highest short-term credit quality. Indicates the strongest intrinsic
capacity for timely payment of financial commitments; may have an added + to
denote any exceptionally strong credit feature.


F2: Good short-term credit quality. Good intrinsic capacity for timely payment
of financial commitments.


F3: Fair short-term credit quality. The intrinsic capacity for timely payment
of financial commitments is adequate.


                                     II-49


B: Speculative short-term credit quality. Minimal capacity for timely payment
of financial commitments, plus heightened vulnerability to near term adverse
changes in financial and economic conditions.


C: High short-term default risk. Default is a real possibility.


RD: Restricted default. Indicates an entity that has defaulted on one or more
of its financial commitments, although it continues to meet other financial
obligations. Typically applicable to entity ratings only.


D: Default. Indicates a broad-based default event for an entity, or the default
of a short-term obligation.


FITCH RATINGS MUNICIPAL SHORT-TERM RATINGS

The highest ratings for state and municipal short-term obligations are "F-1+,"
"F-1," and "F-2."


                                     II-50


PART II: APPENDIX II-A - BOARD MEMBERS AND OFFICERS


IDENTIFICATION AND BACKGROUND


The following table presents certain information regarding the Board Members of
the Trust/Corporation. Each Board Member's year of birth is set forth in
parentheses after his or her name. Unless otherwise noted, (i) each Board
Member has engaged in the principal occupation(s) noted in the table for at
least the most recent five years, although not necessarily in the same
capacity, and (ii) the address of each Board Member that is not an "interested
person" (as defined in the 1940 Act) of the Trust/Corporation or the Advisor
(each, an "Independent Board Member") is Keith R. Fox, Deutsche Funds Board
Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston
Street, Boston, MA 02199-3600. The term of office for each Board Member is
until the election and qualification of a successor, or until such Board Member
sooner dies, resigns, is removed or as otherwise provided in the governing
documents of the Trust/Corporation. Because the fund does not hold an annual
meeting of shareholders, each Board Member will hold office for an
indeterminate period.



INDEPENDENT BOARD MEMBERS





NAME, YEAR OF BIRTH,                                                        NUMBER OF
POSITION                                                                    FUNDS IN
WITH THE TRUST/CORPORATION                                                  DEUTSCHE
AND LENGTH OF TIME           BUSINESS EXPERIENCE AND                        FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                  DIRECTORSHIPS DURING THE PAST 5 YEARS          OVERSEEN       HELD BY BOARD MEMBER

Keith R. Fox, CFA (1954)     Managing General Partner, Exeter Capital            98        -
Chairperson since 2017,      Partners (a series of private investment
and Board Member since       funds) (since 1986); Directorships:
1996                         Progressive International Corporation
                             (kitchen goods importer and distributor); The
                             Kennel Shop (retailer); former Chairman,
                             National Association of Small Business
                             Investment Companies; former
                             Directorships: BoxTop Media Inc.
                             (advertising); Sun Capital Advisers Trust
                             (mutual funds) (2011-2012)
Kenneth C. Froewiss (1945)   Retired Clinical Professor of Finance, NYU          98        -
Vice Chairperson since       Stern School of Business (1997-2014);
2017,                        Member, Finance Committee, Association
and Board Member since       for Asian Studies (2002-present); Director,
2001                         Mitsui Sumitomo Insurance Group (US)
                             (2004-present); prior thereto, Managing
                             Director, J.P. Morgan (investment banking
                             firm) (until 1996)
John W. Ballantine (1946)    Retired; formerly: Executive Vice President         98        Portland General Electric/(2)/
Board Member since 1999      and Chief Risk Management Officer, First                      (utility company) (2003-
                             Chicago NBD Corporation/The First National                    present)
                             Bank of Chicago (1996-1998); Executive Vice
                             President and Head of International Banking
                             (1995-1996); former Directorships: Director
                             and Chairman of the Board, Healthways
                             Inc./(2)/ (population well-being and wellness
                             services) (2003-2014); Stockwell Capital
                             Investments PLC (private equity); First Oak
                             Brook Bancshares, Inc. and Oak Brook Bank;
                             Prisma Energy International



                                      II-51






NAME, YEAR OF BIRTH,                                                         NUMBER OF
POSITION                                                                     FUNDS IN
WITH THE TRUST/CORPORATION                                                   DEUTSCHE
AND LENGTH OF TIME            BUSINESS EXPERIENCE AND                        FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                   DIRECTORSHIPS DURING THE PAST 5 YEARS          OVERSEEN       HELD BY BOARD MEMBER

Henry P. Becton, Jr. (1943)   Vice Chair and former President, WGBH               98
Board Member since 1990       Educational Foundation. Directorships: Public
                              Radio International; Public Radio Exchange
                              (PRX); The Pew Charitable Trusts (charitable
                              organization); former Directorships: Becton
                              Dickinson and Company/(2)/ (medical
                              technology company); Belo Corporation/(2)/
                              (media company); The PBS Foundation;
                              Association of Public Television Stations;
                              Boston Museum of Science; American
                              Public Television; Concord Academy; New
                              England Aquarium; Mass. Corporation for
                              Educational Telecommunications; Committee
                              for Economic Development; Public
                              Broadcasting Service; Connecticut College;
                              North Bennett Street School (Boston)
Dawn-Marie Driscoll (1946)    Emeritus Executive Fellow, Center for               98        -
Board Member since 1987       Business Ethics, Bentley University;
                              formerly: President, Driscoll Associates
                              (consulting firm); Partner, Palmer & Dodge
                              (law firm) (1988-1990); Vice President of
                              Corporate Affairs and General Counsel,
                              Filene's (retail) (1978-1988); Directorships:
                              Advisory Board, Center for Business Ethics,
                              Bentley University; Trustee and former
                              Chairman of the Board, Southwest Florida
                              Community Foundation (charitable
                              organization); former Directorships: ICI
                              Mutual Insurance Company (2007-2015);
                              Sun Capital Advisers Trust (mutual funds)
                              (2007-2012); Investment Company Institute
                              (audit, executive, nominating committees)
                              and Independent Directors Council
                              (governance, executive committees)
Paul K. Freeman (1950)        Consultant, World Bank/Inter-American               98        -
Board Member since 1993       Development Bank; Chair, Independent
                              Directors Council; Investment Company
                              Institute (executive and nominating
                              committees); formerly: Chairman of
                              Education Committee of Independent
                              Directors Council; Project Leader,
                              International Institute for Applied Systems
                              Analysis (1998-2001); Chief Executive
                              Officer, The Eric Group, Inc. (environmental
                              insurance) (1986-1998); Directorships:
                              Denver Zoo Foundation (December 2012-
                              present); former Directorships: Prisma
                              Energy International
Richard J. Herring (1946)     Jacob Safra Professor of International              98        Director, Aberdeen Singapore
Board Member since 1990       Banking and Professor, Finance Department,                    and Japan Funds (since
                              The Wharton School, University of                             2007), Independent Director
                              Pennsylvania (since July 1972); Co-Director,                  of Barclays Bank Delaware
                              Wharton Financial Institutions Center;                        (since September 2010)
                              formerly: Vice Dean and Director, Wharton
                              Undergraduate Division (July 1995-June
                              2000); Director, Lauder Institute of
                              International Management Studies (July
                              2000-June 2006)



                                      II-52






NAME, YEAR OF BIRTH,                                                               NUMBER OF
POSITION                                                                           FUNDS IN
WITH THE TRUST/CORPORATION                                                         DEUTSCHE
AND LENGTH OF TIME              BUSINESS EXPERIENCE AND                            FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                     DIRECTORSHIPS DURING THE PAST 5 YEARS              OVERSEEN       HELD BY BOARD MEMBER

William McClayton (1944)        Private equity investor (since October 2009);           98        -
Board Member since 2004         previously: Managing Director, Diamond
                                Management & Technology Consultants, Inc.
                                (global consulting firm) (2001-2009);
                                Directorship: Board of Managers, YMCA of
                                Metropolitan Chicago; formerly: Senior
                                Partner, Arthur Andersen LLP (accounting)
                                (1966-2001); Trustee, Ravinia Festival
Rebecca W. Rimel (1951)         President, Chief Executive Officer and                  98        Director, Becton Dickinson
Board Member since 1995         Director, The Pew Charitable Trusts                               and Company/(2)/ (medical
                                (charitable organization) (1994-present);                         technology company) (2012-
                                formerly: Executive Vice President, The                           present); Director,
                                Glenmede Trust Company (investment trust                          BioTelemetry Inc./(2)/
                                and wealth management) (1983-2004);                               (healthcare) (2009-present)
                                Board Member, Investor Education
                                (charitable organization) (2004-2005); Trustee,
                                Executive Committee, Philadelphia Chamber
                                of Commerce (2001-2007); Director, Viasys
                                Health Care/(2)/ (January 2007-June 2007);
                                Trustee, Thomas Jefferson Foundation
                                (charitable organization) (1994-2012)
William N. Searcy, Jr. (1946)   Private investor since October 2003;                    98        -
Board Member since 1993         formerly: Pension & Savings Trust Officer,
                                Sprint Corporation/(2)/ (telecommunications)
                                (November 1989-September 2003); Trustee,
                                Sun Capital Advisers Trust (mutual funds)
                                (1998-2012)
Jean Gleason Stromberg          Retired; formerly: Consultant (1997-2001);              98        -
(1943)                          Director, Financial Markets US Government
Board Member since 1997         Accountability Office (1996-1997); Partner,
                                Norton Rose Fulbright, L.L.P. (law firm)
                                (1978-1996); former Directorships: The
                                William and Flora Hewlett Foundation
                                (charitable organization) (2000-2015); Service
                                Source, Inc. (nonprofit), Mutual Fund
                                Directors Forum (2002-2004), American Bar
                                Retirement Association (funding vehicle for
                                retirement plans) (1987-1990 and 1994-
                                1996)




OFFICERS/(4)/




NAME, YEAR OF BIRTH, POSITION
WITH THE TRUST/CORPORATION         BUSINESS EXPERIENCE AND
AND LENGTH OF TIME SERVED/(5)/     DIRECTORSHIPS DURING THE PAST 5 YEARS

Brian E. Binder/(8)/ (1972)        Managing Director/(3)/ and Head of US Product and Fund Administration, Deutsche
President and Chief Executive      Asset Management (2013-present); Director and President, Deutsche AM Service
Officer, 2013-present              Company (since 2016); Director and Vice President, Deutsche AM Distributors, Inc.
                                   (since 2016); Director and President, DB Investment Managers, Inc. (since 2016);
                                   formerly, Head of Business Management and Consulting at Invesco, Ltd. (2010-2012)
John Millette/(7)/ (1962)          Director/(3)/, Deutsche Asset Management; Chief Legal Officer and Secretary, Deutsche
Vice President and Secretary,      Investment Management Americas Inc. ( 2015-present); and Director and Vice
1999-present                       President, Deutsche AM Trust Company (since 2016)


                                      II-53






NAME, YEAR OF BIRTH, POSITION
WITH THE TRUST/CORPORATION         BUSINESS EXPERIENCE AND
AND LENGTH OF TIME SERVED/(5)/     DIRECTORSHIPS DURING THE PAST 5 YEARS

Hepsen Uzcan/(6)/ (1974)           Director/(3)/, Deutsche Asset Management
Vice President, since 2016
Assistant Secretary, 2013-
present
Paul H. Schubert/(6)/ (1963)       Managing Director/(3)/, Deutsche Asset Management, and Chairman, Director and
Chief Financial Officer, 2004-     President, Deutsche AM Trust Company (since 2013); Vice President, Deutsche AM
present                            Distributors, Inc. (since 2016); formerly, Director, Deutsche AM Trust Company (2004 -
Treasurer, 2005-present                2013)
Caroline Pearson/(7)/ (1962)       Managing Director/(3)/, Deutsche Asset Management; Secretary, Deutsche AM
Chief Legal Officer, 2010-         Distributors, Inc; and Secretary, Deutsche AM Service Company
present
Scott D. Hogan/(7)/ (1970)         Director/(3)/, Deutsche Asset Management
Chief Compliance Officer, since
2016
Wayne Salit/(6)/ (1967)            Director/(3)/, Deutsche Asset Management; AML Compliance Officer, Deutsche AM
Anti-Money Laundering              Distributors, Inc.; formerly: Managing Director, AML Compliance Officer at BNY Mellon
Compliance Officer, 2014-          (2011-2014); and Director, AML Compliance Officer at Deutsche Bank (2004-2011)
present
Paul Antosca/(7)/(1957)            Director/(3)/, Deutsche Asset Management
Assistant Treasurer, 2007-
present
Jack Clark /(7)/ (1967)            Director/(3)/, Deutsche Asset Management
Assistant Treasurer, 2007-
present
Diane Kenneally/(7)/ (1966)        Director/(3)/, Deutsche Asset Management
Assistant Treasurer, 2007-
present




/(1)/ The  length  of  time served represents the year in which the Board Member
      joined  the  board of one or more Deutsche funds currently overseen by the
      Board.
/(2)/ A  publicly held company with securities registered pursuant to Section 12
      of the Securities Exchange Act of 1934.
/(3)/ Executive title, not a board directorship.
/(4)/ As  a  result  of  their respective positions held with the Advisor, these
      individuals  are considered "interested persons" of the Advisor within the
      meaning  of  the 1940 Act. Interested persons receive no compensation from
      the fund.
/(5)/ The  length  of  time  served represents the year in which the officer was
      first elected in such capacity for one or more Deutsche funds.
/(6)/ Address: 60 Wall Street, New York, New York 10005.
/(7)/ Address: One Beacon Street, Boston, Massachusetts 02108.

/(8)/ Address: 222 South Riverside Plaza, Chicago, Illinois 60606.



Certain officers hold similar positions for other investment companies for
which DIMA or an affiliate serves as the Advisor.


OFFICER'S ROLE WITH PRINCIPAL UNDERWRITER: DEUTSCHE AM DISTRIBUTORS, INC.




Paul H. Schubert:   Vice President
Caroline Pearson:   Secretary
Wayne Salit:        AML Compliance Officer



BOARD MEMBER QUALIFICATIONS


The Nominating and Governance Committee is responsible for recommending
proposed nominees for election to the full Board for its approval. In
recommending the election of the current Board Members, the Committee generally
considered the educational, business and professional experience of each Board
Member in determining his or her qualifications to serve as a Board Member,
including the Board Member's record of service as a director or trustee of
public and private organizations. In the case of most Board Members, this
included their many years of previous


                                     II-54


service as a trustee of certain of the Deutsche funds. This previous service
has provided these Board Members with a valuable understanding of the history
of the Deutsche funds and the DIMA organization and has also served to
demonstrate their high level of diligence and commitment to the interests of
fund shareholders and their ability to work effectively and collegially with
other members of the Board. The Committee also considered, among other factors,
the particular attributes described below with respect to the various
individual Board Members:


John W. Ballantine - Mr. Ballantine's experience in banking, financial risk
management and investments acquired in the course of his service as a senior
executive of a major US bank.


Henry P. Becton, Jr. - Mr. Becton's professional training and experience as an
attorney, his experience as the chief executive officer of a major public media
company and his experience as lead director of two NYSE companies, including
his service at various times as the chair of the audit, compensation and
nominating committees of one or both of such boards.


Dawn-Marie Driscoll - Ms. Driscoll's professional training and experience as an
attorney, her expertise as a consultant, professor and author on the subject of
business ethics, her service as a member of the executive committee of the
Independent Directors Council of the Investment Company Institute and her
experience as a director of an insurance company serving the mutual fund
industry.


Keith R. Fox - Mr. Fox's experience as the chairman and a director of various
private operating companies and investment partnerships and his experience as a
director and audit committee member of several public companies. In addition,
he holds the Chartered Financial Analyst designation.


Paul K. Freeman - Dr. Freeman's professional training and experience as an
attorney and an economist, his experience as the founder and chief executive
officer of an insurance company, his experience as a senior executive and
consultant for various companies focusing on matters relating to risk
management and his service on the Independent Directors Council of the
Investment Company Institute.


Kenneth C. Froewiss - Dr. Froewiss' professional training and experience as an
economist, his experience in finance acquired in various professional positions
with governmental and private banking organizations and his experience as a
professor of finance at a leading business school.


Richard J. Herring - Mr. Herring's experience as a professor of finance at a
leading business school and his service as an advisor to various professional
and governmental organizations.


William McClayton - Mr. McClayton's professional training and experience in
public accounting, including his service as a senior partner of a major public
accounting firm focusing on financial markets companies and his service as a
senior executive of a public management consulting firm.


Rebecca W. Rimel - Ms. Rimel's experience on a broad range of public policy
issues acquired during her service as the executive director of a major
foundation and her experience as a director of several public companies.


William N. Searcy, Jr. - Mr. Searcy's experience as an investment officer for
various major public company retirement plans, which included evaluation of
unaffiliated investment advisers and supervision of various administrative and
accounting functions.


Jean Gleason Stromberg - Ms. Stromberg's professional training and experience
as an attorney specializing in federal securities law, her service in a senior
position with the Securities and Exchange Commission and the US Government
Accountability Office and her experience as a director and audit committee
member of several major non-profit organizations.


                                     II-55


PART II: APPENDIX II-B - PORTFOLIO MANAGEMENT COMPENSATION


FOR FUNDS ADVISED BY DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC. OR ITS
AFFILIATES

Each fund is managed by a team of investment professionals who each play an
important role in a fund's management process. Team members work together to
develop investment strategies and select securities for a fund. This team works
for the Advisor or its affiliates and is supported by a large staff of
economists, research analysts, traders and other investment specialists. The
Advisor or its affiliates believe(s) its team approach benefits investors by
bringing together many disciplines and leveraging its extensive resources. Team
members with primary responsibility for management of a fund, as well as team
members who have other ongoing management responsibilities for a fund, are
identified in each fund's prospectus, as of the date of a fund's prospectus.
Composition of the team may change over time, and shareholders and investors
will be notified of changes affecting individuals with primary fund management
responsibility.


COMPENSATION OF PORTFOLIO MANAGERS


The Advisor and its affiliates are part of the Deutsche Bank Group of
companies. As employees of a company in the Deutsche Bank Group, portfolio
managers are paid on a total compensation basis, which includes Fixed Pay (base
salary) and Variable Compensation, as follows:




o  Fixed Pay (FP) is the key and primary element of compensation and reflects
   the value of the individual's role and function within the organization. It
   rewards factors that an employee brings to the organization such as skills
   and experience, while reflecting regional and divisional (i.e. Deutsche
   Asset Management) specifics. FP levels play a significant role in ensuring
   competitiveness of the Advisor and its affiliates in the labor market, thus
   benchmarking provides a valuable input when determining FP levels.




o  Variable Compensation (VC) is a discretionary compensation element that
   enables the Advisor and its affiliates to provide additional reward to
   employees for their performance and behaviors, while reflecting Deutsche
   Bank Group affordability and the financial situation of Deutsche Bank AG
   (the "Bank") and Deutsche Asset Management, the Bank's asset management
   division. VC aims to:



   -  Recognize that every employee contributes to the Bank's success through
      the Deutsche Bank Group component of VC (Group Component),


   -  Reflect   individual   performance  through  discretionary  individual  VC
      (Individual Component), and

   -  Reward   outstanding  contributions  at  the  junior  levels  through  the
      discretionary Recognition Award.

     Employee seniority as well as divisional and regional specifics determines
     which VC elements are applicable for a given employee and the conditions
     under which they apply. Both Group and Individual Components may be
     awarded in Bank shares or other share-based instruments and under deferral
     arrangements.


In general, each of the Advisor and its advisory affiliates seek to offer its
investment professionals competitive short-term and long-term compensation
based on continuous, above average, fund performance relative to the market.
This includes measurement of short and long-term performance against industry
and portfolio benchmarks. To evaluate its investment professionals in light of
and consistent with the compensation principles set forth above, the Advisor
and its affiliates review investment performance for all accounts managed in
relation to the appropriate Morningstar peer group universe with respect to a
fund, iMoneyNet peer group with respect to a money market fund or relevant
benchmark index(es) set forth in the governing documents with respect to each
other account type. The ultimate goal of this process is to evaluate the degree
to which investment professionals deliver investment performance that meets or
exceeds their clients' risk and return objectives. When determining total
compensation, the Advisor and its affiliates consider a number of quantitative,
qualitative and other factors:


o  Quantitative measures (e.g. one-, three- and five-year pre-tax returns
   versus the appropriate Morningstar peer group universe for a fund, or
   versus the appropriate iMoneyNet peer group for a money market fund or
   relevant benchmark index(es) set forth in the governing documents with
   respect to each other account type, taking risk targets into account) are
   utilized to measure performance.



                                     II-56


o  Qualitative measures (e.g. adherence to, as well as contributions to, the
   enhancement of the investment process) are included in the performance
   review.



o  Other factors (e.g. non-investment related performance, teamwork, adherence
   to compliance rules, risk management and "living the values" of the Advisor
   and its affiliates) are included as part of a discretionary component of
   the review process, giving management the ability to consider additional
   markers of performance on a subjective basis.



CONFLICTS

Real, potential or apparent conflicts of interest may arise when a portfolio
manager has day-to-day portfolio management responsibilities with respect to
more than one fund or account, including the following:


o  Certain investments may be appropriate for a fund and also for other clients
   advised by the Advisor, including other client accounts managed by a fund's
   portfolio management team. Investment decisions for a fund and other
   clients are made with a view to achieving their respective investment
   objectives and after consideration of such factors as their current
   holdings, availability of cash for investment and the size of their
   investments generally. A particular security may be bought or sold for only
   one client or in different amounts and at different times for more than one
   but less than all clients. Likewise, because clients of the Advisor may
   have differing investment strategies, a particular security may be bought
   for one or more clients when one or more other clients are selling the
   security. The investment results achieved for a fund may differ from the
   results achieved for other clients of the Advisor. In addition, purchases
   or sales of the same security may be made for two or more clients on the
   same day. In such event, such transactions will be allocated among the
   clients in a manner believed by the Advisor to be most equitable to each
   client, generally utilizing a pro rata allocation methodology. In some
   cases, the allocation procedure could potentially have an adverse effect or
   positive effect on the price or amount of the securities purchased or sold
   by a fund. Purchase and sale orders for a fund may be combined with those
   of other clients of the Advisor in the interest of achieving the most
   favorable net results to a fund and the other clients.


o  To the extent that a portfolio manager has responsibilities for managing
   multiple client accounts, a portfolio manager will need to divide time and
   attention among relevant accounts. The Advisor attempts to minimize these
   conflicts by aligning its portfolio management teams by investment strategy
   and by employing similar investment models across multiple client accounts.


o  In some cases, an apparent conflict may arise where the Advisor has an
   incentive, such as a performance-based fee, in managing one account and not
   with respect to other accounts it manages. The Advisor will not determine
   allocations based on whether it receives a performance-based fee from the
   client. Additionally, the Advisor has in place supervisory oversight
   processes to periodically monitor performance deviations for accounts with
   like strategies.


o  The Advisor and its affiliates and the investment team of a fund may manage
   other mutual funds and separate accounts on a long only or a long-short
   basis. The simultaneous management of long and short portfolios creates
   potential conflicts of interest including the risk that short sale activity
   could adversely affect the market value of the long positions (and vice
   versa), the risk arising from sequential orders in long and short
   positions, and the risks associated with receiving opposing orders at the
   same time. The Advisor has adopted procedures that it believes are
   reasonably designed to mitigate these and other potential conflicts of
   interest. Included in these procedures are specific guidelines developed to
   provide fair and equitable treatment for all clients whose accounts are
   managed by each fund's portfolio management team. The Advisor and the
   portfolio management team have established monitoring procedures, a
   protocol for supervisory reviews, as well as compliance oversight to ensure
   that potential conflicts of interest relating to this type of activity are
   properly addressed.


The Advisor is owned by Deutsche Bank AG, a multi-national financial services
company. Therefore, the Advisor is affiliated with a variety of entities that
provide, and/or engage in commercial banking, insurance, brokerage, investment
banking, financial advisory, broker-dealer activities (including sales and
trading), hedge funds, real estate and private equity investing, in addition to
the provision of investment management services to institutional and individual
investors.


                                     II-57



Since Deutsche Bank AG, its affiliates, directors, officers and employees (the
"Firm") are engaged in businesses and have interests in addition to managing
asset management accounts, such wide ranging activities involve real, potential
or apparent conflicts of interest. These interests and activities include
potential advisory, transactional and financial activities and other interests
in securities and companies that may be directly or indirectly purchased or
sold by the Firm for its clients' advisory accounts. The Advisor may take
investment positions in securities in which other clients or related persons
within the Firm have different investment positions. There may be instances in
which the Advisor is purchasing or selling for its client accounts, or pursuing
an outcome in the context of a workout or restructuring with respect to,
securities in which the Firm is undertaking the same or differing strategy in
other businesses or other client accounts. These are considerations of which
advisory clients should be aware and which may cause conflicts that could be to
the disadvantage of the Advisor's advisory clients, including the Fund. The
Advisor has instituted business and compliance policies, procedures and
disclosures that are designed to identify, monitor and mitigate conflicts of
interest and, as appropriate, to report them to a fund's Board.



FOR FUNDS ADVISED BY NORTHERN TRUST INVESTMENTS, INC. (NTI)


COMPENSATION

Compensation for the index portfolio managers is based on the competitive
marketplace and consists of a fixed base salary plus a variable annual cash
incentive award. In addition, non-cash incentives, such as stock options or
restricted stock of Northern Trust Corporation, may be awarded from time to
time. The annual incentive award is discretionary and is based on a
quantitative and qualitative evaluation of each portfolio manager's investment
performance and contribution to his or her respective team plus the financial
performance of the investment business unit and Northern Trust Corporation as a
whole. The annual incentive award is not based on performance of the
portfolio/funds or the amount of assets held in a fund. Moreover, no material
differences exist between the compensation structure for mutual fund accounts
and other types of accounts.


CONFLICTS

NTI's portfolio managers are often responsible for managing one or more funds,
as well as other accounts, including separate accounts and other pooled
investment vehicles. A portfolio manager may manage a separate account or other
pooled investment vehicle that may have a materially higher or lower fee
arrangement. The side-by-side management of these accounts may raise potential
conflicts of interest relating to cross trading, the allocation of investment
opportunities and the aggregation and allocation of trades. In addition, while
portfolio managers generally only manage accounts with similar investment
strategies, it is possible that due to varying investment restrictions among
accounts that certain investments are made for some accounts and not others or
conflicting investment positions are taken among accounts. The portfolio
managers have a fiduciary responsibility to manage all client accounts in a
fair and equitable manner. NTI seeks to provide best execution of all
securities transactions and aggregate and then allocate securities to client
accounts in a fair and timely manner. To this end, NTI has developed policies
and procedures reasonably designed to mitigate and manage the potential
conflicts of interest that may arise from side-by-side management. In addition,
NTI has adopted policies limiting the circumstances under which cross-trades
may be effected. NTI conducts periodic reviews of trades for consistency with
these policies.


                                     II-58


PART II: APPENDIX II-C - FEE RATES OF SERVICE PROVIDERS


FEES PAYABLE TO DIMA FOR INVESTMENT MANAGEMENT SERVICES.

The management fee(s) for each fund, at the annual percentage rate of daily net
assets, are indicated below:




FUND NAME                                            MANAGEMENT FEE RATE

Tax-Free Income Funds
Deutsche California Tax-Free Income Fund        First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche Intermediate Tax/AMT Free Fund         0.315%
Deutsche Managed Municipal Bond Fund            First $250 million 0.365%
                                                Next $750 million 0.345%
                                                Next $1.5 billion 0.325%
                                                Next $2.5 billion 0.315%
                                                Next $2.5 billion 0.295%
                                                Next $2.5 billion 0.275%
                                                Next $2.5 billion 0.255%
                                                Thereafter 0.235%
Deutsche Massachusetts Tax-Free Fund            First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche New York Tax-Free Income Fund          First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche Short-Term Municipal Bond Fund         First $500 million 0.400%
                                                Next $500 million 0.385%
                                                Next $1.0 billion 0.370%
                                                Thereafter 0.355%
Deutsche Strategic High Yield Tax-Free Fund     First $300 million 0.515%
                                                Next $200 million 0.465%
                                                Next $500 million 0.440%
                                                Next $500 million 0.420%
                                                Next $500 million 0.410%
                                                Thereafter 0.400%


                                      II-59





FUND NAME                                         MANAGEMENT FEE RATE

Taxable Fixed-Income Funds
Deutsche Core Fixed Income Fund              First $1.5 billion 0.400%
                                             Next $1.75 billion 0.385%
                                             Next $1.75 billion 0.370%
                                             Thereafter 0.355%
Deutsche Core Plus Income Fund               First $250 million 0.465%
                                             Next $750 million 0.435%
                                             Next $1.5 billion 0.415%
                                             Next $2.5 billion 0.395%
                                             Next $2.5 billion 0.365%
                                             Next $2.5 billion 0.345%
                                             Next $2.5 billion 0.325%
                                             Thereafter 0.315%
Deutsche Enhanced Emerging Markets           0.590%
Fixed Income Fund
Deutsche Enhanced Global Bond Fund           0.410%
Deutsche Fixed Income Opportunities Fund     First $500 million 0.400%
                                             Next $500 million 0.385%
                                             Next $1.0 billion 0.370%
                                             Thereafter 0.355%
Deutsche Floating Rate Fund                  First $1.0 billion 0.650%
                                             Next $1.5 billion 0.635%
                                             Next $2.5 billion 0.610%
                                             Next $2.5 billion 0.585%
                                             Next $2.5 billion 0.560%
                                             Thereafter 0.550%
Deutsche Global High Income Fund             First $1.0 billion 0.500%
                                             Next $1.5 billion 0.490%
                                             Next $2.5 billion 0.480%
                                             Next $5.0 billion 0.470%
                                             Thereafter 0.460%
Deutsche Global Inflation Fund               First $1.5 billion 0.400%
                                             Next $500 million 0.375%
                                             Next $1.0 billion 0.360%
                                             Next $1.0 billion 0.345%
                                             Next $1.0 billion 0.330%
                                             Next $1.0 billion 0.315%
                                             Thereafter 0.300%
Deutsche GNMA Fund                           First $5.0 billion 0.315%
                                             Next $1.0 billion 0.300%
                                             Thereafter 0.285%


                                      II-60





FUND NAME                                         MANAGEMENT FEE RATE

Deutsche High Income Fund                    First $250 million 0.480%
                                             Next $750 million 0.450%
                                             Next $1.5 billion 0.430%
                                             Next $2.5 billion 0.410%
                                             Next $2.5 billion 0.380%
                                             Next $2.5 billion 0.360%
                                             Next $2.5 billion 0.340%
                                             Thereafter 0.320%
Deutsche Limited Maturity Quality Income     0.15%
Fund
Deutsche Short Duration Fund                 First $1.5 billion 0.365%
                                             Next $500 million 0.340%
                                             Next $1.0 billion 0.315%
                                             Next $1.0 billion 0.300%
                                             Next $1.0 billion 0.285%
                                             Next $1.0 billion 0.270%
                                             Thereafter 0.255%
Deutsche Strategic Government Securities     First $250 million 0.350%
Fund                                         Next $750 million 0.330%
                                             Next $1.5 billion 0.310%
                                             Next $2.5 billion 0.300%
                                             Next $2.5 billion 0.280%
                                             Next $2.5 billion 0.260%
                                             Next $2.5 billion 0.240%
                                             Thereafter 0.220%
Deutsche Unconstrained Income Fund           First $250 million 0.480%
                                             Next $750 million 0.450%
                                             Next $1.5 billion 0.430%
                                             Next $2.5 billion 0.410%
                                             Next $2.5 billion 0.380%
                                             Next $2.5 billion 0.360%
                                             Next $2.5 billion 0.340%
                                             Thereafter 0.320%
Deutsche Ultra-Short Investment Grade        0.20%
Fund
Asset Allocation Funds
Deutsche Global Income Builder Fund          First $1.5 billion 0.370%
                                             Next $500 million 0.345%
                                             Next $1.5 billion 0.310%
                                             Next $2.0 billion 0.300%
                                             Next $2.0 billion 0.290%
                                             Next $2.5 billion 0.280%
                                             Next $2.5 billion 0.270%
                                             Thereafter 0.260%


                                      II-61






FUND NAME                                            MANAGEMENT FEE RATE

Deutsche Multi-Asset Conservative            (a) 0.100% of the Fund's
Allocation Fund                              average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.550% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Deutsche Multi-Asset Global Allocation       (a) 0.100% of the Fund's
Fund                                         average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.650% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Deutsche Multi-Asset Moderate Allocation     (a) 0.100% of the Fund's
Fund                                         average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.550% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Alternative Fund
Deutsche Select Alternative Allocation       0.000%/(1)/
Fund
Real Assets Funds
Deutsche Enhanced Commodity Strategy         First $500 million 0.950%
Fund                                         Next $500 million 0.900%
                                             Next $500 million 0.850%
                                             Next $1 billion 0.825%
                                             Thereafter 0.800%
Deutsche Global Infrastructure Fund          First $2.0 billion 0.900%
                                             Next $2.0 billion 0.875%
                                             Next $2.0 billion 0.825%
                                             Next $2.0 billion 0.775%
                                             Thereafter 0.750%
Deutsche Global Real Estate Securities       First $500 million 1.000%
Fund                                         Next $500 million 0.985%
                                             Next $1.0 billion 0.960%
                                             Thereafter 0.945%



                                      II-62





FUND NAME                                       MANAGEMENT FEE RATE

Deutsche Gold & Precious Metals Fund       First $500 million 0.835%
                                           Thereafter 0.785%
Deutsche MLP & Energy Infrastructure        1.10%
Fund
Deutsche Real Assets Fund                  First $2.0 billion 0.800%
                                           Thereafter 0.775%
Deutsche Real Estate Securities Fund       First $100 million 0.565%
                                           Next $100 million 0.465%
                                           Next $100 million 0.415%
                                           Thereafter 0.365%
Deutsche Real Estate Securities Income     0.650%
Fund
U.S. Equity Funds
Deutsche Capital Growth Fund               First $250 million 0.495%
                                           Next $750 million 0.465%
                                           Next $1.5 billion 0.445%
                                           Next $2.5 billion 0.425%
                                           Next $2.5 billion 0.395%
                                           Next $2.5 billion 0.375%
                                           Next $2.5 billion 0.355%
                                           Thereafter 0.335%
Deutsche Communications Fund               First $100 million 1.000%
                                           Next $100 million 0.900%
                                           Next $100 million 0.850%
                                           Next $200 million 0.800%
                                           Next $500 million 0.730%
                                           Next $500 million 0.680%
                                           Thereafter 0.650%
Deutsche Core Equity Fund                  First $250 million 0.365%
                                           Next $750 million 0.360%
                                           Next $1.5 billion 0.355%
                                           Next $5.0 billion 0.345%
                                           Next $5.0 billion 0.335%
                                           Next $5.0 billion 0.325%
                                           Thereafter 0.300%
Deutsche CROCI (Reg. TM) U.S. Fund         First $1.5 billion 0.425%
                                           Next $500 million 0.400%
                                           Next $1.0 billion 0.375%
                                           Next $1.0 billion 0.350%
                                           Next $1.0 billion 0.325%
                                           Thereafter 0.300%


                                      II-63






FUND NAME                                                 MANAGEMENT FEE RATE

Deutsche CROCI (Reg. TM) Equity Dividend Fund     First $250 million 0.630%
                                                  Next $750 million 0.600%
                                                  Next $1.5 billion 0.580%
                                                  Next $2.5 billion 0.560%
                                                  Next $2.5 billion 0.530%
                                                  Next $2.5 billion 0.520%
                                                  Next $2.5 billion 0.510%
                                                  Thereafter 0.500%/(2)/
Deutsche Health and Wellness Fund                 First $500 million 0.765%
                                                  Thereafter 0.715%
Deutsche Large Cap Focus Growth Fund              First $1.5 billion 0.615%
                                                  Next $500 million 0.565%
                                                  Thereafter 0.515%
Deutsche Mid Cap Growth Fund                      First $500 million 0.650%
                                                  Next $1 billion 0.600%
                                                  Next $2.5 billion 0.550%
                                                  Next $2.5 billion 0.540%
                                                  Next $2.5 billion 0.530%
                                                  Next $2.5 billion 0.520%
                                                  Thereafter 0.510%
Deutsche Mid Cap Value Fund                       First $250 million 0.750%
                                                  Next $250 million 0.720%
                                                  Next $2.0 billion 0.700%
                                                  Next $1.5 billion 0.680%
                                                  Thereafter 0.660%/(2)/
Deutsche Small Cap Core Fund                      First $500 million 0.665%
                                                  Next $500 million 0.615%
                                                  Thereafter 0.565%
Deutsche Small Cap Growth Fund                    0.650    %
Deutsche Small Cap Value Fund                     First $250 million 0.750%
                                                  Next $750 million 0.720%
                                                  Next $1.5 billion 0.700%
                                                  Next $2.5 billion 0.680%
                                                  Next $2.5 billion 0.650%
                                                  Next $2.5 billion 0.640%
                                                  Next $2.5 billion 0.630%
                                                  Thereafter 0.620%/(2)/
Deutsche Science and Technology Fund              First $250 million 0.480%
                                                  Next $750 million 0.450%
                                                  Next $1.5 billion 0.430%
                                                  Next $2.5 billion 0.410%
                                                  Next $2.5 billion 0.380%
                                                  Next $2.5 billion 0.360%
                                                  Next $2.5 billion 0.340%
                                                  Thereafter 0.320%
Index-Related Funds
Deutsche EAFE/ (Reg. TM)/ Equity Index Fund       0.250%
Deutsche Equity 500 Index Fund                    0.000%/(3)/



                                      II-64






FUND NAME                                                 MANAGEMENT FEE RATE

Deutsche Equity 500 Index Portfolio                0.050%
Deutsche S&P 500 Index Fund                           0.000%/(3)/
Deutsche U.S. Bond Index Fund                      0.150%
International/Global Equity Funds
Deutsche CROCI/ (Reg. TM)/ International Fund      First $2.5 billion 0.565%
                                                   Next $2.5 billion 0.545%
                                                   Next $5.0 billion 0.525%
                                                   Next $5.0 billion 0.515%
                                                   Thereafter 0.465%
Deutsche CROCI/ (Reg. TM)/Sector Opportunities     0.700%
Fund
Deutsche Emerging Markets Equity Fund              First $250 million 1.015%
                                                   Next $500 million 0.990%
                                                   Thereafter 0.965%
Deutsche Emerging Markets Frontier Fund            1.400%
Deutsche European Equity Fund                      0.80%
Deutsche Global Equity Fund                        First $1.5 billion 0.700%
                                                   Next $1.75 billion 0.685%
                                                   Next $1.75 billion 0.670%
                                                   Thereafter 0.655%
Deutsche Global Growth Fund                        First $500 million 0.915%
                                                   Next $500 million 0.865%
                                                   Next $500 million 0.815%
                                                   Next $500 million 0.765%
                                                   Thereafter 0.715%
Deutsche Global Small Cap Fund                     First $500 million 0.915%
                                                   Next $500 million 0.865%
                                                   Thereafter 0.815%
Deutsche Latin America Equity Fund                 First $400 million 1.165%
                                                   Next $400 million 1.065%
                                                   Thereafter 0.965%
Deutsche World Dividend Fund                       First $250 million 0.665%
                                                   Next $750 million 0.635%
                                                   Next $1.5 billion 0.615%
                                                   Next $2.5 billion 0.595%
                                                   Next $2.5 billion 0.565%
                                                   Next $2.5 billion 0.555%
                                                   Next $2.5 billion 0.545%
                                                   Thereafter 0.535%
Insurance/Annuity Funds
Deutsche Alternative Asset Allocation VIP             0.200%/(4)/
Deutsche Bond VIP                                  First $250 million 0.390%
                                                   Next $750 million 0.365%
                                                   Thereafter 0.340%
Deutsche Capital Growth VIP                        First $250 million 0.390%
                                                   Next $750 million 0.365%
                                                   Thereafter 0.340%



                                      II-65





FUND NAME                                          MANAGEMENT FEE RATE

Deutsche Core Equity VIP                       First $250 million 0.390%
                                               Next $750 million 0.365%
                                               Thereafter 0.340%
Deutsche Equity 500 Index VIP                  First $1 billion 0.200%
                                               Next $1 billion 0.175%
                                               Thereafter 0.150%
Deutsche Global Equity VIP                     First $1.5 billion 0.650%
                                               Next $1.75 billion 0.635%
                                               Next $1.75 billion 0.620%
                                               Thereafter 0.605%
Deutsche Global Growth VIP                     First $250 million 0.915%
                                               Next $500 million 0.865%
                                               Next $750 million 0.815%
                                               Next $1.5 billion 0.765%
                                               Thereafter 0.715%
Deutsche Global Income Builder VIP             First $250 million 0.370%
                                               Next $750 million 0.345%
                                               Thereafter 0.310%
Deutsche Global Small Cap VIP                  First $500 million 0.890%
                                               Next $500 million 0.875%
                                               Next $1.0 billion 0.860%
                                               0.845% thereafter
Deutsche Government & Agency Securities        First $250 million 0.450%
VIP                                            Next $750 million 0.430%
                                               Next $1.5 billion 0.410%
                                               Next $2.5 billion 0.400%
                                               Next $2.5 billion 0.380%
                                               Next $2.5 billion 0.360%
                                               Next $2.5 billion 0.340%
                                               Thereafter 0.320%
Deutsche High Income VIP                       First $250 million 0.500%
                                               Next $750 million 0.470%
                                               Next $1.5 billion 0.450%
                                               Next $2.5 billion 0.430%
                                               Next $2.5 billion 0.400%
                                               Next $2.5 billion 0.380%
                                               Next $2.5 billion 0.360%
                                               Thereafter 0.340%
Deutsche CROCI (Reg. TM) International VIP     First $500 million 0.790%
                                               Thereafter 0.640%
Deutsche Large Cap Value VIP                   First $250 million 0.650%
                                               Next $750 million 0.625%
                                               Next $1.5 billion 0.600%
                                               Next $2.5 billion 0.575%
                                               Next $2.5 billion 0.550%
                                               Next $2.5 billion 0.525%
                                               Next $2.5 billion 0.500%
                                               Thereafter 0.475%


                                      II-66





FUND NAME                                              MANAGEMENT FEE RATE

Deutsche Government Money Market VIP           First $500 million 0.235%
                                               Next $500 million 0.220%
                                               Next $1.0 billion 0.205%
                                               Thereafter 0.190%
Deutsche Small Cap Index VIP                   0.350%
Deutsche Small Mid Cap Growth VIP              First $250 million 0.550%
                                               Next $750 million 0.525%
                                               Thereafter 0.500%
Deutsche Small Mid Cap Value VIP               First $250 million 0.650%
                                               Next $750 million 0.620%
                                               Next $1.5 billion 0.600%
                                               Next $2.5 billion 0.580%
                                               Next $2.5 billion 0.550%
                                               Next $2.5 billion 0.540%
                                               Next $2.5 billion 0.530%
                                               Thereafter 0.520%
Deutsche Unconstrained Income VIP              First $250 million 0.550%
                                               Next $750 million 0.520%
                                               Next $1.5 billion 0.500%
                                               Next $2.5 billion 0.480%
                                               Next $2.5 billion 0.450%
                                               Next $2.5 billion 0.430%
                                               Next $2.5 billion 0.410%
                                               Thereafter 0.390%
Money Market Funds
Cash Account Trust - Government &              First $500 million 0.120%
Agency Securities Portfolio                    Next $500 million 0.100%
                                               Next $1.0 billion 0.075%
                                               Next $1.0 billion 0.060%
                                               Thereafter 0.050%/(5)/
Cash Account Trust - Tax- Exempt Portfolio     First $500 million 0.120%
                                               Next $500 million 0.100%
                                               Next $1.0 billion 0.075%
                                               Next $1.0 billion 0.060%
                                               Thereafter 0.050%/(5)/
Deutsche Government Cash Management             0.00%/(6)/
Fund
Government Cash Management Portfolio           First $3 billion 0.1200%
                                               Next $4.5 billion 0.1025%
                                               Thereafter 0.0900%
Cash Reserve Fund, Inc. - Deutsche              0.00%/(6)/
Government Series
Deutsche Government Cash Reserves               0.00%/(6)/
Fund Institutional
Deutsche Government Money Market               0.000%/(6)/
Series


                                      II-67





FUND NAME                                           MANAGEMENT FEE RATE

Deutsche Money Market Prime Series            First $215 million 0.400%
                                              Next $335 million 0.275%
                                              Next $250 million 0.200%
                                              Next $800 million 0.150%
                                              Next $800 million 0.140%
                                              Next $800 million 0.130%
                                              Thereafter 0.120%
Deutsche Variable NAV Money Fund              First $1.0 billion 0.1500%
                                              Next $3.0 billion 0.1325%
                                              Thereafter 0.1200%
Investors Cash Trust - Treasury Portfolio     0.050%



(1)   Shareholders of a fund also indirectly bear their pro rata share of the
      operating expenses, including the management fee paid to DIMA or other
      investment advisor, of the underlying funds in which a fund invests.

(2)   The fund's management fee rate includes administrative services provided
      by DIMA which are necessary for the fund's operation as an open-end
      investment company.

(3)   The fund invests substantially all its assets in Deutsche Equity 500
      Index Portfolio (Master Fund). DIMA receives a management fee from the
      Master Fund. In the event that the fund withdraws its investment in the
      Master Fund, DIMA would become responsible for directly managing the
      assets of the fund. In such event, the fund would pay DIMA a management
      fee at an annual rate of 0.05% or 0.15% of the daily net assets of
      Deutsche Equity 500 Index Fund or Deutsche S&P 500 Index Fund,
      respectively.

(4)   The management fee paid to DIMA equals the sum of (a) 0.200% of the daily
      assets invested in Deutsche funds and (b) 1.200% of the daily assets
      invested in Other Assets. Shareholders of the fund also indirectly bear
      their pro rata share of the operating expenses, including the management
      fee paid to DIMA or other investment advisor, of the underlying funds in
      which the fund invests.

(5)   The fund's management fee is computed based on the combined average daily
      net assets of the Government & Agency Securities Portfolio and Tax-Exempt
      Portfolio, each a series of Cash Account Trust, and allocated among each
      fund based upon relative net assets. DIMA has contractually agreed to
      reduce its management fee for Government & Agency Securities Portfolio
      such that after the allocation of the fee to each series of Cash Account
      Trust, the amount payable by Government & Agency Securities Portfolio
      will be limited to 0.05% of its average daily net assets.

(6)   The fund invests substantially all its assets in Government Cash
      Management Portfolio (the Master Fund). DIMA receives a management fee
      from the Master Fund. In the event that the fund withdraws its investment
      in the Master Fund, DIMA would become responsible for directly managing
      the assets of the fund. In such event, the fund would pay DIMA a
      management fee directly and for Deutsche Government Money Market Series
      the management fee rate would be as follows: (a) first $3 billion
      0.1200%; (b) next $4.5 billion 0.1025%; and (c) thereafter 0.0900%.


FEE PAYABLE TO DIMA FOR ADMINISTRATIVE SERVICES. Deutsche Mid Cap Value Fund,
Deutsche Small Cap Value Fund and Deutsche CROCI (Reg. TM) Equity Dividend
Fund, do not pay DIMA a separate administrative services fee. Each fund, except
those noted below, pays DIMA an administrative services fee, computed daily and
paid monthly, of 0.100% of a fund's average daily net assets. Deutsche Equity
500 Index Portfolio and Government Cash Management Portfolio each pay DIMA an
administrative services fee, computed daily and paid monthly, of 0.030% of a
fund's average daily net assets.


FEES PAYABLE TO DIMA FOR FUND ACCOUNTING SERVICES. Currently, DIMA receives no
fee for its services to Deutsche Small Cap Value Fund and Deutsche CROCI (Reg.
TM) Equity Dividend Fund; however, subject to Board approval, DIMA may seek
payment from a fund for fund accounting services in the future.


                                     II-68


DIMA receives an annual fee from Deutsche Mid Cap Value Fund for fund
accounting services equal to 0.015% of its average daily net assets.


FEE PAYABLE TO DSC FOR TRANSFER AGENCY AND SHAREHOLDER SERVICES. DSC receives
an annual service fee for each account of a fund, based on the type of account.
For open retail accounts, the fee is a flat fee ranging from $10.11 to $21.43
per account plus an asset-based fee of up to 0.0026% of average net assets (not
applicable to fund-of-funds, money market funds, variable annuity funds and
closed-end funds). For open wholesale and institutional money market funds, the
fee is $19.81 per account, plus a flat fee calculated as follows: a flat fee
will be paid by the Deutsche money market funds collectively, to be allocated
pro rata among the money market funds. The fee is currently equal to
approximately 0.001% of the aggregate value of the funds' total assets, but the
percentage will fluctuate as money market fund assets change. 1/12th of the
annual service charge for each account is charged and payable to DSC each
month. A fee is charged for any account which at any time during the month had
a share balance in a fund. Smaller fees are also charged for closed accounts
for which information must be retained on DSC's system for up to 18 months
after closing for tax reporting purposes.


Certain out-of-pocket expenses incurred by DSC, including expenses of printing
and mailing routine fund documents, costs of record retention and transaction
processing costs are reimbursed by a fund or are paid directly by a fund.
Certain additional out-of-pocket expenses, including costs of computer hardware
and software, third party record-keeping fees in excess of 0.25%, and
processing of proxy statements, may only be reimbursed by a fund with the prior
approval of the Board.


FEES PAYABLE TO SUBADVISORS BY DIMA FOR SUBADVISORY SERVICES.

The following sets forth information relating to subadvisory fees paid by DIMA
to each of the applicable funds' Subadvisors that are not affiliated with DIMA.
The subadvisory fee paid by DIMA for each of the following funds is computed
daily and payable monthly, at the annual percentage rate of the daily net
assets overseen by the Subadvisor, unless otherwise noted. To the extent that
more than one non-affiliated Subadvisor provides services to a fund, the fee
rate below reflects the aggregate fees paid by DIMA to the fund's
non-affiliated Subadvisors.




FUND NAME                                      SUBADVISOR     AGGREGATE SUBADVISOR FEE RATE

Index-Related Funds
Deutsche EAFE (Reg. TM) Equity Index Fund     NTI            First $100 million 0.0900%
                                                             Next $400 million 0.0675%
                                                             Thereafter 0.0300%
Deutsche Equity 500 Index Portfolio           NTI            First $2.0 billion 0.015%
                                                             Next $2.0 billion 0.010%
                                                             Thereafter 0.005%
Deutsche U.S. Bond Index Fund                 NTI            First $100 million 0.040%
                                                             Next $400 million 0.020%
                                                             Thereafter 0.010%
Insurance/Annuity Funds
Deutsche Equity 500 Index VIP                 NTI            First $2.0 billion 0.015%
                                                             Next $2.0 billion 0.010%
                                                             Thereafter 0.005%
Deutsche Small Cap Index VIP                  NTI            First $100 million 0.080%
                                                             Next $400 million 0.040%
                                                             Thereafter 0.020%




                                     II-69


PART II: APPENDIX II-D - FINANCIAL SERVICES FIRMS' COMPENSATION


GENERAL. DDI may pay compensation to financial intermediaries in connection
with the sale of fund shares as described below. In addition, financial
intermediaries may receive compensation for post-sale shareholder or
administrative services from DDI or directly from a fund as described below.



In addition to the discounts or commissions described herein and in the
prospectus, DDI, the Advisor or its affiliates may pay or allow additional
discounts, commissions or promotional incentives, in the form of cash, to firms
that sell shares of a fund. In some instances, such amounts may be offered only
to certain firms that sell or are expected to sell during specified time
periods certain minimum amounts of shares of a fund, or other funds
underwritten by DDI (see "Financial Intermediary Support Payments" under "Part
II: Purchase and Redemption of Shares").


Banks and other financial services firms may provide administrative services
related to order placement and payment to facilitate transactions in shares of
a fund for their clients, and DDI may pay them a transaction fee up to the
level of the discount or commission allowable or payable to dealers.


RETAIL FUNDS: CLASS A, CLASS T, CLASS C AND CLASS R SHARES


CLASS A SHARES: The fund receives the entire net asset value of all its Class A
shares sold. DDI, as principal underwriter, retains the sales charge on sales
of Class A shares from which it allows discounts from the applicable public
offering price to investment dealers, which discounts are uniform for all
dealers in the United States and its territories. The normal discount is set
forth in the sales charge tables set forth in APPENDIX II-F. Upon notice to all
dealers, DDI may re-allow to dealers up to the full applicable Class A sales
charge during periods and for transactions specified in such notice and such
re-allowances may be based upon attainment of minimum sales levels. During
periods when 90% or more of the sales charge is re-allowed, such dealers may be
deemed to be underwriters as that term is defined in the 1933 Act.


DDI may at its discretion compensate investment dealers or other financial
services firms in connection with the sale of Class A shares of a fund in
accordance with the Large Order NAV Purchase Privilege and one of the
compensation schedules up to the following amounts:




               COMPENSATION SCHEDULE #1:                             COMPENSATION SCHEDULE #2:
RETAIL SALES AND DEUTSCHE AM/EXPERTPLAN 403(B) PLAN/(1)/         DEUTSCHE AM RETIREMENT PLAN/(2)/
                                   AS A PERCENTAGE OF                                 AS A PERCENTAGE OF
AMOUNT OF SHARES SOLD               NET ASSET VALUE         AMOUNT OF SHARES SOLD      NET ASSET VALUE

$250,000 to $2,999,999             0.75%/(3)/                        -                        -
$250,000 to $49,999,999            0.50%/(4)/                 Over $3 million         0.00%-0.50%
$250,000 to $4,999,999             1.00%/(5)/                        -                        -
$5,000,000 to $9,999,999           0.55%/(5)(8)/                     -                        -
$1 million to $2,999,999           0.85%/(6)/                        -                        -
                                   1.00%/(7)/
$1 million to $4,999,999           1.00%/(8)/                        -                        -
$3 million to $49,999,999          0.50%/(9)/                 Over $3 million         0.00%-0.50%
$10 million to $49,999,999         0.50%/(5)(8)/                     -                        -
$50 million and greater            0.25%/(10)/                       -                        -



/(1)/ For  purposes  of  determining the appropriate commission percentage to be
      applied  to  a  particular  sale  under  the  foregoing schedule, DDI will
      consider  the  cumulative  amount  invested by the purchaser in a fund and
      other  funds  including  purchases  pursuant  to the "Combined Purchases,"
      "Letter of Intent" and "Cumulative Discount" features referred to below.

/(2)/ Compensation  Schedule  #2  applies to employer sponsored employee benefit
      plans  using  the OmniPlus subaccount record keeping system made available
      through ADP, Inc. under an alliance with DDI and its affiliates.


                                     II-70



/(3)/ Applicable  to  the following funds: Deutsche Global Growth Fund, Deutsche
      Real Assets Fund and Deutsche Select Alternative Allocation Fund.

/(4)/ Applicable   to   the   following  funds:  Deutsche  GNMA  Fund,  Deutsche
      Intermediate  Tax/AMT  Free  Fund,  Deutsche Short Duration Fund, Deutsche
      Short-Term  Municipal  Bond Fund, Deutsche Strategic Government Securities
      Fund,  Deutsche  Strategic  High  Yield  Tax-Free  Fund and Deutsche Fixed
      Income Opportunities Fund.

/(5)/ Applicable  to  the  following  funds: Deutsche California Tax-Free Income
      Fund,   Deutsche  Managed  Municipal  Bond  Fund,  Deutsche  Massachusetts
      Tax-Free  Fund,  Deutsche  New  York  Tax-Free  Income  Fund  and Deutsche
      Unconstrained Income Fund.

/(6)/ Applicable  to  income  funds except those noted in footnotes (4), (5) and
      (8), and Deutsche U.S. Bond Index Fund.

/(7)/ Applicable to all equity funds except those in footnote (3).

/(8)/ Applicable to Deutsche Floating Rate Fund.

/(9)/ Applicable  to  all  income  and  equity  funds  except for those noted in
      footnotes (5) and (8) and Deutsche U.S. Bond Index Fund.

/(10)/ Applicable to all income and equity funds except Deutsche U.S. Bond Index
      Fund.


As indicated under "Purchases" under Part II "Purchase and Redemption of
Shares," Class A shares may be sold at net asset value without a sales charge
to certain professionals who assist in the promotion of Deutsche mutual funds
pursuant to personal services contracts with DDI, for themselves or members of
their families. DDI in its discretion may compensate financial services firms
for sales of Class A shares under this privilege at a commission rate of 0.50%
of the amount of Class A shares purchased. In addition, Class A shares of
certain Deutsche mutual funds may participate in a no-load network, platform or
self-directed brokerage account offered by a financial service firm that has
entered into an agreement with DDI as further indicated under "Purchases" under
Part II "Purchase and Redemption of Shares." The Deutsche mutual funds may
collectively pay a financial service firm a one-time set-up fee of up to
$25,000 to participate in such a no-load network, platform or self-directed
brokerage account.



COMPENSATION FOR CLASS C SHARES. DDI currently pays firms for sales of Class C
shares a distribution fee, payable quarterly, at an annual rate of 0.75% of net
assets attributable to Class C shares maintained and serviced by the firm.
Except as provided below, for sales of Class C shares, DDI advances to firms
the first year distribution fee at a rate of 0.75% of the purchase price of
such shares, and, for periods after the first year, DDI pays firms for sales of
Class C shares a distribution fee, payable quarterly, at an annual rate of
0.75% of net assets attributable to Class C shares maintained and serviced by
the firm. For sales of Class C shares to employer sponsored employee benefit
plans using the OmniPlus subaccount record-keeping system made available
through ADP, Inc. under an alliance with DDI and its affiliates, DDI does not
advance the first year distribution fee and for periods after the date of sale,
DDI currently pays firms a distribution fee, payable quarterly, at an annual
rate of 0.75% based on net assets as of the last business day of the month
attributable to Class C shares maintained and serviced by the firm. DDI is
compensated by a fund for services as distributor and principal underwriter for
Class C shares.



COMPENSATION FOR CLASS R SHARES. For sales of Class R shares, DDI currently
pays firms a distribution fee, payable quarterly, at an annual rate of 0.25%
based on net assets attributable to Class R shares maintained and serviced by
the firm.


SERVICE FEES FOR CLASS A, CLASS C AND CLASS R SHARES: With respect to Class A
and Class R shares of a fund, DDI pays each firm a service fee, payable
quarterly, at an annual rate of up to 0.25% of the net assets in fund accounts
that it maintains and services attributable to Class A and Class R shares of a
fund, commencing the month after investment for Class A shares and commencing
immediately for Class R shares. With respect to Class C shares of a fund, DDI
currently advances to firms the first-year service fee at a rate of up to 0.25%
of the purchase price of such shares. DDI does not advance the first year
service fee to firms attributable to Class C shares to employer-sponsored
employee benefit plans using the OmniPlus subaccount record keeping system made
available through ADP, Inc. under an alliance with DDI and its affiliates. For
periods after the first year, DDI currently intends to pay firms a service fee


                                     II-71


at a rate of up to 0.25% (calculated monthly and paid quarterly) of the net
assets attributable to Class C shares of a fund maintained and serviced by the
firm (see "Retail Funds: Class A, Class C and Class R Shares" under "PART II:
DISTRIBUTION AND SERVICE AGREEMENTS AND PLANS").



COMPENSATION FOR CLASS T SHARES: DDI reallows to dealers the full applicable
Class T front-end sales charge. In addition, DDI compensates firms for
providing distribution and/or distribution related services, including
shareholder services, to Class T shares by paying the firm a fee, payable
quarterly, at an annual rate of 0.25% of net assets attributable to Class T
shares maintained and serviced by the firm commencing immediately after
investment (see "Retail Funds: Class T Shares" under "PART II: DISTRIBUTION AND
SERVICE AGREEMENTS AND PLANS").



RETAIL FUNDS: INVESTMENT CLASS


ADMINISTRATIVE SERVICE FEE: For the Investment Class of Deutsche Limited
Maturity Quality Income Fund and Deutsche Ultra-Short Investment Grade Fund,
each a series of Deutsche Income Trust, DDI normally pays financial services
firms a fee for administrative services, payable monthly, at a maximum annual
rate of up to 0.25% of average daily net assets of Investment Class held in
accounts that they maintain and service.


RETAIL FUNDS: INSTITUTIONAL CLASS, CLASS R6 AND CLASS S SHARES


COMPENSATION FOR INSTITUTIONAL CLASS, CLASS R6 AND CLASS S SHARES. There are no
sales charges for Institutional, Class R6 and Class S shares of a fund.


MONEY MARKET FUNDS (EXCEPT DEUTSCHE CASH INVESTMENT TRUST CLASS A AND CLASS C
SHARES)


DEUTSCHE MONEY MARKET FUND: For Deutsche Money Market Fund shares, a series of
Deutsche Money Market Prime Series, DDI may in its discretion pay compensation,
in amounts not to exceed 0.50% of net asset value, to firms in connection with
the sales of fund shares to employee benefit plans in excess of $3 million
using the OmniPlus subaccount record-keeping system maintained by ADP, Inc. for
Deutsche AM Retirement Plans under an alliance with DDI and its affiliates.


SERVICE SHARES-CASH ACCOUNT TRUST: For the Service Shares classes of the
Government & Agency Securities Portfolio and the Tax-Exempt Portfolio of Cash
Account Trust, DDI normally pays firms a fee for distribution and
administrative services, payable monthly, at a maximum annual rate of up to
0.60% of average daily net assets of Service Shares held in accounts that they
maintain and service.


MANAGED SHARES-CASH ACCOUNT TRUST: For the Government Cash Managed Shares class
of the Government & Agency Securities Portfolio of Cash Account Trust and the
Tax-Exempt Cash Managed Shares class of the Tax-Exempt Portfolio of Cash
Account Trust, DDI normally pays firms a fee for administrative services,
payable monthly, at a maximum annual rate of up to 0.15% of average daily net
assets of Managed Shares held in accounts that they maintain and service.


INSTITUTIONAL SHARES-INVESTORS CASH TRUST AND INSTITUTIONAL SHARES - DEUTSCHE
MONEY MARKET TRUST: For the Institutional Shares class of the Treasury
Portfolio and Deutsche Variable NAV Money Fund, each a series of Investors Cash
Trust. DDI normally pays firms a fee for administrative services, payable
monthly, at a maximum annual rate of up to 0.05% of average daily net assets of
Institutional Shares held in accounts that they maintain and service.


TAX-FREE INVESTMENT CLASS-CASH ACCOUNT TRUST AND INVESTMENT CLASS-INVESTORS
CASH TRUST: For the Tax-Free Investment Class of the Tax-Exempt Portfolio of
Cash Account Trust and the Investment Class of the Treasury Portfolio of
Investors Cash Trust (collectively, "Investment Class"), DDI normally pays
firms a fee for distribution services, payable monthly, at a maximum annual
rate of up to 0.25% of average daily net assets of shares of the Investment
Class held in accounts that they maintain and service and DDI normally pays
firms a fee for administrative services, payable monthly, at a maximum annual
rate of up to 0.07% of average daily net assets of shares of the Investment
Class held in accounts that they maintain and service.


                                     II-72


CASH RESERVE GOVERNMENT SHARES-DEUTSCHE GOVERNMENT SERIES: For the Cash Reserve
Government Shares class of the Deutsche Government Series of Cash Reserve Fund,
Inc., DDI normally pays firms a fee for distribution services, payable monthly,
at a maximum annual rate of up to 0.25% of average daily net assets of shares
of the Cash Reserve Government Shares held in accounts that they maintain and
service and DDI normally pays firms a fee for administrative services, payable
monthly, at a maximum annual rate of up to 0.07% of average daily net assets of
shares of the Cash Reserve Government Shares held in accounts that they
maintain and service.


SHAREHOLDER SERVICES PLAN FOR DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND -
INSTITUTIONAL CLASS AND DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL -
INSTITUTIONAL CLASS: Deutsche Government Cash Management Fund - Institutional
Class and Deutsche Government Cash Reserves Fund Institutional - Institutional
Class, each a series and class of Deutsche Money Market Trust, pursuant to a
shareholder service plan, may pay financial services firms a service fee at an
annual rate of up to 0.25 of 1% of the average daily net assets of shares of
the applicable fund and class held in accounts that the firm maintains and
services.


DEUTSCHE VARIABLE SERIES I, DEUTSCHE VARIABLE SERIES II AND DEUTSCHE
INVESTMENTS VIT FUNDS: For each fund of Deutsche Variable Series I, Deutsche
Variable Series II and Deutsche Investments VIT Funds that has authorized the
issuance of Class B shares (including Class B2 shares of Deutsche Equity 500
Index VIP), each fund has adopted a distribution plan under Rule 12b-1 (Plan)
that provides for fees for distribution and shareholder servicing activities
payable through DDI to participating insurance companies as an expense of the
Class B shares or Class B2 shares in an amount of up to 0.25% of the average
daily net assets of Class B shares or Class B2 shares held by the insurance
company.


                                     II-73


PART II: APPENDIX II-E - FIRMS WITH WHICH DEUTSCHE ASSET MANAGEMENT HAS REVENUE
SHARING ARRANGEMENTS


CHANNEL: BROKER-DEALERS AND FINANCIAL ADVISORS; RETIREMENT

AIG Advisor Group
Ameriprise
AXA Advisors
Cambridge Investment Research, Inc.
Cetera Financial Group
Citigroup Global Markets, Inc.

Commonwealth Financial Network

Deutsche Bank Group
Fidelity Brokerage Services LLC/National Financial Services LLC
Goldman Sachs
HD Vest Investment Securities, Inc.
Hooker & Holcombe Retirement Services, Inc.
Huntington Investment Company
John Hancock Distributors LLC
Ladenburg Thalmann Group (Securities America, Investacorp, Triad Advisors)
LPL Financial
Meridien Financial Group
Merrill Lynch, Pierce, Fenner & Smith Inc.
Morgan Stanley Wealth Management
Northwestern Mutual Investment Services
Oppenheimer & Co., Inc.
PlanMember Securities Corp.
PNC Investments LLC
Raymond James & Associates
Raymond James Financial Services
RBC Dain Rauscher, Inc.
Santander Securities LLC
UBS Financial Services
Voya Financial
Wells Fargo Advisors, LLC


CHANNEL: CASH PRODUCT PLATFORM

Allegheny Investments LTD
Bank of America/Merrill Lynch
Barclays Capital Inc.
BMO Capital Markets
BNY Mellon
Brown Brothers Harriman
Brown Investment Advisory & Trust Company
Cadaret Grant & Co. Inc.
Chicago Mercantile Exchange
Citibank Global Markets
COR Clearing LLC
Deutsche Bank Group
Fiduciary Trust Co. - International
First Southwest Company
Goldman Sachs & Co.
Institutional Cash Distributors, LLC
J.P. Morgan Clearing Corp.

                                     II-74


J.P. Morgan Securities LLC
Lincoln Investment Planning
LPL Financial
My Treasury
Pershing Choice Platform
SAMCO Capital Markets
State Street Bank & Trust Company
State Street Global Markets
Sungard Institutional Brokerage Inc.
Treasury Brokerage LLC
Union Bank
US Bancorp
William Blair & Company


CHANNEL: THIRD PARTY INSURANCE PLATFORMS

Allstate Life Insurance Company
Allstate Life Insurance Company of New York
American Maturity Life Insurance Company
Ameritas Life Insurance Group
Annuity Investors Life Insurance Company
CM Life Insurance Company
Columbus Life Insurance Company
Companion Life Insurance Company
Connecticut General Life Insurance Company
EquiTrust Life Insurance Company
Farm Bureau Life Insurance Company
Farmers New World Life Insurance Company
Fidelity Security Life Insurance Company
First Allmerica Financial Life Insurance Company
First Great West Life and Annuity Company
Genworth Life Insurance Company of New York
Genworth Life and Annuity Insurance Company
Great West Life and Annuity Insurance Company
Hartford Life Insurance Company
ICMG Registered Variable Life
Integrity Life Insurance Company
John Hancock Life Insurance Co. - Manulife Insurance Co.
Kemper Investors Life Insurance Company
Lincoln Benefit Life Insurance Company
Lincoln Financial Distributors
Lincoln Financial Group
Lincoln Life & Annuity Company of New York
Lincoln National Life Insurance Company
Massachusetts Mutual Life Insurance Company
MetLife Group
Minnesota Life Insurance Company
National Life Insurance Company
National Integrity Life Insurance Company
Nationwide Life Insurance Company & Its Affiliates
New York Life Insurance and Annuity Corporation
Phoenix Life Insurance Company
Protective Life Insurance
Prudential Insurance Company of America

                                     II-75


RiverSource Life Insurance Company
Security Benefit Life Insurance Company
Sun Life Insurance Company
Symetra Life Insurance Company
Transamerica Life Insurance Company
Union Central Life Insurance Company
United of Omaha Life Insurance Company
United Investors Life Insurance Company
Western Southern Life Assurance Company
Zurich American Life Insurance Company of New York


Any additions, modifications or deletions to the financial advisors identified
above that have occurred since the date hereof are not reflected.


                                     II-76


PART II: APPENDIX II-F - CLASS A AND CLASS T SALES CHARGE SCHEDULE


CLASS A PURCHASES. The public offering price of Class A shares for purchasers
choosing an initial sales charge alternative is the net asset value plus a
sales charge, as set forth below. Initial sales charges do not apply to Money
Market Funds and Variable Insurance Funds, which includes Deutsche Variable
Series I, Deutsche Variable Series II and Deutsche Investments VIT Funds.


INTERNATIONAL/GLOBAL EQUITY FUNDS: CROCI (Reg. TM) Sector Opportunities,
Emerging Markets Equity, Emerging Markets Frontier, European Equity, Global
Equity, Global Small Cap, CROCI (Reg. TM) International, Latin America Equity
and World Dividend; US EQUITY FUNDS: Capital Growth, Communications, Core
Equity, CROCI (Reg. TM) U.S. Fund, CROCI (Reg. TM) Equity Dividend, Health and
Wellness, Large Cap Focus Growth, Mid Cap Value, Mid Cap Growth, Science and
Technology, Small Cap Core, Small Cap Growth and Small Cap Value; REAL ASSETS
FUNDS: Enhanced Commodity Strategy, Global Infrastructure, Global Real Estate,
Gold & Precious Metals, Real Estate Securities, Real Estate Securities Income
and MLP & Energy Infrastructure; ASSET ALLOCATION FUNDS: Global Income Builder,
Multi-Asset Conservative Allocation, Multi-Asset Global Allocation and
Multi-Asset Moderate Allocation.





                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $50,000                             5.75%                  6.10%                       5.20%
$50,000 but less than $100,000                4.50%                  4.71%                       4.00%
$100,000 but less than $250,000               3.50%                  3.63%                       3.00%
$250,000 but less than $500,000               2.60%                  2.67%                       2.25%
$500,000 but less than $1 million             2.00%                  2.04%                       1.75%
$1 million and over                            .00***                 .00***                      .00****




INTERNATIONAL/GLOBAL EQUITY FUND: Global Growth; REAL ASSETS FUND: Real Assets;
ALTERNATIVE FUND: Select Alternative Allocation:





                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $50,000                           5.75%                  6.10%                       5.20%
$50,000 but less than $100,000              4.50%                  4.71%                       4.00%
$100,000 but less than $250,000             3.50%                  3.63%                       3.00%
$250,000 and over                            .00***                 .00***                      .00****



TAXABLE FIXED-INCOME FUNDS: Core Fixed Income, Core Plus Income, Enhanced
Emerging Markets Fixed Income, Enhanced Global Bond, Global High Income and
High Income; INDEX-RELATED FUND: S&P 500 Index:




                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            4.50%                  4.71%                       4.00%
$100,000 but less than $250,000               3.50%                  3.63%                       3.00%
$250,000 but less than $500,000               2.60%                  2.67%                       2.25%
$500,000 but less than $1 million             2.00%                  2.04%                       1.75%
$1 million and over                           0.00***                0.00***                     0.00****




                                     II-77


TAXABLE FIXED-INCOME FUND: Global Inflation; INDEX-RELATED FUND: U.S. Bond
Index




                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            2.75%                  2.83%                       2.25%
$100,000 but less than $250,000               2.50%                  2.56%                       2.00%
$250,000 but less than $500,000               2.00%                  2.04%                       1.75%
$500,000 but less than $1 million             1.50%                  1.52%                       1.25%
$1 million and over                           0.00***                0.00***                     0.00****



TAX-FREE INCOME FUNDS: California Tax-Free Income, Intermediate Tax/AMT Free,
Managed Municipal Bond, Massachusetts Tax-Free, New York Tax-Free Income, and
Strategic High Yield Tax-Free; TAXABLE FIXED-INCOME FUNDS: GNMA, Short
Duration, Strategic Government Securities, Fixed Income Opportunities and
Unconstrained Income:




                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                          2.75%                  2.83%                       2.25%
$100,000 but less than $250,000             2.50%                  2.56%                       2.00%
$250,000 and over                           0.00***                0.00***                     0.00****



TAXABLE FIXED-INCOME FUNDS: Floating Rate.




                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            2.75%                  2.83%                       2.25%
$100,000 but less than $250,000               2.25%                  2.30%                       1.75%
$250,000 but less than $500,000               1.25%                  1.27%                       1.00%
$500,000 but less than $1 million             1.00%                  1.01%                       1.00%
$1 million and over                           0.00***                0.00***                     0.00****



TAX-FREE INCOME FUND: Short-Term Municipal Bond




                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                          2.00%                  2.04%                       1.50%
$100,000 but less than $250,000             1.75%                  1.78%                       1.25%
$250,000 and over                           0.00***                0.00***                     0.00****



*     The offering price includes the sales charge.
**    Rounded to the nearest one-hundredth percent.
***   Redemption of shares may be subject to a contingent deferred sales
charge.
****  Commission is payable by DDI.

                                     II-78



CLASS T PURCHASES. The public offering price of Class T shares for purchasers
choosing an initial sales charge alternative is the net asset value plus a
sales charge, as set forth below.






                                                                            SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF   ALLOWED TO DEALERS AS A PERCENTAGE OF OFFERING
AMOUNT OF PURCHASE                   OF OFFERING PRICE/1,2/   NET ASSET VALUE/3/                       PRICE

Less than $250,000                             2.50%                  2.56%                             2.50%
$250,000 but less than $500,000                2.00%                  2.04%                             2.00%
$500,000 but less than $1,000,000              1.50%                  1.52%                             1.50%
$1,000,000 and over                            1.00%                  1.01%                             1.00%




1  The offering price includes the sales charge.
2  Subsequent purchases cannot be aggregated with prior purchases to qualify
for reduced sales charge.
3  Rounded to the nearest one-hundredth percent.

                                     II-79


PART II: APPENDIX II-G - INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

ADJUSTABLE RATE SECURITIES. The interest rates paid on the adjustable rate
securities in which a fund invests generally are readjusted at periodic
intervals, usually by reference to a predetermined interest rate index.
Adjustable rate securities include US Government securities and securities of
other issuers. Some adjustable rate securities are backed by pools of mortgage
loans. There are three main categories of interest rate indices: those based on
US Treasury securities, those derived from a calculated measure such as a cost
of funds index and those based on a moving average of mortgage rates. Commonly
used indices include the one-year, three-year and five-year constant maturity
Treasury rates, the three-month Treasury bill rate, the 180-day Treasury bill
rate, rates on longer-term Treasury securities, the 11th District Federal Home
Loan Bank Cost of Funds, the National Median Cost of Funds, the one-month,
three-month, six-month or one-year London Interbank Offered Rate (LIBOR), the
prime rate of a specific bank or commercial paper rates. As with fixed-rates
securities, changes in market interest rates and changes in the issuer's
creditworthiness may affect the value of adjustable rate securities.


Some indices, such as the one-year constant maturity Treasury rate, closely
mirror changes in market interest rate levels. Others, such as the 11th
District Home Loan Bank Cost of Funds index (Cost of Funds Index), tend to lag
behind changes in market rate levels and tend to be somewhat less volatile. To
the extent that the Cost of Funds index may reflect interest changes on a more
delayed basis than other indices, in a period of rising interest rates, any
increase may produce a higher yield later than would be produced by such other
indices, and in a period of declining interest rates, the Cost of Funds index
may remain higher for a longer period of time than other market interest rates,
which may result in a higher level of principal prepayments on adjustable rate
securities which adjust in accordance with the Cost of Funds index than
adjustable rate securities which adjust in accordance with other indices. In
addition, dislocations in the member institutions of the 11th District Federal
Home Loan Bank in recent years have caused and may continue to cause the Cost
of Funds index to change for reasons unrelated to changes in general interest
rate levels. Furthermore, any movement in the Cost of Funds index as compared
to other indices based upon specific interest rates may be affected by changes
in the method used to calculate the Cost of Funds index.


If prepayments of principal are made on the securities during periods of rising
interest rates, a fund generally will be able to reinvest such amounts in
securities with a higher current rate of return. However, a fund will not
benefit from increases in interest rates to the extent that interest rates rise
to the point where they cause the current coupon of adjustable rate securities
held as investments by a fund to exceed the maximum allowable annual or
lifetime reset limits (cap rates) for a particular adjustable rate security.
Also, a fund's net asset value could vary to the extent that current yields on
adjustable rate securities are different than market yields during interim
periods between coupon reset dates.


During periods of declining interest rates, the coupon rates may readjust
downward, resulting in lower yields to a fund. Further, because of this
feature, the value of adjustable rate securities is unlikely to rise during
periods of declining interest rates to the same extent as fixed-rate
instruments. Interest rate declines may result in accelerated prepayment of
adjustable rate securities, and the proceeds from such prepayments must be
reinvested at lower prevailing interest rates.


ADVANCE REFUNDED BONDS. A fund may purchase municipal securities that are
subsequently refunded by the issuance and delivery of a new issue of bonds
prior to the date on which the outstanding issue of bonds can be redeemed or
paid. The proceeds from the new issue of bonds are typically placed in an
escrow fund consisting of US Government obligations that are used to pay the
interest, principal and call premium on the issue being refunded. A fund may
also purchase municipal securities that have been refunded prior to purchase.


ASSET-BACKED SECURITIES. A fund may invest in securities generally referred to
as asset-backed securities. Asset-backed securities are securities that
directly or indirectly represent interests in, or are secured by and payable
from, an underlying pool of assets such as (but not limited to) first lien
mortgages, motor vehicle installment sale contracts, other installment sale
contracts, home equity loans, leases of various types of real and personal
property, and receivables from revolving credit (i.e., credit card) agreements
and trade receivables. Such assets are securitized through the use of trusts
and special purpose corporations. Asset-backed securities may provide periodic
payments that consist of interest and/or principal payments. Consequently, the
life of an asset-backed security varies with the prepayment and loss experience


                                     II-80


of the underlying assets. Payments of principal and interest may be dependent
upon the cash flow generated by the underlying assets backing the securities
and, in certain cases, may be supported by some form of credit enhancement (for
more information, see Credit Enhancement). The degree of credit enhancement
provided for each issue is generally based on historical information respecting
the level of credit risk associated with the underlying assets. Delinquency or
loss in excess of that anticipated or failure of the credit enhancement could
adversely affect the return on an investment in such a security. The value of
the securities also may change because of changes in interest rates or changes
in the market's perception of the creditworthiness of the servicing agent for
the loan pool, the originator of the loans or the financial institution
providing the credit enhancement. Additionally, since the deterioration of
worldwide economic and liquidity conditions that became acute in 2008,
asset-backed securities have been subject to greater liquidity risk.
Asset-backed securities are ultimately dependent upon payment of loans and
receivables by individuals, businesses and other borrowers, and a fund
generally has no recourse against the entity that originated the loans.


Because asset-backed securities may not have the benefit of a security interest
in the underlying assets, asset-backed securities present certain additional
risks that are not present with mortgage-backed securities. For example, credit
card receivables are generally unsecured, and the debtors are entitled to the
protection of a number of state and federal consumer credit laws, many of which
give such debtors the right to avoid payment of certain amounts owed on the
credit cards, thereby reducing the balance due. Furthermore, most issuers of
automobile receivables permit the servicer to retain possession of the
underlying obligations. If the servicer were to sell these obligations to
another party, there is a risk that the purchaser would acquire an interest
superior to that of the holders of the related automobile receivables. In
addition, because of the large number of vehicles involved in a typical
issuance and technical requirements under state laws, the trustee for the
holders of the automobile receivables may not have a proper security interest
in all of the obligations backing such receivables. Therefore, there is the
possibility that recoveries on repossessed collateral may not, in some cases,
be available to support payments on these securities.


The yield characteristics of the asset-backed securities in which a fund may
invest differ from those of traditional debt securities. Among the major
differences are that interest and principal payments are made more frequently
on asset-backed securities (usually monthly) and that principal may be prepaid
at any time because the underlying assets generally may be prepaid at any time.
As a result, if a fund purchases these securities at a premium, a prepayment
rate that is faster than expected will reduce their yield, while a prepayment
rate that is slower than expected will have the opposite effect of increasing
yield. Conversely, if a fund purchases these securities at a discount, faster
than expected prepayments will increase, while slower than expected prepayments
will reduce, the yield on these securities. Because prepayment of principal
generally occurs during a period of declining interest rates, a fund may
generally have to reinvest the proceeds of such prepayments at lower interest
rates. Therefore, asset-backed securities may have less potential for capital
appreciation in periods of falling interest rates than other income-bearing
securities of comparable maturity.


Other Asset-Backed Securities. The securitization techniques used to develop
mortgage-backed securities are now being applied to a broad range of assets.
Through the use of trusts and special purpose corporations, various types of
assets, including automobile loans, computer leases and credit card
receivables, are being securitized in pass-through structures similar to
mortgage pass-through structures or in a structure similar to the CMO
structure. In general, the collateral supporting these securities is of shorter
maturity than mortgage loans and is less likely to experience substantial
prepayments with interest rate fluctuations.


Several types of asset-backed securities have already been offered to
investors, including Certificates of Automobile Receivables/SM/ (CARS/SM/).
CARS/SM/ represent undivided fractional interests in a trust whose assets
consist of a pool of motor vehicle retail installment sales contracts and
security interests in the vehicles securing the contracts. Payments of
principal and interest on CARS/SM/ are passed through monthly to certificate
holders, and are guaranteed up to certain amounts and for a certain time period
by a letter of credit issued by a financial institution unaffiliated with the
trustee or originator of the trust. An investor's return on CARS/SM/ may be
affected by early prepayment of principal on the underlying vehicle sales
contracts. If the letter of credit is exhausted, the trust may be prevented
from realizing the full amount due on a sales contract because of state law
requirements and restrictions relating to foreclosure sales of vehicles and the
obtaining of deficiency judgments following such sales or because of
depreciation, damage or loss of a vehicle, the application of federal and state
bankruptcy and insolvency laws, or other factors. As a result, certificate
holders may experience delays in payments or losses if the letter of credit is
exhausted.


                                     II-81


A fund may also invest in residual interests in asset-backed securities. In the
case of asset-backed securities issued in a pass-through structure, the cash
flow generated by the underlying assets is applied to make required payments on
the securities and to pay related administrative expenses. The residual in an
asset-backed security pass-through structure represents the interest in any
excess cash flow remaining after making the foregoing payments. The amount of
residual cash flow resulting from a particular issue of asset-backed securities
will depend on, among other things, the characteristics of the underlying
assets, the coupon rates on the securities, prevailing interest rates, the
amount of administrative expenses and the actual prepayment experience on the
underlying assets. Asset-backed security residuals not registered under the
Securities Act may be subject to certain restrictions on transferability. In
addition, there may be no liquid market for such securities.


The availability of asset-backed securities may be affected by legislative or
regulatory developments. It is possible that such developments may require a
fund to dispose of any then-existing holdings of such securities.


ASSET-INDEXED SECURITIES. A fund may purchase asset-indexed securities which
are debt securities usually issued by companies in precious metals related
businesses such as mining, the principal amount, redemption terms, or interest
rates of which are related to the market price of a specified precious metal.
Market prices of asset-indexed securities will relate primarily to changes in
the market prices of the precious metals to which the securities are indexed
rather than to changes in market rates of interest. However, there may not be a
perfect correlation between the price movements of the asset-indexed securities
and the underlying precious metals. Asset-indexed securities typically bear
interest or pay dividends at below market rates (and in certain cases at
nominal rates). The purchase of asset-indexed securities also exposes a fund to
the credit risk of the issuer of the asset-indexed securities.


ASSET SEGREGATION. Certain investment transactions expose a fund to an
obligation to make future payments to third parties. Examples of these types of
transactions, include, but are not limited to, reverse repurchase agreements,
short sales, dollar rolls, when-issued, delayed-delivery or forward commitment
transactions and certain derivatives such as swaps, futures, forwards, and
options. To the extent that a fund engages in such transactions, a fund will
(to the extent required by applicable law) either: (1) segregate cash or liquid
assets in the prescribed amount; or (2) otherwise "cover" its future
obligations under the transaction, such as by holding an offsetting investment.
If a fund segregates sufficient cash or other liquid assets or otherwise
"covers" its obligations under such transactions, a fund will not consider the
transactions to be borrowings for purposes of its investment restrictions or
"senior securities" under the 1940 Act, and therefore, such transactions will
not be subject to the 300% asset coverage requirement under the 1940 Act
otherwise applicable to borrowings by a fund.


In some cases (e.g., with respect to futures and forwards that are
contractually required to "cash-settle"), a fund will segregate cash or other
liquid assets with respect to the amount of the daily net (marked-to-market)
obligation arising from the transaction, rather than the notional amount of the
underlying contract. By segregating assets in an amount equal to the net
obligation rather than the notional amount, a fund will have the ability to
employ leverage to a greater extent than if it set aside cash or other liquid
assets equal to the notional amount of the contract, which may increase the
risk associated with such transactions.


A fund may utilize methods of segregating assets or otherwise "covering"
transactions that are currently or in the future permitted under the 1940 Act,
the rules and regulations thereunder, or orders issued by the SEC thereunder
and, to the extent deemed appropriate by a fund, interpretations and guidance
provided by the SEC staff.


Assets used as segregation or "cover" cannot be sold while the position in the
corresponding transaction is open, unless they are replaced with other
appropriate assets. As a result, the commitment of a large portion of a fund's
assets for segregation and "cover" purposes could impede portfolio management
or a fund's ability to meet redemption requests or other current obligations.


Segregating assets or otherwise "covering" for these purposes does not
necessarily limit the percentage of the assets of a fund that may be at risk
with respect to certain derivative transactions.


                                     II-82


AUCTION RATE SECURITIES. Auction rate securities in which certain municipal
funds may invest consist of auction rate municipal securities and auction rate
preferred securities issued by closed-end investment companies that invest
primarily in municipal securities. Provided that the auction mechanism is
successful, auction rate securities normally permit the holder to sell the
securities in an auction at par value at specified intervals. The dividend is
reset by a "Dutch" auction in which bids are made by broker-dealers and other
institutions for a certain amount of securities at a specified minimum yield.
The dividend rate set by the auction is the lowest interest or dividend rate
that covers all securities offered for sale. While this process is designed to
permit auction rate securities to be traded at par value, there is the risk
that an auction will fail due to insufficient demand for the securities. If an
auction fails, the dividend rate of the securities rate adjusts to a maximum
rate, specified in the issuer's offering documents and, in the case of
closed-end funds, relevant charter documents. Security holders that submit sell
orders in a failed auction may not be able to sell any or all of the shares for
which they have submitted sell orders. Security holders may sell their shares
at the next scheduled auction, subject to the same risk that the subsequent
auction will not attract sufficient demand for a successful auction to occur.
Broker-dealers may also try to facilitate secondary trading in the auction rate
securities, although such secondary trading may be limited and may only be
available for shareholders willing to sell at a discount. Since February 2008,
many municipal issuers and closed-end funds have experienced, and continue to
experience, failed auctions of their auction rate securities. Repeated auction
failures have significantly affected the liquidity of auction rate securities,
shareholders of such securities have generally continued to receive dividends
at the above-mentioned maximum rate. There is no assurance that auctions will
resume or that any market will develop for auction rate securities. Valuation
of such securities are highly speculative. Dividends on auction rate preferred
securities issued by a closed-end fund may be reported, generally on Form 1099,
as exempt from federal income tax to the extent they are attributable to
tax-exempt interest income earned by a fund on the securities in its portfolio
and distributed to holders of the preferred securities, provided that the
preferred securities are treated as equity securities for federal income tax
purposes, and the closed-end fund complies with certain requirements under the
Code. A fund's investments in auction rate preferred securities of closed-end
funds are subject to limitations on investments in other US registered
investment companies, which limitations are prescribed by the 1940 Act.


BANK LOANS. Bank loans are typically senior debt obligations of borrowers
(issuers) and, as such, are considered to hold a senior position in the capital
structure of the borrower. These may include loans that hold the most senior
position, that hold an equal ranking with other senior debt, or loans that are,
in the judgment of the Advisor, in the category of senior debt of the borrower.
This capital structure position generally gives the holders of these loans a
priority claim on some or all of the borrower's assets in the event of a
default. In most cases, these loans are either partially or fully
collateralized by the assets of a corporation, partnership, limited liability
company or other business entity, or by cash flow that the Advisor believes at
the time of acquisition is sufficient to service the loan. These loans are
often issued in connection with recapitalizations, acquisitions, leveraged
buy-outs and refinancings. Moody's and Standard & Poor's may rate bank loans
higher than high yield bonds of the same issuer to reflect their more senior
position. A fund may invest in both fixed- and floating-rate loans.


Bank loans may include restrictive covenants which must be maintained by the
borrower. Such covenants, in addition to the timely payment of interest and
principal, may include mandatory prepayment provisions arising from free cash
flow, restrictions on dividend payments and usually state that a borrower must
maintain specific minimum financial ratios as well as establishing limits on
total debt. A breach of covenant, which is not waived by the agent, is normally
an event of acceleration, i.e., the agent has the right to call the outstanding
bank loan. In addition, loan covenants may include mandatory prepayment
provisions stemming from free cash flow. Free cash flow is cash that is in
excess of capital expenditures plus debt service requirements of principal and
interest. Such mandatory prepayments typically provide that all or a portion of
free cash flow be applied to prepay the bank loan in the order of maturity
described in the loan documents.


When a fund has an interest in certain types of bank loans, a fund may have an
obligation to make additional loans upon demand by the borrower. These
commitments may have the effect of requiring a fund to increase its investment
in a borrower at a time when it would not otherwise have done so. A fund
intends to reserve against such contingent obligations by segregating
sufficient assets in high quality short-term liquid investments or borrowing to
cover such obligations.


                                     II-83


In a typical interest in a bank loan, the agent administers the loan and has
the right to monitor the collateral. The agent is also required to segregate
the principal and interest payments received from the borrower and to hold
these payments for the benefit of the lenders. A fund normally looks to the
agent to collect and distribute principal of and interest on a bank loan.
Furthermore, a fund looks to the agent to use normal credit remedies, such as
to foreclose on collateral; monitor credit loan covenants; and notify the
lenders of any adverse changes in the borrower's financial condition or
declarations of insolvency. In the event of a default by the borrower, it is
possible, though unlikely, that a fund could receive a portion of the
borrower's collateral. If a fund receives collateral other than cash, such
collateral will be liquidated and the cash received from such liquidation will
be available for investment as part of a fund's portfolio. At times a fund may
also negotiate with the agent regarding the agent's exercise of credit remedies
under a bank loan. The agent is compensated for these services by the borrower
as is set forth in the loan agreement. Such compensation may take the form of a
fee or other amount paid upon the making of the bank loan and/or an ongoing fee
or other amount.


The loan agreement in connection with bank loans sets forth the standard of
care to be exercised by the agents on behalf of the lenders and usually
provides for the termination of the agent's agency status in the event that it
fails to act properly, becomes insolvent, enters FDIC receivership, or if not
FDIC insured, enters into bankruptcy or if the agent resigns. In the event an
agent is unable to perform its obligations as agent, another lender would
generally serve in that capacity.


Under a bank loan, the borrower generally must pledge as collateral assets
which may include one or more of the following: cash; accounts receivable;
inventory; property, plant and equipment; common and preferred stock in its
subsidiaries; trademarks, copyrights, patent rights; and franchise value. A
fund may also receive guarantees as a form of collateral. In some instances, a
bank loan may be secured only by stock in a borrower or its affiliates. A fund
may also invest in bank loans not secured by any collateral. The market value
of the assets serving as collateral, at the time of investment, in the opinion
of the Advisor, sufficiently collateralize the principal amount of the bank
loan. The valuations of these assets may be performed by an independent
appraisal. If the agent becomes aware that the value of the collateral has
declined, the agent may take action as it deems necessary for the protection of
its own interests and the interests of the other lenders, including, for
example, giving the borrower an opportunity to provide additional collateral or
accelerating the loan. There is no assurance, however, that the borrower would
provide additional collateral or that the liquidation of the existing
collateral would satisfy the borrower's obligation in the event of nonpayment
of scheduled interest or principal, or that such collateral could be readily
liquidated.


Loan agreements frequently require the borrower to make full or partial
prepayment of a loan when the borrower engages in asset sales or a securities
issuance. Prepayments on bank loans may also be made by the borrower at its
election. The rate of such prepayments may be affected by, among other things,
general business and economic conditions, as well as the financial status of
the borrower. Prepayment would cause the actual duration of a bank loan to be
shorter than its stated maturity. This should, however, allow a fund to
reinvest in a new loan and recognize as income any unamortized loan fees. This
may result in a new facility fee payable to a fund. Because interest rates paid
on bank loans periodically fluctuate with the market, it is expected that the
prepayment and a subsequent purchase of a new bank loan by a fund will not have
a material adverse impact on the yield of the portfolio. A fund may hold bank
loans to maturity unless it has become necessary to adjust a fund's portfolio
in accordance with the Advisor's view of current or expected economic or
specific industry or borrower conditions.


A fund may be required to pay and may receive various fees and commissions in
the process of purchasing, selling and holding bank loans. The fee may include
any, or a combination of, the following elements: arrangement fees, non-use
fees, facility fees, letter of credit fees and ticking fees. Arrangement fees
are paid at the commencement of a loan as compensation for the initiation of
the transaction. A non-use fee is paid based upon the amount committed but not
used under the loan. Facility fees are on-going annual fees paid in connection
with a loan. Letter of credit fees are paid if a loan involves a letter of
credit. Ticking fees are negotiated at the time of transaction, and are paid
from the initial commitment indication until loan closing.


If legislation or state or federal regulators impose additional requirements or
restrictions on the ability of financial institutions to make loans that are
considered highly leveraged transactions, the availability of bank loans for
investment by a fund may be adversely affected. In addition, such requirements
or restrictions could reduce or eliminate sources of financing for certain
borrowers. This would increase the risk of default. If legislation or federal
or state regulators


                                     II-84


require financial institutions to dispose of bank loans that are considered
highly leveraged transactions or subject such bank loans to increased
regulatory scrutiny, financial institutions may determine to sell such bank
loans. Such sales by affected financial institutions may not be at desirable
prices, in the opinion of the Advisor. If a fund attempts to sell a bank loan
at a time when a financial institution is engaging in such a sale, the price a
fund could get for the bank loan may be adversely affected.


Affiliates of the Advisor may participate in the primary and secondary market
for bank loans. Because of limitations imposed by applicable law, the presence
of the Advisor's affiliates in the bank loan market may restrict a fund's
ability to acquire some bank loans, or affect the timing or price of such
acquisitions. The Advisor does not believe that this will materially affect a
fund's ability to achieve its investment objective. Also, because the Advisor
may wish to invest in the publicly traded securities of a borrower, it may not
have access to material non-public information regarding the borrower to which
other lenders have access.


Senior loans may not be considered "securities," and purchasers, such as a
fund, therefore may not be entitled to rely on the anti-fraud and
misrepresentation protections of the federal securities laws.


Loan Participations and Assignments. A fund's investments in bank loans are
expected in most instances to be in the form of participations in bank loans
(Participations) and assignments of portions of bank loans (Assignments) from
third parties. Large loans to corporations or governments may be shared or
syndicated among several lenders, usually banks. A fund may participate in such
syndicates, or can buy part of a loan, becoming a direct lender.


When a fund buys an Assignment, it is essentially becoming a party to the bank
agreement. The vast majority of all trades are Assignments and would therefore
generally represent the preponderance of bank loans held by a fund. When a fund
is a purchaser of an Assignment, it typically succeeds to all the rights and
obligations under the loan agreement of the assigning lender and becomes a
lender under the loan agreement with the same rights and obligations as the
assigning lender. Because Assignments are arranged through private negotiations
between potential assignees and potential assignors, however, the rights and
obligations acquired by a fund as the purchaser of an Assignment may differ
from, and may be more limited than, those held by the assigning lender.


In certain cases, a fund may buy bank loans on a participation basis, if for
example, a fund did not want to become party to the bank agreement. With
respect to any given bank loan, the rights of a fund when it acquires a
Participation may be more limited than the rights of the original lenders or of
investors who acquire an Assignment. Participations typically will result in a
fund having a contractual relationship only with the lender and not with the
borrower. A fund will have the right to receive payments of principal, interest
and any fees to which it is entitled only from the lender selling the
Participation and only upon receipt by the lender of the payments from the
borrower. In connection with purchasing Participations, a fund generally will
have no right to enforce compliance by the borrower with the terms of the loan
agreement relating to the bank loan, nor any rights of set-off against the
borrower, and a fund may not directly benefit from any collateral supporting
the bank loan in which it has purchased the Participation. As a result, a fund
will assume the credit risk of both the borrower and the lender that is selling
the Participation. In the event of the insolvency of the lender selling a
Participation, a fund may be treated as a general creditor of the lender and
may not benefit from any set-off between the lender and the borrower.


In the case of loan Participations where a bank or other lending institution
serves as financial intermediary between a fund and the borrower, if the
Participation does not shift to a fund the direct debtor-creditor relationship
with the borrower, SEC interpretations require a fund, in some circumstances,
to treat both the lending bank or other lending institution and the borrower as
issuers for purposes of a fund's investment policies. Treating a financial
intermediary as an issuer of indebtedness may restrict a fund's ability to
invest in indebtedness related to a single financial intermediary, or a group
of intermediaries engaged in the same industry, even if the underlying
borrowers represent many different companies and industries.


                                     II-85


A fund may pay a fee or forego a portion of interest payments to the lender
selling a Participation or Assignment under the terms of such Participation or
Assignment. In the case of loans administered by a bank or other financial
institution that acts as agent for all holders, if assets held by the agent for
the benefit of a purchaser are determined to be subject to the claims of the
agent's general creditors, the purchaser might incur certain costs and delays
in realizing payment on the loan or loan Participation and could suffer a loss
of principal or interest.


Participations and Assignments involve credit risk, interest rate risk, and
liquidity risk, as well as the potential liability associated with being a
lender. If a fund purchases a Participation, it may only be able to enforce its
rights through the participating lender, and may assume the credit risk of both
the lender and the borrower. Investments in loans through direct Assignment of
a financial institution's interests with respect to a loan may involve
additional risks. For example, if a loan is foreclosed, a fund could benefit
from becoming part owner of any collateral, however, a fund would bear the
costs and liabilities associated with owning and disposing of the collateral.


A fund may have difficulty disposing of Assignments and Participations. Because
no liquid market for these obligations typically exists, a fund anticipates
that these obligations could be sold only to a limited number of institutional
investors. The lack of a liquid secondary market will have an adverse effect on
a fund's ability to dispose of particular Assignments or Participations when
necessary to meet a fund's liquidity needs or in response to a specific
economic event, such as a deterioration in the creditworthiness of the
borrower. The lack of a liquid secondary market for Assignments and
Participations may also make it more difficult for a fund to assign a value to
those securities for purposes of valuing a fund's portfolio and calculating its
net asset value.


BORROWING. Under the 1940 Act, a fund is required to maintain continuous asset
coverage of 300% with respect to permitted borrowings and to sell (within three
days) sufficient portfolio holdings to restore such coverage if it should
decline to less than 300% due to market fluctuations or otherwise, even if such
liquidation of a fund's holdings may be disadvantageous from an investment
standpoint.


BRADY BONDS. Brady Bonds are securities created through the exchange of
existing commercial bank loans to public and private entities in certain
emerging markets for new bonds in connection with debt restructurings under a
debt restructuring plan introduced by former US Secretary of the Treasury,
Nicholas F. Brady (Brady Plan). Brady Bonds may be collateralized or
uncollateralized and are issued in various currencies (but primarily the
dollar). Dollar-denominated, collateralized Brady Bonds, which may be
fixed-rate bonds or floating-rate bonds, are generally collateralized in full
as to principal by US Treasury zero coupon bonds having the same maturity as
the Brady Bonds. Interest payments on these Brady Bonds generally are
collateralized by cash or securities in an amount that, in the case of fixed
rate bonds, is equal to at least one year of rolling interest payments or, in
the case of floating rate bonds, initially is equal to at least one year's
rolling interest payments based on the applicable interest rate at that time
and is adjusted at regular intervals thereafter. Brady Bonds are often viewed
as having three or four valuation components: the collateralized repayment of
principal at final maturity; the collateralized interest payments; the
uncollateralized interest payments; and any uncollateralized repayment of
principal at maturity (these uncollateralized amounts constitute the residual
risk). In light of the residual risk of Brady Bonds and the history of defaults
of countries issuing Brady Bonds, with respect to commercial bank loans by
public and private entities, investments in Brady Bonds may be viewed as
speculative.


CASH MANAGEMENT VEHICLES. A fund may have cash balances that have not been
invested in portfolio securities (Uninvested Cash). Uninvested Cash may result
from a variety of sources, including dividends or interest received from
portfolio securities, unsettled securities transactions, reserves held for
investment strategy purposes, assets to cover a fund's open futures and other
derivatives positions, scheduled maturity of investments, liquidation of
investment securities to meet anticipated redemptions and dividend payments,
and new cash received from investors. Uninvested Cash may be invested directly
in money market instruments or other short-term debt obligations. A fund may
use Uninvested Cash to purchase shares of affiliated money market funds for
which the Advisor may act as investment advisor now or in the future. Such
affiliated money market funds will operate in accordance with Rule 2a-7 under
the 1940 Act and will seek to maintain a stable net asset value (NAV) or will
maintain a floating NAV. A fund indirectly bears its proportionate share of the
expenses of each affiliated money market fund in which it invests. The
affiliated money market funds in which a fund may invest are registered under
the 1940 Act or are excluded from the definition of "investment company" under
Section 3(c)(1) or 3(c)(7) of the 1940 Act. Investments in such affiliated
money market funds may exceed the limits of Section 12(d)(1)(A) of the 1940
Act.


                                     II-86


COMMERCIAL PAPER. A fund may invest in commercial paper issued by major
corporations under the Securities Act in reliance on the exemption from
registration afforded by Section 3(a)(3) thereof. Such commercial paper may be
issued only to finance current transactions and must mature in nine months or
less. Trading of such commercial paper is conducted primarily by institutional
investors through investment dealers, and individual investor participation in
the commercial paper market is very limited. A fund also may invest in
commercial paper issued in reliance on the so-called "private placement"
exemption from registration afforded by Section 4(2) of the 1933 Act (Section
4(2) paper). Section 4(2) paper is restricted as to disposition under the
federal securities laws, and generally is sold to institutional investors such
as a fund who agree that they are purchasing the paper for investment and not
with a view to public distribution. Any resale by the purchaser must be in an
exempt transaction. Section 4(2) paper normally is resold to other
institutional investors like a fund through or with the assistance of the
issuer or investment dealers who make a market in Section 4(2) paper, thus
providing liquidity.


COMMODITY POOL OPERATOR EXCLUSION. The Advisor currently intends to operate the
fund (unless otherwise noted) in compliance with the requirements of Rule 4.5
of the Commodity Futures Trading Commission (CFTC). As a result, a fund is not
deemed to be a "commodity pool" under the Commodity Exchange Act (CEA) and will
be limited in its ability to use futures and options on futures or commodities
or engage in swap transactions for other than bona fide hedging purposes.
Provided a fund operates within the limits of Rule 4.5 of the CFTC, a fund will
be excluded from registration with and regulation under the CEA and the Advisor
will not be deemed to be a "commodity pool operator" with respect to the
operations of a fund. If a fund were no longer able to claim the exclusion, the
fund and the Advisor would be subject to regulation under the CEA.


COMMODITY POOL OPERATOR REGULATION. Deutsche Enhanced Commodity Strategy Fund,
Deutsche Global Inflation Fund, Deutsche Gold & Precious Metals Fund and
Deutsche Real Assets Fund are unable to rely on the exclusion from CFTC Rule
4.5 and therefore will be subjected to regulation under the CEA and CFTC rules
as a commodity pool. The Advisor is currently registered with the National
Futures Association as a "commodity pool operator" and a "commodity trading
advisor" and the Advisor will act as such with respect to the operation of a
fund. As a result, the Advisor and the fund are subject to dual regulation by
the CFTC and the SEC. The CFTC recently adopted regulations that seek to
"harmonize" CFTC regulations with overlapping SEC regulations. Pursuant to the
CFTC harmonization regulations, the Advisor and the fund may elect to meet the
requirements of certain CFTC regulations by complying with specific SEC rules
and regulations relating to disclosure and reporting requirements. The CFTC
could deem the fund or the Advisor in violation of an applicable CFTC
regulation if the fund or the Advisor failed to comply with a related SEC
regulatory requirement under the CFTC harmonization regulations. The fund and
the Advisor will remain subject to certain CFTC-mandated disclosure, reporting
and recordkeeping regulations even if they elect substitute compliance under
the CFTC harmonization regulations. Compliance with the CFTC regulations could
increase the fund's expenses, adversely affecting investment returns. Investors
in a fund and their financial advisers should consider whether a fund's status
as a "commodity pool" impacts their operations or status under the CEA in
deciding whether to invest in a fund.


COMMON STOCK. Common stock is issued by companies to raise cash for business
purposes and represents a proportionate interest in the issuing companies.
Therefore, a fund may participate in the success or failure of any company in
which it holds stock. The market values of common stock can fluctuate
significantly, reflecting the business performance of the issuing company,
investor perception and general economic or financial market movements. Despite
the risk of price volatility, however, common stocks have historically offered
a greater potential for long-term gain on investment, compared to other classes
of financial assets, such as bonds or cash equivalents, although there can be
no assurance that this will be true in the future.


CONVERTIBLE SECURITIES. A fund may invest in convertible securities; that is,
bonds, notes, debentures, preferred stocks and other securities that are
convertible (by the holder or by the issuer) into common stock. Investments in
convertible securities can provide an opportunity for capital appreciation
and/or income through interest and dividend payments by virtue of their
conversion or exchange features.


The convertible securities in which a fund may invest include fixed-income or
zero coupon debt securities, which may be converted or exchanged at a stated or
determinable exchange ratio into underlying shares of common stock. The
exchange ratio for any particular convertible security may be adjusted from
time to time due to stock splits, dividends,


                                     II-87


spin-offs, other corporate distributions or scheduled changes in the exchange
ratio. A convertible security may be called for redemption or conversion by the
issuer after a particular date and under certain circumstances (including a
specified price) established upon issue. If a convertible security held by a
fund is called for redemption or conversion, a fund could be required to tender
it for redemption, convert it into the underlying common stock, or sell it to a
third party, which may have an adverse effect on a fund's ability to achieve
its investment objectives. Convertible securities and convertible preferred
stocks, until converted, have general characteristics similar to both debt and
equity securities. Although to a lesser extent than with debt securities
generally, the market values of convertible securities tend to decline as
interest rates increase and, conversely, tend to increase as interest rates
decline. In addition, because of the conversion or exchange feature, the market
values of convertible securities typically change as the market values of the
underlying common stocks change, and, therefore, also tend to follow movements
in the general market for equity securities. A unique feature of convertible
securities is that, as the market price of the underlying common stock
declines, convertible securities tend to trade increasingly on a yield basis,
and so may not experience market value declines to the same extent as the
underlying common stock. When the market price of the underlying common stock
increases, the prices of the convertible securities tend to rise as a
reflection of the value of the underlying common stock, although typically not
as much as the underlying common stock. While no securities investments are
without risk, investments in convertible securities generally entail less risk
than investments in common stock of the same issuer.


As debt securities, convertible securities are investments that provide for a
stream of income (or in the case of zero coupon securities, accretion of
income) with generally higher yields than common stocks. Convertible securities
generally offer lower yields than non-convertible securities of similar quality
because of their conversion or exchange features.


Of course, like all debt securities, there can be no assurance of income or
principal payments because the issuers of the convertible securities may
default on their obligations.


Convertible securities are generally subordinated to other similar but
non-convertible securities of the same issuer, although convertible bonds, as
corporate debt obligations, enjoy seniority in right of payment to all equity
securities, and convertible preferred stock is senior to common stock, of the
same issuer. However, because of the subordination feature, convertible bonds
and convertible preferred stock typically have lower ratings than similar
non-convertible securities. Convertible securities may be issued as fixed
income obligations that pay current income or as zero coupon notes and bonds,
including Liquid Yield Option Notes (LYONs).


CREDIT ENHANCEMENT. Mortgage-backed securities and asset-backed securities are
often backed by a pool of assets representing the obligations of a number of
different parties. To lessen the effect of failure by obligors on underlying
assets to make payments, such securities may contain elements of credit
enhancement. Such credit enhancement falls into two categories: (1) liquidity
protection and (2) protection against losses resulting from ultimate default by
an obligor on the underlying assets. Liquidity protection refers to the
provision of advances, generally by the entity administering the pool of
assets, to ensure that the pass-through of payments due on the underlying pool
occurs in a timely fashion. Protection against losses resulting from ultimate
default enhances the likelihood of ultimate payment of the obligations on at
least a portion of the assets in the pool. Such protection may be provided
through guarantees, insurance policies or letters of credit obtained by the
issuer or sponsor from third parties; through various means of structuring the
transaction; or through a combination of such approaches. A fund may pay any
additional fees for such credit enhancement, although the existence of credit
enhancement may increase the price of a security.


The ratings of mortgage-backed securities and asset-backed securities for which
third-party credit enhancement provides liquidity protection or protection
against losses from default are generally dependent upon the continued
creditworthiness of the provider of the credit enhancement. The ratings of such
securities could be subject to reduction in the event of deterioration in the
creditworthiness of the credit enhancement provider even in cases where the
delinquency and loss experience on the underlying pool of assets is better than
expected.


Examples of credit enhancement arising out of the structure of the transaction
include "senior-subordinated securities" (multiple class securities with one or
more classes subordinate to other classes as to the payment of principal
thereof and interest thereon, with the result that defaults on the underlying
assets are borne first by the holders of the subordinated class), creation of
"reserve funds" (where cash or investments, sometimes funded from a portion of
the payments


                                     II-88


on the underlying assets, are held in reserve against future losses) and
"over-collateralization" (where the scheduled payments on, or the principal
amount of, the underlying assets exceed those required to make payment of the
securities and pay any servicing or other fees). The degree of credit
enhancement provided for each issue is generally based on historical
information with respect to the level of credit risk associated with the
underlying assets. Delinquency or loss in excess of that which is anticipated
could adversely affect the return on an investment in such a security.


Certain of a fund's other investments may be credit-enhanced by a guaranty,
letter of credit, or insurance from a third party. Any bankruptcy,
receivership, default, or change in the credit quality of the third party
providing the credit enhancement may adversely affect the quality and
marketability of the underlying security and could cause losses to a fund and
affect a fund's share price.


CURRENCY STRATEGIES. In addition to a fund's main investment strategy, certain
funds seek to enhance returns by employing proprietary quantitative,
rules-based methodology currency strategies using derivatives (contracts whose
value are based on, for example, indices, currencies or securities), in
particular forward currency contracts. These currency strategies are long/short
rules-based strategies that offer a core approach to currency investing by
investing across a diversified pool of developed and emerging market
currencies. There are three strategies:

     CARRY STRATEGY: Carry trades are widely known in currency markets. In a
     carry trade low interest rate currencies are systematically sold and high
     interest rate currencies are systematically bought. Such a strategy seeks
     to exploit what academics call "forward-rate bias" or the "forward premium
     puzzle," that is, circumstances where the forward rate is not an unbiased
     estimate of the future spot. Positive returns may occur when an investor's
     gain from interest rate differentials between the high yielding and low
     yielding jurisdictions exceed any losses from currency rate movements
     between the relevant currencies.

     MOMENTUM STRATEGY: This strategy is based on the observation that many
     exchange rates have followed multi-year trends. A strategy that follows a
     multi-year trend may make positive returns over time. The segmentation of
     currency market participants, with some acting quickly on news while
     others respond more slowly is one reason why, in some circumstances,
     trends may emerge and can be protracted.

     VALUATION STRATEGY: This strategy is based on the observation that in the
     long-term, currencies have tended to move toward their "fair value." The
     goal of the valuation strategy is to seek a profit for the fund by
     systematically buying "undervalued" currencies and selling "overvalued"
     currencies in the medium-term. The success of the currency strategies
     depends, in part, on the effectiveness and implementation of portfolio
     management's proprietary models. If portfolio management's analysis proves
     to be incorrect, losses to the fund may be significant and may
     substantially exceed the intended level of market exposure for the
     currency strategies. As part of the currency strategies, a fund will be
     exposed to the risks of non-US currency markets. Foreign currency rates
     may fluctuate significantly over short periods of time for a number of
     reasons, including changes in interest rates and economic or political
     developments in the US or abroad. As a result, the fund's exposure to
     foreign currencies could cause lower returns or even losses to the fund.
     Although portfolio management seeks to limit these risks through the
     aggregation of various long and short positions, there can be no assurance
     that it will be able to do so.


CUSTODIAL RECEIPTS. Custodial receipts are interests in separately traded
interest and principal component parts of US Government securities that are
issued by banks or brokerage firms and are created by depositing US Government
securities into a special account at a custodian bank. The custodian holds the
interest and principal payments for the benefit of the registered owners of the
certificates or receipts. The custodian arranges for the issuance of the
certificates or receipts evidencing ownership and maintains the register.
Custodial receipts include Treasury Receipts (TRs), Treasury Investment Growth
Receipts (TIGRs), and Certificates of Accrual on Treasury Securities (CATS).
TIGRs and CATS are interests in private proprietary accounts while TRs and
STRIPS are interests in accounts sponsored by the US Treasury. Receipts are
sold as zero coupon securities (see Zero Coupon Securities). A fund may acquire
US Government securities and their unmatured interest coupons that have been
separated (stripped) by their holder, typically a custodian bank or investment
brokerage firm. Having separated the interest coupons from the underlying
principal of the US Government securities, the holder will resell the stripped
securities in custodial receipt programs with a number of different names,
including TIGRs and CATS. The stripped coupons are sold separately from the
underlying principal, which is usually sold at a deep discount because the
buyer receives only the right to receive a future fixed payment on the security


                                     II-89


and does not receive any rights to periodic interest (cash) payments. The
underlying US Treasury bonds and notes themselves are generally held in
book-entry form at a Federal Reserve Bank. Counsel to the underwriters of these
certificates or other evidences of ownership of US Treasury securities have
stated that, in their opinion, purchasers of the stripped securities most
likely will be deemed the beneficial holders of the underlying US Government
securities for federal tax and securities purposes. In the case of CATS and
TIGRs, the Internal Revenue Service (IRS) has reached a similar conclusion for
the purpose of applying the tax diversification requirements applicable to
regulated investment companies such as a fund. CATS and TIGRs are not
considered US Government securities by the staff of the SEC. Further, the IRS
conclusion noted above is contained only in a general counsel memorandum, which
is an internal document of no precedential value or binding effect, and a
private letter ruling, which also may not be relied upon by a fund. A fund is
not aware of any binding legislative, judicial or administrative authority on
this issue.


DEPOSITARY RECEIPTS. A fund may invest in sponsored or unsponsored American
Depositary Receipts (ADRs), European Depositary Receipts (EDRs), Global
Depositary Receipts (GDRs), International Depositary Receipts (IDRs) and other
types of Depositary Receipts (which, together with ADRs, EDRs, GDRs and IDRs
are hereinafter referred to as Depositary Receipts). Depositary Receipts
provide indirect investment in securities of foreign issuers. Prices of
unsponsored Depositary Receipts may be more volatile than if they were
sponsored by the issuer of the underlying securities. Depositary Receipts may
not necessarily be denominated in the same currency as the underlying
securities into which they may be converted. In addition, the issuers of
unsponsored Depositary Receipts are not obligated to disclose material
information regarding the underlying securities or their issuer in the United
States and, therefore, there may not be a correlation between such information
and the market value of the Depositary Receipts. ADRs are Depositary Receipts
that are bought and sold in the United States and are typically issued by a US
bank or trust company which evidence ownership of underlying securities by a
foreign corporation. GDRs, IDRs and other types of Depositary Receipts are
typically issued by foreign banks or trust companies, although they may also be
issued by United States banks or trust companies, and evidence ownership of
underlying securities issued by either a foreign or a United States
corporation. Generally, Depositary Receipts in registered form are designed for
use in the United States securities markets and Depositary Receipts in bearer
form are designed for use in securities markets outside the United States.
Depositary Receipts, including those denominated in US dollars will be subject
to foreign currency exchange rate risk. However, by investing in US
dollar-denominated ADRs rather than directly in foreign issuers' stock, a fund
avoids currency risks during the settlement period. In general, there is a
large, liquid market in the United States for most ADRs. However, certain
Depositary Receipts may not be listed on an exchange and therefore may be
illiquid securities.


DERIVATIVES. A fund may use instruments referred to as derivatives
(derivatives). Derivatives are financial instruments the value of which is
derived from another security, a commodity (such as gold or oil), a currency or
an index (a measure of value or rates, such as the S&P 500 Index or the prime
lending rate). Derivatives often allow a fund to increase or decrease the level
of risk to which a fund is exposed more quickly and efficiently than direct
investments in the underlying asset or instruments.


A fund may, to the extent consistent with its investment objective and
policies, purchase and sell (write) exchange-listed and over-the-counter (OTC)
put and call options on securities, equity and fixed-income indices and other
instruments, purchase and sell futures contracts and options thereon, enter
into various transactions such as swaps, caps, floors, collars and contracts
for difference, and may enter into currency forward contracts, currency futures
contracts, currency swaps or options on currencies, or various other currency
transactions. In addition, a fund may invest in structured notes. The types of
derivatives identified above are not intended to be exhaustive and a fund may
use types of derivatives and/or employ derivatives strategies not otherwise
described in this Statement of Additional Information or a fund's prospectuses.


OTC derivatives are purchased from or sold to securities dealers, financial
institutions or other parties (Counterparties) pursuant to an agreement with
the Counterparty. As a result, a significant risk of OTC derivatives is
counterparty risk. The Advisor monitors the creditworthiness of OTC derivative
counterparties and periodically reports to the Board with respect to the
creditworthiness of OTC derivative counterparties.


A fund may use derivatives subject to certain limits imposed by a fund's
investment objective and policies (see Investment Restrictions) and the 1940
Act, or by the requirements for a fund to qualify as a regulated investment
company for tax purposes (see Taxes) (i) to seek to achieve returns, (ii) to
attempt to protect against possible changes in the market


                                     II-90


value of securities held in or to be purchased for a fund's portfolio resulting
from securities markets or currency exchange rate fluctuations, (iii) to
protect a fund's unrealized gains in the value of its portfolio securities,
(iv) to facilitate the sale of such securities for investment purposes, (v) to
manage the effective maturity or duration of a fund's portfolio, (vi) to
establish a position in the derivatives markets as a substitute for purchasing
or selling (including selling short) particular securities, (vii) for funds
that invest in foreign securities, to increase exposure to a foreign currency
or to shift exposure to foreign currency fluctuations from one currency to
another (not necessarily the US dollar), or (viii) for any other purposes
permitted by law.


A fund may decide not to employ any of the strategies described below, and no
assurance can be given that any strategy used will succeed. If the Advisor
incorrectly forecasts interest rates, market values or other economic factors
in using a derivatives strategy for a fund, a fund might have been in a better
position if it had not entered into the transaction at all. Also, suitable
derivatives may not be available in all circumstances. The use of these
strategies involves certain special risks, including a possible imperfect
correlation, or even no correlation, between price movements of derivatives and
price movements of related investments. While some strategies involving
derivatives can reduce risk of loss, they can also reduce the opportunity for
gain or even result in losses by offsetting favorable price movements in
related investments or otherwise, due to the possible inability of a fund to
purchase or sell a portfolio security at a time that otherwise would be
favorable or the possible need to sell a portfolio security at a
disadvantageous time because a fund is required to maintain asset coverage or
offsetting positions in connection with transactions in derivatives (refer to
Asset Segregation for more information relating to asset segregation and cover
requirements for derivatives instruments), and the possible inability of a fund
to close out or liquidate its derivatives positions.


General Characteristics of Options. A put option gives the purchaser of the
option, upon payment of a premium, the right to sell, and the writer the
obligation to buy, the underlying security, commodity, index, currency or other
instrument at the exercise price. For instance, a fund's purchase of a put
option on a security might be designed to protect its holdings in the
underlying instrument (or, in some cases, a similar instrument) against a
substantial decline in the market value by giving a fund the right to sell such
instrument at the option exercise price. A call option, upon payment of a
premium, gives the purchaser of the option the right to buy, and the seller the
obligation to sell, the underlying instrument at the exercise price. A fund's
purchase of a call option on a security, commodity, index, currency or other
instrument might be intended to protect a fund against an increase in the price
of the underlying instrument that it intends to purchase in the future by
fixing the price at which it may purchase such instrument. If a fund sells or
"writes" a call option, the premium that it receives may partially offset, to
the extent of the option premium, a decrease in the value of the underlying
securities or instruments in its portfolio or may increase a fund's income. The
sale of put options can also provide income and might be used to protect a fund
against an increase in the price of the underlying instrument or provide, in
the opinion of portfolio management, an acceptable entry point with regard to
the underlying instrument.


A fund may write call options only if they are "covered." A written call option
is covered if a fund owns the security or instrument underlying the call or has
an absolute right to acquire that security or instrument without additional
cash consideration (or if additional cash consideration is required, liquid
assets in the amount of a fund's obligation are segregated according to the
procedures and policies adopted by the Board). For a call option on an index,
the option is covered if a fund segregates liquid assets equal to the contract
value to the extent required by SEC guidelines. A call option is also covered
if a fund holds a call on the same security, index or instrument as the written
call option where the exercise price of the purchased call (long position) is:
(i) equal to or less than the exercise price of the call written; or (ii)
greater than the exercise price of the call written provided that liquid assets
equal to the difference between the exercise prices are segregated to the
extent required by SEC guidelines (see Asset Segregation). Exchange listed
options are issued and cleared by a regulated intermediary such as the Options
Clearing Corporation (OCC). The OCC ensures that the obligations of each option
it clears are fulfilled. The discussion below uses the OCC as an example, but
is also applicable to other financial intermediaries. OCC issued and exchange
listed options generally settle by physical delivery of the underlying security
or currency, or cash delivery for the net amount, if any, by which the option
is "in-the-money" (i.e., where the value of the underlying instrument exceeds,
in the case of a call option, or is less than, in the case of a put option, the
exercise price of the option) at the time the option is exercised. Frequently,
rather than taking or making delivery of the underlying instrument through the
process of exercising the option, listed options are closed by entering into
offsetting purchase or sale transactions that do not result in ownership of the
new option.


                                     II-91


As noted above, OTC options are purchased from or sold to Counterparties
through direct bilateral agreement with the Counterparty. In contrast to
exchange listed options, which generally have standardized terms and
performance mechanics, all the terms of an OTC option, including such terms as
method of settlement, term, exercise price, premium, guarantees and security,
are set by negotiation of the parties. Unless the parties provide for it, there
is no central clearing or guaranty function in an OTC option. As a result, if
the Counterparty fails to make or take delivery of the security, currency or
other instrument underlying an OTC option it has entered into with a fund or
fails to make a cash settlement payment due in accordance with the terms of
that option, a fund will lose any premium it paid for the option as well as any
anticipated benefit of the transaction.


There are a number of risks associated with transactions in options. Options on
particular securities or instruments may be more volatile than a direct
investment in the underlying security or instrument. A decision as to whether,
when and how to use options involves the exercise of skill and judgment, and
even a well-conceived transaction may be unsuccessful to some degree because of
market behavior or unexpected events. Additionally, there are significant
differences between the securities and options markets that could result in an
imperfect correlation between these markets, causing a given options
transaction not to achieve its objective. Disruptions in the markets for the
securities underlying options purchased or sold by a fund could result in
losses on the options. If trading is interrupted in an underlying security, the
trading of options on that security is normally halted as well. As a result, a
fund as purchaser or writer of an option will be unable to close out its
positions until options trading resumes, and it may be faced with losses if
trading in the security reopens at a substantially different price. In
addition, the OCC or other options markets may impose exercise restrictions. If
a prohibition on exercise is imposed at a time when trading in the option has
also been halted, a fund as purchaser or writer of an option will be locked
into its position until one of the two restrictions has been lifted. If a
prohibition on exercise remains in effect until an option owned by a fund has
expired, a fund could lose the entire value of its option.


During the option period, the covered call writer, in return for the premium on
the option, gives up the opportunity to profit from a price increase in the
underlying security or instrument above the sum of the option premium received
and the option's exercise price, but as long as its obligations as a writer
continue, retains the risk of loss, minus the option premium received, should
the price of the underlying security or instrument decline. In writing options,
a fund has no control over the time when it may be required to fulfill its
obligations as the writer of the option. Once a fund receives an exercise
notice for its option, it cannot effect a closing purchase transaction in order
to terminate its obligation under the option and must deliver the underlying
security at the exercise price. Thus, the use of covered call options may
require the fund to sell portfolio securities at inopportune times or for
prices other than current market values, will limit the amount of appreciation
the fund can realize above the exercise price of an option on a security, and
may cause the fund to hold a security that it might otherwise sell.


In writing put options, there is a risk that a fund may be required to buy the
underlying security or instrument at a disadvantageous price if the put option
is exercised against a fund. If a put or call option purchased by a fund is not
sold when it has remaining value, and if the market price of the underlying
security or instrument remains, in the case of a put, equal to or greater than
the exercise price, or in the case of a call, less than or equal to the
exercise price, a fund will lose the premium that it paid for the option. Also,
where a put or call option is purchased as a hedge against price movements in
the underlying security or instrument, the price of the put or call option may
move more or less than the price of the underlying security or instrument.


The value of options may be adversely affected if the market for such options
becomes less liquid or smaller. A fund's ability to close out its position as a
purchaser or seller of an OTC option or exchange listed put or call option is
dependent, in part, upon the liquidity of the option market. There can be no
assurance that a liquid market will exist when a fund seeks to close out an
option position either, in the case of a written call option, by buying the
option, or, in the case of a purchased put option, by selling the option. The
possible reasons for the absence of a liquid options market on an exchange
include, but are not limited to the following: (i) insufficient trading
interest in certain options; (ii) restrictions on transactions imposed by an
exchange; (iii) trading halts, suspensions or other restrictions imposed with
respect to particular classes or series of options or underlying securities,
including reaching daily price limits; (iv) interruption of the normal
operations of the OCC or an exchange; (v) inadequacy of the facilities the OCC
or an exchange to handle current trading volume; or (vi) a decision by one or
more exchanges to discontinue the trading of options (or a particular class or
series of options), in which event the relevant market for that option on that
exchange would cease to exist,


                                     II-92


although outstanding options on that exchange would generally continue to be
exercisable in accordance with their terms. A fund's ability to terminate OTC
options is more limited than with exchange-traded options and may involve the
risk that broker-dealers participating in such transactions will not fulfill
their obligations. If a fund were unable to close out a covered call option
that it had written on a security, it would not be able to sell the underlying
security unless the option expired without exercise.


Special risks are presented by internationally traded options. Because of the
differences in trading hours between the US and various foreign countries, and
because different holidays are observed in different countries, foreign options
markets may be open for trading during hours or on days when US markets are
closed. As a result, option premiums may not reflect the current prices of the
underlying interests in the US.


The hours of trading for options may not conform to the hours during which the
underlying securities are traded. To the extent that the options markets close
before the markets for the underlying securities, significant price and rate
movements can take place in the underlying markets that cannot be reflected in
the options markets. Call options are marked-to-market daily and their value
will be affected by changes in the value of and dividend rates of the
underlying securities, an increase in interest rates, changes in the actual or
perceived volatility of the stock market and the underlying securities and the
remaining time to the options' expiration. Additionally, the exercise price of
an option may be adjusted downward before the option's expiration as a result
of the occurrence of certain corporate events affecting the underlying
security, such as extraordinary dividends, stock splits, merger or other
extraordinary distributions or events. A reduction in the exercise price of an
option would reduce a fund's capital appreciation potential on the underlying
security.


The number of call options a fund can write is limited by the number of shares
of underlying securities that the fund holds. Furthermore, a fund's options
transactions will be subject to limitations established by each of the
exchanges, boards of trade or other trading facilities on which such options
are traded. These limitations govern the maximum number of options in each
class that may be written or purchased by a single investor or group of
investors acting in concert, regardless of whether the options are written or
purchased on the same or different exchanges, boards of trade or other trading
facilities or are held or written in one or more accounts or through one or
more brokers. Thus, the number of options that a fund may write or purchase may
be affected by options written or purchased by other investment advisory
clients of the Advisor. An exchange, board of trade or other trading facility
may order the liquidation of positions found to be in excess of these limits,
and it may impose certain other sanctions.


General Characteristics of Futures Contracts and Options on Futures Contracts.
A futures contract is an agreement between two parties to buy or sell a
financial instrument or commodity for a set price on a future date. Futures are
generally bought and sold on the commodities exchanges where they are listed
with payment of initial and variation margin as described below. A futures
contract generally obligates the purchaser to take delivery from the seller of
the specific type of financial instrument or commodity underlying the contract
at a specific future time for a set price. The purchase of a futures contract
enables a fund, during the term of the contract, to lock in the price at which
it may purchase a security, currency or commodity and protect against a rise in
prices pending the purchase of portfolio securities. A futures contract
generally obligates the seller to deliver to the buyer the specific type of
financial instrument underlying the contract at a specific future time for a
set price. The sale of a futures contract enables a fund to lock in a price at
which it may sell a security, currency or commodity and protect against
declines in the value of portfolio securities. Options on futures contracts are
similar to options on securities except that an option on a futures contract
gives the purchaser the right in return for the premium paid to assume a
position in a futures contract and obligates the seller to deliver such
position.


Although most futures contracts call for actual delivery or acceptance of the
underlying financial instrument or commodity, the contracts are usually closed
out before the settlement date without making, or taking, actual delivery.
Futures contracts on financial indices, currency exchange instruments and
certain other instruments provide for the delivery of an amount of cash equal
to a specified dollar amount times the difference between the underlying
instruments value (i.e., the index) at the open or close of the last trading
day of the contract and futures contract price. A futures contract sale is
closed out by effecting a futures contract purchase for the same aggregate
amount of the specific type of underlying financial instrument and the same
delivery date. If the sale price exceeds the offsetting purchase price, the
seller would be paid the difference and would realize a gain. If the offsetting
purchase price exceeds the sale price, the seller would pay the difference and
would realize a loss. Similarly, a futures contract purchase is closed


                                     II-93


out by effecting a futures contract sale for the same aggregate amount of the
specific type of underlying financial instrument or commodity and the same
delivery date. If the offsetting sale price exceeds the purchase price, the
purchaser would realize a gain, whereas if the purchase price exceeds the
offsetting sale price, the purchaser would realize a loss. There can be no
assurance that a fund will be able to enter into a closing transaction.


When a purchase or sale of a futures contract is made, a fund is required to
deposit with the financial intermediary as security for its obligations under
the contract "initial margin" consisting of cash, US Government Securities or
other liquid assets typically ranging from approximately less than 1% to 15% of
the contract amount. The initial margin is set by the exchange on which the
contract is traded and may, from time to time, be modified. In addition,
brokers may establish margin deposit requirements in excess of those required
by the exchange. The margin deposits made are marked to market daily and a fund
may be required to make subsequent deposits of cash, US Government securities
or other liquid assets, called "variation margin" or "maintenance margin,"
which reflects the price fluctuations of the futures contract. The purchase of
an option on a futures contract involves payment of a premium for the option
without any further obligation on the part of a fund. The sale of an option on
a futures contract involves receipt of a premium for the option and the
obligation to deliver (by physical or cash settlement) the underlying futures
contract. If a fund exercises an option on a futures contract it will be
obligated to post initial margin (and potential subsequent variation margin)
for the resulting futures position just as it would for any position.


There are several risks associated with futures contracts and options on
futures contracts. The prices of financial instruments or commodities subject
to futures contracts (and thereby the futures contract prices) may correlate
imperfectly with the behavior of the cash price of a fund's securities or other
assets (and the currencies in which they are denominated). Also, prices of
futures contracts may not move in tandem with the changes in prevailing
interest rates, market movements and/or currency exchange rates against which a
fund seeks a hedge. Additionally, there is no assurance that a liquid secondary
market will exist for futures contracts and related options in which a fund may
invest. In the event a liquid market does not exist, it may not be possible to
close out a futures position and, in the event of adverse price movements, a
fund would continue to be required to make daily payments of variation margin.
The absence of a liquid market in futures contracts might cause a fund to make
or take delivery of the instruments or commodities underlying futures contracts
at a time when it may be disadvantageous to do so. The inability to close out
positions and futures positions could also have an adverse impact on a fund's
ability to effectively hedge its positions.


The risk of loss in trading futures contracts in some strategies can be
substantial, due both to the relatively low margin deposits required, and the
extremely high degree of leverage involved in futures pricing. As a result, a
relatively small price movement in a futures contract may result in immediate
and substantial loss (as well as gain) to the investor. Thus, a purchase or
sale of a futures contract may result in losses in excess of the amount
invested in the contract.


Futures contracts and options thereon which are purchased or sold on non-US
commodities exchanges may have greater price volatility than their US
counterparts. Furthermore, non-US commodities exchanges may be less regulated
and under less governmental scrutiny than US exchanges. Brokerage commissions,
clearing costs and other transaction costs may be higher on non-US exchanges.


In the event of the bankruptcy of a broker through which a fund engages in
transactions in futures or options thereon, a fund could experience delays
and/or losses in liquidating open positions purchased or sold through the
broker and/or incur a loss on all or part of its margin deposits with the
broker.


Currency Transactions. A fund may engage in currency transactions for any
purpose consistent with its investment strategy, policies and restrictions,
including, without limitation, for hedging purposes or to seek to enhance
returns. Certain currency transactions may expose a fund to the effects of
leverage. Currency transactions include forward currency contracts, exchange
listed currency futures, exchange listed and OTC options on currencies, and
currency swaps. A forward currency contract involves a privately negotiated
obligation to purchase or sell (with delivery generally required) a specific
currency at a future date, which may be any fixed number of days from the date
of the contract agreed upon by the parties, at a price set at the time of the
contract. Forward contracts are generally traded in an interbank market
directly between currency traders (usually large commercial banks) and their
customers. The parties to a forward contract may agree to offset or terminate
the contract before its maturity, or may hold the contract to


                                     II-94


maturity and complete the contemplated currency exchange. A currency swap is an
agreement to exchange cash flows based on the notional difference among two or
more currencies and operates similarly to an interest rate swap, which is
described below.


A fund may engage in currency derivative transactions to seek to enhance
returns by taking a net long or net short position in one or more currencies,
in which case the fund may have currency exposure that is different (in some
cases, significantly different) from the currency exposure of its other
portfolio investments or the currency exposure of its performance index. These
overweight or underweight currency positions may increase the fund's exposure
to the effects of leverage, which may cause the fund to be more volatile. A
fund may realize a loss on a currency derivative in an amount that exceeds the
capital invested in such derivative, regardless of whether the fund entered
into the transaction to enhance returns or for hedging purposes.


"Transaction hedging" is entering into a currency transaction with respect to
specific assets or liabilities of a fund, which will generally arise in
connection with the purchase or sale of its portfolio securities or the receipt
of income therefrom. Entering into a forward contract for the purchase or sale
of an amount of foreign currency involved in an underlying security transaction
may "lock in" the US dollar price of the security. Forward contracts may also
be used in anticipation of future purchases and sales of securities, even if
specific securities have not yet been selected. "Position hedging" is entering
into a currency transaction with respect to portfolio security positions
denominated or generally quoted in that currency. Position hedging may protect
against a decline in the value of existing investments denominated in the
foreign currency. While such a transaction would generally offset both positive
and negative currency fluctuations, such currency transactions would not offset
changes in security values caused by other factors.


A fund may also "cross-hedge" currencies by entering into transactions to
purchase or sell one or more currencies that are expected to decline in value
relative to other currencies to which a fund has or to which a fund expects to
have portfolio exposure. This type of investment technique will generally
reduce or eliminate exposure to the currency that is sold, and increase the
exposure to the currency that is purchased. As a result, a fund will assume the
risk of fluctuations in the value of the currency purchased at the same time
that it is protected against losses from a decline in the hedged currency.


To reduce the effect of currency fluctuations on the value of existing or
anticipated holdings of portfolio securities, a fund may also engage in "proxy
hedging." Proxy hedging is often used when the currency to which a fund is
exposed is difficult to hedge or to hedge against the dollar. Proxy hedging
entails entering into a commitment or option to sell a currency whose changes
in value are generally considered to be correlated to a currency or currencies
in which some or all of a fund's securities are or are expected to be
denominated. Proxy hedges may result in losses if the currency used to hedge
does not perform similarly to the currency in which the hedged securities are
denominated.


Currency hedging involves some of the same risks and considerations as other
transactions with similar instruments. Currency transactions can result in
losses to a fund if the currency being hedged fluctuates in value to a degree
or in a direction that is not anticipated. Further, there is the risk that the
perceived correlation between various currencies may not be present or may not
be present during the particular time that a fund is engaging in proxy hedging.


Currency transactions are subject to additional special risks that may not
apply to other portfolio transactions. Because currency control is of great
importance to the issuing governments and influences economic planning and
policy, purchases and sales of currency and related instruments can be
negatively affected by government exchange controls, blockages, and
manipulations or exchange restrictions imposed by governments. These can result
in losses to a fund if it is unable to deliver or receive currency or funds in
settlement of obligations and could also cause hedges it has entered into to be
rendered useless, resulting in full currency exposure as well as incurring
transaction costs. Currency exchange rates, bid/ask spreads and liquidity may
fluctuate based on factors that may, or may not be, related to that country's
economy.


Swap Agreements and Options on Swap Agreements. A fund may engage in swap
transactions, including, but not limited to, swap agreements on interest rates,
currencies, indices, credit and event linked swaps, total return and other
swaps and related caps, floors and collars. In a standard swap transaction, two
parties agree to exchange the returns (or differentials in rates of return)
earned or realized on a predetermined financial instrument or instruments,


                                     II-95


which may be adjusted for an interest factor. The gross return to be exchanged
or "swapped" between the parties is generally calculated with respect to a
"notional amount" which is generally equal to the return on or increase in
value of a particular dollar amount invested at a particular interest rate in
such financial instrument or instruments.


"Interest rate swaps" involve the exchange by a fund with another party of
their respective commitments to pay or receive interest (e.g., an exchange of
floating rate payments for fixed rate payments with respect to a notional
amount of principal). A "currency swap" is an agreement to exchange cash flows
on a notional amount of two or more currencies based on the relative value
differential among them. An "index swap" is an agreement to swap cash flows on
a notional amount based on changes in the values of the reference indices. The
purchase of a cap entitles the purchaser to receive payments on a notional
principal amount from the party selling such cap to the extent that a specified
index exceeds a predetermined interest rate or amount. The purchase of a floor
entitles the purchaser to receive payments on a notional principal amount from
the party selling such floor to the extent that a specified index falls below a
predetermined interest rate or amount. A collar is a combination of a cap and a
floor that preserves a certain return within a predetermined range of interest
rates or values.


A "credit default swap" is a contract between a buyer and a seller of
protection against a pre-defined credit event. The buyer of protection pays the
seller a fixed regular fee provided that no event of default on an underlying
reference obligation has occurred. If an event of default occurs, the seller
must pay the buyer the full notional value, or "par value," of the reference
obligation in exchange for the reference obligation. Credit default swaps are
used as a means of "buying" credit protection, i.e., attempting to mitigate the
risk of default or credit quality deterioration in some portion of a fund's
holdings, or "selling" credit protection, i.e., attempting to gain exposure to
an underlying issuer's credit quality characteristics without directly
investing in that issuer. When a fund is a seller of credit protection, it
effectively adds leverage to its portfolio because, in addition to its net
assets, a fund would be subject to investment exposure on the notional amount
of the swap. A fund will only sell credit protection with respect to securities
in which it would be authorized to invest directly.


If a fund is a buyer of a credit default swap and no event of default occurs, a
fund will lose its investment and recover nothing. However, if a fund is a
buyer and an event of default occurs, a fund will receive the full notional
value of the reference obligation that may have little or no value. As a
seller, a fund receives a fixed rate of income through the term of the contract
(typically between six months and three years), provided that there is no
default event. If an event of default occurs, the seller must pay the buyer the
full notional value of the reference obligation.


Credit default swaps involve greater risks than if a fund had invested in the
reference obligation directly. In addition to the risks applicable to
derivatives generally, credit default swaps involve special risks because they
are difficult to value, are highly susceptible to liquidity and credit risk,
and generally pay a return to the party that has paid the premium only in the
event of an actual default by the issuers of the underlying obligation (as
opposed to a credit downgrade or other indication of financial difficulty).


A fund may use credit default swaps to gain exposure to particular issuers or
particular markets through investments in portfolios of credit default swaps,
such as Dow Jones CDX.NA.HY certificates. By investing in certificates
representing interests in a basket of credit default swaps, a fund is taking
credit risk with respect to an entity or group of entities and providing credit
protection to the swap counterparties.


"Total return" swaps are contracts in which one party agrees to make periodic
payments to another party based on the change in market value of the assets
underlying the contract, which may include a specific security, basket of
securities or securities indices during the specified period, in return for
periodic payments based on a fixed or variable interest rate or the total
return of other underlying assets. Total return swap agreements may be used to
obtain exposure to a security or market without owning or taking physical
custody of such security or investing directly in such market. Total return
swaps may add leverage to a fund because, in addition to its net assets, a fund
would be subject to investment exposure on the notional amount of the swap.


Swaps typically involve a small investment of cash relative to the magnitude of
risks assumed. As a result, swaps can be highly volatile and may have a
considerable impact on a fund's performance. Depending on how they are used,
swaps may increase or decrease the overall volatility of a fund's investments
and its share price and yield. A fund will


                                     II-96


usually enter into swaps on a net basis, i.e., the two payment streams are
netted out in a cash settlement on the payment date or dates specified in the
instrument, with a fund receiving or paying, as the case may be, only the net
amount of the two payments.


A fund bears the risk of loss of the amount expected to be received under a
swap in the event of the default or bankruptcy of a Counterparty. In addition,
if the Counterparty's creditworthiness declines, the value of a swap may
decline, potentially resulting in losses for a fund. A fund may also suffer
losses if it is unable to terminate outstanding swaps (either by assignment or
other disposition) or reduce its exposure through offsetting transactions
(i.e., by entering into an offsetting swap with the same party or similarly
creditworthy party).


A fund may also enter into swap options. A swap option is a contract that gives
a counterparty the right (but not the obligation) in return for payment of a
premium, to enter into a new swap agreement or to shorten, extend, cancel or
otherwise modify an existing swap agreement, at some future time on specified
terms. Depending on the terms, a fund will generally incur greater risk when it
writes a swap option than when it purchases a swap option. When a fund
purchases a swap option, it risks losing the amount of the premium it has paid
should it decide to let the option expire.


The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act)
and related regulatory developments have imposed several new requirements on
swap market participants, including registration and new business conduct
requirements on dealers that enter into swaps or non-deliverable forward
currency contracts with certain clients and the imposition of central clearing
and a corresponding exchange-trading execution requirement for certain swap
contracts. Central clearing and a corresponding exchange-trading execution
requirement are currently only required for limited swap transactions,
including some interest rate swaps and credit default index swaps. Compliance
with the central clearing requirements under the Dodd-Frank Act is expected to
occur over time as regulators, such as the SEC and the CFTC, adopt new
regulations requiring central clearing of additional types of derivative
transactions. In a cleared transaction, a fund will enter into the transaction
with a counterparty, and performance of the transaction will be effected by a
central clearinghouse. A clearing arrangement reduces a fund's exposure to the
credit risk of the counterparty, but subjects the fund to the credit risk of
the clearinghouse and a member of the clearinghouse through which the fund
holds its cleared position. A fund will be required to post specific levels of
margin which may be greater than the margin a fund would have been required to
post in the OTC market. In addition, uncleared OTC swap transactions will be
subject to regulatory collateral requirements that could render entering into
swaps in the OTC market prohibitively expensive. These regulations (or choice
to no longer use a particular derivative instrument that triggers additional
regulations) could cause a fund to change the derivative investments that it
utilizes or to incur additional expenses.


Contracts for Difference. A contract for difference offers exposure to price
changes in an underlying security without ownership of such security, typically
by providing investors the ability to trade on margin. A fund may purchase
contracts for difference (CFD). A CFD is a privately negotiated contract
between two parties, buyer and seller, stipulating that the seller will pay to
or receive from the buyer the difference between the notional value of the
underlying instrument at the opening of the contract and that instrument's
notional value at the end of the contract. The underlying instrument may be a
single security, stock basket or index. A CFD can be set up to take either a
short or long position on the underlying instrument. The buyer and seller are
typically both required to post margin, which is adjusted daily. The buyer will
also pay to the seller a financing rate on the notional amount of the capital
employed by the seller less the margin deposit. A CFD is usually terminated at
the buyer's initiative. The seller of the CFD will simply match the exposure of
the underlying instrument in the open market and the parties will exchange
whatever payment is due.


As is the case with owning any financial instrument, there is the risk of loss
associated with buying a CFD. For example, if a fund buys a long CFD and the
underlying security is worth less at the end of the contract, the fund would be
required to make a payment to the seller and would suffer a loss. Also, there
may be liquidity risk if the underlying instrument is illiquid because the
liquidity of a CFD is based on the liquidity of the underlying instrument. A
further risk is that adverse movements in the underlying security will require
the buyer to post additional margin. CFDs also carry counterparty risk, i.e.,
the risk that the counterparty to the CFD transaction may be unable or
unwilling to make payments or to otherwise honor its financial obligations
under the terms of the contract. If the counterparty were to do so, the value
of the contract, and of a fund's shares, may be reduced. CFDs are regulated as
swaps by the CFTC.


                                     II-97


Structured Notes. Structured notes are derivative debt securities, the interest
rate or principal of which is determined by reference to changes in value of a
specific security or securities, reference rate, or index. Indexed securities,
similar to structured notes, are typically, but not always, debt securities
whose value at maturity or coupon rate is determined by reference to other
securities. The performance of a structured note or indexed security is based
upon the performance of the underlying instrument.


The terms of a structured note may provide that, in certain circumstances, no
principal is due on maturity and, therefore, may result in loss of investment.
Structured notes may be indexed positively or negatively to the performance of
the underlying instrument such that the appreciation or deprecation of the
underlying instrument will have a similar effect to the value of the structured
note at maturity at the time of any coupon payment. In addition, changes in the
interest rate and value of the principal at maturity may be fixed at a specific
multiple of the change in value of the underlying instrument, making the value
of the structured note more volatile than the underlying instrument. In
addition, structured notes may be less liquid and more difficult to price
accurately than less complex securities or traditional debt securities.


Participatory Notes or Participation Notes. Participatory notes or
participation notes are issued by banks or broker-dealers (often associated
with non-US-based brokerage firms) and are designed to replicate the
performance of certain securities or markets. Typically, purchasers of
participatory notes are entitled to a return measured by the change in value of
an identified underlying security or basket of securities. The price,
performance, and liquidity of the participatory note are all linked directly to
the underlying security. The holder of a participatory note may be entitled to
receive any dividends paid in connection with the underlying security, which
may increase the return of a participatory note, but typically does not receive
voting or other rights as it would if it directly owned the underlying
security. A fund's ability to redeem or exercise a participatory note generally
is dependent on the liquidity in the local trading market for the security
underlying the note. Participatory notes are commonly used when a direct
investment in the underlying security is restricted due to country-specific
regulations.


Participatory notes are a type of equity-linked derivative, which are generally
traded over-the-counter and, therefore, will be subject to the same risks as
other over-the-counter derivatives. The performance results of participatory
notes will not replicate exactly the performance of the securities or markets
that the notes seek to replicate due to transaction costs and other expenses.
Investments in participatory notes involve the same risks associated with a
direct investment in the shares of the companies the notes seek to replicate.
Participatory notes constitute general unsecured contractual obligations of the
banks or broker-dealers that issue them. Consequently, a purchaser of a
participatory note is relying on the creditworthiness of such banks or
broker-dealers and has no rights under the note against the issuer of the
security underlying the note. In addition, there is no guarantee that a liquid
market for a participatory note will exist or that the issuer of the note will
be willing to repurchase the note when a fund wishes to sell it. Because a
participatory note is an obligation of the issuer of the note, rather than a
direct investment in shares of the underlying security, a fund may suffer
losses potentially equal to the full value of the participatory note if the
issuer of the note fails to perform its obligations.


Commodity-Linked Derivatives. A fund may invest in instruments with principal
and/or coupon payments linked to the value of commodities, commodity futures
contracts, or the performance of commodity indices such as "commodity-linked"
or "index-linked" notes. These instruments are sometimes referred to as
"structured notes" because the terms of the instrument may be structured by the
issuer of the note and the purchaser of the note, such as a fund.


The values of commodity-linked notes will rise and fall in response to changes
in the underlying commodity or related index or investment. These notes expose
a fund economically to movements in commodity prices, but a particular note has
many features of a debt obligation. These notes also are subject to credit and
interest rate risks that in general affect the value of debt securities.
Therefore, at the maturity of the note, a fund may receive more or less
principal than it originally invested. A fund might receive interest payments
on the note that are more or less than the stated coupon interest rate
payments.


                                     II-98


Commodity-linked notes may involve leverage, meaning that the value of the
instrument will be calculated as a multiple of the upward or downward price
movement of the underlying commodity future or index. The prices of
commodity-linked instruments may move in different directions than investments
in traditional equity and debt securities in periods of rising inflation. Of
course, there can be no guarantee that a fund's commodity-linked investments
would not be correlated with traditional financial assets under any particular
market conditions.


Commodity-linked notes may be wholly principal protected, partially principal
protected or offer no principal protection. With a wholly principal protected
instrument, a fund will receive at maturity the greater of the par value of the
note or the increase in value of the underlying index. Partially protected
instruments may suffer some loss of principal up to a specified limit if the
underlying index declines in value during the term of the instrument. For
instruments without principal protection, there is a risk that the instrument
could lose all of its value if the index declines sufficiently. The Advisor's
decision on whether and to what extent to use principal protection depends in
part on the cost of the protection. In addition, the ability of a fund to take
advantage of any protection feature depends on the creditworthiness of the
issuer of the instrument.


Commodity-linked notes are generally hybrid instruments which are excluded from
regulation under the CEA and the rules thereunder. Additionally, from time to
time a fund may invest in other hybrid instruments that do not qualify for
exemption from regulation under the CEA.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, derive at
least 90% of its income from certain specified sources (qualifying income).
Income from certain commodity-linked derivatives does not constitute qualifying
income to a fund. The tax treatment of commodity-linked notes and certain other
derivative instruments in which a fund might invest is not certain, in
particular with respect to whether income and gains from such instruments
constitutes qualifying income. If the fund treats income from a particular
instrument as qualifying income and the income is later determined not to
constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, a fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including Deutsche Enhanced Commodity Strategy Fund,
Deutsche Gold & Precious Metals Fund, Deutsche Global Inflation Fund and
Deutsche Real Assets Fund) have obtained private letter rulings from the IRS
confirming that the income and gain earned through a wholly-owned Subsidiary
that invests in certain types of commodity-linked derivatives constitute
qualifying income under the Code. See "TAXES" in APPENDIX II-H of this SAI.


Combined Transactions. A fund may enter into multiple transactions, including
multiple options transactions, multiple futures transactions, multiple currency
transactions (including forward currency contracts) and multiple interest rate
transactions and any combination of futures, options, currency and interest
rate transactions (component transactions), instead of a single derivative, as
part of a single or combined strategy when, in the opinion of the Advisor, it
is in the best interests of a fund to do so. A combined transaction will
usually contain elements of risk that are present in each of its component
transactions. Although combined transactions are normally entered into based on
the Advisor's judgment that the combined strategies will reduce risk or
otherwise more effectively achieve the desired portfolio management goal, it is
possible that the combination will instead increase such risks or hinder
achievement of the portfolio management objective.


DIRECT DEBT INSTRUMENTS. Direct debt instruments are interests in amounts owed
by a corporate, governmental or other borrower to lenders (direct loans), to
suppliers of goods or services (trade claims or other receivables) or to other
parties. When a fund participates in a direct loan it will be lending money
directly to an issuer. Direct loans generally do not have an underwriter or
agent bank, but instead, are negotiated between a company's management team and
a lender or group of lenders. Direct loans typically offer better security and
structural terms than other types of high yield securities. Direct debt
obligations are often the most senior obligations in an issuer's capital
structure or are well-collateralized so that overall risk is lessened. Trade
claims are unsecured rights of payment arising from obligations other than
borrowed funds. Trade claims include vendor claims and other receivables that
are adequately documented and available for purchase from high-yield
broker-dealers. Trade claims typically sell at a discount. In addition to the
risks otherwise associated with low-quality obligations, trade claims have
other risks, including the possibility that the amount of the claim may be
disputed by the obligor. Trade claims normally are be considered illiquid and


                                     II-99


pricing can be volatile. Direct debt instruments involve a risk of loss in case
of default or insolvency of the borrower. A fund will rely primarily upon the
creditworthiness of the borrower and/or the collateral for payment of interest
and repayment of principal. The value of a fund's investments may be adversely
affected if scheduled interest or principal payments are not made. Because most
direct loans will be secured, there will be a smaller risk of loss with direct
loans than with an investment in unsecured high yield bonds or trade claims.
Investment in the indebtedness of borrowers whose creditworthiness is poor
involves substantially greater risks and may be highly speculative. Borrowers
that are in bankruptcy or restructuring may never pay off their indebtedness or
may pay only a small fraction of the amount owed. Investments in direct debt
instruments also involve interest rate risk and liquidity risk. However,
interest rate risk is lessened by the generally short-term nature of direct
debt instruments and their interest rate structure, which typically floats. To
the extent the direct debt instruments in which a fund invests are considered
illiquid, the lack of a liquid secondary market (1) will have an adverse impact
on the value of such instruments, (2) will have an adverse impact on a fund's
ability to dispose of them when necessary to meet a fund's liquidity needs or
in response to a specific economic event, such as a decline in creditworthiness
of the issuer, and (3) may make it more difficult for a fund to assign a value
to these instruments for purposes of valuing a fund's portfolio and calculating
its net asset value. In order to lessen liquidity risk, a fund anticipates
investing primarily in direct debt instruments that are quoted and traded in
the high yield market. Trade claims may also present a tax risk to a fund.


DOLLAR ROLL TRANSACTIONS. Dollar roll transactions consist of the sale by a
fund to a bank or broker-dealer (counterparty) of mortgage-backed securities
together with a commitment to purchase from the counterparty similar, but not
identical, securities at a future date, at the same price. The counterparty
receives all principal and interest payments, including prepayments, made on
the security while it is the holder. A fund receives a fee from the
counterparty as consideration for entering into the commitment to purchase.
Dollar rolls may be renewed over a period of several months with a different
purchase and repurchase price fixed and a cash settlement made at each renewal
without physical delivery of securities. Moreover, the transaction may be
preceded by a firm commitment agreement pursuant to which a fund agrees to buy
a security on a future date.


A dollar roll involves costs to a fund. For example, while a fund receives a
fee as consideration for agreeing to repurchase the security, a fund forgoes
the right to receive all principal and interest payments while the counterparty
holds the security. These payments to the counterparty may exceed the fee
received by a fund, in which case the use of this technique will result in a
lower return than would have been realized without the use of dollar rolls.
Further, although a fund can estimate the amount of expected principal
prepayment over the term of the dollar roll, a variation in the actual amount
of prepayment could increase or decrease the cost of the dollar roll. A
"covered roll" is a specific type of dollar roll for which there is an
offsetting cash position or a cash equivalent security position which matures
on or before the forward settlement date of the dollar roll transaction. A fund
may enter into both covered and uncovered rolls.


The entry into dollar rolls involves potential risks of loss that are different
from those related to the securities underlying the transactions. A fund will
be exposed to counterparty risk. For example, if the counterparty becomes
insolvent, a fund's right to purchase from the counterparty might be
restricted. Additionally, the value of such securities may change adversely
before a fund is able to purchase them. Similarly, a fund may be required to
purchase securities in connection with a dollar roll at a higher price than may
otherwise be available on the open market. Since, as noted above, the
counterparty is required to deliver a similar, but not identical security to a
fund, the security that a fund is required to buy under the dollar roll may be
worth less than the identical security. Finally, there can be no assurance that
a fund's use of the cash that it receives from a dollar roll will provide a
return that exceeds transaction costs associated with the dollar roll.


ENERGY INFRASTRUCTURE COMPANIES. These are companies that own and operate
assets that are used in the energy infrastructure sector, including assets used
in exploring, developing, producing, generating, transporting (including
marine), transmitting, terminal operation, storing, gathering, processing,
refining, distributing, mining or marketing of natural gas, natural gas
liquids, crude oil, refined petroleum products (including biodiesel and
ethanol), coal or electricity, or that provide energy infrastructure related
services. Energy infrastructure companies operate, among other things, assets
used in exploring, developing, producing, generating, transporting,
transmitting, storing, gathering, processing, refining, distributing, mining,
marketing or generation of natural gas, natural gas liquids, crude oil, refined
petroleum products (including biodiesel and ethanol), coal or electricity.


                                     II-100


EURODOLLAR OBLIGATIONS. Eurodollar bank obligations are US dollar-denominated
certificates of deposit and time deposits issued outside the US capital markets
by foreign branches of US banks and US branches of foreign banks. Eurodollar
obligations are subject to the same risks that pertain to domestic issues,
notably credit risk, market risk and liquidity risk. Additionally, Eurodollar
obligations are subject to certain sovereign risks. One such risk is the
possibility that a sovereign country might prevent capital, in the form of
dollars, from flowing across its borders. Other risks include: adverse
political and economic developments; the extent and quality of government
regulation of financial markets and institutions; the imposition of foreign
withholding taxes, and the expropriation or nationalization of foreign issues.


FIXED INCOME SECURITIES. Fixed income securities, including corporate debt
obligations, generally expose a fund to the following types of risk: (1)
interest rate risk (the potential for fluctuations in bond prices due to
changing interest rates); (2) income risk (the potential for a decline in a
fund's income due to falling market interest rates); (3) credit risk (the
possibility that a bond issuer will fail to make timely payments of either
interest or principal to a fund); (4) prepayment risk or call risk (the
likelihood that, during periods of falling interest rates, securities with high
stated interest rates will be prepaid, or "called" prior to maturity, requiring
a fund to invest the proceeds at generally lower interest rates); and (5)
extension risk (the likelihood that as interest rates increase, slower than
expected principal payments may extend the average life of fixed income
securities, which will have the effect of locking in a below-market interest
rate, increasing the security's duration and reducing the value of the
security).


In periods of declining interest rates, the yield (income from a fixed income
security held by a fund over a stated period of time) of a fixed income
security may tend to be higher than prevailing market rates, and in periods of
rising interest rates, the yield of a fixed income security may tend to be
lower than prevailing market rates. In addition, when interest rates are
falling, the inflow of net new money to a fund will likely be invested in
portfolio instruments producing lower yields than the balance of a fund's
portfolio, thereby reducing the yield of a fund. In periods of rising interest
rates, the opposite can be true. The net asset value of a fund can generally be
expected to change as general levels of interest rates fluctuate. The value of
fixed income securities in a fund's portfolio generally varies inversely with
changes in interest rates. Prices of fixed income securities with longer
effective maturities are more sensitive to interest rate changes than those
with shorter effective maturities.


Corporate debt obligations generally offer less current yield than securities
of lower quality, but lower-quality securities generally have less liquidity,
greater credit and market risk, and as a result, more price volatility.


FOREIGN CURRENCIES. Because investments in foreign securities usually will
involve currencies of foreign countries, and because a fund may hold foreign
currencies and forward contracts, futures contracts and options on foreign
currencies and foreign currency futures contracts, the value of the assets of a
fund as measured in US dollars may be affected favorably or unfavorably by
changes in foreign currency exchange rates and exchange control regulations,
and a fund may incur costs and experience conversion difficulties and
uncertainties in connection with conversions between various currencies.
Fluctuations in exchange rates may also affect the earning power and asset
value of the foreign entity issuing the security.


The strength or weakness of the US dollar against these currencies is
responsible for part of a fund's investment performance. If the dollar falls in
value relative to the Japanese yen, for example, the dollar value of a Japanese
stock held in the portfolio will rise even though the price of the stock
remains unchanged. Conversely, if the dollar rises in value relative to the
yen, the dollar value of the Japanese stock will fall. Many foreign currencies
have experienced significant devaluation relative to the dollar.


Although a fund values its assets daily in terms of US dollars, it may not
convert its holdings of foreign currencies into US dollars on a daily basis.
Investors should be aware of the costs of currency conversion. Although foreign
exchange dealers do not charge a fee for conversion, they realize a profit
based on the difference (the spread) between the prices at which they are
buying and selling various currencies. Thus, a dealer may offer to sell a
foreign currency to a fund at one rate, while offering a lesser rate of
exchange should a fund desire to resell that currency to the dealer. A fund
will conduct its foreign currency exchange transactions either on a spot (i.e.,
cash) basis at the spot rate prevailing in the foreign currency exchange
market, or through entering into options or forward or futures contracts to
purchase or sell foreign currencies.


                                     II-101


FOREIGN INVESTMENT. Foreign securities are normally denominated and traded in
foreign currencies. As a result, the value of a fund's foreign investments and
the value of its shares may be affected favorably or unfavorably by changes in
currency exchange rates relative to the US dollar. There may be less
information publicly available about a foreign issuer than about a US issuer,
and foreign issuers may not be subject to accounting, auditing and financial
reporting standards and practices comparable to those in the US. The securities
of some foreign issuers are less liquid and at times more volatile than
securities of comparable US issuers. Foreign brokerage commissions and other
fees are also generally higher than in the US. Foreign settlement procedures
and trade regulations may involve certain risks (such as delay in payment or
delivery of securities or in the recovery of a fund's assets held abroad) and
expenses not present in the settlement of investments in US markets. Payment
for securities without delivery may be required in certain foreign markets.


In addition, foreign securities may be subject to the risk of nationalization
or expropriation of assets, imposition of currency exchange controls or
restrictions on the repatriation of foreign currency, confiscatory taxation,
political or financial instability and diplomatic developments which could
affect the value of a fund's investments in certain foreign countries.
Governments of many countries have exercised and continue to exercise
substantial influence over many aspects of the private sector through the
ownership or control of many companies, including some of the largest in these
countries. As a result, government actions in the future could have a
significant effect on economic conditions which may adversely affect prices of
certain portfolio securities. There is also generally less government
supervision and regulation of stock exchanges, brokers, and listed companies
than in the US. Dividends or interest on, or proceeds from the sale of, foreign
securities may be subject to foreign withholding taxes, and special US tax
considerations may apply (see Taxes). Moreover, foreign economies may differ
favorably or unfavorably from the US economy in such respects as growth of
gross national product, rate of inflation, capital reinvestment, resource
self-sufficiency and balance of payments position.


Legal remedies available to investors in certain foreign countries may be more
limited than those available with respect to investments in the US or in other
foreign countries. The laws of some foreign countries may limit a fund's
ability to invest in securities of certain issuers organized under the laws of
those foreign countries.


Many foreign countries are heavily dependent upon exports, particularly to
developed countries, and, accordingly, have been and may continue to be
adversely affected by trade barriers, managed adjustments in relative currency
values, and other protectionist measures imposed or negotiated by the US and
other countries with which they trade. These economies also have been and may
continue to be negatively impacted by economic conditions in the US and other
trading partners, which can lower the demand for goods produced in those
countries.


European investment. European financial markets have recently experienced
volatility and have been adversely affected by concerns about economic
downturns, credit rating downgrades, rising government debt level and possible
default on or restructuring of government debt in several European countries.
Most countries in Western Europe are members of the European Union (EU), which
faces major issues involving its membership, structure, procedures and
policies. European countries that are members of the Economic and Monetary
Union of the European Union ((EMU), comprised of the EU members that have
adopted the Euro currency) are subject to restrictions on inflation rates,
interest rates, deficits, and debt levels, as well as fiscal and monetary
controls. European countries are significantly affected by fiscal and monetary
controls implemented by the EMU, and it is possible that the timing and
substance of these controls may not address the needs of all EMU member
countries. In addition, the fiscal policies of a single member state can impact
and pose economic risks to the EU as a whole. Investing in Euro-denominated
securities also risks exposure to a currency that may not fully reflect the
strengths and weaknesses of the disparate economies that comprise Europe. There
is continued concern over member state-level support for the Euro, which could
lead to certain countries leaving the EMU, the implementation of currency
controls, or potentially the dissolution of the Euro. The dissolution of the
Euro would have significant negative effects on European financial markets.


In a referendum held on June 23, 2016, citizens of the United Kingdom voted to
leave the EU, creating economic, political and legal uncertainty. Consequently,
the United Kingdom government may, pursuant to the Treaty of Lisbon (the
Treaty), give notice of its withdrawal and enter into negotiations with the EU
Council to agree to terms for the United Kingdom's withdrawal from the EU. The
Treaty provides for a two-year negotiation period, which may be shortened or
extended by agreement of the parties. During, and possibly after, this period
there is likely to be considerable uncertainty


                                     II-102


as to the position of the United Kingdom and the arrangements that will apply
to its relationships with the EU and other countries following its anticipated
withdrawal. This uncertainty may affect other countries in the EU, or
elsewhere, if they are considered to be impacted by these events.


The United Kingdom has one of the largest economies in Europe, and member
countries of the EU are substantial trading partners of the United Kingdom. The
City of London's economy is dominated by financial services, some of which may
have to move outside of the United Kingdom post-referendum (e.g., currency
trading and international settlement). Under the referendum, banks may be
forced to move staff and comply with two separate sets of rules or lose
business to banks in Europe. Furthermore, the referendum creates the potential
for decreased trade, the possibility of capital outflows, devaluation of the
pound sterling, the cost of higher corporate bond spreads due to uncertainty,
and the risk that all the above could damage business and consumer spending as
well as foreign direct investment. As a result of the referendum, the British
economy and its currency may be negatively impacted by changes to its economic
and political relations with the EU.


The impact of the referendum in the near- and long-term is still unknown and
could have additional adverse effects on economies, financial markets and asset
valuations around the world.


Additionally, the manner in which the EU responded to the global recession and
sovereign debt issues raised questions about its ability to react quickly to
rising borrowing costs and a potential default by Greece and other countries on
their sovereign debt and also revealed a lack of cohesion in dealing with the
fiscal problems of member states. Many European countries continue to suffer
from high unemployment rates. Since 2010, several countries, including Greece,
Italy, Spain, Ireland and Portugal, agreed to at least one series of multi-year
bailout loans from the European Central Bank, International Monetary Fund, and
other institutions. To address budget deficits and public debt concerns, a
number of European countries have imposed strict austerity measures and
comprehensive financial and labor market reforms. In addition, social unrest,
including protests against the austerity measures and domestic terrorism, could
decrease tourism, lower consumer confidence, and otherwise impede financial
recovery in Europe.


Emerging markets. In general, the Advisor considers "emerging markets" to
include any country that is defined as an emerging market or developing economy
by The International Bank for Reconstruction and Development (the World Bank),
the International Finance Corporation or the United Nations or its authorities.
The risks described above, including the risks of nationalization or
expropriation of assets, typically are increased in connection with investments
in "emerging markets." For example, political and economic structures in these
countries may be in their infancy and developing rapidly, and such countries
may lack the social, political and economic stability characteristic of more
developed countries (including amplified risk of war and terrorism). Certain of
these countries have in the past failed to recognize private property rights
and have at times nationalized and expropriated the assets of private
companies. Investments in emerging markets may be considered speculative.


The currencies of certain emerging market countries have experienced
devaluations relative to the US dollar, and future devaluations may adversely
affect the value of assets denominated in such currencies. In addition,
currency hedging techniques may be unavailable in certain emerging market
countries. Many emerging market countries have experienced substantial, and in
some periods extremely high, rates of inflation or deflation for many years,
and future inflation may adversely affect the economies and securities markets
of such countries.


In addition, unanticipated political or social developments may affect the
value of investments in emerging markets and the availability of additional
investments in these markets. Any change in the leadership or politics of
emerging market countries, or the countries that exercise a significant
influence over those countries, may halt the expansion of or reverse the
liberalization of foreign investment policies now occurring and adversely
affect existing investment opportunities. The small size, limited trading
volume and relative inexperience of the securities markets in these countries
may make investments in securities traded in emerging markets illiquid and more
volatile than investments in securities traded in more developed countries. For
example, limited market size may cause prices to be unduly influenced by
traders who control large positions. In addition, a fund may be required to
establish special custodial or other arrangements before making investments in
securities traded in emerging markets. There may be little financial or
accounting information available with respect to issuers of emerging market
securities, and it may be difficult as a result to assess the value of
prospects of an investment in such securities.


                                     II-103


The risk also exists that an emergency situation may arise in one or more
emerging markets as a result of which trading of securities may cease or may be
substantially curtailed and prices for a fund's securities in such markets may
not be readily available. A fund may suspend redemption of its shares for any
period during which an emergency exists.


As a result of political and military actions undertaken by Russia, the US and
the EU have instituted sanctions against certain Russian officials and
companies. These sanctions and any additional sanctions or other
intergovernmental actions that may be undertaken against Russia in the future
may result in the devaluation of Russian currency, a downgrade in the country's
credit rating, and a decline in the value and liquidity of Russian securities.
Such actions could result in a freeze of Russian securities, impairing the
ability of a fund to buy, sell, receive, or deliver those securities.
Retaliatory action by the Russian government could involve the seizure of US
and/or European residents' assets, and any such actions are likely to impair
the value and liquidity of such assets. Any or all of these potential results
could have an adverse/recessionary effect on Russia's economy. All of these
factors could have a negative effect on the performance of funds that have
significant exposure to Russia.


Frontier market countries. Frontier market countries generally have smaller
economies and less developed capital markets than traditional emerging or
developing markets, and, as a result, the risks of investing in emerging or
developing market countries are magnified in frontier market countries. The
economies of frontier market countries are less correlated to global economic
cycles than those of their more developed counterparts and their markets have
low trading volumes and the potential for extreme price volatility and
illiquidity. This volatility may be further heightened by the actions of a few
major investors. For example, a substantial increase or decrease in cash flows
of mutual funds investing in these markets could significantly affect local
stock prices and, therefore, the price of fund shares. These factors make
investing in frontier market countries significantly riskier than in other
countries and any one of them could cause the price of a fund's shares to
decline.


Governments of many frontier market countries in which a fund may invest may
exercise substantial influence over many aspects of the private sector. In some
cases, the governments of such frontier market countries may own or control
certain companies. Accordingly, government actions could have a significant
effect on economic conditions in a frontier market country and on market
conditions, prices and yields of securities in a fund's portfolio. Moreover,
the economies of frontier market countries may be heavily dependent upon
international trade and, accordingly, have been and may continue to be,
adversely affected by trade barriers, exchange controls, managed adjustments in
relative currency values and other protectionist measures imposed or negotiated
by the countries with which they trade. These economies also have been and may
continue to be adversely affected by economic conditions in the countries with
which they trade.


Investment in equity securities of issuers operating in certain frontier market
countries may be restricted or controlled to varying degrees. These
restrictions or controls may at times limit or preclude foreign investment in
equity securities of issuers operating in certain frontier market countries and
increase the costs and expenses of a fund. Certain frontier market countries
require governmental approval prior to investments by foreign persons, limit
the amount of investment by foreign persons in a particular issuer, limit the
investment by foreign persons only to a specific class of securities of an
issuer that may have less advantageous rights than the classes available for
purchase by domiciliaries of the countries and/or impose additional taxes on
foreign investors. Certain frontier market countries may also restrict
investment opportunities in issuers in industries deemed important to national
interests.


Frontier market countries may require governmental approval for the
repatriation of investment income, capital or the proceeds of sales of
securities by foreign investors, such as a fund. In addition, if deterioration
occurs in a frontier market country's balance of payments, the country could
impose temporary restrictions on foreign capital remittances. A fund could be
adversely affected by delays in, or a refusal to grant, any required
governmental approval for repatriation of capital, as well as by the
application to a fund of any restrictions on investments. Investing in local
markets in frontier market countries may require a fund to adopt special
procedures, seek local government approvals or take other actions, each of
which may involve additional costs to a fund.


                                     II-104


There may be no centralized securities exchange on which securities are traded
in frontier market countries. Also, securities laws in many frontier market
countries are relatively new and unsettled. Therefore, laws regarding foreign
investment in frontier market securities, securities regulation, title to
securities, and shareholder rights may change quickly and unpredictably.


The frontier market countries in which a fund invests may become subject to
sanctions or embargoes imposed by the US government and the United Nations. The
value of the securities issued by companies that operate in, or have dealings
with these countries may be negatively impacted by any such sanction or embargo
and may reduce a fund's returns.


Banks in frontier market countries used to hold a fund's securities and other
assets in that country may lack the same operating experience as banks in
developed markets. In addition, in certain countries there may be legal
restrictions or limitations on the ability of a fund to recover assets held by
a foreign bank in the event of the bankruptcy of the bank. Settlement systems
in frontier markets may be less well organized than in the developed markets.
As a result, there is greater risk than in developed countries that settlements
will take longer and that cash or securities of a fund may be in jeopardy
because of failures of or defects in the settlement systems.


Certain of the foregoing risks may also apply to some extent to securities of
US issuers that are denominated in foreign currencies or that are traded in
foreign markets, or securities of US issuers having significant foreign
operations.


Supranational Entities. Supranational entities are international organizations
designated or supported by governmental entities to promote economic
reconstruction or development and international banking institutions and
related government agencies. Examples include the International Bank for
Reconstruction and Development (the World Bank), The Asian Development Bank and
the InterAmerican Development Bank. Obligations of supranational entities are
backed by the guarantee of one or more foreign governmental parties which
sponsor the entity.


FUNDING AGREEMENTS. Funding agreements are contracts issued by insurance
companies that provide investors the right to receive a variable rate of
interest and the full return of principal at maturity. Funding agreements also
include a put option that allows a fund to terminate the agreement at a
specified time prior to maturity. Funding agreements generally offer a higher
yield than other variable securities with similar credit ratings. The primary
risk of a funding agreement is the credit quality of the insurance company that
issues it.


GOLD OR PRECIOUS METALS. Gold and other precious metals held by or on behalf of
a fund may be held on either an allocated or an unallocated basis inside or
outside the US. Placing gold or precious metals in an allocated custody account
gives a fund a direct interest in specified gold bars or precious metals,
whereas an unallocated deposit does not and instead gives a fund a right only
to compel the counterparty to deliver a specific amount of gold or precious
metals, as applicable. Consequently, a fund could experience a loss if the
counterparty to an unallocated depository arrangement becomes bankrupt or fails
to deliver the gold or precious metals as requested. An allocated gold or
precious metals custody account also involves the risk that the gold or
precious metals will be stolen or damaged while in transit. Both allocated and
unallocated arrangements require a fund as seller to deliver, either by book
entry or physically, the gold or precious metals sold in advance of the receipt
of payment. These custody risks would apply to a wholly-owned subsidiary of a
fund to the extent the subsidiary holds gold or precious metals.


In addition, in order to qualify for the special tax treatment accorded
regulated investment companies and their shareholders, a fund must, among other
things, derive at least 90% of its income from certain specified sources
(qualifying income). Capital gains from the sale of gold or other precious
metals will not constitute qualifying income. As a result, a fund may not be
able to sell or otherwise dispose of all or a portion of its gold or precious
metal holdings without realizing significant adverse tax consequences,
including paying a tax at the fund level, or the failure to qualify as a
regulated investment company under Subchapter M of the Code. Rather than incur
those tax consequences, a fund may choose to hold some amount of gold or
precious metal that it would otherwise sell.


GREENFIELD PROJECTS. Greenfield projects are energy-related projects built by
private joint ventures formed by energy companies. Greenfield projects may
include the creation of a new pipeline, processing plant or storage facility or
other energy infrastructure asset that is integrated with the company's
existing assets. A fund may invest in the equity of


                                     II-105


greenfield projects and also may invest in the secured debt of greenfield
projects. However, an investment also may be structured as pay-in-kind
securities with minimal or no cash interest or dividends until construction is
completed, at which time interest payments or dividends would be paid in cash.
This leverages the organizational and operating expertise of large, publicly
traded companies and provides a fund with the opportunity to earn higher
returns. Greenfield projects involve less investment risk than typical private
equity financing arrangements. The primary risk involved with greenfield
projects is execution risk or construction risk. Changing project requirements,
elevated costs for labor and materials, and unexpected construction hurdles all
can increase construction costs. Financing risk exists should changes in
construction costs or financial markets occur. Regulatory risk exists should
changes in regulation occur during construction or the necessary permits are
not secured prior to beginning construction.



HIGH YIELD FIXED INCOME SECURITIES - JUNK BONDS. A fund may purchase debt
securities which are rated below investment-grade (junk bonds), that is, rated
below the fourth highest credit rating category by Moody's, S&P or Fitch, or
unrated securities judged to be of equivalent quality as determined by the
Advisor.


These securities usually entail greater risk (including the possibility of
default or bankruptcy of the issuers of such securities), generally involve
greater volatility of price and risk to principal and income, and may be less
liquid, than securities in the higher rating categories. The lower the ratings
of such debt securities, the more their risks render them like equity
securities. Securities rated D may be in default with respect to payment of
principal or interest. Investments in high yield securities are described as
"speculative" by ratings agencies. Securities ranked in the lowest investment
grade category may also be considered speculative by certain ratings agencies.
See "Ratings of Investments" in this SAI for a more complete description of the
ratings assigned by ratings organizations and their respective characteristics.



Issuers of such high yielding securities often are highly leveraged and may not
have available to them more traditional methods of financing. Therefore, the
risk associated with acquiring the securities of such issuers generally is
greater than is the case with higher rated securities. For example, during an
economic downturn or a sustained period of rising interest rates, highly
leveraged issuers of high yield securities may experience financial stress.
During such periods, such issuers may not have sufficient revenues to meet
their interest payment obligations. The issuer's ability to service its debt
obligations may also be adversely affected by specific corporate developments,
or the issuer's inability to meet specific projected business forecasts, or the
unavailability of additional financing. The risk of loss from default by the
issuer is significantly greater for the holders of high yield securities
because such securities are generally unsecured and are often subordinated to
other creditors of the issuer. Prices and yields of high yield securities will
fluctuate over time and, during periods of economic uncertainty, volatility of
high yield securities may adversely affect a fund's net asset value. In
addition, investments in high yield zero coupon or pay-in-kind bonds, rather
than income-bearing high yield securities, may be more speculative and may be
subject to greater fluctuations in value due to changes in interest rates.


A fund may have difficulty disposing of certain high yield securities because
they may have a thin trading market. Because not all dealers maintain markets
in all high yield securities, a fund anticipates that such securities could be
sold only to a limited number of dealers or institutional investors. The lack
of a liquid secondary market may have an adverse effect on the market price and
a fund's ability to dispose of particular issues and may also make it more
difficult for a fund to obtain accurate market quotations for purposes of
valuing a fund's assets. Market quotations generally are available on many high
yield issues only from a limited number of dealers and may not necessarily
represent firm bids of such dealers or prices for actual sales. Adverse
publicity and investor perceptions may decrease the values and liquidity of
high yield securities. These securities may also involve special registration
responsibilities, liabilities and costs, and liquidity and valuation
difficulties. Even though such securities do not pay current interest in cash,
a fund nonetheless is required to accrue interest income on these investments
and to distribute the interest income on a current basis. Thus, a fund could be
required at times to liquidate other investments in order to satisfy its
distribution requirements.


Credit quality in the high-yield securities market can change suddenly and
unexpectedly, and even recently issued credit ratings may not fully reflect the
actual risks posed by a particular high-yield security.


                                     II-106


Prices for below investment-grade securities may be affected by legislative and
regulatory developments. Also, Congress has from time to time considered
legislation which would restrict or eliminate the corporate tax deduction for
interest payments on these securities and regulate corporate restructurings.
Such legislation may significantly depress the prices of outstanding securities
of this type.


ILLIQUID SECURITIES. Historically, illiquid securities have included securities
subject to contractual or legal restrictions on resale because they have not
been registered under the 1933 Act, securities which are otherwise not readily
marketable and repurchase agreements having a maturity of longer than seven
days. Securities which have not been registered under the 1933 Act are referred
to as private placements or restricted securities and are purchased directly
from the issuer or in the secondary market. Non-publicly traded securities
(including Rule 144A Securities) may involve a high degree of business and
financial risk and may result in substantial losses. These securities may be
less liquid than publicly traded securities, and it may take longer to
liquidate these positions than would be the case for publicly traded
securities. Companies whose securities are not publicly traded may not be
subject to the disclosure and other investor protection requirements applicable
to companies whose securities are publicly traded. Certain securities may be
deemed to be illiquid as a result of the Advisor's receipt from time to time of
material, non-public information about an issuer, which may limit the Advisor's
ability to trade such securities for the account of any of its clients,
including a fund. In some instances, these trading restrictions could continue
in effect for a substantial period of time. Limitations on resale may have an
adverse effect on the marketability of portfolio securities and a mutual fund
might be unable to dispose of restricted or other illiquid securities promptly
or at reasonable prices and might thereby experience difficulty satisfying
redemptions within seven days. An investment in illiquid securities is subject
to the risk that should a fund desire to sell any of these securities when a
ready buyer is not available at a price that is deemed to be representative of
their value, the value of a fund's net assets could be adversely affected.


Mutual funds do not typically hold a significant amount of these restricted or
other illiquid securities because of the potential for delays on resale and
uncertainty in valuation. A mutual fund might also have to register such
restricted securities in order to dispose of them, resulting in additional
expense and delay. A fund selling its securities in a registered offering may
be deemed to be an "underwriter" for purposes of Section 11 of the 1933 Act. In
such event, a fund may be liable to purchasers of the securities under Section
11 if the registration statement prepared by the issuer, or the prospectus
forming a part of it, is materially inaccurate or misleading, although a fund
may have a due diligence defense. Adverse market conditions could impede such a
public offering of securities.


A large institutional market has developed for certain securities that are not
registered under the 1933 Act, including repurchase agreements, commercial
paper, non-US securities, municipal securities and corporate bonds and notes.
Institutional investors depend on an efficient institutional market in which
the unregistered security can be readily resold or on an issuer's ability to
honor a demand for repayment. The fact that there are contractual or legal
restrictions on resale of such investments to the general public or to certain
institutions may not be indicative of their liquidity.


The SEC has adopted Rule 144A, which allows a broader institutional trading
market for securities otherwise subject to restriction on their resale to the
general public. Rule 144A establishes a "safe harbor" from the registration
requirements of the 1933 Act for resales of certain securities to qualified
institutional buyers.


An investment in Rule 144A Securities will be considered illiquid and therefore
subject to a fund's limit on the purchase of illiquid securities unless a
fund's Board or its delegates determines that the Rule 144A Securities are
liquid. In reaching liquidity decisions, a fund's Board and its delegates may
consider, inter alia, the following factors: (i) the unregistered nature of the
security; (ii) the frequency of trades and quotes for the security; (iii) the
number of dealers wishing to purchase or sell the security and the number of
other potential purchasers; (iv) dealer undertakings to make a market in the
security; and (v) the nature of the security and the nature of the marketplace
trades (e.g., the time needed to dispose of the security, the method of
soliciting offers and the mechanics of the transfer).


Investing in Rule 144A Securities could have the effect of increasing the level
of illiquidity in a fund to the extent that qualified institutional buyers are
unavailable or uninterested in purchasing such securities from a fund. A fund's
Board has adopted guidelines and delegated to the Advisor the daily function of
determining and monitoring the liquidity of Rule 144A Securities, although a
fund's Board will retain ultimate responsibility for any liquidity
determinations.


                                     II-107


IMPACT OF LARGE REDEMPTIONS AND PURCHASES OF FUND SHARES. From time to time,
shareholders of a fund (which may include affiliated and/or non-affiliated
registered investment companies that invest in a fund) may make relatively
large redemptions or purchases of fund shares. These transactions may cause a
fund to have to sell securities or invest additional cash, as the case may be.
While it is impossible to predict the overall impact of these transactions over
time, there could be adverse effects on a fund's performance to the extent that
a fund may be required to sell securities or invest cash at times when it would
not otherwise do so. These transactions could also accelerate the realization
of taxable income if sales of securities resulted in capital gains or other
income and could also increase transaction costs, which may impact a fund's
expense ratio and adversely affect a fund's performance.


INCOME TRUSTS. A fund may invest in income trusts, including business trusts
and oil royalty trusts. Income trusts are operating businesses that have been
put into a trust. They pay out the bulk of their free cash flow to unitholders.
The businesses that are sold into these trusts are usually mature and stable
income-producing companies that lend themselves to fixed (monthly or quarterly)
distributions. These trusts are regarded as equity investments with
fixed-income attributes or high-yield debt with no fixed maturity date. These
trusts typically offer regular income payments and a significant premium yield
compared to other types of fixed income investments.


Business Trusts. A business trust is an income trust where the principal
business of the underlying corporation or other entity is in the manufacturing,
service or general industrial sectors. Each business represented is typically
characterized by long-life assets or businesses that have exhibited a high
degree of stability. Investments in business trusts are subject to various
risks, including risks related to the underlying operating companies controlled
by such trusts. These risks may include lack of or limited operating histories
and increased susceptibility to interest-rate risks.


Oil Royalty Trusts. A royalty trust typically controls an operating company
which purchases oil and gas properties using the trust's capital. The royalty
trust then receives royalties and/or interest payments from its operating
company and distributes them as income to its unitholders. Units of the royalty
trust represent an economic interest in the underlying assets of the trust.


A fund may invest in oil royalty trusts that are traded on stock exchanges. Oil
royalty trusts are income trusts that own or control oil and gas operating
companies. Oil royalty trusts pay out substantially all of the cash flow they
receive from the production and sale of underlying crude oil and natural gas
reserves to unitholders in the form of monthly dividends (distributions). As a
result of distributing the bulk of their cash flow to unitholders, royalty
trusts are effectively precluded from internally originating new oil and gas
prospects. Therefore, these royalty trusts typically grow through acquisition
of producing companies or those with proven reserves of oil and gas, funded
through the issuance of additional equity or, where the trust is able,
additional debt. Consequently, oil royalty trusts are considered less exposed
to the uncertainties faced by a traditional exploration and production
corporation. However, they are still exposed to commodity risk and reserve
risk, as well as operating risk.


The operations and financial condition of oil royalty trusts, and the amount of
distributions or dividends paid on their securities, is dependent on oil
prices. Prices for commodities vary and are determined by supply and demand
factors, including weather and general economic and political conditions. A
decline in oil prices could have a substantial adverse effect on the operations
and financial conditions of the trusts. Such trusts are also subject to the
risk of an adverse change in the regulations of the natural resource industry
and other operational risks relating to the energy sector. In addition, the
underlying operating companies held or controlled by the trusts are usually
involved in oil exploration; however, such companies may not be successful in
holding, discovering, or exploiting adequate commercial quantities of oil, the
failure of which will adversely affect their values. Even if successful, oil
and gas prices have fluctuated widely during the most recent years and may
continue to do so in the future. The combination of global demand growth and
depleting reserves, together with current geopolitical instability, will likely
continue to support strong crude oil prices over the long term. However, there
is no guarantee that these prices will not decline. Declining crude oil prices
may cause a fund to incur losses on its investments. In addition, the demand in
and supply to the developing markets could be affected by other factors such as
restrictions on imports, increased taxation, and creation of government
monopolies, as well as social, economic and political uncertainty and
instability. Furthermore, there is no guarantee that non-conventional sources
of natural gas will not be discovered which would adversely affect the oil
industry.


                                     II-108


Moreover, as the underlying oil and gas reserves are produced, the remaining
reserves attributable to the royalty trust are depleted. The ability of a
royalty trust to replace reserves is therefore fundamental to its ability to
maintain distribution levels and unit prices over time. Certain royalty trusts
have demonstrated consistent positive reserve growth year-over-year and, as
such, certain royalty trusts have been successful to date in this respect and
are thus currently trading at unit prices significantly higher than those of
five or ten years ago. Oil royalty trusts manage reserve depletion through
reserve additions resulting from internal capital development activities and
through acquisitions. When a fund invests in foreign oil royalty trusts, it
will also be subject to foreign securities risks.


INDEXED SECURITIES. A fund may invest in indexed securities, the value of which
is linked to currencies, interest rates, commodities, indices or other
financial indicators (reference instruments). Most indexed securities have
maturities of three years or less.


Indexed securities differ from other types of debt securities in which a fund
may invest in several respects. First, the interest rate or, unlike other debt
securities, the principal amount payable at maturity of an indexed security may
vary based on changes in one or more specified reference instruments, such as
an interest rate compared with a fixed interest rate or the currency exchange
rates between two currencies (neither of which need be the currency in which
the instrument is denominated). The reference instrument need not be related to
the terms of the indexed security. For example, the principal amount of a US
dollar denominated indexed security may vary based on the exchange rate of two
foreign currencies. An indexed security may be positively or negatively
indexed; that is, its value may increase or decrease if the value of the
reference instrument increases. Further, the change in the principal amount
payable or the interest rate of an indexed security may be a multiple of the
percentage change (positive or negative) in the value of the underlying
reference instrument(s).


Investment in indexed securities involves certain risks. In addition to the
credit risk of the security's issuer and the normal risks of price changes in
response to changes in interest rates, the principal amount of indexed
securities may decrease as a result of changes in the value of reference
instruments. Further, in the case of certain indexed securities in which the
interest rate is linked to a reference instrument, the interest rate may be
reduced to zero, and any further declines in the value of the security may then
reduce the principal amount payable on maturity. Also, indexed securities may
be more volatile than the reference instruments underlying the indexed
securities. Finally, a fund's investments in certain indexed securities may
generate taxable income in excess of the interest paid on the securities to a
fund, which may cause a fund to sell investments to obtain cash to make income
distributions (including at a time when it may not be advantageous to do so).


INDUSTRIAL DEVELOPMENT AND POLLUTION CONTROL BONDS. Industrial Development and
Pollution Control Bonds (which are types of private activity bonds), although
nominally issued by municipal authorities, are generally not secured by the
taxing power of the municipality, but are secured by the revenues of the
authority derived from payments by the industrial user. Consequently, the
credit quality of these securities depends upon the ability of the user of the
facilities financed by the bonds and any guarantor to meet its financial
obligations. Under federal tax legislation, certain types of Industrial
Development Bonds and Pollution Control Bonds may no longer be issued on a
tax-exempt basis, although previously issued bonds of these types and certain
refundings of such bonds are not affected.


INFLATION-INDEXED BONDS. A fund may purchase inflation-indexed securities
issued by the US Treasury, US government agencies and instrumentalities other
than the US Treasury, and entities other than the US Treasury or US government
agencies and instrumentalities.


Inflation-indexed bonds are fixed income securities or other instruments whose
principal value is periodically adjusted according to the rate of inflation.
Two structures are common. The US Treasury and some other issuers use a
structure that accrues inflation on either a current or lagged basis into the
principal value of the bond. Most other issuers pay out the Consumer Price
Index accruals as part of a semi-annual coupon.


Inflation-indexed securities issued by the US Treasury have maturities of
approximately five, ten or twenty years, although it is possible that
securities with other maturities will be issued in the future. The US Treasury
securities pay interest on a semi-annual basis, equal to a fixed percentage of
the inflation-adjusted principal amount. For example, if a fund purchased an
inflation-indexed bond with a par value of $1,000 and a 3% real rate of return
coupon (payable 1.5%


                                     II-109


semi-annually), and the rate of inflation over the first six months was 1%, the
mid-year par value of the bond would be $1,010 and the first semi-annual
interest payment would be $15.15 ($1,010 times 1.5%). If the rate of inflation
during the second half of the year resulted in the whole year's inflation
equaling 3%, the end of year par value of the bond would be $1,030 and the
second semi-annual interest payment would be $15.45 ($1,030 times 1.5%).


If the periodic adjustment rate measuring inflation falls, the principal value
of inflation-indexed bonds will be adjusted downward, and, consequently, the
interest payable on these securities (calculated with respect to a smaller
principal amount) will be reduced. Repayment of the original bond principal on
maturity (as adjusted for inflation) is guaranteed in the case of US Treasury
inflation-indexed bonds, even during a period of deflation, although the
inflation-adjusted principal received could be less than the inflation-adjusted
principal that had accrued to the bond at the time of purchase. However, the
current market value of the bonds is not guaranteed and will fluctuate. A fund
may also invest in other inflation related bonds that may or may not provide a
similar guarantee. If a guarantee of principal is not provided, the adjusted
principal value of the bond repaid at maturity may be less than the original
principal. In addition, if a fund purchases inflation-indexed bonds offered by
foreign issuers, the rate of inflation measured by the foreign inflation index
may not be correlated to the rate of inflation in the US.


The value of inflation-indexed bonds is expected to change in response to
changes in real interest rates. Real interest rates, in turn, are tied to the
relationship between nominal interest rates and the rate of inflation.
Therefore, if the rate of inflation rises at a faster rate than nominal
interest rates, real interest rates might decline, leading to an increase in
value of inflation-indexed bonds. In contrast, if nominal interest rates
increased at a faster rate than inflation, real interest rates might rise,
leading to a decrease in value of inflation-indexed bonds. There can be no
assurance, however, that the value of inflation-indexed bonds will be directly
correlated to changes in interest rates. In the event of sustained deflation,
it is possible that the amount of semiannual interest payments, the
inflation-adjusted principal of the security and the value of the stripped
components, will decrease. If any of these possibilities are realized, a fund's
net asset value could be negatively affected.


While these securities are expected to provide protection from long-term
inflationary trends, short-term increases in inflation may lead to a decline in
value. If interest rates rise due to reasons other than inflation (for example,
due to changes in currency exchange rates), investors in these securities may
not be protected to the extent that the increase is not reflected in the bond's
inflation measure.


The periodic adjustment of US inflation-indexed bonds is generally linked to
the Consumer Price Index for Urban Consumers (CPI-U), which is calculated
monthly by the US Bureau of Labor Statistics. The CPI-U is a measurement of
changes in the cost of living, made up of components such as housing, food,
transportation and energy. Inflation-indexed bonds issued by a foreign
government are generally adjusted to reflect a comparable inflation index
calculated by the applicable government. There can be no assurance that the
CPI-U or any foreign inflation index will accurately measure the real rate of
inflation in the prices of goods and services. Moreover, there can be no
assurance that the rate of inflation in a foreign country will be correlated to
the rate of inflation in the US. Finally, income distributions of a fund are
likely to fluctuate more than those of a conventional bond fund.


The taxation of inflation-indexed US Treasury securities is similar to the
taxation of conventional bonds. Both interest payments and the difference
between original principal and the inflation-adjusted principal will be treated
as interest income subject to taxation. Interest payments are taxable when
received or accrued. The inflation adjustment to the principal is subject to
tax in the year the adjustment is made, not at maturity of the security when
the cash from the repayment of principal is received. If an upward adjustment
has been made (which typically should happen), investors in non-tax-deferred
accounts will pay taxes on this amount currently. Decreases in the indexed
principal can be deducted only from current or previous interest payments
reported as income.


Inflation-indexed US Treasury securities therefore have a potential cash flow
mismatch to an investor, because investors must pay taxes on the
inflation-adjusted principal before the repayment of principal is received. It
is possible that, particularly for high income tax bracket investors,
inflation-indexed US Treasury securities would not generate enough income in a
given year to cover the tax liability they could create. This is similar to the
current tax treatment for zero-coupon bonds and other discount securities. If
inflation-indexed US Treasury securities are sold prior to maturity, capital
losses or gains are realized in the same manner as traditional bonds.


                                     II-110


Inflation-indexed securities are designed to offer a return linked to
inflation, thereby protecting future purchasing power of the money invested in
them. However, inflation-indexed securities provide this protected return only
if held to maturity. In addition, inflation-indexed securities may not trade at
par value. Real interest rates (the market rate of interest less the
anticipated rate of inflation) change over time as a result of many factors,
such as what investors are demanding as a true value for money. When real rates
do change, inflation-indexed securities prices will be more sensitive to these
changes than conventional bonds, because these securities were sold originally
based upon a real interest rate that is no longer prevailing. Should market
expectations for real interest rates rise, the price of inflation-indexed
securities held by a fund may fall, resulting in a decrease in the share price
of a fund.


INTEREST RATE STRATEGIES. In addition to a fund's main investment strategy,
certain funds seek to enhance returns by employing a rules-based methodology to
identify interest rate trends across developed markets using derivatives
(contracts whose value are based on, for example, indices, currencies or
securities), in particular buying and selling interest rate futures contracts.
The success of the interest rate futures strategies depends, in part, on the
effectiveness and implementation of the Advisor's proprietary models. If the
Advisor's analysis proves to be incorrect, losses to a fund may be significant,
possibly exceeding the amounts invested in the interest rate futures contracts.
The risk of loss is heightened during periods of rapid increases in interest
rates.


INTERFUND BORROWING AND LENDING PROGRAM. The Deutsche funds have received
exemptive relief from the SEC, which permits the funds to participate in an
interfund lending program. The interfund lending program allows the
participating funds to borrow money from and loan money to each other for
temporary or emergency purposes. The program is subject to a number of
conditions designed to ensure fair and equitable treatment of all participating
funds, including the following: (1) no fund may borrow money through the
program unless it receives a more favorable interest rate than a rate
approximating the lowest interest rate at which bank loans would be available
to any of the participating funds under a loan agreement; and (2) no fund may
lend money through the program unless it receives a more favorable return than
that available from an investment in repurchase agreements and, to the extent
applicable, money market cash sweep arrangements. In addition, a fund may
participate in the program only if and to the extent that such participation is
consistent with a fund's investment objectives and policies (for instance,
money market funds would normally participate only as lenders and tax exempt
funds only as borrowers). Interfund loans and borrowings have a maximum
duration of seven days. Loans may be called on one day's notice. A fund may
have to borrow from a bank at a higher interest rate if an interfund loan is
called or not renewed. Any delay in repayment to a lending fund could result in
a lost investment opportunity or additional costs. The program is subject to
the oversight and periodic review of the Board.


INVERSE FLOATERS. A fund may invest in inverse floaters. Inverse floaters are
debt instruments with a floating rate of interest that bears an inverse
relationship to changes in short-term market interest rates. Investments in
this type of security involve special risks as compared to investments in, for
example, a fixed rate municipal security. The debt instrument in which a fund
invests may be a tender option bond trust (the trust), which can be established
by a fund, a financial institution or a broker, consisting of underlying
municipal obligations with intermediate to long maturities and a fixed interest
rate. Other investors in the trust usually consist of money market fund
investors receiving weekly floating interest rate payments who have put options
with the financial institutions. A fund may enter into shortfall and
forbearance agreements by which a fund agrees to reimburse the trust, in
certain circumstances, for the difference between the liquidation value of the
fixed rate municipal security held by the trust and the liquidation value of
the floating rate notes. A fund could lose money and its NAV could decline as a
result of investments in inverse floaters if movements in interest rates are
incorrectly anticipated. Moreover, the markets for inverse floaters may be less
developed and may have less liquidity than the markets for more traditional
municipal securities, especially during periods of instability in the credit
markets. An inverse floater may exhibit greater price volatility than a
fixed-rate obligation of similar credit quality. When a fund holds inverse
floating rate securities, an increase in market interest rates will adversely
affect the income received from such securities and the net asset value of a
fund's shares.


INVESTMENT COMPANIES AND OTHER POOLED INVESTMENT VEHICLES. A fund may acquire
securities of other registered investment companies and other pooled investment
vehicles (collectively, investment funds) to the extent that such investments
are consistent with its investment objective, policies, strategies and
restrictions and the limitations of the 1940 Act. A money market fund that is
operated in accordance with Rule 2a-7 under the 1940 Act may acquire shares of
other money market mutual funds to the extent consistent with its investment
policies and restrictions set


                                     II-111


forth in its prospectus. Investment funds may include mutual funds, closed-end
funds, exchange-traded funds (ETFs) and hedge funds (including investment funds
managed by the Advisor and its affiliates). A fund will indirectly bear its
proportionate share of any management fees and other expenses paid by such
other investment funds.


Because a fund may acquire securities of funds managed by the Advisor or an
affiliate of the Advisor, the Advisor may have a conflict of interest in
selecting funds. The Advisor considers such conflicts of interest as part of
its investment process and has established practices designed to minimize such
conflicts. The Advisor, any subadvisor and any affiliates of the Advisor, as
applicable, earn fees at varying rates for providing services to underlying
Deutsche funds. The Advisor and any subadvisor may, therefore, have a conflict
of interest in selecting underlying Deutsche funds and in determining whether
to invest in an unaffiliated fund from which they will not receive any fees.
However, the Advisor and any subadvisor to a fund will select investments that
it believes are appropriate to meet the fund's investment objectives.


ETFs and closed-end funds trade on a securities exchange and their shares may
trade at a premium or discount to their net asset value. A fund will incur
brokerage costs when it buys and sells shares of ETFs and closed-end funds.
ETFs that seek to track the composition and performance of a specific index may
not replicate exactly the performance of their specified index because of
trading costs and operating expenses incurred by the ETF. At times, there may
not be an active trading market for shares of some ETFs and closed-end funds
and trading of ETF and closed-end fund shares may be halted or delisted by the
listing exchange.


To the extent consistent with its investment objective, policies, strategies
and restrictions, a fund may invest in commodity-related ETFs. Certain
commodity-related ETFs may not be registered as investment companies under the
1940 Act and shareholders of such commodity-related ETFs, including the
investing Deutsche fund, will not have the regulatory protections provided to
investors in registered investment companies. Commodity-related ETFs may invest
in commodities directly (such as purchasing gold) or they may seek to track a
commodities index by investing in commodity-linked derivative instruments.
Commodity-related ETFs are subject to the risks associated with the commodities
or commodity-linked derivative instruments in which they invest. A fund's
ability to invest in commodity-related ETFs may be limited by its intention to
qualify as a regulated investment company under the Internal Revenue Code. In
addition, under recent amendments to rules of the Commodity Futures Trading
Commission (CFTC), a fund's investment in commodity-related ETFs may subject
the fund and/or the Advisor to certain registration, disclosure and reporting
requirements of the CFTC. The Advisor will monitor a fund's use of
commodity-related ETFs to determine whether the fund and/or the Advisor will
need to comply with CFTC rules.


To the extent consistent with its investment objective, policies, strategies
and restrictions, a fund may seek exposure to alternative asset classes or
strategies through investment in private funds, including hedge funds. A fund
may substitute derivative instruments, including warrants and swaps, whose
values are tied to the value of underlying hedge funds in lieu of a direct
investment in hedge funds. A derivative instrument whose value is tied to one
or more hedge funds or hedge fund indices will be subject to the market and
other risks associated with the underlying assets held by the hedge fund. Hedge
funds are not subject to the provisions of the 1940 Act or the reporting
requirements of the Securities Exchange Act of 1934, as amended, and their
advisors may not be subject to the Investment Advisers Act of 1940, as amended.
Investments in hedge funds are illiquid and may be less transparent than an
investment in a registered investment company. There are no market quotes for
securities of hedge funds and hedge funds generally value their interests no
more frequently than monthly or quarterly, in some cases. An investment in a
derivative instrument based on a hedge fund may be subject to some or all of
the structural risks associated with a direct investment in a hedge fund.



INVESTMENT-GRADE BONDS. A fund may purchase "investment-grade" bonds, which are
those rated within the top four credit ratings categories by Moody's, S&P, or
Fitch, or, if unrated, judged to be of equivalent quality as determined by the
Advisor. Moody's considers bonds it rates Baa to have speculative elements as
well as investment-grade characteristics. To the extent that a fund invests in
higher-grade securities, a fund will not be able to avail itself of
opportunities for higher income which may be available at lower grades.



                                     II-112


IPO RISK. Securities issued through an initial public offering (IPO) can
experience an immediate drop in value if the demand for the securities does not
continue to support the offering price. Information about the issuers of IPO
securities is also difficult to acquire since they are new to the market and
may not have lengthy operating histories. A fund may engage in short-term
trading in connection with its IPO investments, which could produce higher
trading costs and adverse tax consequences.


LENDING OF PORTFOLIO SECURITIES. To generate additional income, a fund may lend
a percentage of its investment securities to approved institutional borrowers
who need to borrow securities in order to complete certain transactions, such
as covering short sales, avoiding failures to deliver securities or completing
arbitrage operations, in exchange for collateral in the form of cash or US
government securities. By lending its investment securities, a fund attempts to
increase its net investment income through the receipt of interest on the loan.
Any gain or loss in the market price of the securities loaned that might occur
during the term of the loan would belong to a fund. A fund may lend its
investment securities so long as the terms, structure and the aggregate amount
of such loans are not inconsistent with the 1940 Act or the rules and
regulations or interpretations of the SEC thereunder, which currently require
that: (a) the borrower pledge and maintain with a fund collateral consisting of
liquid, unencumbered assets having a value at all times not less than 100% of
the value of the securities loaned; (b) the borrower add to such collateral
whenever the price of the securities loaned rises or the value of non-cash
collateral declines (i.e., the borrower "marks to the market" on a daily
basis); (c) the loan be made subject to termination by a fund at any time; and
(d) a fund receives a reasonable return on the loan (consisting of the return
achieved on investment of the cash collateral, less the rebate owed to
borrowers, plus distributions on the loaned securities and any increase in
their market value).


A fund may pay reasonable fees in connection with loaned securities, pursuant
to written contracts, including fees paid to a fund's custodian and fees paid
to a securities lending agent, including a securities lending agent that is an
affiliate of the Advisor. Voting rights may pass with the loaned securities,
but if an event occurs that the Advisor determines to be a material event
affecting an investment on loan, the loan must be called and the securities
voted. Pursuant to an exemptive order granted by the SEC, cash collateral
received by a fund may be invested in a money market fund managed by the
Advisor (or one of its affiliates).


A fund is subject to all investment risks associated with the reinvestment of
any cash collateral received, including, but not limited to, interest rate,
credit and liquidity risk associated with such investments. To the extent the
value or return of a fund's investments of the cash collateral declines below
the amount owed to a borrower, a fund may incur losses that exceed the amount
it earned on lending the security. If the borrower defaults on its obligation
to return securities lent because of insolvency or other reasons, a fund could
experience delays and costs in recovering the securities lent or gaining access
to collateral. If a fund is not able to recover securities lent, a fund may
sell the collateral and purchase a replacement investment in the market,
incurring the risk that the value of the replacement security is greater than
the value of the collateral. However, loans will be made only to borrowers
selected by a fund's delegate after a commercially reasonable review of
relevant facts and circumstances, including the creditworthiness of the
borrower.


MASTER LIMITED PARTNERSHIPS (MLPS). Master Limited Partnerships, or MLPs, are
entities that receive partnership taxation treatment under the Code and whose
interests or "units" are traded on securities exchanges like shares of
corporate stock. Due to their partnership structure, MLPs generally do not pay
income taxes. To be treated as a partnership for US federal income tax
purposes, an MLP must derive at least 90% of its gross income for each taxable
year from qualifying sources, including activities such as exploration,
development, mining, production, processing, refining, transportation, storage
and certain marketing of mineral or natural resources.


A fund may invest in upstream MLPs, downstream MLPs, midstream MLPs, coal MLPs,
propane MLPs, or other MLPs with assets that are used in the energy
infrastructure sector. Midstream MLPs are generally engaged in the treatment,
gathering, compression, processing, transportation, transmission,
fractionation, storage and terminalling of natural gas, natural gas liquids,
crude oil, refined products or coal. Midstream MLPs also may operate ancillary
businesses including marketing of energy products and logistical services.
Upstream MLPs are primarily engaged in the exploration, recovery, development
and production of crude oil, natural gas, and natural gas liquids. Downstream
MLPs are primarily engaged in the processing, treatment, and refining of
natural gas liquids and crude oil. Coal MLPs are engaged in the owning,
leasing, managing, production and sale of various grades of steam and
metallurgical grades


                                     II-113


of coal. Propane MLPs are engaged in the distribution of propane to homeowners
for space and water heating and to commercial, industrial and agricultural
customers. The MLPs in which a fund may invest might also own other assets that
are used in the energy infrastructure sector, including assets used in
exploring, developing, producing, generating, transporting, transmitting,
storing, gathering, processing, refining, distributing, mining or marketing of
natural gas, natural gas liquids, crude oil, refined products, coal or
electricity, or may provide energy-related services such as refining and
distribution of specialty refined products. MLPs may also engage in owning,
managing and transporting alternative energy assets, including alternative
fuels such as ethanol, hydrogen and biodiesel.


MLPs are generally organized under state law as limited partnerships or limited
liability companies. An MLP consists of a general partner and limited partners
(or in the case of MLPs organized as limited liability companies, a managing
member and members). The general partner or managing member typically controls
the operations and management of the MLP, has an ownership stake in the MLP and
may be eligible to receive an incentive distribution. The limited partners or
members, through their ownership of limited partner or member interests,
provide capital to the entity, are intended to have no role in the operation
and management of the entity, and receive cash distributions. Equity securities
issued by MLPs generally consist of common units, subordinated units, and
preferred units.


MLP common units are typically listed and traded on US securities exchanges,
including the NYSE and the NASDAQ Stock Market (NASDAQ). A fund may purchase
such common units through open market transactions and underwritten offerings,
but may also acquire common units through direct placements and privately
negotiated transactions. Holders of MLP common units have limited control and
voting rights. Holders of MLP common units are typically entitled to receive a
minimum quarterly distribution (MQD) from the issuer, and typically have a
right, to the extent that an MLP fails to make a previous MQD, to recover in
future distributions the amount by which the MQD was short (arrearage rights).
Generally, an MLP must pay (or set aside for payment) the MQD to holders of
common units before any distributions may be paid to subordinated unitholders.
In addition, incentive distributions are typically not paid to the general
partner or managing member unless the quarterly distributions on the common
units exceed specified threshold levels above the MQD. In the event of a
liquidation, common unitholders are intended to have a preference with respect
to the remaining assets of the issuer over holders of subordinated units. MLPs
also issue different classes of common units that may have different voting,
trading and distribution rights.


MLP subordinated units, which, like common units, represent limited partner or
member interests, are not typically listed or traded on an exchange. A fund may
purchase outstanding subordinated units through negotiated transactions
directly with holders of such units or newly issued subordinated units directly
from the issuer. Holders of such subordinated units are generally entitled to
receive a distribution only after the MQD and any arrearages from prior
quarters have been paid to holders of common units. Holders of subordinated
units typically have the right to receive distributions before any incentive
distributions are payable to the general partner or managing member.
Subordinated units generally do not provide arrearage rights. Most MLP
subordinated units are convertible into common units after the passage of a
specified period of time or upon the achievement by the issuer of specified
financial goals. MLPs also issue different classes of subordinated units that
may have different voting, trading, and distribution rights.


MLP convertible subordinated units are typically issued by MLPs to founders,
corporate general partners of MLPs, entities that sell assets to MLPs, and
institutional investors. Convertible subordinated units increase the likelihood
that, during the subordination period, there will be available cash to be
distributed to common unitholders. MLP convertible subordinated units generally
are not entitled to distributions until holders of common units have received
their specified MQD, plus any arrearages, and may receive less than common
unitholders in distributions upon liquidation. Convertible subordinated
unitholders generally are entitled to MQD prior to the payment of incentive
distributions to the general partner, but are not entitled to arrearage rights.
Therefore, MLP convertible subordinated units generally entail greater risk
than MLP common units. Convertible subordinated units are generally convertible
automatically into senior common units of the same issuer at a one-to-one ratio
upon the passage of time or the satisfaction of certain financial tests.
Convertible subordinated units do not trade on a national exchange or
over-the-counter (OTC), and there is no active market for them. The value of a
convertible subordinated unit is a function of its worth if converted into the
underlying common units. Convertible subordinated units generally have similar
voting rights as do MLP common units. Distributions may be paid in cash or
in-kind.


                                     II-114


MLP preferred units are not typically listed or traded on an exchange. A fund
may purchase MLP preferred units through negotiated transactions directly with
MLPs, affiliates of MLPs and institutional holders of such units. Holders of
MLP preferred units can be entitled to a wide range of voting and other rights,
depending on the structure of each separate security.


The general partner or managing member interest in an MLP is typically retained
by the original sponsors of an MLP such as its founders, corporate partners and
entities that sell assets to the MLP. The holder of the general partner or
managing member interest can be liable in certain circumstances for amounts
greater than the amount of the holder's investment in the general partner or
managing member. General partner or managing member interests often confer
direct board participation rights in, and in many cases control over the
operations of, the MLP. General partner or managing member interests can be
privately held or owned by publicly traded entities. General partner or
managing member interests receive cash distributions, typically in an amount of
up to 2% of available cash, which is contractually defined in the partnership
or limited liability company agreement. In addition, holders of general partner
or managing member interests typically receive incentive distribution rights
(IDRs), which provide them with an increasing share of the entity's aggregate
cash distributions upon the payment of per common unit distributions that
exceed specified threshold levels above the MQD. Incentive distributions to a
general partner are designed to encourage the general partner, who controls and
operates the partnership, to maximize the partnership's cash flow and increase
distributions to the limited partners. Due to the IDRs, general partners of
MLPs have higher distribution growth prospects than their underlying MLPs, but
quarterly incentive distribution payments would also decline at a greater rate
than the decline rate in quarterly distributions to common and subordinated
unitholders in the event of a reduction in the MLP's quarterly distribution.
The ability of the limited partners or members to remove the general partner or
managing member without cause is typically very limited. In addition, some MLPs
permit the holder of IDRs to reset, under specified circumstances, the
incentive distribution levels and receive compensation in exchange for the
distribution rights given up in the reset.


Debt securities issued by MLPs may include those rated below investment grade.
Investments in such securities may not offer the tax characteristics of equity
securities of MLPs.


Investments in MLPs are generally subject to many of the risks that apply to
partnerships. For example, holders of the units of MLPs may have limited
control and limited voting rights on matters affecting the partnership. There
may be fewer corporate protections afforded investors in an MLP than investors
in a corporation. Conflicts of interest may exist among unitholders,
subordinated unitholders and the general partner of an MLP, including those
arising from incentive distribution payments. MLPs that concentrate in a
particular industry or region are subject to risks associated with such
industry or region. MLPs holding credit-related investments are subject to
interest rate risk and the risk of default on payment obligations by debt
issuers. Investments held by MLPs may be illiquid. MLP units may trade
infrequently and in limited volume, and they may be subject to more abrupt or
erratic price movements than securities of larger or more broadly based
companies. Holders of MLP units could potentially become subject to liability
for all the obligations of an MLP, if a court determines that the rights of the
unitholders to take certain action under the limited partnership agreement
would constitute "control" of the business of that MLP, or if a court or
governmental agency determines that the MLP is conducting business in a state
without complying with the limited partnership statute of that state.


MLP Limited Liability Company Common Units. Some energy infrastructure
companies in which a fund may invest have been organized as limited liability
companies (MLP LLCs). Such MLP LLCs are treated in the same manner as MLPs for
federal income tax purposes. A fund may invest in common units or other
securities of such MLP LLCs. MLP LLC common units represent an equity ownership
interest in an MLP LLC, entitling the holders to a share of the MLP LLC's
success through distributions and/or capital appreciation. Similar to MLPs, MLP
LLCs typically do not pay federal income tax at the entity level and are
required by their operating agreements to distribute a large percentage of
their current operating earnings. MLP LLC common unitholders generally have
first right to an MQD prior to distributions to subordinated unitholders and
typically have arrearage rights if the MQD is not met. In the event of
liquidation, MLP LLC common unitholders have first right to the MLP LLC's
remaining assets after bondholders, other debt holders and preferred
unitholders, if any, have been paid in full. MLP LLC common units trade on a
national securities exchange or OTC. In contrast to MLPs, MLP LLCs have no
general partner and there are generally no incentives that entitle


                                     II-115


management or other unitholders to increased percentages of cash distributions
as distributions reach higher target levels. In addition, MLP LLC common
unitholders typically have voting rights with respect to the MLP LLC, whereas
MLP common units have limited voting rights.


MLP Affiliates. A fund may invest in equity and debt securities issued by
affiliates of MLPs, including the general partners or managing members of MLPs
and companies that own MLP general partner interests and are energy
infrastructure companies. Such issuers may be organized and/or taxed as
corporations and therefore may not offer the advantageous tax characteristics
of MLP units. A fund may purchase such other MLP equity securities through
market transactions, but may also do so through direct placements.


MLP I-Units. I-Units represent an indirect ownership interest in an MLP and are
issued by an MLP affiliate. The MLP affiliate uses the proceeds from the sale
of I-Units to purchase limited partnership interests in its affiliated MLP.
Thus, I-Units represent an indirect interest in an MLP. I-Units have limited
voting rights and are similar in that respect to MLP common units. I-Units
differ from MLP common units primarily in that instead of receiving cash
distributions, holders of I-Units will receive distributions of additional
I-Units in an amount equal to the cash distributions received by common
unitholders. I-Units are traded on the NYSE. Issuers of MLP I-Units are treated
as corporations and not partnerships for tax purposes.


Private Investment in Public Equities (PIPEs). A fund may elect to invest in
PIPEs and other unregistered or otherwise restricted securities issued by
public MLPs and similar entities, including unregistered MLP preferred units.
Most such private securities are expected to be liquid within six to nine
months of funding, but may also have significantly longer or shorter restricted
periods. PIPEs involve the direct placement of equity securities to a purchaser
such as a fund. Equity issued in this manner is often unregistered and
therefore less liquid than equity issued through a public offering. Such
private equity offerings provide issuers greater flexibility in structure and
timing as compared to public offerings. Below are some of the reasons MLPs
choose to issue equity through private placements.


MLPs typically distribute all of their available cash at the end of each
quarter, and therefore generally finance acquisitions through the issuance of
additional equity and debt securities. PIPEs allow MLPs to structure the equity
funding to close concurrently with an acquisition, thereby eliminating or
reducing the equity funding risk. This avoids equity overhang issues and can
ease rating agency concerns over interim excessive leverage associated with an
acquisition.


Generally an MLP unit price declines when investors know the MLP will be
issuing public equity in the near term. An example of this is when an MLP
closes a sizeable acquisition funded under its credit facility or with another
form of debt financing. In this situation, equity investors will typically wait
for the public offering to provide additional liquidity, and therefore the
demand for units is reduced, and the unit price falls. Issuing units through a
PIPE in conjunction with the acquisition eliminates this equity overhang.


Public equity offerings for MLPs are typically allocated primarily to retail
investors. Private placements allow issuers to access new pools of equity
capital. In addition, institutional investors, such as the Fund, that
participate in PIPEs are potential investors for future equity financings.


Certain acquisitions and organic development projects require a more structured
form of equity. For example, organic projects that require significant capital
expenditures that do not generate near-term cash flow may require a class of
equity that does not pay a distribution for a certain period. The public equity
market is generally not an efficient venue to raise this type of specialized
equity. Given the significant number of organic projects that have been
announced by MLPs, the private placement of PIPEs are believed to be likely to
remain an important funding component in the MLP sector.


Some issuers prefer the certainty of a private placement at a specified fixed
discount, compared to the uncertainty of a public offering. The underwriting
costs of a public equity issuance in the MLP space can significantly reduce
gross equity proceeds, and the unit price of the issuance can decline during
the marketing of a public deal, resulting in increased cost to an issuer. The
cost of a PIPE can be competitive with that of a public issuance while
providing greater certainty of funding.


                                     II-116


Unlike public equity offerings, private placements are typically more
time-efficient for management teams, with negotiations, due diligence and
marketing required only for a small targeted group of sophisticated
institutional investors.


Financial sponsors, founding partners and/or parent companies typically own
significant stakes in MLPs in the form of subordinated units. As these units
are not registered, monetization alternatives are limited. PIPEs provide
liquidity in these situations.


Many MLPs rely on the private placement market as a source of equity capital.
Given the limitations in raising equity from a predominantly retail investor
base and the tax and administrative constraints to significant institutional
participation, PIPEs have been a popular financing alternative with many MLPs.


MICRO-CAP COMPANIES. Micro-capitalization company stocks have customarily
involved more investment risk than large company stocks. There can be no
assurance that this will continue to be true in the future.
Micro-capitalization companies may have limited product lines, markets or
financial resources; may lack management depth or experience; and may be more
vulnerable to adverse general market or economic developments than large
companies. The prices of micro-capitalization company securities are often more
volatile than prices associated with large company issues, and can display
abrupt or erratic movements at times, due to limited trading volumes and less
publicly available information.


Also, because micro-capitalization companies normally have fewer shares
outstanding and these shares trade less frequently than large companies, it may
be more difficult for a fund to buy and sell significant amounts of such shares
without an unfavorable impact on prevailing market prices.


Some of the companies in which a fund may invest may distribute, sell or
produce products which have recently been brought to market and may be
dependent on key personnel. The securities of micro-capitalization companies
are often traded over-the-counter and may not be traded in the volumes typical
on a national securities exchange. Consequently, in order to sell this type of
holding, a fund may need to discount the securities from recent prices or
dispose of the securities over a long period of time.


MINING AND EXPLORATION RISKS. The business of mining by its nature involves
significant risks and hazards, including environmental hazards, industrial
accidents, labor disputes, discharge of toxic chemicals, fire, drought,
flooding and natural acts. The occurrence of any of these hazards can delay
production, increase production costs and result in liability to the operator
of the mines. A mining operation may become subject to liability for pollution
or other hazards against which it has not insured or cannot insure, including
those in respect of past mining activities for which it was not responsible.


Exploration for gold and other precious metals is speculative in nature,
involves many risks and frequently is unsuccessful. There can be no assurance
that any mineralisation discovered will result in an increase in the proven and
probable reserves of a mining operation. If reserves are developed, it can take
a number of years from the initial phases of drilling and identification of
mineralisation until production is possible, during which time the economic
feasibility of production may change. Substantial expenditures are required to
establish ore reserves properties and to construct mining and processing
facilities. As a result of these uncertainties, no assurance can be given that
the exploration programs undertaken by a particular mining operation will
actually result in any new commercial mining.


MORTGAGE-BACKED SECURITIES. Mortgage-backed securities represent direct or
indirect participations in or obligations collateralized by and payable from
mortgage loans secured by real property, which may include subprime mortgages.
A fund may invest in mortgage-backed securities issued or guaranteed by (i) US
Government agencies or instrumentalities such as the Government National
Mortgage Association (GNMA) (also known as Ginnie Mae), the Federal National
Mortgage Association (FNMA) (also known as Fannie Mae) and the Federal Home
Loan Mortgage Corporation (FHLMC) (also known as Freddie Mac) or (ii) other
issuers, including private companies.


GNMA is a government-owned corporation that is an agency of the US Department
of Housing and Urban Development. It guarantees, with the full faith and credit
of the United States, full and timely payment of all monthly principal and
interest on its mortgage-backed securities. Until recently, FNMA and FHLMC were
government-sponsored corporations owned entirely by private stockholders. Both
issue mortgage-related securities that contain guarantees as to timely


                                     II-117


payment of interest and principal but that are not backed by the full faith and
credit of the US government. The value of the companies' securities fell
sharply in 2008 due to concerns that the firms did not have sufficient capital
to offset losses. In mid-2008, the US Treasury was authorized to increase the
size of home loans that FNMA and FHLMC could purchase in certain residential
areas and, until 2009, to lend FNMA and FHLMC emergency funds and to purchase
the companies' stock. In September 2008, the US Treasury announced that FNMA
and FHLMC had been placed in conservatorship by the Federal Housing Finance
Agency (FHFA), a newly created independent regulator created under the Federal
Housing Finance Regulatory Reform Act of 2008 (Reform Act). In addition to
placing the companies in conservatorship, the US Treasury announced three
additional steps that it intended to take with respect to FNMA and FHLMC.
First, the US Treasury has entered into senior preferred stock purchase
agreements ("SPSPAs") under which, if the FHFA determines that FNMA's or
FHLMC's liabilities have exceeded its assets under generally accepted
accounting principles, the US Treasury will contribute cash capital to the
company in an amount equal to the difference between liabilities and assets.
The SPSPAs are designed to provide protection to the senior and subordinated
debt and the mortgage-backed securities issued by FNMA and FHLMC. Second, the
US Treasury established a new secured lending credit facility that is available
to FNMA and FHLMC, which terminated on December 31, 2009. Third, the US
Treasury initiated a temporary program to purchase FNMA and FHLMC
mortgage-backed securities, which terminated on December 31, 2009. No assurance
can be given that the US Treasury initiatives discussed above with respect to
the debt and mortgage-backed securities issued by FNMA and FHLMC will be
successful, or, with respect to initiatives that have expired, that the US
Treasury would undertake similar initiatives in the future.


FHFA, as conservator or receiver for FNMA and FHLMC, has the power to repudiate
any contract entered into by FNMA or FHLMC prior to FHFA's appointment as
conservator or receiver, as applicable, if FHFA determines, in its sole
discretion, that performance of the contract is burdensome and that repudiation
of the contract promotes the orderly administration of FNMA's or FHLMC's
affairs. The Reform Act requires FHFA to exercise its right to repudiate any
contract within a reasonable period of time after its appointment as
conservator or receiver. FHFA, in its capacity as conservator, has indicated
that it has no intention to repudiate the guaranty obligations of FNMA or FHLMC
because FHFA views repudiation as incompatible with the goals of the
conservatorship. However, in the event that FHFA, as conservator or if it is
later appointed as receiver for FNMA or FHLMC, were to repudiate any such
guaranty obligation, the conservatorship or receivership estate, as applicable,
would be liable for actual direct compensatory damages in accordance with the
provisions of the Reform Act. Any such liability could be satisfied only to the
extent of FNMA's or FHLMC's assets available therefor.


In the event of repudiation, the payments of interest to holders of FNMA or
FHLMC mortgage-backed securities would be reduced if payments on the mortgage
loans represented in the mortgage loan groups related to such mortgage-backed
securities are not made by the borrowers or advanced by the servicer. Any
actual direct compensatory damages for repudiating these guaranty obligations
may not be sufficient to offset any shortfalls experienced by such
mortgage-backed security holders. Further, in its capacity as conservator or
receiver, FHFA has the right to transfer or sell any asset or liability of FNMA
or FHLMC without any approval, assignment or consent. Although FHFA has stated
that it has no present intention to do so, if FHFA, as conservator or receiver,
were to transfer any such guaranty obligation to another party, holders of FNMA
or FHLMC mortgage-backed securities would have to rely on that party for
satisfaction of the guaranty obligation and would be exposed to the credit risk
of that party.


In addition, certain rights provided to holders of mortgage-backed securities
issued by FNMA and FHLMC under the operative documents related to such
securities may not be enforced against FHFA, or enforcement of such rights may
be delayed, during the conservatorship or any future receivership. The
operative documents for FNMA and FHLMC mortgage-backed securities may provide
(or with respect to securities issued prior to the date of the appointment of
the conservator may have provided) that upon the occurrence of an event of
default on the part of FNMA or FHLMC, in its capacity as guarantor, which
includes the appointment of a conservator or receiver, holders of such
mortgage-backed securities have the right to replace FNMA or FHLMC as trustee
if the requisite percentage of mortgage-backed securities holders consent. The
Reform Act prevents mortgage-backed security holders from enforcing such rights
if the event of default arises solely because a conservator or receiver has
been appointed. The Reform Act also provides that no person may exercise any
right or power to terminate, accelerate or declare an event of default under
certain contracts to which FNMA or FHLMC is a party, or obtain possession of or
exercise control over any property of FNMA or FHLMC, or affect any contractual
rights of FNMA or FHLMC, without the approval of FHFA, as conservator or
receiver, for a period of forty-five (45) or ninety (90) days following the
appointment of FHFA as conservator or receiver, respectively.


                                     II-118


The market value and yield of these mortgage-backed securities can vary due to
market interest rate fluctuations and early prepayments of underlying
mortgages. These securities represent ownership in a pool of federally insured
mortgage loans with a maximum maturity of 30 years. A decline in interest rates
may lead to a faster rate of repayment of the underlying mortgages, and may
expose a fund to a lower rate of return upon reinvestment. To the extent that
such mortgage-backed securities are held by a fund, the prepayment right will
tend to limit to some degree the increase in net asset value of a fund because
the value of the mortgage-backed securities held by a fund may not appreciate
as rapidly as the price of non-callable debt securities. Mortgage-backed
securities are subject to the risk of prepayment and the risk that the
underlying loans will not be repaid. Because principal may be prepaid at any
time, mortgage-backed securities may involve significantly greater price and
yield volatility than traditional debt securities. At times, a fund may invest
in securities that pay higher than market interest rates by paying a premium
above the securities' par value. Prepayments of these securities may cause
losses on securities purchased at a premium. Unscheduled payments, which are
made at par value, will cause a fund to experience a loss equal to any
unamortized premium.


When interest rates rise, mortgage prepayment rates tend to decline, thus
lengthening the life of a mortgage-related security and increasing the price
volatility of that security, affecting the price volatility of a fund's shares.
The negative effect of interest rate increases on the market-value of mortgage
backed securities is usually more pronounced than it is for other types of
fixed-income securities potentially increasing the volatility of a fund.


Interests in pools of mortgage-backed securities differ from other forms of
debt securities, which normally provide for periodic payment of interest in
fixed amounts with principal payments at maturity or specified call dates.
Instead, these securities provide a monthly payment which consists of both
interest and principal payments. In effect, these payments are a "pass-through"
of the monthly payments made by the individual borrowers on their mortgage
loans, net of any fees paid to the issuer or guarantor of such securities.
Additional payments are caused by repayments of principal resulting from the
sale of the underlying property, refinancing or foreclosure, net of fees or
costs which may be incurred. Some mortgage-related securities (such as
securities issued by GNMA) are described as "modified pass-through." These
securities entitle the holder to receive all interest and principal payments
owed on the mortgage pool, net of certain fees, at the scheduled payment dates
regardless of whether or not the mortgagor actually makes the payment.


Commercial banks, savings and loan institutions, private mortgage insurance
companies, mortgage bankers and other secondary market issuers also create
pass-through pools of conventional mortgage loans. Such issuers may, in
addition, be the originators and/or servicers of the underlying mortgage loans
as well as the guarantors of the mortgage-related securities. Pools created by
such non-governmental issuers generally offer a higher rate of interest than
government and government-related pools because there are no direct or indirect
government or agency guarantees of payments. However, timely payment of
interest and principal of these pools may be supported by various forms of
insurance or guarantees, including individual loan, title, pool and hazard
insurance and letters of credit. The insurance and guarantees are issued by
governmental entities, private insurers and the mortgage poolers. Such
insurance and guarantees and the creditworthiness of the issuers thereof will
be considered in determining whether a mortgage-related security meets a fund's
investment quality standards. There can be no assurance that the private
insurers or guarantors can meet their obligations under the insurance policies
or guarantee arrangements. A fund may buy mortgage-related securities without
insurance or guarantees. Although the market for such securities is becoming
increasingly liquid, securities issued by certain private organizations may not
be readily marketable.


Due to prepayments of the underlying mortgage instruments, mortgage-backed
securities do not have a known actual maturity. In the absence of a known
maturity, market participants generally refer to an estimated average life. An
average life estimate is a function of an assumption regarding anticipated
prepayment patterns. The assumption is based upon current interest rates,
current conditions in the relevant housing markets and other factors. The
assumption is necessarily subjective, and thus different market participants
could produce somewhat different average life estimates with regard to the same
security. There can be no assurance that the average estimated life of
portfolio securities will be the actual average life of such securities.


Fannie Mae Certificates. Fannie Mae is a federally chartered corporation
organized and existing under the Federal National Mortgage Association Charter
Act of 1938. The obligations of Fannie Mae are obligations solely of Fannie Mae
and are not backed by the full faith and credit of the US government.


                                     II-119


Each Fannie Mae Certificate will represent a pro rata interest in one or more
pools of FHA Loans, VA Loans or conventional mortgage loans (i.e., mortgage
loans that are not insured or guaranteed by any governmental agency) of the
following types: (1) fixed-rate level payment mortgage loans; (2) fixed-rate
growing equity mortgage loans; (3) fixed-rate graduated payment mortgage loans;
(4) variable rate mortgage loans; (5) other adjustable rate mortgage loans; and
(6) fixed-rate and adjustable mortgage loans secured by multifamily projects.


Freddie Mac Certificates. Freddie Mac is a federally chartered corporation of
the United States created pursuant to the Emergency Home Finance Act of 1970,
as amended (FHLMC Act). The obligations of Freddie Mac are obligations solely
of Freddie Mac and are not backed by the full faith and credit of the US
government.


Freddie Mac Certificates represent a pro rata interest in a group of
conventional mortgage loans (Freddie Mac Certificate group) purchased by
Freddie Mac. The mortgage loans underlying the Freddie Mac Certificates will
consist of fixed-rate or adjustable rate mortgage loans with original terms to
maturity of between ten and thirty years, substantially all of which are
secured by first liens on one- to four-family residential properties or
multifamily projects. Each mortgage loan must meet the applicable standards set
forth in the FHLMC Act. A Freddie Mac Certificate group may include whole
loans, participating interests in whole loans and undivided interests in whole
loans and participations comprising another Freddie Mac Certificate group.


Ginnie Mae Certificates. The National Housing Act of 1934, as amended (Housing
Act), authorizes Ginnie Mae to guarantee the timely payment of the principal of
and interest on certificates that are based on and backed by a pool of mortgage
loans insured by the Federal Housing Administration under the Housing Act, or
Title V of the Housing Act of 1949 (FHA Loans), or guaranteed by the Department
of Veterans Affairs under the Servicemen's Readjustment Act of 1944, as amended
(VA Loans), or by pools of other eligible mortgage loans. The Housing Act
provides that the full faith and credit of the US government is pledged to the
payment of all amounts that may be required to be paid under any Ginnie Mae
guaranty. In order to meet its obligations under such guaranty, Ginnie Mae is
authorized to borrow from the US Treasury with no limitations as to amount.


The Ginnie Mae Certificates in which a fund invests will represent a pro rata
interest in one or more pools of the following types of mortgage loans: (1)
fixed-rate level payment mortgage loans; (2) fixed-rate graduated payment
mortgage loans; (3) fixed-rate growing equity mortgage loans; (4) fixed-rate
mortgage loans secured by manufactured (mobile) homes; (5) mortgage loans on
multifamily residential properties under construction; (6) mortgage loans on
completed multifamily projects; (7) fixed-rate mortgage loans as to which
escrowed funds are used to reduce the borrower's monthly payments during the
early years of the mortgage loans ("buy down" mortgage loans); (8) mortgage
loans that provide for adjustments in payments based on periodic changes in
interest rates or in other payment terms of the mortgage loans; and (9)
mortgage backed serial notes.


Multiple Class Mortgage-Backed Securities. A fund may invest in multiple class
mortgage-backed securities including collateralized mortgage obligations (CMOs)
and real estate mortgage investment conduits (REMIC Certificates). These
securities may be issued by US government agencies and instrumentalities such
as Fannie Mae or Freddie Mac or by trusts formed by private originators of, or
investors in, mortgage loans, including savings and loan associations, mortgage
bankers, commercial banks, insurance companies, investment banks and special
purpose subsidiaries of the foregoing. In general, CMOs are debt obligations of
a legal entity that are collateralized by a pool of mortgage loans or
mortgage-backed securities the payments on which are used to make payments on
the CMOs or multiple class mortgage-backed securities. REMIC Certificates
represent beneficial ownership interests in a REMIC trust, generally consisting
of mortgage loans or Fannie Mae, Freddie Mac or Ginnie Mae guaranteed
mortgage-backed securities. To the extent that a CMO or REMIC Certificate is
collateralized by Ginnie Mae guaranteed mortgage-backed securities, holders of
the CMO or REMIC Certificate receive all interest and principal payments owed
on the mortgage pool, net of certain fees, regardless of whether the mortgagor
actually makes the payments, as a result of the GNMA guaranty, which is backed
by the full faith and credit of the US government. The obligations of Fannie
Mae or Freddie Mac under their respective guaranty of the REMIC Certificates
are obligations solely of Fannie Mae or Freddie Mac, respectively.


                                     II-120


Fannie Mae REMIC Certificates are issued and guaranteed as to timely
distribution of principal and interest by Fannie Mae. These certificates are
obligations solely of Fannie Mae and are not backed by the full faith and
credit of the US government. In addition, Fannie Mae will be obligated to
distribute the principal balance of each class of REMIC Certificates in full,
whether or not sufficient funds are otherwise available.


Freddie Mac guarantees the timely payment of interest on Freddie Mac REMIC
Certificates and also guarantees the payment of principal as payments are
required to be made on the underlying mortgage participation certificates
(PCs). These certificates are obligations solely of Freddie Mac and are not
backed by the full faith and credit of the US government. PCs represent
undivided interests in specified level payment residential mortgages or
participations therein purchased by Freddie Mac and placed in a PC pool. With
respect to principal payments on PCs, Freddie Mac generally guarantees ultimate
collection of all principal of the related mortgage loans without offset or
deduction. Freddie Mac also guarantees timely payment of principal of certain
PCs.


CMOs and REMIC Certificates are issued in multiple classes. Each class of CMOs
or REMIC Certificates, often referred to as a "tranche," is issued at a
specific adjustable or fixed interest rate and must be fully retired no later
than its final distribution date. Principal prepayments on the underlying
mortgage loans or the mortgage-backed securities underlying the CMOs or REMIC
Certificates may cause some or all of the classes of CMOs or REMIC Certificates
to be retired substantially earlier than their final distribution dates.
Generally, interest is paid or accrues on all classes of CMOs or REMIC
Certificates on a monthly basis.


The principal of and interest on the mortgage-backed securities may be
allocated among the several tranches in various ways. In certain structures
(known as sequential pay CMOs or REMIC Certificates), payments of principal,
including any principal prepayments, on the mortgage-backed securities
generally are applied to the classes of CMOs or REMIC Certificates in the order
of their respective final distribution dates. Thus, no payment of principal
will be made on any class of sequential pay CMOs or REMIC Certificates until
all other classes having an earlier final distribution date have been paid in
full. Additional structures of CMOs and REMIC Certificates include, among
others, "parallel pay" CMOs and REMIC Certificates. Parallel pay CMOs or REMIC
Certificates are those which are structured to apply principal payments and
prepayments of the mortgage-backed securities to two or more classes
concurrently on a proportionate or disproportionate basis. These simultaneous
payments are taken into account in calculating the final distribution date of
each class.


A wide variety of REMIC Certificates may be issued in parallel pay or
sequential pay structures. These securities include accrual certificates (Z
Bonds), which only accrue interest at a specified rate until all other
certificates having an earlier final distribution date have been retired and
are converted thereafter to an interest-paying security, and planned
amortization class (PAC) certificates, which are parallel pay REMIC
Certificates that generally require that specified amounts of principal be
applied on each payment date to one or more classes of REMIC Certificates (PAC
Certificates), even though all other principal payments and prepayments of the
mortgage-backed securities are then required to be applied to one or more other
classes of the PAC Certificates. The scheduled principal payments for the PAC
Certificates generally have the highest priority on each payment date after
interest due has been paid to all classes entitled to receive interest
currently. Shortfalls, if any, are added to the amount payable on the next
payment date. The PAC Certificate payment schedule is taken into account in
calculating the final distribution date of each class of PAC. In order to
create PAC tranches, one or more tranches generally must be created that absorb
most of the volatility in the underlying mortgage-backed securities. These
tranches tend to have market prices and yields that are much more volatile than
other PAC classes.


The prices of certain CMOs and REMIC Certificates, depending on their structure
and the rate of prepayments, may be volatile. Some CMOs may also not be as
liquid as other securities. In addition, the value of a CMO or REMIC
Certificate, including those collateralized by mortgage-backed securities
issued or guaranteed by US government agencies or instrumentalities, may be
affected by other factors, such as the availability of information concerning
the pool and its structure, the creditworthiness of the servicing agent for the
pool, the originator of the underlying assets, or the entities providing credit
enhancement. The value of these securities also can depend on the ability of
their servicers to service the underlying collateral and is, therefore, subject
to risks associated with servicers' performance, including mishandling of
documentation. A fund is permitted to invest in other types of mortgage-backed
securities that may be available in the future to the extent consistent with
its investment policies and objective.


                                     II-121


Impact of Sub-Prime Mortgage Market. A fund may invest in mortgage-backed,
asset-backed and other fixed-income securities whose value and liquidity may be
adversely affected by the critical downturn in the sub-prime mortgage lending
market in the US. Sub-prime loans, which have higher interest rates, are made
to borrowers with low credit ratings or other factors that increase the risk of
default. Concerns about widespread defaults on sub-prime loans have also
created heightened volatility and turmoil in the general credit markets. As a
result, a fund's investments in certain fixed-income securities may decline in
value, their market value may be more difficult to determine, and a fund may
have more difficulty disposing of them.


MUNICIPAL LEASES, CERTIFICATES OF PARTICIPATION AND OTHER PARTICIPATION
INTERESTS. A municipal lease is an obligation in the form of a lease or
installment purchase contract that is issued by a state or local government to
acquire equipment and facilities. Income from such obligations is generally
exempt from state and local taxes in the state of issuance (as well as regular
Federal income tax). Municipal leases frequently involve special risks not
normally associated with general obligation or revenue bonds, such as
non-payment and the risk of bankruptcy of the issuer. Leases and installment
purchase or conditional sale contracts (which normally provide for title to the
leased asset to pass eventually to the governmental issuer) have evolved as a
means for governmental issuers to acquire property and equipment without
meeting the constitutional and statutory requirements for the issuance of debt.
The debt issuance limitations are deemed to be inapplicable because of the
inclusion in many leases or contracts of "non-appropriation" clauses that
relieve the governmental issuer of any obligation to make future payments under
the lease or contract unless money is appropriated for such purpose by the
appropriate legislative body on a yearly or other periodic basis. Thus, a
fund's investment in municipal leases will be subject to the special risk that
the governmental issuer may not appropriate funds for lease payments.


In addition, such leases or contracts may be subject to the temporary abatement
of payments in the event the issuer is prevented from maintaining occupancy of
the leased premises or utilizing the leased equipment. Although the obligations
may be secured by the leased equipment or facilities, the disposition of the
property in the event of non-appropriation or foreclosure might prove
difficult, time consuming and costly, and result in an unsatisfactory or
delayed recoupment of a fund's original investment.


Certificates of participation represent undivided interests in municipal
leases, installment purchase contracts or other instruments. The certificates
are typically issued by a trust or other entity that has received an assignment
of the payments to be made by the state or political subdivision under such
leases or installment purchase contracts.


Certain municipal lease obligations and certificates of participation may be
deemed illiquid for the purpose of a fund's limitations on investments in
illiquid securities. Other municipal lease obligations and certificates of
participation acquired by a fund may be determined by the Advisor, pursuant to
guidelines adopted by the Board, to be liquid securities for the purpose of a
fund's limitation on investments in illiquid securities. In determining the
liquidity of municipal lease obligations and certificates of participation, the
Advisor will consider a variety of factors including: (1) dealer undertakings
to make a market in the security; (2) the number of dealers willing to purchase
or sell the obligation and the number of other potential buyers; (3) the
frequency of trades or quotes for the obligation; and (4) the nature of the
security and market for the security (i.e., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of the transfer.)
In addition, the Advisor will consider factors unique to particular lease
obligations and certificates of participation affecting the marketability
thereof. These include the general creditworthiness of the issuer, the
importance to the issuer of the property covered by the lease and the
likelihood that the marketability of the obligation will be maintained
throughout the time the obligation is held by a fund.


A fund may purchase participations in municipal securities held by a commercial
bank or other financial institution, provided the participation interest is
fully insured. Such participations provide a fund with the right to a pro rata
undivided interest in the underlying municipal securities. In addition, such
participations generally provide a fund with the right to demand payment, on
not more than seven days notice, of all or any part of a fund's participation
interest in the underlying municipal security, plus accrued interest.


Each participation is backed by an irrevocable letter of credit or guarantee of
the selling bank that the Advisor has determined meets the prescribed quality
standards of a fund. Therefore, either the credit of the issuer of the
municipal obligation or the selling bank, or both, will meet the quality
standards of the particular fund. A fund has the right to


                                     II-122


sell the participation back to the bank after seven days' notice for the full
principal amount of a fund's interest in the municipal obligation plus accrued
interest, but only (i) as required to provide liquidity to a fund, (ii) to
maintain a high quality investment portfolio or (iii) upon a default under the
terms of the municipal obligation. The selling bank will receive a fee from a
fund in connection with the arrangement.


Participation interests in municipal securities are subject to the same general
risks as participation interests in bank loans, as described in the Bank Loans
section above. Such risks include credit risk, interest rate risk, and
liquidity risk, as well as the potential liability associated with being a
lender. If a fund purchases a participation, it may only be able to enforce its
rights through the participating lender, and may assume the credit risk of both
the lender and the borrower.


MUNICIPAL SECURITIES. Municipal obligations are issued by or on behalf of
states, territories and possessions of the United States and their political
subdivisions, agencies and instrumentalities and the District of Columbia to
obtain funds for various public purposes. The interest on these obligations is
generally exempt from regular federal income tax in the hands of most
investors. The two principal classifications of municipal obligations are
"notes" and "bonds." Municipal notes and bonds have different maturities and a
fund may acquire "notes" and "bonds" with maturities that meets its particular
investment policies and restrictions set forth in its prospectus.


Municipal notes are generally used to provide for short-term capital needs.
Municipal notes include: Tax Anticipation Notes, Revenue Anticipation Notes,
Bond Anticipation Notes, and Construction Loan Notes. Tax Anticipation Notes
are sold to finance working capital needs of municipalities. They are generally
payable from specific tax revenues expected to be received at a future date,
such as income, sales, property, use and business taxes. Revenue Anticipation
Notes are issued in expectation of receipt of other types of revenue, such as
federal revenues available under federal revenue sharing programs. Bond
Anticipation Notes are sold to provide interim financing until long-term bond
financing can be arranged. In most cases, the long-term bonds provide the funds
needed for the repayment of the notes. Construction Loan Notes are sold to
provide construction financing. After the projects are successfully completed
and accepted, many projects receive permanent financing through the Federal
Housing Administration under Fannie Mae (Federal National Mortgage Association)
or Ginnie Mae (Government National Mortgage Association). These notes are
secured by mortgage notes insured by the Federal Housing Authority; however,
the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a
default. The obligations of an issuer of municipal notes are generally secured
by the anticipated revenues from taxes, grants or bond financing. An investment
in such instruments, however, presents a risk that the anticipated revenues
will not be received or that such revenues will be insufficient to satisfy the
issuer's payment obligations under the notes or that refinancing will be
otherwise unavailable. There are, of course, a number of other types of notes
issued for different purposes and secured differently from those described
above.


Municipal bonds, which meet longer-term capital needs and generally have
maturities of more than one year when issued, have two principal
classifications: "general obligation" bonds and "revenue" bonds. Issuers of
general obligation bonds include states, counties, cities, towns and regional
districts. The proceeds of these obligations are used to fund a wide range of
public projects including the construction or improvement of schools, highways
and roads, water and sewer systems and a variety of other public purposes. The
basic security behind general obligation bonds is the issuer's pledge of its
full faith, credit, and taxing power for the payment of principal and interest.
The taxes that can be levied for the payment of debt service may be limited or
unlimited as to rate, amount or special assessments.


The principal security for a revenue bond is generally the net revenues derived
from a particular facility or group of facilities or, in some cases, from the
proceeds of a special excise or other specific revenue source. Revenue bonds
have been issued to fund a wide variety of capital projects including:
electric, gas, water and sewer systems; highways, bridges and tunnels; port and
airport facilities; colleges and universities; and hospitals. Although the
principal security behind these bonds varies widely, many provide additional
security in the form of a debt service reserve fund whose monies may also be
used to make principal and interest payments on the issuer's obligations.
Housing finance authorities have a wide range of security including partially
or fully-insured, rent-subsidized or collateralized mortgages, and the net
revenues from housing or other public projects. In addition to a debt service
reserve fund, some authorities provide further security in the form of a
state's ability (without obligation) to make up deficiencies in the debt
reserve fund. Lease rental bonds issued by a state or local authority for
capital projects are secured by annual lease rental payments from the state or
locality to the authority sufficient to cover debt service on the authority's
obligations.


                                     II-123


Some issues of municipal bonds are payable from United States Treasury bonds
and notes or agency obligations held in escrow by a trustee, frequently a
commercial bank. The interest and principal on these US Government securities
are sufficient to pay all interest and principal requirements of the municipal
securities when due. Some escrowed Treasury securities are used to retire
municipal bonds at their earliest call date, while others are used to retire
municipal bonds at their maturity.


Adverse political and economic conditions and developments affecting any
territory or Commonwealth of the US may, in turn, negatively affect the value
of the fund's holdings in such obligations. In recent years, Puerto Rico has
experienced a recession and difficult economic conditions, which may negatively
affect the value of the fund's holdings in Puerto Rico municipal obligations.
Pending or future legislation, including legislation that would allow Puerto
Rico to restructure its municipal debt obligations, thus increasing the risk
that Puerto Rico may never pay off municipal indebtedness, or may pay only a
small fraction of the amount owed, could also impact the value of a fund's
investments in Puerto Rico municipal securities.


Securities purchased for a fund may include variable/floating rate instruments,
variable mode instruments, put bonds, and other obligations which have a
specified maturity date but also are payable before maturity after notice by
the holder (demand obligations). Demand obligations are considered for a fund's
purposes to mature at the demand date.


In addition, there are a variety of hybrid and special types of municipal
obligations as well as numerous differences in the security of municipal
obligations both within and between the two principal classifications (i.e.,
notes and bonds) discussed above.


An entire issue of municipal securities may be purchased by one or a small
number of institutional investors such as a fund. Thus, such an issue may not
be said to be publicly offered. Unlike the equity securities of operating
companies or mutual funds which must be registered under the 1933 Act prior to
offer and sale unless an exemption from such registration is available,
municipal securities, whether publicly or privately offered, may nevertheless
be readily marketable. A secondary market exists for municipal securities which
have been publicly offered as well as securities which have not been publicly
offered initially but which may nevertheless be readily marketable. Municipal
securities purchased for a fund are subject to the limitations on holdings of
securities which are not readily marketable based on whether it may be sold in
a reasonable time consistent with the customs of the municipal markets (usually
seven days) at a desirable price (or interest rate). A fund believes that the
quality standards applicable to its investments enhance marketability. In
addition, stand-by commitments, participation interests and demand obligations
also enhance marketability.


Provisions of the federal bankruptcy statutes relating to the adjustment of
debts of political subdivisions and authorities of states of the US provide
that, in certain circumstances, such subdivisions or authorities may be
authorized to initiate bankruptcy proceedings without prior notice to or
consent of creditors, which proceedings could result in material and adverse
modification or alteration of the rights of holders of obligations issued by
such subdivisions or authorities.


Litigation challenging the validity under state constitutions of present
systems of financing public education has been initiated or adjudicated in a
number of states, and legislation has been introduced to effect changes in
public school finances in some states. In other instances there has been
litigation challenging the issuance of pollution control revenue bonds or the
validity of their issuance under state or federal law which litigation could
ultimately affect the validity of those municipal securities or the tax-free
nature of the interest thereon.


In some cases, municipalities may issue bonds relying on proceeds from
litigation settlements. These bonds may be further secured by debt service
reserve funds established at the time the bonds were issued. Bonds that are
supported in whole or in part by expected litigation proceeds are subject to
the risk that part or all of the expected proceeds may not be received. For
example, a damage award could be overturned or reduced by a court, or the terms
of a settlement or damage award may allow for reduced or discontinued payments
if certain conditions are met. As a result, bonds that rely on proceeds from
litigation settlements are subject to an increased risk of nonpayment or
default.


                                     II-124


On August 2, 2011, President Obama signed the Budget Control Act of 2011, which
requires the federal government to reduce expenditures by over $2 trillion over
the next ten years. Since the specifics of the federal reductions have yet to
be identified, a detailed assessment of the impact on states cannot be made.


Insured Municipal Securities. A fund may purchase municipal securities that are
insured under policies issued by certain insurance companies. Insured municipal
securities typically receive a higher credit rating which means that the issuer
of the securities pays a lower interest rate. In purchasing such insured
securities, the Advisor gives consideration both to the insurer and to the
credit quality of the underlying issuer. The insurance reduces the credit risk
for a particular municipal security by supplementing the creditworthiness of
the underlying bond and provides additional security for payment of the
principal and interest of a municipal security. Certain of the insurance
companies that provide insurance for municipal securities provide insurance for
other types of securities, including some involving subprime mortgages. The
value of subprime mortgage securities has declined recently and some may
default, increasing a bond insurer's risk of having to make payments to holders
of subprime mortgage securities. Because of this risk, the ratings of some
insurance companies have been, or may be, downgraded and it is possible that an
insurance company may become insolvent. If an insurance company's rating is
downgraded or the company becomes insolvent, the prices of municipal securities
insured by the insurance company may decline.


Letters of Credit. Municipal obligations, including certificates of
participation, commercial paper and other short-term obligations may be backed
by an irrevocable letter of credit of a bank which assumes the obligation for
payment of principal and interest in the event of default by the issuer.


Pre-Refunded Municipal Securities. Pre-refunded municipal securities are
subject to interest rate risk, market risk and limited liquidity. The principal
of and interest on municipal securities that have been pre-refunded are no
longer paid from the original revenue source for the securities. Instead, after
pre-refunding of the principal of and interest on these securities are
typically paid from an escrow fund consisting of obligations issued or
guaranteed by the US Government. The assets in the escrow fund are derived from
the proceeds of refunding bonds issued by the same issuer as the pre-refunded
municipal securities. Issuers of municipal securities use this advance
refunding technique to obtain more favorable terms with respect to securities
that are not yet subject to call or redemption by the issuer. For example,
advance refunding enables an issuer to refinance debt at lower market interest
rates, restructure debt to improve cash flow or eliminate restrictive covenants
in the indenture or other governing instrument for the pre-refunded municipal
securities. However, except for a change in the revenue source from which
principal and interest payments are made, the pre-refunded municipal securities
remain outstanding on their original terms until they mature or are redeemed by
the issuer. Pre-refunded municipal securities are usually purchased at a price
which represents a premium over their face value.


MUNICIPAL TRUST RECEIPTS. Municipal trust receipts (MTRs) are sometimes called
municipal asset-backed securities, floating rate trust certificates, or
municipal securities trust receipts. MTRs are typically structured by a bank,
broker-dealer or other financial institution by depositing municipal securities
into a trust or partnership, coupled with a conditional right to sell, or put,
the holder's interest in the underlying securities at par plus accrued interest
to a financial institution. MTRs may be issued as fixed or variable rate
instruments. These trusts are organized so that the purchaser of the MTR would
be considered to be investing for federal income tax purposes in the underlying
municipal securities. This structure is intended to allow the federal income
tax exempt status of interest generated by the underlying asset to pass through
to the purchaser. A fund's investments in MTRs are subject to similar risks as
other investments in municipal debt obligations, including interest rate risk,
credit risk, prepayment risk and security selection risk. Additionally,
investments in MTRs raise certain tax issues that may not be presented by
direct investments in municipal bonds. There is some risk that certain legal
issues could be resolved in a manner that could adversely affect the
performance of a fund or shareholder investment returns. The Advisor expects
that it would invest in MTRs for which a legal opinion has been given to the
effect that the income from an MTR is tax-exempt for federal income tax
purposes to the same extent as the underlying bond(s), although it is possible
that the IRS will take a different position and there is a risk that the
interest paid on such MTRs would be deemed taxable.


OBLIGATIONS OF BANKS AND OTHER FINANCIAL INSTITUTIONS. A fund may invest in US
dollar-denominated fixed rate or variable rate obligations of US or foreign
financial institutions, including banks. Obligations of domestic and foreign
financial institutions in which a fund may invest include (but are not limited
to) certificates of deposit, bankers' acceptances,


                                     II-125


bank time deposits, commercial paper, and other US dollar-denominated
instruments issued or supported by the credit of US or foreign financial
institutions, including banks, commercial and savings banks, savings and loan
associations and other institutions.


Certificates of deposit are negotiable certificates evidencing the obligations
of a bank to repay funds deposited with it for a specified period of time.
Banker's acceptances are credit instruments evidencing the obligations of a
bank to pay a draft drawn on it by a customer. These instruments reflect the
obligation both of the bank and of the drawer to pay the face amount of the
instrument upon maturity. Time deposits are non-negotiable deposits maintained
in a banking institution for a specified period of time at a stated interest
rate. Time deposits that may be held by a fund will not benefit from insurance
from the Bank Insurance Fund or the Savings Association Insurance Fund
administered by the Federal Deposit Insurance Corporation. Fixed time deposits
may be withdrawn on demand, but may be subject to early withdrawal penalties
that vary with market conditions and the remaining maturity of the obligation.


Obligations of foreign branches of US banks and foreign banks may be general
obligations of the parent bank in addition to the issuing bank or may be
limited by the terms of a specific obligation and by government regulation.
Investments in obligations of foreign banks may entail risks that are different
in some respects from those of investments in obligations of US domestic banks
because of differences in political, regulatory and economic systems and
conditions. These risks include the possibility that these obligations may be
less marketable than comparable obligations of United States banks, and the
selection of these obligations may be more difficult because there may be less
publicly available information concerning foreign banks. Other risks include
future political and economic developments, currency blockage, the possible
imposition of withholding taxes on interest payments, possible seizure or
nationalization of foreign deposits, difficulty or inability to pursue legal
remedies and obtain or enforce judgments in foreign courts, possible
establishment of exchange controls or the adoption of other foreign
governmental restrictions that might affect adversely the payment of principal
and interest on bank obligations. Foreign branches of US banks and foreign
banks may also be subject to less stringent reserve requirements and to
different accounting, auditing, reporting and record keeping standards than
those applicable to domestic branches of US banks.


PARTICIPATION INTERESTS. A fund may purchase from financial institutions
participation interests in securities in which a fund may invest. A
participation interest gives a fund an undivided interest in the security in
the proportion that a fund's participation interest bears to the principal
amount of the security. These instruments may have fixed, floating or variable
interest rates. For certain participation interests, a fund will have the right
to demand payment, on not more than seven days' notice, for all or any part of
a fund's participation interests in the security, plus accrued interest. As to
these instruments, a fund generally intends to exercise its right to demand
payment only upon a default under the terms of the security.


PREFERRED STOCK. Preferred stock is an equity security, but possesses certain
attributes of debt securities. Holders of preferred stock normally have the
right to receive dividends at a fixed rate when and as declared by the issuer's
board of directors, but do not otherwise participate in amounts available for
distribution by the issuing corporation. Dividends on preferred stock may be
cumulative, and, in such cases, all cumulative dividends usually must be paid
prior to dividend payments to common stockholders. Preferred stock has a
preference (i.e., ranks higher) in liquidation (and generally dividends) over
common stock, but is subordinated (i.e., ranks lower) in liquidation to fixed
income securities. Because of this preference, preferred stocks generally
entail less risk than common stocks. As a general rule, the market value of
preferred stocks with fixed dividend rates and no conversion rights moves
inversely with interest rates and perceived credit risk, with the price
determined by the dividend rate. Some preferred stocks are convertible into
other securities (e.g., common stock) at a fixed price and ratio or upon the
occurrence of certain events. The market price of convertible preferred stocks
generally reflects an element of conversion value. Because many preferred
stocks lack a fixed maturity date, these securities generally fluctuate
substantially in value when interest rates change; such fluctuations often
exceed those of long-term bonds of the same issuer. Some preferred stocks pay
an adjustable dividend that may be based on an index, formula, auction
procedure or other dividend rate reset mechanism. In the absence of credit
deterioration, adjustable rate preferred stocks tend to have more stable market
values than fixed rate preferred stocks.


                                     II-126


All preferred stocks are also subject to the same types of credit risks as
corporate bonds. In addition, because preferred stock is subordinate to debt
securities and other obligations of an issuer, deterioration in the credit
rating of the issuer will cause greater changes in the value of a preferred
stock than in a more senior debt security with similar yield characteristics.
Preferred stocks may be rated by the Standard & Poor's Rating Services (S&P)
and Moody's Investors Service, Inc. (Moody's) although there is no minimum
rating which a preferred stock must have to be an eligible investment for a
fund.


In summary, there are a number of special risks associated with investing in
preferred stocks, including:


Credit and Subordination Risk. Credit risk is the risk that a preferred stock
in a fund's portfolio will decline in price or the issuer of the preferred
stock will fail to make dividend, interest, or principal payments when due
because the issuer experiences a decline in its financial status. As noted
above, preferred stocks are generally subordinated to bonds and other debt
instruments in a company's capital structure in terms of having priority to
corporate income, claims to corporate assets, and liquidation payments and,
therefore, will be subject to greater credit risk than more senior debt
instruments.


Interest Rate Risk. Interest rate risk is the risk that a preferred stock will
decline in value because of changes in market interest rates. As described
above, when market interest rates rise, the market value of a preferred stock
generally will generally fall. Preferred stocks with longer periods before
maturity may be more sensitive to interest rate changes.


Deferral and Omission Risk. Preferred stocks may have provisions that permit
the issuer, at its discretion, to defer or omit distributions for a stated
period without any adverse consequences to the issuer. In certain cases,
deferring or omitting distributions may be mandatory. If a fund owns a
preferred stock that is deferring its distributions, the fund may be required
to report income for tax purposes although it has not yet received such income.


Call, Reinvestment, and Income Risk. During periods of declining interest
rates, an issuer may be able to exercise an option to redeem its outstanding
preferred stock at par earlier than scheduled, which is generally known as call
risk. If this occurs, a fund may be forced to reinvest in lower yielding
securities. This is known as reinvestment risk. Preferred stocks frequently
have call features that allow the issuer to repurchase the stock prior to its
stated maturity. An issuer may redeem an obligation if the issuer can refinance
the obligation at a lower cost due to declining interest rates or an
improvement in the credit standing of the issuer, or in the event of regulatory
changes affecting the capital treatment of its outstanding preferred stock.
Another risk associated with a declining interest rate environment is that the
income from a fund's portfolio may decline over time when the fund invests the
proceeds from share sales at market interest rates that are below the
portfolio's current earnings rate.


Liquidity Risk. Certain preferred stocks may be substantially less liquid than
many other stocks, such as common stocks or US Government securities. Illiquid
preferred stocks involve the risk that the stock may not be able to be sold at
the time desired by a fund or at prices approximating the value at which the
fund is carrying the stock on its books.


Limited Voting Rights Risk. Generally, traditional preferred stocks offer no
voting rights with respect to the issuer unless preferred dividends have been
in arrears for a specified number of periods, at which time the preferred stock
holders may elect a number of directors to the issuer's board. Generally, once
all the arrearages have been paid, the preferred stock holders no longer have
voting rights.


Special Redemption Rights Risk. In certain varying circumstances, an issuer of
preferred stock may redeem the stock prior to a specified date. For instance,
for certain types of preferred stocks, a redemption may be triggered by a
change in US federal income tax or securities laws. As with call provisions, a
redemption by the issuer may negatively impact the return of the preferred
stock held by a fund.


Lastly, dividends from certain preferred stocks may not be eligible for the
corporate dividends-received deduction or for treatment.


                                     II-127


PRIVATE ACTIVITY BONDS. Certain types of municipal securities, generally
referred to as industrial development bonds (and referred to under current tax
law as private activity bonds), are issued by or on behalf of public
authorities to obtain funds for privately-operated housing facilities, airport,
mass transit or port facilities, sewage disposal, solid waste disposal or
hazardous waste treatment or disposal facilities and certain local facilities
for water supply, gas or electricity. Other types of industrial development
bonds, the proceeds of which are used for the construction, equipment, repair
or improvement of privately operated industrial or commercial facilities, may
constitute municipal securities, although the current federal tax laws place
substantial limitations on the size of such issues. The interest from certain
private activity bonds owned by a fund (including a fund's distributions
attributable to such interest) may be a preference item for purposes of the
alternative minimum tax. The credit quality of such bonds depends upon the
ability of the user of the facilities financed by the bonds and any guarantor
to meet its financial obligations.


PRIVATIZED ENTERPRISES. A fund may invest in foreign securities which may
include securities issued by enterprises that have undergone or are currently
undergoing privatization. The governments of certain foreign countries have, to
varying degrees, embarked on privatization programs contemplating the sale of
all or part of their interests in state enterprises. A fund's investments in
the securities of privatized enterprises may include privately negotiated
investments in a government or state-owned or controlled company or enterprise
that has not yet conducted an initial equity offering, investments in the
initial offering of equity securities of a state enterprise or former state
enterprise and investments in the securities of a state enterprise following
its initial equity offering.


In certain jurisdictions, the ability of foreign entities, such as a fund, to
participate in privatizations may be limited by local law, or the price or
terms on which a fund may be able to participate may be less advantageous than
for local investors. Moreover, there can be no assurance that governments that
have embarked on privatization programs will continue to divest their ownership
of state enterprises, that proposed privatizations will be successful or that
governments will not re-nationalize enterprises that have been privatized.


In the case of the enterprises in which a fund may invest, large blocks of the
stock of those enterprises may be held by a small group of stockholders, even
after the initial equity offerings by those enterprises. The sale of some
portion or all of those blocks could have an adverse effect on the price of the
stock of any such enterprise.


Prior to making an initial equity offering, most state enterprises or former
state enterprises go through an internal reorganization of management. Such
reorganizations are made in an attempt to better enable these enterprises to
compete in the private sector. However, certain reorganizations could result in
a management team that does not function as well as an enterprise's prior
management and may have a negative effect on such enterprise. In addition, the
privatization of an enterprise by its government may occur over a number of
years, with the government continuing to hold a controlling position in the
enterprise even after the initial equity offering for the enterprise.


Prior to privatization, most of the state enterprises in which a fund may
invest enjoy the protection of and receive preferential treatment from the
respective sovereigns that own or control them. After making an initial equity
offering, these enterprises may no longer have such protection or receive such
preferential treatment and may become subject to market competition from which
they were previously protected. Some of these enterprises may not be able to
operate effectively in a competitive market and may suffer losses or experience
bankruptcy due to such competition.


PUT BONDS. A fund may invest in "put" bonds (including securities with variable
interest rates) that may be sold back to the issuer of the security at face
value at the option of the holder prior to their stated maturity. The option to
"put" the bond back to the issuer before the stated final maturity can cushion
the price decline of the bond in a rising interest rate environment. However,
the premium paid, if any, for an option to put will have the effect of reducing
the yield otherwise payable on the underlying security.


REAL ESTATE INVESTMENT TRUSTS (REITS). A REIT invests primarily in
income-producing real estate or makes loans to persons involved in the real
estate industry. REITs are sometimes informally categorized into equity REITs,
mortgage REITs and hybrid REITs. Equity REITs buy real estate and pay investors
income from the rents received from the real estate owned by the REIT and from
any profits on the sale of its properties. Mortgage REITs lend money to
building developers and other real estate companies and pay investors income
from the interest paid on those loans. Hybrid REITs engage in both owning real
estate and making loans. Investment in REITs may subject a fund to risks
associated


                                     II-128


with the direct ownership of real estate, such as decreases in real estate
values, delays in completion of construction, overbuilding, increased
competition and other risks related to local or general economic conditions,
increases in operating costs and property taxes, changes in zoning laws,
casualty or condemnation losses, possible environmental liabilities, regulatory
limitations on rent and fluctuations in rental income. Equity REITs generally
experience these risks directly through fee or leasehold interests, whereas
mortgage REITs generally experience these risks indirectly through mortgage
interests, unless the mortgage REIT forecloses on the underlying real estate.
Changes in interest rates may also affect the value of a fund's investment in
REITs. For instance, during periods of declining interest rates, certain
mortgage REITs may hold mortgages that the mortgagors elect to prepay, which
prepayment may diminish the yield on securities issued by those REITs.


Certain REITs have relatively small market capitalizations, which may tend to
increase the volatility of the market price of their securities. Furthermore,
REITs are dependent upon specialized management skills, have limited
diversification and are, therefore, subject to risks inherent in operating and
financing a limited number of projects. REITs are also subject to heavy cash
flow dependency, defaults by borrowers or lessees and the possibility of
failing to qualify for tax-free pass-through of income under the Code, and to
maintain exemption from the registration requirements of the 1940 Act. By
investing in REITs indirectly through a fund, a shareholder will bear not only
his or her proportionate share of the expenses of a fund, but also, indirectly,
similar expenses of the REITs. In addition, REITs depend generally on their
ability to generate cash flow to make distributions to shareholders.


REPURCHASE AGREEMENTS. A fund may invest in repurchase agreements pursuant to
its investment guidelines. In a repurchase agreement, a fund acquires ownership
of a security (Obligation) and simultaneously commits to resell that security
to the seller, typically a bank or broker/dealer, at a specified time and
price.


A repurchase agreement provides a means for a fund to earn income on funds for
periods as short as overnight. The repurchase price may be higher than the
purchase price, the difference being income to a fund, or the purchase and
repurchase prices may be the same, with interest at a stated rate due to a fund
together with the repurchase price upon repurchase. In either case, the income
to a fund is unrelated to the interest rate on the Obligation itself.
Obligations will be held by the custodian or in the Federal Reserve Book Entry
System.


It is not clear whether a court would consider the Obligation purchased by a
fund subject to a repurchase agreement as being owned by a fund or as being
collateral for a loan by a fund to the seller. In the event of the commencement
of bankruptcy or insolvency proceedings with respect to the seller of the
Obligation before repurchase of the Obligation under a repurchase agreement, a
fund may encounter delay and incur costs before being able to sell the
security. Delays may involve loss of interest or decline in price of the
Obligation. If the court characterizes the transaction as a loan and a fund has
not perfected a security interest in the Obligation, a fund may be required to
return the Obligation to the seller's estate and be treated as an unsecured
creditor of the seller. As an unsecured creditor, a fund would be at risk of
losing some or all of the principal and income involved in the transaction. As
with any unsecured debt obligation purchased for a fund, the Advisor seeks to
reduce the risk of loss through repurchase agreements by analyzing the
creditworthiness of the obligor, in this case the seller of the Obligation.
Apart from the risk of bankruptcy or insolvency proceedings, there is also the
risk that the seller may fail to repurchase the Obligation, in which case a
fund may incur a loss if the proceeds to a fund of the sale to a third party
are less than the repurchase price. However, if the market value (including
interest) of the Obligation subject to the repurchase agreement becomes less
than the repurchase price (including interest), a fund will direct the seller
of the Obligation to deliver additional securities so that the market value
(including interest) of all securities subject to the repurchase agreement will
equal or exceed the repurchase price.


REVERSE REPURCHASE AGREEMENTS. A fund may enter into "reverse repurchase
agreements," which are repurchase agreements in which a fund, as the seller of
the securities, agrees to repurchase such securities at an agreed time and
price. Under a reverse repurchase agreement, a fund continues to receive any
principal and interest payments on the underlying security during the term of
the agreement. A fund segregates assets in an amount at least equal to its
obligation under outstanding reverse repurchase agreements. Such transactions
may increase fluctuations in the market value of fund assets and its yield.


                                     II-129


SECURITIES AS A RESULT OF EXCHANGES OR WORKOUTS. Consistent with a fund's
investment objectives, policies and restrictions, a fund may hold various
instruments received in an exchange or workout of a distressed security (i.e.,
a low-rated debt security that is in default or at risk of becoming in
default). Such instruments may include, but are not limited to, equity
securities, warrants, rights, participation interests in sales of assets and
contingent-interest obligations.


SECURITIES WITH PUT RIGHTS. The right of a fund to exercise a put is
unconditional and unqualified. A put is not transferable by a fund, although a
fund may sell the underlying securities to a third party at any time. If
necessary and advisable, a fund may pay for certain puts either separately in
cash or by paying a higher price for portfolio securities that are acquired
subject to such a put (thus reducing the yield to maturity otherwise available
for the same securities).


The ability of a fund to exercise a put will depend on the ability of a
counterparty to pay for the underlying securities at the time the put is
exercised. In the event that a counterparty should default on its obligation to
repurchase an underlying security, a fund might be unable to recover all or a
portion of any loss sustained from having to sell the security elsewhere.


The acquisition of a put will not affect the valuation by a fund of the
underlying security. The actual put will be valued at zero in determining net
asset value of a fund. Where a fund pays directly or indirectly for a put, its
cost will be reflected in realized gain or loss when the put is exercised or
expires. If the value of the underlying security increases, the potential for
unrealized or realized gain is reduced by the cost of the put.


SHORT SALES. When a fund takes a long position, it purchases a stock outright.
When a fund takes a short position, it sells at the current market price a
stock it does not own but has borrowed in anticipation that the market price of
the stock will decline. To complete, or close out, the short sale transaction,
a fund buys the same stock in the market and returns it to the lender. The
price at such time may be more or less than the price at which the security was
sold by a fund. Until the security is replaced, a fund is required to pay the
lender amounts equal to any dividends or interest, which accrue during the
period of the loan. To borrow the security, a fund may also be required to pay
a premium, which would increase the cost of the security sold. The proceeds of
the short sale will be retained by the broker, to the extent necessary to meet
the margin requirements, until the short position is closed out. A fund makes
money when the market price of the borrowed stock goes down and a fund is able
to replace it for less than it earned by selling it short. Alternatively if the
price of the stock goes up after the short sale and before the short position
is closed, a fund will lose money because it will have to pay more to replace
the borrowed stock than it received when it sold the stock short.


A fund may not always be able to close out a short position at a particular
time or at an acceptable price. A lender may request that the borrowed
securities be returned to it on short notice, and a fund may have to buy the
borrowed securities at an unfavorable price. If this occurs at a time that
other short sellers of the same security also want to close out their
positions, a "short squeeze" can occur. A short squeeze occurs when demand is
greater than supply for the stock sold short. A short squeeze makes it more
likely that a fund will have to cover its short sale at an unfavorable price.
If that happens, a fund will lose some or all of the potential profit from, or
even incur a loss as a result of, the short sale.


Until a fund closes its short position or replaces the borrowed security, a
fund will designate liquid assets it owns (other than the short sales proceeds)
as segregated assets to the books of the broker and/or its custodian in an
amount equal to its obligation to purchase the securities sold short, as
required by the 1940 Act. The amount segregated in this manner will be
increased or decreased each business day equal to the change in market value of
a fund's obligation to purchase the security sold short. If the lending broker
requires a fund to deposit additional collateral (in addition to the short
sales proceeds that the broker holds during the period of the short sale),
which may be as much as 50% of the value of the securities sold short, the
amount of the additional collateral may be deducted in determining the amount
of cash or liquid assets a fund is required to segregate to cover the short
sale obligation pursuant to the 1940 Act. The amount segregated must be
unencumbered by any other obligation or claim than the obligation that is being
covered. A fund believes that short sale obligations that are covered, either
by an offsetting asset or right (acquiring the security sold short or having an
option to purchase the security sold short at exercise price that covers the
obligation), or by a fund's segregated asset procedures (or a combination
thereof), are not senior securities under the 1940 Act and are not subject to a
fund's borrowing restrictions. This requirement to segregate assets limits a
fund's leveraging


                                     II-130


of its investments and the related risk of losses from leveraging. A fund also
is required to pay the lender of the security any dividends or interest that
accrues on a borrowed security during the period of the loan. Depending on the
arrangements made with the broker or custodian, a fund may or may not receive
any payments (including interest) on collateral it has deposited with the
broker.


Short sales involve the risk that a fund will incur a loss by subsequently
buying a security at a higher price than the price at which a fund previously
sold the security short. Any loss will be increased by the amount of
compensation, interest or dividends, and transaction costs a fund must pay to a
lender of the security. In addition, because a fund's loss on a short sale
stems from increases in the value of the security sold short, the extent of
such loss, like the price of the security sold short, is theoretically
unlimited. By contrast, a fund's loss on a long position arises from decreases
in the value of the security held by a fund and therefore is limited by the
fact that a security's value cannot drop below zero.


The use of short sales, in effect, leverages a fund's portfolio, which could
increase a fund's exposure to the market, magnify losses and increase the
volatility of returns.


Although a fund's share price may increase if the securities in its long
portfolio increase in value more than the securities underlying its short
positions, a fund's share price may decrease if the securities underlying its
short positions increase in value more than the securities in its long
portfolio.


In addition, a fund's short selling strategies may limit its ability to fully
benefit from increases in the equity markets. Also, there is the risk that the
counterparty to a short sale may fail to honor its contractual terms, causing a
loss to a fund. The SEC and other (including non-US) regulatory authorities
have imposed, and may in the future impose, restrictions on short selling,
either on a temporary or permanent basis, which may include placing limitations
on specific companies and/or industries with respect to which a fund may enter
into short positions. Any such restrictions may hinder a fund in, or prevent it
from, fully implementing its investment strategies, and may negatively affect
performance.


SHORT SALES AGAINST THE BOX. A fund may make short sales of common stocks if,
at all times when a short position is open, a fund owns the stock or owns
preferred stocks or debt securities convertible or exchangeable, without
payment of further consideration, into the shares of common stock sold short.
Short sales of this kind are referred to as short sales "against the box." The
broker/dealer that executes a short sale generally invests cash proceeds of the
sale until they are paid to a fund. Arrangements may be made with the
broker/dealer to obtain a portion of the interest earned by the broker on the
investment of short sale proceeds. A fund will segregate the common stock or
convertible or exchangeable preferred stock or debt securities in a special
account with the custodian. Uncertainty regarding the tax effects of short
sales of appreciated investments may limit the extent to which a fund may enter
into short sales against the box. A fund will incur transaction costs in
connection with short sales against the box.


SHORT-TERM SECURITIES. In order to meet anticipated redemptions, to hold
pending the purchase of additional securities for a fund's portfolio, or, in
some cases, for temporary defensive purposes, a fund may invest a portion (up
to 100%) of its assets in money market and other short-term securities. When a
fund is invested for temporary defensive purposes, it may not achieve or pursue
its investment objective.


Examples of short-term securities include:


o     Securities  issued or guaranteed by the US government and its agencies and
      instrumentalities;


o     Commercial paper;


o     Certificates of deposit and euro dollar certificates of deposit;


o     Bankers' acceptances;


o     Short-term notes, bonds, debentures or other debt instruments; and

                                     II-131


o     Repurchase agreements.


SMALL COMPANIES. The Advisor believes that many small companies often may have
sales and earnings growth rates that exceed those of larger companies, and that
such growth rates may, in turn, be reflected in more rapid share price
appreciation over time. Investing in smaller company stocks, however, involves
greater risk than is customarily associated with investing in larger, more
established companies. For example, smaller companies can have limited product
lines, markets, or financial and managerial resources. Smaller companies may
also be dependent on one or a few key persons, and may be more susceptible to
losses and risks of bankruptcy. Also, the securities of smaller companies may
be thinly traded (and therefore have to be sold at a discount from current
market prices or sold in small lots over an extended period of time or their
stock values may fluctuate more sharply than other securities). Transaction
costs in smaller company stocks may be higher than those of larger companies.


SOVEREIGN DEBT. Investments in sovereign debt can involve a high degree of
risk. The governmental entity that controls the repayment of sovereign debt may
not be able or willing to repay the principal and/or interest when due in
accordance with the terms of such debt. A governmental entity's willingness or
ability to repay principal and interest due in a timely manner may be affected
by, among other factors, its cash flow situation, the extent of its foreign
reserves, the availability of sufficient foreign exchange on the date a payment
is due, the relative size of the debt service burden to the economy as a whole,
the governmental entity's policy toward the International Monetary Fund, and
the political constraints to which a governmental entity may be subject.
Governmental entities may also be dependent on expected disbursements from
foreign governments, multilateral agencies and others abroad to reduce
principal and interest arrearages on their debt. The commitment on the part of
these governments, agencies and others to make such disbursements may be
conditioned on a governmental entity's implementation of economic reforms
and/or economic performance and the timely service of such debtor's
obligations. Failure to implement such reforms, achieve such levels of economic
performance or repay principal or interest when due may result in the
cancellation of such third parties' commitments to lend funds to the
governmental entity, which may further impair such debtor's ability or
willingness to service its debts in a timely manner. Consequently, governmental
entities may default on their sovereign debt. Holders of sovereign debt may be
requested to participate in the rescheduling of such debt and to extend further
loans to governmental entities. There is no reliable bankruptcy proceeding by
which sovereign debt on which governmental entities have defaulted may be
collected in whole or in part.


SPECIAL INFORMATION CONCERNING MASTER-FEEDER FUND STRUCTURE. The following
applies to the extent that the fund employs the master-feeder fund structure.
Unlike other open-end management investment companies (mutual funds) which
directly acquire and manage their own portfolio securities, a fund seeks to
achieve its investment objective by investing substantially all of its assets
in a master portfolio (Portfolio), a separate registered investment company
with the same investment objective as a fund. Therefore, an investor's interest
in the Portfolio's securities is indirect. In addition to selling a beneficial
interest to a fund, the Portfolio may sell beneficial interests to other mutual
funds, investment vehicles or institutional investors. Such investors will
invest in the Portfolio on the same terms and conditions and will pay a
proportionate share of the Portfolio's expenses. However, the other investors
investing in the Portfolio are not required to sell their shares at the same
public offering price as a fund due to variations in sales commissions and
other operating expenses. Therefore, investors in a fund should be aware that
these differences may result in differences in returns experienced by investors
in the different funds that invest in the Portfolio. Such differences in
returns are also present in other mutual fund structures.


Smaller funds investing in the Portfolio may be materially affected by the
actions of larger funds investing in the Portfolio. For example, if a large
fund withdraws from the Portfolio, the remaining funds may experience higher
pro rata operating expenses, thereby producing lower returns (however, this
possibility exists as well for traditionally structured funds which have large
institutional investors). Also, the Portfolio may be required to sell
investments at a price or time not advantageous to the Portfolio in order to
meet such a redemption. Additionally, the Portfolio may become less diverse,
resulting in increased portfolio risk. Also, funds with a greater pro rata
ownership in the Portfolio could have effective voting control of the
operations of the Portfolio. Whenever a fund is requested to vote on a matter
pertaining to the Portfolio, the fund will vote its interests in the Portfolio
without a meeting of shareholders of the fund if the proposal is one that would
not require the vote of shareholders of the fund as long as such action is
permissible under applicable statutory and regulatory requirements. In
addition, whenever the fund is required to vote on a particular matter relating


                                     II-132


to the Portfolio, the fund will hold a meeting of the shareholders of the fund
and, at the meeting of the investors of the Portfolio, will cast its vote in
the same proportion as the votes of the fund's shareholders even if all the
fund's shareholders did not vote.


Certain changes in the Portfolio's investment objectives, policies or
restrictions may require a fund to withdraw its interest in the Portfolio. Any
such withdrawal could result in a distribution "in kind" of portfolio
securities (as opposed to a cash distribution from the Portfolio). If
securities are distributed, a fund could incur brokerage, tax or other charges
in converting the securities to cash. In addition, the distribution in kind may
result in a less diversified portfolio of investments or adversely affect the
liquidity of a fund. Notwithstanding the above, there are other means for
meeting redemption requests, such as borrowing.


A fund may withdraw its investment from the Portfolio at any time, if the Board
determines that it is in the best interests of the shareholders of a fund to do
so. Upon any such withdrawal, the Board would consider what action might be
taken, including the investment of all the assets of a fund in another pooled
investment entity having the same investment objective as a fund or the
retaining of an investment advisor to manage a fund's assets in accordance with
the investment policies described herein with respect to the Portfolio.



STABLE NET ASSET VALUE (FOR ALL MONEY MARKET FUNDS EXCEPT DEUTSCHE VARIABLE NAV
MONEY FUND). A fund effects purchases and redemptions at its net asset value
per share. In fulfillment of its responsibilities under Rule 2a-7 of the 1940
Act, the Board has approved policies reasonably designed, taking into account
current market conditions and a fund's investment objective, to stabilize a
fund's net asset value per share, and the Board will periodically review the
Advisor's operations under such policies at regularly scheduled Board meetings.
In addition to imposing limitations on the quality, maturity, diversity and
liquidity of portfolio instruments held by a fund as described in the
prospectus, those policies include a weekly monitoring by the Advisor of
unrealized gains and losses in a fund and, when necessary, in an effort to
avoid a material deviation of a fund's net asset value per share determined by
reference to market valuations from a fund's $1.00 price per share, taking
corrective action, such as adjusting the maturity of a fund, or, if possible,
realizing gains or losses to offset in part unrealized losses or gains. The
result of those policies may be that the yield on shares of a fund will be
lower than would be the case if the policies were not in effect. Such policies
also provide for certain action to be taken with respect to portfolio
securities which experience a downgrade in rating or suffer a default. In
addition, a low interest rate environment may prevent the fund from providing a
positive yield or paying fund expenses out of current income and, at times,
could impair a fund's ability to maintain a stable $1.00 share price. There is
no assurance that a fund's net asset value per share will be maintained at
$1.00.



STAND-BY COMMITMENTS. A stand-by commitment is a right acquired by a fund, when
it purchases a municipal obligation from a broker, dealer or other financial
institution (seller), to sell up to the same principal amount of such
securities back to the seller, at a fund's option, at a specified price.
Stand-by commitments are also known as "puts." The exercise by a fund of a
stand-by commitment is subject to the ability of the other party to fulfill its
contractual commitment.


Stand-by commitments acquired by a fund may have the following features: (1)
they will be in writing and will be physically held by a fund's custodian; (2)
a fund's right to exercise them will be unconditional and unqualified; (3) they
will be entered into only with sellers which in the Advisor's opinion present a
minimal risk of default; (4) although stand-by commitments will not be
transferable, municipal obligations purchased subject to such commitments may
be sold to a third party at any time, even though the commitment is
outstanding; and (5) their exercise price will be (i) a fund's acquisition cost
(excluding any accrued interest which a fund paid on their acquisition), less
any amortized market premium or plus any amortized original issue discount
during the period a fund owned the securities, plus (ii) all interest accrued
on the securities since the last interest payment date.


A fund expects that stand-by commitments generally will be available without
the payment of any direct or indirect consideration. However, if necessary or
advisable, a fund will pay for stand-by commitments, either separately in cash
or by paying a higher price for portfolio securities which are acquired subject
to the commitments.


It is difficult to evaluate the likelihood of use or the potential benefit of a
stand-by commitment. Therefore, it is expected that the Advisor will determine
that stand-by commitments ordinarily have a "fair value" of zero, regardless of
whether any direct or indirect consideration was paid. However, if the market
price of the security subject to the stand-by


                                     II-133


commitment is less than the exercise price of the stand-by commitment, such
security will ordinarily be valued at such exercise price. Where a fund has
paid for a stand-by commitment, its cost will be reflected as unrealized
depreciation for the period during which the commitment is held.


The IRS has issued a favorable revenue ruling to the effect that, under
specified circumstances, a regulated investment company will be the owner of
tax-exempt municipal obligations acquired subject to a put option. The IRS has
also issued private letter rulings to certain taxpayers (which do not serve as
precedent for other taxpayers) to the effect that tax-exempt interest received
by a regulated investment company with respect to such obligations will be
tax-exempt in the hands of the company and may be distributed to its
shareholders as exempt-interest dividends. The IRS has subsequently announced
that it will not ordinarily issue advance ruling letters as to the identity of
the true owner of property in cases involving the sale of securities or
participation interests therein if the purchaser has the right to cause the
security, or the participation interest therein, to be purchased by either the
seller or a third party. A fund intends to take the position that it owns any
municipal obligations acquired subject to a stand-by commitment and that
tax-exempt interest earned with respect to such municipal obligations will be
tax-exempt in its hands. There is no assurance that the IRS will agree with
such position in any particular case.


SUBSIDIARY COMPANIES. A fund may gain exposure to the commodity markets in part
by investing a portion of a fund's assets in a wholly-owned subsidiary
(Subsidiary). Investments in a Subsidiary are expected to provide exposure to
the commodity markets within the limitations of the Code and IRS rulings (see
"Taxes" in Appendix II-H of this SAI). The Subsidiaries are companies organized
under the laws of the Cayman Islands, and each is overseen by its own board of
directors.


Among other investments, the Subsidiaries are expected to invest in
commodity-linked derivative instruments, such as swaps and futures. The
Subsidiaries will also invest in fixed income instruments, cash, cash
equivalents and affiliated money market funds. In monitoring compliance with
its investment restrictions, a fund will consider the assets of its Subsidiary
to be assets of the fund. A Subsidiary must, however, comply with the asset
segregation requirements with respect to its investments in commodity-linked
derivatives.


To the extent that a fund invests in its Subsidiary, a fund may be subject to
the risks associated with those derivative instruments and other securities,
which are discussed elsewhere in a fund's prospectus(es) and this SAI. While
the Subsidiaries may be considered similar to investment companies, they are
not registered under the 1940 Act and are not directly subject to all of the
investor protections of the 1940 Act and other US regulations. Changes in the
laws of the US or the Cayman Islands could result in the inability of a fund or
a Subsidiary to operate as intended or may subject the fund or its advisor to
new or additional regulatory requirements, and could negatively affect a fund
and its shareholders.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, satisfy
several diversification requirements, including the requirement that not more
than 25% of the value of the fund's total assets may be invested in the
securities (other than those of the US government or other regulated investment
companies) of any one issuer or of two or more issuers which the fund controls
and which are engaged in the same, similar or related trades or businesses.
Therefore, so long as a fund is subject to this limit, the fund may not invest
any more than 25% of the value of its total assets in a Subsidiary. Absent this
diversification requirement, a fund would be permitted to invest more than 25%
of the value of its total assets in a Subsidiary.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, derive at
least 90% of its gross income from certain specified sources (qualifying
income). Income from certain commodity-linked derivatives does not constitute
qualifying income to a fund. The tax treatment of commodity-linked notes and
certain other derivative instruments in which a fund might invest is not
certain, in particular with respect to whether income and gains from such
instruments constitutes qualifying income. If the Fund treats income from a
particular instrument as qualifying income and the income is later determined
not to constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, a fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including Deutsche Enhanced


                                     II-134


Commodity Strategy Fund, Deutsche Gold & Precious Metals Fund, Deutsche Global
Inflation Fund and Deutsche Real Assets Fund) have obtained private letter
rulings from the IRS confirming that the income and gain earned through a
wholly-owned Subsidiary that invests in certain types of commodity-linked
derivatives constitute qualifying income under the Code.


TAX-EXEMPT COMMERCIAL PAPER. Issues of tax-exempt commercial paper typically
represent short-term, unsecured, negotiable promissory notes. These obligations
are issued by state and local governments and their agencies to finance working
capital needs of municipalities or to provide interim construction financing
and are paid from general revenues of municipalities or are refinanced with
long-term debt. In most cases, tax-exempt commercial paper is backed by letters
of credit, lending agreements, note repurchase agreements or other credit
facility agreements offered by banks or other institutions.


TAX-EXEMPT CUSTODIAL RECEIPTS. Tax-exempt custodial receipts (Receipts)
evidence ownership in an underlying bond that is deposited with a custodian for
safekeeping. Holders of the Receipts receive all payments of principal and
interest when paid on the bonds. Receipts can be purchased in an offering or
from a counterparty (typically an investment bank). To the extent that any
Receipt is illiquid, it is subject to a fund's limit on illiquid securities.


TAX-EXEMPT PASS-THROUGH SECURITIES. Tax exempt pass-through certificates
represent an interest in a pool or group of fixed-rate long-term debt
obligations issued by or on behalf of primarily not-for-profit institutions,
the interest on which is exempt from federal income taxation, including
alternative minimum taxation. Such fixed-rate long-term debt obligations may be
private activity bonds issued by states, municipalities or public authorities
to provide funds, usually through a loan or lease arrangement, to a non-profit
corporation for the purpose of financing or refinancing the construction or
improvement of a facility to be used by the non-profit corporation.
Distributions on tax exempt pass-through certificates may be adversely affected
by defaults in or prepayment of the underlying debt obligations. Certain tax
exempt pass-through certificates are issued in several classes with different
levels of yields and credit protection. A fund may invest in lower classes of
tax exempt pass-through certificates that have less credit protection. Tax
exempt pass-through certificates have limited liquidity and certain transfer
restrictions may apply. There currently is no trading market for tax exempt
pass-through certificates and there can be no assurance that such a market will
develop.


TENDER OPTION BOND TRANSACTIONS. A fund may leverage its assets through the use
of proceeds through tender option bond (TOB) transactions. In a TOB
transaction, the fund typically transfers fixed-rate, long-term municipal bonds
into a special purpose entity (a "TOB Trust") that has been created for the
purpose of repackaging such municipal bonds. The TOB Trust issues short-term
floating rate notes and a residual interest security "(TOB Inverse Floater
Residual Interests"). The short term floating rate notes ("TOB Floaters") are
issued in a face amount equal to some fraction of the par value of the
underlying bonds. The TOB Floaters are sold to third parties, typically money
market funds, and the TOB Inverse Floater Residual Interests are held by the
fund. The fund receives the proceeds from the sale of the TOB Floaters as
consideration for the transferred municipal bonds, and the fund uses the cash
proceeds received from the sale of the TOB Floaters to make additional
investments. The TOB Floaters pay an interest rate that resets periodically at
a reference rate, typically a short-term tax-exempt market rate, and can be
tendered to the TOB Trust at par, unless certain events occur. Typically, such
tenders are funded through a remarketing of the tendered TOB Floaters or a draw
down on a liquidity facility. A fund, as the holder of the TOB Inverse Floater
Residual Interests, has full exposure to any increase or decrease in the value
of the underlying bonds. The holder of the TOB Inverse Floater Residual
Interests receives interest in an amount equal to the interest paid on the
underlying bonds, less the interest paid on the TOB Floaters (and less certain
expenses associated with the TOB Trust such as trustee, administrative and
liquidity fees). By holding the TOB Inverse Floater Residual Interests, a fund
typically has the right to collapse the TOB Trust by causing the holders of the
TOB Floaters to tender their notes at par and have the TOB Trust administrator
transfer the underlying bonds to the fund. In connection with these
investments, a fund may enter into shortfall and forbearance agreements whereby
the fund agrees to reimburse the TOB Trust, in certain circumstances, for the
difference between the liquidation value of the underlying bonds held by the
TOB Trust and the liquidation value of the TOB Floaters plus any shortfalls in
interest cash flows. This could potentially expose the fund to losses in excess
of the value of the fund's investment in the TOB Inverse Floater Residual
Interests.


                                     II-135


The value of TOB Inverse Floater Residual Interests may decrease significantly
when interest rates increase. The market for TOB Inverse Floater Residual
Interests may be more volatile and less liquid than other municipal bonds of
comparable maturity. Moreover, the TOB Trust could be terminated for reasons
outside of a fund's control, resulting in a reduction of leverage and disposal
of portfolio investments at inopportune times and prices. Investments in TOB
Inverse Floater Residual Interests generally involve greater risk than
investments in fixed-rate bonds.


The final rules implementing Section 619 of the Dodd-Frank Wall Street Reform
and Consumer Protection Act (the "Volcker Rule") preclude banking entities from
sponsoring and/or providing services to existing TOB Trusts. In response to
these rules, investment market participants have developed and are developing
new TOB Trust structures that are designed to ensure that banking entities do
not sponsor TOB Trusts in violation of the Volcker Rule.


Deutsche municipal bond funds currently participate in a number of pre-2014 TOB
Trusts (each, a "Legacy TOB Trust") that will need to be restructured to
conform to Volcker Rule requirements by the applicable compliance date,
currently expected to be July 17, 2017, or unwound. Any new TOB Trust
structures must currently comply with the Volcker Rule.


A Volcker-compliant TOB Trust structure is similar to traditional TOB Trust
structures, with certain key differences. The basic features of the new
Volcker-compliant TOB Trust structure currently intended to be implemented by
the funds are as follows:


o  Portfolio management continues to make certain basic investment
   determinations, such as which bonds are placed in the TOB Trust, the amount
   of leverage for any given transaction, whether the transaction is
   structured as non-recourse or recourse, etc.


o  Similar to traditional TOB Trust structures, the fund continues to be the
   holder of the TOB Inverse Floater Residual Interests.


o  Unlike traditional TOB Trust structures, a bank or financial institution no
   longer serves as the sponsor, depositor, or trust administrator nor does it
   have any discretionary decision making authority with respect to the TOB
   Trust.


o  Consistent with traditional TOB Trust structures, a bank or financial
   institution serves as the trustee, liquidity provider, and remarketing
   agent.


o  A third-party administrative agent retained by the fund performs certain of
   the roles and responsibilities historically provided by banking entities in
   traditional TOB Trust structures, including certain historical
   sponsor/administrative roles and responsibilities.


The ultimate impact of the new rules on the TOB market and the municipal market
generally is not yet certain. Such changes could make early unwinds of TOB
Trusts more likely, may make the use of TOB Trusts more expensive, and may make
it more difficult to use TOB Trusts in general. The new rules may also expose
the fund to additional risks, including, but not limited to, compliance,
securities law and operational risks.


THIRD PARTY PUTS. A fund may purchase long-term fixed rate bonds that have been
coupled with an option granted by a third party financial institution allowing
a fund at specified intervals to tender (put) the bonds to the institution and
receive the face value thereof (plus accrued interest). These third party puts
are available in several different forms, may be represented by custodial
receipts or trust certificates and may be combined with other features such as
interest rate swaps. A fund receives a short-term rate of interest (which is
periodically reset), and the interest rate differential between that rate and
the fixed rate on the bond is retained by the financial institution. The
financial institution granting the option does not provide credit enhancement,
and in the event that there is a default in the payment of principal or
interest, or downgrading of a bond to below investment grade, or a loss of the
bond's tax-exempt status, the put option will terminate automatically. As a
result, a fund would be subject to the risks associated with holding such a
long-term bond and the weighted average maturity of that fund's portfolio would
be adversely affected.


                                     II-136


These bonds coupled with puts may present the same tax issues as are associated
with Stand-By Commitments. As with any Stand-By Commitments acquired by a fund,
a fund intends to take the position that it is the owner of any municipal
obligation acquired subject to a third-party put, and that tax-exempt interest
earned with respect to such municipal obligations will be tax-exempt in its
hands. There is no assurance that the IRS will agree with such position in any
particular case. Additionally, the federal income tax treatment of certain
other aspects of these investments, including the treatment of tender fees and
swap payments, in relation to various regulated investment company tax
provisions is unclear. However, the Advisor seeks to manage a fund's portfolio
in a manner designed to minimize any adverse impact from these investments.


TO BE ANNOUNCED (TBA) PURCHASE COMMITMENTS. Similar to When-Issued or
Delayed-Delivery securities, a TBA purchase commitment is a security that is
purchased or sold for a fixed price with the underlying securities to be
announced at a future date. However, the seller does not specify the particular
securities to be delivered. Instead, a fund agrees to accept any securities
that meets the specified terms. For example, in a TBA mortgage-backed
transaction, a fund and seller would agree upon the issuer, interest rate and
terms of the underlying mortgages, but the seller would not identify the
specific underlying security until it issues the security. TBA purchase
commitments involve a risk of loss if the value of the underlying security to
be purchased declines prior to delivery date. The yield obtained for such
securities may be higher or lower than yields available in the market on
delivery date. Unsettled TBA purchase commitments are valued at the current
market value of the underlying securities.


TRUST PREFERRED SECURITIES. A fund may invest in Trust Preferred Securities,
which are hybrid instruments issued by a special purpose trust (Special Trust),
the entire equity interest of which is owned by a single issuer. The proceeds
of the issuance to a fund of Trust Preferred Securities are typically used to
purchase a junior subordinated debenture, and distributions from the Special
Trust are funded by the payments of principal and interest on the subordinated
debenture.


If payments on the underlying junior subordinated debentures held by the
Special Trust are deferred by the debenture issuer, the debentures would be
treated as original issue discount (OID) obligations for the remainder of their
term. As a result, holders of Trust Preferred Securities, such as a fund, would
be required to accrue daily for federal income tax purposes their share of the
stated interest and the de minimis OID on the debentures (regardless of whether
a fund receives any cash distributions from the Special Trust), and the value
of Trust Preferred Securities would likely be negatively affected. Interest
payments on the underlying junior subordinated debentures typically may only be
deferred if dividends are suspended on both common and preferred stock of the
issuer. The underlying junior subordinated debentures generally rank slightly
higher in terms of payment priority than both common and preferred securities
of the issuer, but rank below other subordinated debentures and debt
securities. Trust Preferred Securities may be subject to mandatory prepayment
under certain circumstances. The market values of Trust Preferred Securities
may be more volatile than those of conventional debt securities. Trust
Preferred Securities may be issued in reliance on Rule 144A under the 1933 Act,
and, unless and until registered, are restricted securities. There can be no
assurance as to the liquidity of Trust Preferred Securities and the ability of
holders of Trust Preferred Securities, such as a fund, to sell their holdings.


US GOVERNMENT SECURITIES. A fund may invest in obligations issued or guaranteed
as to both principal and interest by the US Government, its agencies,
instrumentalities or sponsored enterprises which include: (a) direct
obligations of the US Treasury; and (b) securities issued or guaranteed by US
Government agencies.


Examples of direct obligations of the US Treasury are Treasury bills, notes,
bonds and other debt securities issued by the US Treasury. These instruments
are backed by the "full faith and credit" of the United States. They differ
primarily in interest rates, the length of maturities and the dates of
issuance. Treasury bills have original maturities of one year or less. Treasury
notes have original maturities of one to ten years and Treasury bonds generally
have original maturities of greater than ten years.


Some agency securities are backed by the full faith and credit of the United
States (such as Maritime Administration Title XI Ship Financing Bonds and
Agency for International Development Housing Guarantee Program Bonds) and
others are backed only by the rights of the issuer to borrow from the US
Treasury (such as Federal Home Loan Bank Bonds and Federal National Mortgage
Association Bonds), while still others, such as the securities of the Federal
Farm


                                     II-137


Credit Bank, are supported only by the credit of the issuer. With respect to
securities supported only by the credit of the issuing agency or by an
additional line of credit with the US Treasury, there is no guarantee that the
US Government will provide support to such agencies and such securities may
involve risk of loss of principal and interest.


US Government securities may include "zero coupon" securities that have been
stripped by the US Government of their unmatured interest coupons and
collateralized obligations issued or guaranteed by a US Government agency or
instrumentality. Because interest on zero coupon securities is not distributed
on a current basis but is, in effect, compounded, zero coupon securities tend
to be subject to greater risk than interest-paying securities of similar
maturities.


Interest rates on US Government securities may be fixed or variable. Interest
rates on variable rate obligations are adjusted at regular intervals, at least
annually, according to a formula reflecting then current specified standard
rates, such as 91-day US Treasury bill rates. These adjustments generally tend
to reduce fluctuations in the market value of the securities.


The government guarantee of the US Government securities in a fund's portfolio
does not guarantee the net asset value of the shares of a fund. There are
market risks inherent in all investments in securities and the value of an
investment in a fund will fluctuate over time. Normally, the value of
investments in US Government securities varies inversely with changes in
interest rates. For example, as interest rates rise the value of investments in
US Government securities will tend to decline, and as interest rates fall the
value of a fund's investments in US Government securities will tend to
increase. In addition, the potential for appreciation in the event of a decline
in interest rates may be limited or negated by increased principal prepayments
with respect to certain mortgage-backed securities, such as GNMA Certificates.
Prepayments of high interest rate mortgage-backed securities during times of
declining interest rates will tend to lower the return of a fund and may even
result in losses to a fund if some securities were acquired at a premium.
Moreover, during periods of rising interest rates, prepayments of
mortgage-backed securities may decline, resulting in the extension of a fund's
average portfolio maturity. As a result, a fund's portfolio may experience
greater volatility during periods of rising interest rates than under normal
market conditions.


VARIABLE AND FLOATING RATE INSTRUMENTS. Debt instruments purchased by a fund
may be structured to have variable or floating interest rates. The interest
rate on variable and floating rate securities may be reset daily, weekly or on
some other reset period and may have a floor or ceiling on interest rate
changes. The interest rate of variable rate securities ordinarily is determined
by reference to or is a percentage of an objective standard such as a bank's
prime rate, the 90-day US Treasury Bill rate, or the rate of return on
commercial paper or bank certificates of deposit. Generally, the changes in the
interest rate on variable rate securities reduce the fluctuation in the market
value of such securities. Accordingly, as interest rates decrease or increase,
the potential for capital appreciation or depreciation is less than for
fixed-rate obligations. A fund may purchase variable rate securities on which
stated minimum or maximum rates, or maximum rates set by state law, limit the
degree to which interest on such instruments may fluctuate; to the extent it
does, increases or decreases in value of such instruments may be somewhat
greater than would be the case without such limits. Because the adjustment of
interest rates on the variable rate securities is made in relation to movements
of the applicable rate adjustment index, the instruments are not comparable to
long-term fixed interest rate securities. Accordingly, interest rates on the
variable rate securities may be higher or lower than current market rates for
fixed rate obligations of comparable quality with similar final maturities. A
money market fund determines the maturity of variable rate securities in
accordance with Rule 2a-7, which allows a fund to consider certain of such
instruments as having maturities shorter than the maturity date on the face of
the instrument.


The Advisor will consider the earning power, cash flows and other liquidity
ratios of the issuers and guarantors of such instruments and, if the instrument
is subject to a demand feature (described below), will continuously monitor the
issuer's financial ability to meet payment on demand. Where necessary to ensure
that a variable or floating rate instrument is equivalent to the quality
standards applicable to a fund's fixed income investments, the issuer's
obligation to pay the principal of the instrument will be backed by an
unconditional bank letter or line of credit, guarantee or commitment to lend.
Any bank providing such a bank letter, line of credit, guarantee or loan
commitment will meet a fund's investment quality standards relating to
investments in bank obligations. The Advisor will also monitor the
creditworthiness of issuers of such instruments to determine whether a fund
should continue to hold the investments.


                                     II-138


The absence of an active secondary market for certain variable and floating
rate notes could make it difficult to dispose of the instruments, and a fund
could suffer a loss if the issuer defaults or during periods in which a fund is
not entitled to exercise its demand rights. When a reliable trading market for
the variable and floating rate instruments held by a fund does not exist and a
fund may not demand payment of the principal amount of such instruments within
seven days, the instruments will be subject to a fund's limitation on
investments in illiquid securities.


Variable Rate Demand Securities. A fund may purchase variable rate demand
securities, which are variable rate securities that permit a fund to demand
payment of the unpaid principal balance plus accrued interest upon a specified
number of days' notice to the issuer or its agent. The demand feature may be
backed by a bank letter of credit or guarantee issued with respect to such
instrument. A bank that issues a repurchase commitment may receive a fee from a
fund for this arrangement. The issuer of a variable rate demand security may
have a corresponding right to prepay in its discretion the outstanding
principal of the instrument plus accrued interest upon notice comparable to
that required for the holder to demand payment.


Variable Rate Master Demand Notes. A fund may purchase variable rate master
demand notes, which are unsecured instruments that permit the indebtedness
thereunder to vary and provide for periodic adjustments in the interest rate.
Because variable rate master demand notes are direct lending arrangements
between a fund and the issuer, they are not ordinarily traded. Although no
active secondary market may exist for these notes, a fund will purchase only
those notes under which it may demand and receive payment of principal and
accrued interest daily or may resell the note at any time to a third party.
These notes are not typically rated by credit rating agencies.


VARIABLE RATE DEMAND PREFERRED SECURITIES. A fund may purchase certain variable
rate demand preferred securities (VRDPs) issued by closed-end municipal bond
funds, which, in turn, invest primarily in portfolios of tax-exempt municipal
bonds. A fund may invest in securities issued by single-state or national
closed-end municipal bond funds. VRDPs are issued by closed-end funds to
leverage returns for common shareholders. Under the 1940 Act, a closed-end fund
that issues preferred shares must maintain an asset coverage ratio of at least
200% immediately after the time of issuance and at the time of certain
distributions on repurchases of its common stock. It is anticipated that the
interest on the VRDPs will be exempt from federal income tax and, with respect
to any such securities issued by single-state municipal bond funds, exempt from
the applicable state's income tax, although interest on VRDPs may be subject to
the federal alternative minimum tax. The VRDPs will pay a variable dividend
rate, determined weekly, typically through a remarketing process, and include a
demand feature that provides a fund with a contractual right to tender the
securities to a liquidity provider. A fund could lose money if the liquidity
provider fails to honor its obligation, becomes insolvent, or files for
bankruptcy. A fund has no right to put the securities back to the closed-end
municipal bond funds or demand payment or redemption directly from the
closed-end municipal bond funds. Further, the VRDPs are not freely transferable
and, therefore, a fund may only transfer the securities to another investor in
compliance with certain exemptions under the 1933 Act, including Rule 144A.


A fund's purchase of VRDPs issued by closed-end municipal bond funds is subject
to the restrictions set forth under the heading "Investment Companies and Other
Pooled Investment Vehicles."


WARRANTS. The holder of a warrant has the right, until the warrant expires, to
purchase a given number of shares of a particular issuer at a specified price.
Such investments can provide a greater potential for profit or loss than an
equivalent investment in the underlying security. Prices of warrants do not
necessarily move, however, in tandem with the prices of the underlying
securities and are, therefore, considered speculative investments. Warrants pay
no dividends and confer no rights other than a purchase option. Thus, if a
warrant held by a fund were not exercised by the date of its expiration, a fund
would lose the entire purchase price of the warrant.


WHEN-ISSUED AND DELAYED-DELIVERY SECURITIES. A fund may purchase securities on
a when-issued or delayed-delivery basis. Delivery of and payment for these
securities can take place a month or more after the date of the purchase
commitment. The payment obligation and the interest rate that will be received
on when-issued and delayed-delivery securities are fixed at the time the buyer
enters into the commitment. Due to fluctuations in the value of securities
purchased or sold on a when-issued or delayed-delivery basis, the yields
obtained on such securities may be higher or lower than the yields available in
the market on the dates when the investments are actually delivered to the
buyers. When-issued securities may include securities purchased on a "when, as
and if issued" basis, under which the issuance


                                     II-139


of the security depends on the occurrence of a subsequent event, such as
approval of a merger, corporate reorganization or debt restructuring. The value
of such securities is subject to market fluctuation during this period and no
interest or income, as applicable, accrues to a fund until settlement takes
place.


At the time a fund makes the commitment to purchase securities on a when-issued
or delayed delivery basis, it will record the transaction, reflect the value
each day of such securities in determining its net asset value and, if
applicable, calculate the maturity for the purposes of average maturity from
that date. At the time of settlement a when-issued security may be valued at
less than the purchase price. To facilitate such acquisitions, a fund
identifies on its books cash or liquid assets in an amount at least equal to
such commitments. It may be expected that a fund's net assets will fluctuate to
a greater degree when it sets aside portfolio securities to cover such purchase
commitments than when it sets aside cash. On delivery dates for such
transactions, a fund will meet its obligations from maturities or sales of the
segregated securities and/or from cash flow. If a fund chooses to dispose of
the right to acquire a when-issued security prior to its acquisition, it could,
as with the disposition of any other portfolio obligation, incur a gain or loss
due to market fluctuation. When a fund engages in when-issued or
delayed-delivery transactions, it relies on the other party to consummate the
trade and is, therefore, exposed to counterparty risk. Failure of the seller to
do so may result in a fund's incurring a loss or missing an opportunity to
obtain a price considered to be advantageous.


YANKEE BONDS. Yankee Bonds are US dollar-denominated bonds sold in the US by
non-US issuers. As compared with bonds issued in the US, such bond issues
normally pay interest but are less actively traded. Investing in the securities
of foreign companies involves more risks than investing in securities of US
companies. Their value is subject to economic and political developments in the
countries where the companies operate and to changes in foreign currency
values. Values may also be affected by foreign tax laws, changes in foreign
economic or monetary policies, exchange control regulations and regulations
involving prohibitions on the repatriation of foreign currencies. In many
foreign countries, there is less publicly available information about foreign
issuers, and there is less government regulation and supervision of foreign
stock exchanges, brokers and listed companies. Also in many foreign countries,
companies are not subject to uniform accounting, auditing, and financial
reporting standards comparable to those applicable to domestic issuers.
Security trading practices and custody arrangements abroad may offer less
protection to a fund's investments and there may be difficulty in enforcing
legal rights outside the United States. Settlement of transactions in some
foreign markets may be delayed or may be less frequent than in the United
States which could affect the liquidity of a fund's portfolio. Additionally, in
some foreign countries, there is the possibility of expropriation or
confiscatory taxation, limitations on the removal of securities, property, or
other fund assets, political or social instability or diplomatic developments
which could affect investments in foreign securities. In addition, the relative
performance of various countries' fixed income markets historically has
reflected wide variations relating to the unique characteristics of each
country's economy. Year-to-year fluctuations in certain markets have been
significant, and negative returns have been experienced in various markets from
time to time.


YIELDS AND RATINGS. The yields on certain obligations in which a fund may
invest (such as commercial paper and bank obligations), are dependent on a
variety of factors, including general market conditions, conditions in the
particular market for the obligation, the financial condition of the issuer,
the size of the offering, the maturity of the obligation and the ratings of the
issue. The ratings of Moody's, S&P and Fitch Ratings (Fitch) represent their
opinions as to the quality of the securities that they undertake to rate.
Ratings, however, are general and are not absolute standards of quality or
value. Consequently, obligations with the same rating, maturity and interest
rate may have different market prices. See "Ratings of Investments" for
descriptions of the ratings provided by certain recognized rating
organizations.


ZERO COUPON SECURITIES AND DEFERRED INTEREST BONDS. A fund may invest in zero
coupon securities that are "stripped" US Treasury notes and bonds and in
deferred interest bonds. Zero coupon securities are the separate income or
principal components of a debt instrument. Zero coupon and deferred interest
bonds are debt obligations which are issued at a significant discount from face
value. The original discount approximates the total amount of interest the
bonds will accrue and compound over the period until maturity or the first
interest accrual date at a rate of interest reflecting the market rate of the
security at the time of issuance. Zero coupon securities are redeemed at face
value at their maturity date without interim cash payments of interest or
principal. The amount of this discount is accrued over the life of the
security, and the accrual constitutes the income earned on the security for
both accounting and federal income tax purposes. Because of these features, the
market prices of zero coupon securities are generally more volatile than the
market prices of securities that have similar maturity but that pay interest
periodically.


                                     II-140


While zero coupon bonds do not require the periodic payment of interest,
deferred interest bonds generally provide for a period of delay before the
regular payment of interest begins. Although this period of delay is different
for each deferred interest bond, a typical period is approximately one-third of
the bond's term to maturity. Such investments benefit the issuer by mitigating
its initial need for cash to meet debt service, but some also provide a higher
rate of return to attract investors who are willing to defer receipt of such
cash.


A fund will accrue income on such investments for tax and accounting purposes,
as required, which will generally be prior to the receipt of the corresponding
cash payments. Because a fund is required to distribute to shareholders
substantially all of its net investment income, including such accrued income,
to avoid federal income and excise taxes, a fund may be required to liquidate
portfolio securities to satisfy a fund's distribution obligations (including at
a time when it may not be advantageous to do so). Under many market conditions,
investments in zero coupon, step-coupon and pay-in-kind securities may be
illiquid, making it difficult for a fund to dispose of them or to determine
their current value.


                                     II-141


PART II: APPENDIX II-H - TAXES

The following is intended to be a general summary of certain federal income tax
consequences of investing in a fund. This discussion does not address all
aspects of taxation (including state, local, and foreign taxes) that may be
relevant to particular shareholders in light of their own investment or tax
circumstances, or to particular types of shareholders (including insurance
companies, tax-deferred retirement plans, financial institutions or
broker-dealers, foreign corporations, and persons who are not citizens or
residents of the United States) that are subject to special treatment under the
US federal income tax laws. Current and prospective investors are therefore
advised to consult with their tax advisors before making an investment in a
fund. This summary is based on the laws in effect on the date of this SAI and
on existing judicial and administrative interpretations thereof, all of which
are subject to change, possibly with retroactive effect.


Feeder Funds. Certain funds (Feeder Funds) invest all or substantially all of
their assets in either the Deutsche Equity 500 Index Portfolio or the
Government Cash Management Portfolio (each, a Master Portfolio), which are
partnerships for US federal income tax purposes. For a discussion of the US
federal income tax treatment of a Master Portfolio, please see the registration
statement for that Master Portfolio. The amount and character of a Feeder
Fund's income, gains, losses, deductions and other tax items will generally be
determined at the Master Portfolio level and the Feeder Fund will be allocated,
and is required to take into account, its share of its Master Portfolio's
income, gains, losses and other tax items for each taxable year. Consequently,
references herein to a fund's income, gains, losses and other tax items, as
well as its activities, investment and holdings, as applied to a Feeder Fund,
generally include the tax items, activities, investments and holdings realized,
recognized, conducted or held, as applicable, either by the Feeder Fund
directly or through its Master Portfolio. See "Investments in the Master
Portfolios" for more information.


ALL FUNDS (OTHER THAN DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND)


TAXATION OF A FUND AND ITS INVESTMENTS


QUALIFICATION AS A REGULATED INVESTMENT COMPANY. A fund has elected (or in the
case of a new fund, intends to elect) to be treated, and intends to qualify
each year, as a regulated investment company under Subchapter M of the Internal
Revenue Code of 1986, as amended (Code). If a fund qualifies for treatment as a
regulated investment company that is accorded special tax treatment, such fund
will not be subject to federal income tax on income distributed in a timely
manner to its shareholders in the form of dividends (including Capital Gain
Dividends, as defined below). In order to qualify for the special tax treatment
accorded regulated investment companies and their shareholders under the Code,
a fund must, among other things:


(a) derive at least 90% of its gross income for each taxable year from (i)
dividends, interest, payments with respect to certain securities loans, gains
from the sale or other disposition of stock, securities or foreign currencies,
or other income (including but not limited to gains from options, futures, or
forward contracts) derived with respect to its business of investing in such
stock, securities, or currencies and (ii) net income derived from interests in
"qualified publicly traded partnerships" (as defined below);


(b) diversify its holdings so that, at the end of each quarter of its taxable
year, (i) at least 50% of the market value of its total assets are represented
by cash and cash items, US Government securities, securities of other regulated
investment companies, and other securities limited in respect of any one issuer
to a value not greater than 5% of the value of a fund's total assets and not
more than 10% of the outstanding voting securities of such issuer, and (ii) not
more than 25% of the value of its assets are invested (x) in the securities
(other than those of the US Government or other regulated investment companies)
of any one issuer or of two or more issuers which the fund controls and which
are engaged in the same, similar, or related trades or businesses, or (y) in
the securities of one or more qualified publicly traded partnerships (as
defined below); and


(c) distribute with respect to each taxable year at least 90% of the sum of its
investment company taxable income (as that term is defined in the Code without
regard to the deduction for dividends paid; investment company taxable income
generally consists of taxable ordinary income and the excess, if any, of net
short-term capital gains over net long-term capital losses) and net tax-exempt
interest income, if any, for such year.


                                     II-142


In general, for purposes of the 90% gross income requirement described in
paragraph (a) above, income derived from a partnership will be treated as
qualifying income only to the extent such income is attributable to items of
income of the partnership which would be qualifying income if realized directly
by a fund. However, 100% of net income derived from an interest in a "qualified
publicly traded partnership" (generally, a partnership (x) the interests in
which are traded on an established securities market or readily tradable on a
secondary market or the substantial equivalent thereof, and (y) that derives
less than 90% of its income from the qualifying income described in paragraph
(a)(i) above) will be treated as qualifying income.


For purposes of the diversification test in paragraph (b) above, the term
"outstanding voting securities of such issuer" will include the equity
securities of a qualified publicly traded partnership. It is possible that
certain partnerships in which a fund may invest will be master limited
partnerships constituting qualified publicly traded partnerships. Such
investments will be limited by a fund's intention to qualify as a regulated
investment company under the Code. In addition, although the passive loss rules
of the Code do not generally apply to regulated investment companies, such
rules do apply to a regulated investment company with respect to items
attributable to an interest in a qualified publicly traded partnership. Fund
investments in partnerships, including in qualified publicly traded
partnerships, may result in a fund being subject to state, local or foreign
income, franchise or withholding taxes.


Pursuant to current Internal Revenue Service (IRS) guidance, a Feeder Fund
investing in a Master Portfolio will be treated as holding directly the
underlying assets of the Master Portfolio for purposes of the diversification
test in (b) above.


In addition, for purposes of the diversification test in paragraph (b) above,
the identification of the issuer (or, in some cases, issuers) of a particular
fund investment can depend on the terms and conditions of that investment. In
some cases, identification of the issuer (or issuers) is uncertain under
current law, and an adverse determination or future guidance by the IRS with
respect to issuer identification for a particular type of investment may
adversely affect a fund's ability to meet the diversification test in paragraph
(b) above.


FAILURE TO QUALIFY AS A REGULATED INVESTMENT COMPANY. If a fund were to fail to
meet the income, diversification or distribution tests described above, the
fund could in some cases cure such failure, including by paying a fund-level
tax, paying interest, making additional distributions or disposing of certain
assets. If a fund were ineligible to or otherwise did not cure such failure for
any year, the fund would fail to qualify as a "regulated investment company"
for such year. All of the fund's taxable income would be subject to federal
income tax at regular corporate rates (without any deduction for distributions
to its shareholders), and all distributions from earnings and profits,
including any distributions of net tax-exempt income and net long-term capital
gains, would be taxable to shareholders as ordinary income. Some portions of
such distributions, however, could be eligible (i) to be treated as qualified
dividend income in the case of shareholders taxed as individuals and other
noncorporate shareholders and (ii) for the dividends-received deduction in the
case of corporate shareholders provided, in both cases, the shareholder meets
certain holding period and other requirements in respect of the fund's shares
(as described below). In addition, a fund could be required to recognize
unrealized gains, pay substantial taxes and interest and make substantial
distributions before requalifying as a regulated investment company that is
accorded special federal income tax treatment.


A fund is subject to a 4% nondeductible excise tax on amounts that have been
retained rather than distributed, as required, under a prescribed formula. The
formula requires payment to shareholders during a calendar year of
distributions representing at least 98% of a fund's taxable ordinary income for
the calendar year and at least 98.2% of the excess of its capital gains over
capital losses realized during the one-year period ending October 31 of such
year (or the last day of a fund's taxable year if a fund's taxable year ends in
November or December and a fund makes an election to use such later date), as
well as amounts that were neither distributed by nor taxed to a fund during the
prior calendar year. For purposes of the required excise tax distribution,
ordinary gains and losses from the sale, exchange or other taxable disposition
of property that would be taken into account after October 31 (or later if the
fund is permitted to so elect and does so elect) are treated as arising on
January 1 of the following calendar year. Also for purposes of the excise tax,
a fund will be treated as having distributed any ordinary income or capital
gain net income on which it has been subject to corporate income tax in the
taxable year ending within the calendar year. Although a fund's distribution
policies should enable it to avoid this excise tax, a fund may retain (and be
subject to income or excise tax on) a portion of its capital gain or other
income if it appears to be in the interest of such fund.


                                     II-143


SPECIAL TAX PROVISIONS THAT APPLY TO CERTAIN INVESTMENTS. Certain of a fund's
investment practices are subject to special and complex federal income tax
provisions, including rules relating to short sales, constructive sales,
"straddle" and "wash sale" transactions and section 1256 contracts (as defined
below), that may, among other things: (i) disallow, suspend or otherwise limit
the allowance of certain losses or deductions; (ii) convert lower taxed
long-term capital gains into higher taxed short-term capital gains or ordinary
income; (iii) convert an ordinary loss or a deduction into a capital loss; (iv)
cause a fund to recognize income or gain without a corresponding receipt of
cash; and/or (v) adversely alter the characterization of certain fund
investments. Moreover, the straddle rules and short sale rules may require the
capitalization of certain related expenses of a fund.


Certain debt obligations. Some debt obligations with a fixed maturity date of
more than one year from the date of issuance (and zero-coupon debt obligations
with a fixed maturity date of more than one year from the date of issuance)
that are acquired by a fund will be treated as debt obligations that are issued
originally at a discount. Generally, the amount of the original issue discount
(OID) is treated as interest income and is included in a fund's income (and
required to be distributed by a fund) over the term of the debt security, even
though payment of that amount is not received until a later time, upon partial
or full repayment or disposition of the debt security. In addition,
payment-in-kind debt securities will give rise to income which is required to
be distributed and is taxable even though a fund holding the security receives
no interest payment in cash on the security during the year.


Some debt obligations with a fixed maturity date of more than one year from the
date of issuance that are acquired by a fund in the secondary market may be
treated as having "market discount." Very generally, market discount is the
excess of the stated redemption price of a debt obligation (or in the case of
an obligation issued with OID, its "revised issue price") over the purchase
price of such obligation. Generally, any gain recognized on the disposition of,
and any partial payment of principal on, a debt security having market discount
is treated as ordinary income to the extent the gain, or principal payment,
does not exceed the "accrued market discount" on such debt security.
Alternatively, a fund may elect to accrue market discount currently, in which
case a fund will be required to include the accrued market discount in a fund's
income (as ordinary income) and thus distribute it over the term of the debt
security, even though payment of that amount is not received until a later
time, upon partial or full repayment or disposition of the debt security. The
rate at which the market discount accrues, and thus is included in a fund's
income, will depend upon which of the permitted accrual methods a fund elects.


Some debt obligations with a fixed maturity date of one year or less from the
date of issuance that are acquired by a fund may be treated as having OID or,
in certain cases, "acquisition discount" (very generally, the excess of the
stated redemption price over the purchase price). A fund will be required to
include the OID or acquisition discount in income (as ordinary income) and thus
distribute it over the term of the debt security, even though payment of that
amount is not received until a later time, upon partial or full repayment or
disposition of the debt security. The rate at which OID or acquisition discount
accrues, and thus is included in a fund's income, will depend upon which of the
permitted accrual methods a fund elects.


If a fund holds the foregoing kinds of securities, it may be required to pay
out as an income distribution each year an amount which is greater than the
total amount of cash interest a fund actually received. Such distributions may
be made from the cash assets of a fund or by liquidation of portfolio
securities that it might otherwise have continued to hold. A fund may realize
gains or losses from such liquidations. In the event a fund realizes net gains
from such transactions, its shareholders may receive larger distributions than
they would have received in the absence of such transactions. These investments
may also affect the character of income recognized by a fund.


A portion of the OID accrued on certain high yield discount obligations may not
be deductible to the issuer and will instead be treated as a dividend paid by
the issuer for purposes of the dividends received deduction. In such cases, if
the issuer of the high yield discount obligations is a domestic corporation,
dividend payments by a fund may be eligible for the dividends received
deduction to the extent attributable to the deemed dividend portion of such
OID.


Investments in debt obligations that are at risk of or in default present
special tax issues for a fund. Federal income tax rules are not entirely clear
about issues such as whether and, if so, to what extent a fund should recognize
market discount on such a debt obligation, when a fund may cease to accrue
interest, OID or market discount, when and to what extent deductions may be
taken for bad debts or worthless securities, how payments received on
obligations


                                     II-144


in default should be allocated between principal and income and whether
exchanges of debt obligations in a workout context are taxable. These and other
issues will be addressed by a fund, when, as and if it invests in such
securities, in order to seek to ensure that it distributes sufficient income to
preserve its eligibility for treatment as a regulated investment company and
does not become subject to US federal income or excise tax.


Very generally, where a fund purchases a bond at a price that exceeds the
redemption price at maturity (i.e., a premium), the premium is amortizable over
the remaining term of the bond. In the case of a taxable bond, if a fund makes
an election applicable to all such bonds it purchases, which election is
irrevocable without consent of the IRS, the fund reduces the current taxable
income from the bond by the amortized premium and reduces its tax basis in the
bond by the amount of such offset; upon the disposition or maturity of such
bonds acquired on or after January 4, 2013, the fund is permitted to deduct any
remaining premium allocable to a prior period. In the case of a tax-exempt
bond, tax rules require such a fund to reduce its tax basis by the amount of
amortized premium.


Derivatives. In addition to the special rules described below in respect of
options transactions and futures, a fund's transactions in other derivative
instruments (e.g. forward contracts and swap agreements), as well as any of its
other hedging, short sale or similar transactions, may be subject to special
provisions of the Code (including provisions relating to "hedging transactions"
and "straddles") that, among other things, may affect the character of gains
and losses realized by a fund (i.e., may affect whether gains or losses are
ordinary or capital), accelerate recognition of income to a fund and defer fund
losses. These rules could therefore affect the character, amount and timing of
distributions to shareholders. These provisions may also: (i) require a fund to
mark to market annually certain types of the positions in its portfolio (i.e.,
treat them as if they were closed out at the end of each year); or (ii) cause a
fund to recognize income without receiving cash with which to pay dividends or
make distributions in amounts necessary to satisfy the distribution
requirements described above in order to avoid certain income and excise taxes.
A fund may be required to liquidate other investments (including when it is not
advantageous to do so) to meet its distribution requirements, which may also
accelerate the recognition of gain by the fund. A fund will monitor its
transactions, make the appropriate tax elections and make the appropriate
entries in its books and records when it acquires any foreign currency, forward
contract, option, futures contract or hedged investment in order to mitigate
the effect of these rules and prevent disqualification of a fund from treatment
as a regulated investment company.


In general, option premiums received by a fund are not immediately included in
the income of a fund. Instead, the premiums are recognized when the option
contract expires, the option is exercised by the holder, or a fund transfers or
otherwise terminates the option (e.g., through a closing transaction). If a
call option written by a fund is exercised and a fund sells or delivers the
underlying stock, a fund generally will recognize capital gain or loss equal to
(a) the sum of the strike price and the option premium received by a fund minus
(b) a fund's basis in the stock. Such gain or loss generally will be short-term
or long-term depending upon the holding period of the underlying stock. If
securities are purchased by a fund pursuant to the exercise of a put option
written by it, a fund generally will subtract the premium received from its
cost basis in the securities purchased. The gain or loss with respect to any
termination of a fund's obligation under an option other than through the
exercise of the option and related sale or delivery of the underlying stock
generally will be short-term gain or loss depending on whether the premium
income received by a fund is greater or less than the amount paid by a fund (if
any) in terminating the transaction. Thus, for example, if an option written by
a fund expires unexercised, a fund generally will recognize short-term gain
equal to the premium received.


A fund's options activities may include transactions constituting straddles for
US federal income tax purposes, that is, that trigger the US federal income tax
straddle rules contained primarily in Section 1092 of the Code. Such straddles
include, for example, positions in a particular security, or an index of
securities, and one or more options that offset the former position, including
options that are "covered" by a fund's long position in the subject security.
Very generally, where applicable, Section 1092 requires: (i) that losses be
deferred on positions deemed to be offsetting positions with respect to
"substantially similar or related property," to the extent of unrealized gain
in the latter; and (ii) that the holding period of such a straddle position
that has not already been held for the long-term holding period be terminated
and begin anew once the position is no longer part of a straddle. The straddle
rules apply in modified form to so-called "qualified covered calls." Very
generally, where a taxpayer writes an option on a single stock that is "in the
money" but not "deep in the money," the holding period on the stock will not be
terminated, as it would be under the general straddle rules, but will be
suspended during the period that such calls are outstanding. These straddle
rules could cause gains that would otherwise constitute long-term capital gains
to be treated as short-term capital gains, and


                                     II-145


distributions that would otherwise constitute "qualified dividend income" (as
discussed below) or qualify for the dividends-received deduction (as discussed
below) to fail to satisfy the holding period requirements and therefore to be
taxed at ordinary income tax rates or to fail to qualify for the 70%
dividends-received deduction, as the case may be.


In summary, a fund's options activities can cause a substantial portion of the
fund's income to consist of short-term capital gains, taxable to shareholders
at ordinary income rates when distributed to them.


A fund's investment in so-called "section 1256 contracts," which include
certain futures contracts as well as listed non-equity options written or
purchased by a fund on US exchanges (including options on futures contracts,
equity indices and debt securities), are subject to special federal income tax
rules. All section 1256 contracts held by a fund at the end of its taxable year
are required to be marked to their market value, and any unrealized gain or
loss on those positions will be included in a fund's income as if each position
had been sold for its fair market value at the end of the taxable year. The
resulting gain or loss will be combined with any gain or loss realized by a
fund from positions in section 1256 contracts closed during the taxable year.
Provided such positions were held as capital assets and were neither part of a
"hedging transaction" nor part of a "straddle," 60% of the resulting net gain
or loss will be treated as long-term capital gain or loss, and 40% of such net
gain or loss will be treated as short-term capital gain or loss (although
certain foreign currency gains and losses from such contracts may be treated as
ordinary in character), regardless of the period of time the positions were
actually held by a fund.


As a result of entering into swap contracts, a fund may make or receive
periodic net payments. A fund may also make or receive a payment when a swap is
terminated prior to maturity through an assignment of the swap or other closing
transaction. Periodic net payments will generally constitute ordinary income or
deductions, while termination of a swap will generally result in capital gain
or loss (which will be a long-term capital gain or loss if a fund has been a
party to the swap for more than one year). With respect to certain types of
swaps, a fund may be required to currently recognize income or loss with
respect to future payments on such swaps or may elect under certain
circumstances to mark such swaps to market annually for federal income tax
purposes as ordinary income or loss. The federal income tax treatment of many
types of credit default swaps is uncertain under current law.


In general, gain or loss on a short sale is recognized when a fund closes the
sale by delivering the borrowed property to the lender, not when the borrowed
property is sold. Gain or loss from a short sale is generally treated as
capital gain or loss to the extent that the property used to close the short
sale constitutes a capital asset in a fund's hands. Except with respect to
certain situations where the property used by a fund to close a short sale has
a long-term holding period on the date of the short sale, special rules would
generally treat the gains on short sales as short-term capital gains. These
rules may also terminate the running of the holding period of "substantially
identical property" held by a fund. Moreover, a loss on a short sale will be
treated as a long-term capital loss if, on the date of the short sale,
"substantially identical property" has been held by a fund for more than a
year. In general, a fund will not be permitted to deduct payments made to
reimburse the lender of securities for dividends paid on borrowed stock if the
short sale is closed on or before the 45th day after the short sale is entered
into.


Income from certain commodity-linked derivatives does not constitute qualifying
income to a fund. The federal income tax treatment of commodity-linked notes
and certain other derivative instruments in which a fund might invest is not
certain, in particular with respect to whether income and gains from such
instruments constitutes qualifying income. If a fund treats income from a
particular instrument as qualifying income and the income is later determined
not to constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, the fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including the Deutsche Enhanced Commodity Strategy Fund,
Deutsche Gold & Precious Metals Fund, Deutsche Global Inflation Fund and
Deutsche Real Assets Fund) have obtained private letter rulings from the IRS
confirming that the income and gain earned through a wholly owned subsidiary
that invests in certain types of commodity-linked derivatives constitute
qualifying income under the Code. The IRS has currently suspended the issuance
of such private letter rulings. See "Investment in Wholly Owned Foreign
Subsidiary" for more information.


                                     II-146


Because the rules described above and other federal income tax rules applicable
to these types of transactions are in some cases uncertain under current law,
an adverse determination or future guidance by the IRS with respect to these
rules (which determination or guidance could be retroactive) may affect whether
a fund has made sufficient distributions, and otherwise satisfied the relevant
requirements, to maintain its qualification as a regulated investment company
and avoid a fund-level tax. A fund intends to limit its activities in options,
futures contracts, forward contracts, short sales, swaps and related
transactions to the extent necessary to meet the requirements for qualification
and treatment as a regulated investment company under the Code.


REITs. A fund's investments in equity securities of REITs may result in a
fund's receipt of cash in excess of the REIT's earnings; if a fund distributes
these amounts, the distributions could constitute a return of capital to fund
shareholders for federal income tax purposes. In addition, such investments in
REIT equity securities also may require a fund to accrue and distribute income
not yet received. To generate sufficient cash to make the requisite
distributions, a fund may be required to sell securities in its portfolio
(including when it is not advantageous to do so) that it otherwise would have
continued to hold. Dividends received by a fund from a REIT will not qualify
for the corporate dividends-received deduction and generally will not
constitute qualified dividend income.


Under a notice issued by the IRS in October 2006 and Treasury regulations that
have yet to be issued but may apply retroactively, a portion of a fund's income
from a residual interest in a real estate mortgage investment conduit (REMIC)
or an equity interest in a taxable mortgage pool (TMP) including such income
received indirectly through a REIT or other pass-through entity (referred to in
the Code as an "excess inclusion") will be subject to federal income tax in all
events. This notice also provides, and the regulations are expected to provide,
that excess inclusion income of a regulated investment company will be
allocated to shareholders of the regulated investment company in proportion to
the dividends received by such shareholders, with the same consequences as if
the shareholders held the related REMIC or TMP interest directly (see "Taxation
of US Shareholders - Dividends and distributions - Additional considerations"
and see also "Tax-exempt Shareholders" for a summary of certain federal income
tax consequences to shareholders of distributions reported as excess inclusion
income).


Standby commitments. A fund may purchase municipal securities together with the
right to resell the securities to the seller at an agreed upon price or yield
within a specified period prior to the maturity date of the securities. Such a
right to resell is commonly known as a "put" and is also referred to as a
"standby commitment." A fund may pay for a standby commitment either in cash or
in the form of a higher price for the securities which are acquired subject to
the standby commitment, thus increasing the cost of securities and reducing the
yield otherwise available. Additionally, a fund may purchase beneficial
interests in municipal securities held by trusts, custodial arrangements or
partnerships and/or combined with third-party puts or other types of features
such as interest rate swaps; those investments may require a fund to pay
"tender fees" or other fees for the various features provided. The IRS has
issued a revenue ruling to the effect that, under specified circumstances, a
regulated investment company will be the owner of tax-exempt municipal
obligations acquired subject to a put option. The IRS has also issued private
letter rulings to certain taxpayers (which do not serve as precedent for other
taxpayers) to the effect that tax-exempt interest received by a regulated
investment company with respect to such obligations will be tax-exempt in the
hands of the company and may be distributed to its shareholders as
exempt-interest dividends. The IRS has subsequently announced that it will not
ordinarily issue advance ruling letters as to the identity of the true owner of
property in cases involving the sale of securities or participation interests
therein if the purchaser has the right to cause the security, or the
participation interest therein, to be purchased by either the seller or a third
party. A fund, where relevant, intends to take the position that it is the
owner of any municipal obligations acquired subject to a standby commitment or
other third party put and that tax-exempt interest earned with respect to such
municipal obligations will be tax-exempt in its hands. There is no assurance
that the IRS will agree with such position in any particular case. If a fund is
not viewed as the owner of such municipal obligations, it will not be permitted
to treat the exempt interest paid on such obligations as belonging to it. This
may affect the fund's eligibility to pay exempt-interest dividends to its
shareholders. Additionally, the federal income tax treatment of certain other
aspects of these investments, including the treatment of tender fees paid by a
fund, in relation to various regulated investment company tax provisions is
unclear. However, the Advisor intends to manage a fund's portfolio in a manner
designed to minimize any adverse impact from the tax rules applicable to these
investments.


                                     II-147


As described herein, in certain circumstances a fund may be required to
recognize taxable income or gain even though no corresponding amounts of cash
are received concurrently. A fund may therefore be required to obtain cash to
satisfy its distribution requirements by selling securities at times when it
might not otherwise be desirable to do so or by borrowing the necessary cash,
thereby incurring interest expense. In certain situations, a fund will, for a
taxable year, defer all or a portion of its capital losses and currency losses
realized after October 31 until the next taxable year in computing its
investment company taxable income and net capital gain, which will defer the
recognition of such realized losses. Such deferrals and other rules regarding
gains and losses realized after October 31 may affect the federal income tax
character of shareholder distributions.


Foreign investments. Income (including, in some cases, capital gains) from
investments in foreign stocks or securities may be subject to foreign taxes,
including withholding and other taxes imposed by foreign jurisdictions. Tax
conventions between certain countries and the US may reduce or eliminate such
taxes. It is not possible to determine a fund's effective rate of foreign tax
in advance since the amount of a fund's assets to be invested in various
countries is not known. Payment of such taxes will reduce a fund's yield on
those investments.


If a fund is liable for foreign taxes and if more than 50% of the value of a
fund's total assets at the close of its taxable year consists of stocks or
securities of foreign corporations (including foreign governments), a fund may
make an election pursuant to which certain foreign taxes paid by a fund would
be treated as having been paid directly by shareholders of a fund. Pursuant to
such election, shareholders may be able to claim a credit or deduction on their
federal income tax returns for their pro rata portions of qualified taxes paid
by a fund to foreign countries in respect of foreign securities that such fund
has held for at least the minimum period specified in the Code. In such a case,
shareholders will include in gross income from foreign sources their pro rata
shares of such taxes paid by a fund. Each shareholder of a fund will be
notified whether the foreign taxes paid by a fund will "pass through" for that
year and, if so, such notification will report the shareholder's portion of (i)
the foreign taxes paid by a fund and (ii) a fund's foreign source income.
Certain fund of funds also may qualify to pass through to shareholders foreign
taxes paid by underlying funds in which the fund of funds invests. See
Fund-of-Funds Structure, below.


A shareholder's ability to claim an offsetting foreign tax credit or deduction
in respect of foreign taxes paid by a fund is subject to certain limitations
imposed by the Code, which may result in the shareholder not receiving a full
credit or deduction (if any) for the amount of such taxes. Shareholders who do
not itemize on their US federal income tax returns may claim a credit (but not
a deduction) for such foreign taxes. The amount of foreign taxes that a
shareholder may claim as a credit in any year will generally be subject to a
separate limitation for "passive income," which includes, among other types of
income, dividends, interest and certain foreign currency gains. Because capital
gains realized by a fund on the sale of foreign securities will be treated as
US source income, the available credit of foreign taxes paid with respect to
such gains may be restricted. Shareholders that are not subject to US federal
income tax, and those who invest in a fund through tax-advantaged accounts
(including those who invest through individual retirement accounts or other
tax-advantaged retirement plans), generally will receive no benefit from any
tax credit or deduction passed through by a fund.


If a fund does not satisfy the requirements for passing through to its
shareholders their proportionate shares of any foreign taxes paid by a fund,
shareholders generally will not be entitled to claim a credit or deduction with
respect to foreign taxes incurred by a fund and will not be required to include
such taxes in their gross income.


A fund's transactions in foreign currencies, foreign-currency-denominated debt
obligations and certain foreign currency options, futures contracts and forward
contracts (and similar instruments) may in certain instances give rise to
ordinary income or loss to the extent such income or loss results from
fluctuations in the value of the foreign currency concerned. Under section 988
of the Code, gains or losses attributable to fluctuations in exchange rates
between the time a fund accrues income or receivables or expenses or other
liabilities denominated in a foreign currency and the time a fund actually
collects such income or pays such liabilities are generally treated as ordinary
income or ordinary loss. In general, gains (and losses) realized on debt
instruments will be treated as section 988 gain (or loss) to the extent
attributable to changes in exchange rates between the US dollar and the
currencies in which the instruments are denominated. Similarly, gains or losses
on foreign currency, foreign currency forward contracts and certain foreign
currency options or futures contracts, to the extent attributable to
fluctuations in exchange rates between the acquisition and disposition dates,
are also treated as ordinary income or loss unless a fund elects otherwise. Any
such ordinary income treatment


                                     II-148


may accelerate or increase fund distributions to shareholders, and increase the
distributions taxed to shareholders as ordinary income. Any net ordinary losses
so created cannot be carried forward by a fund to offset income or gains earned
in subsequent taxable years. With regard to forward contracts entered into
beginning January 15, 2015 the Deutsche CROCI (Reg. TM) International Fund has
elected to treat eligible currency gains and losses derived from forward
contracts as capital gains and losses; not all currency gains and losses are
eligible for this treatment.


Investment in passive foreign investment companies (PFICs). If a fund purchases
shares in certain foreign investment entities, called "passive foreign
investment companies" (PFICs), it may be subject to US federal income tax on a
portion of any "excess distribution" or gain from the disposition of such
shares, which tax cannot be eliminated by making distributions to fund
shareholders. Such excess distributions and gains will be considered ordinary
income. Additional charges in the nature of interest may be imposed on a fund
in respect of deferred taxes arising from such distributions or gains.


However, a fund may elect to avoid the imposition of that tax. For example, a
fund may in certain cases elect to treat the PFIC as a "qualified electing
fund" under the Code (i.e., make a "QEF election"), in which case a fund would
be required to include in income each year its share of the ordinary earnings
and net capital gains of the qualified electing fund, even if such amounts were
not distributed to a fund. In order to make this election, a fund would be
required to obtain certain annual information from the PFICs in which it
invests, which may be difficult or not possible to obtain.


Alternatively, a fund may make a mark-to-market election that will result in a
fund being treated as if it had sold (and, solely for purposes of this
mark-to-market election, repurchased) its PFIC stock at the end of such fund's
taxable year. In such case, a fund would report any such gains as ordinary
income and would deduct any such losses as ordinary losses to the extent of
previously recognized gains. The QEF and mark-to-market elections must be made
separately for each PFIC owned by a fund and, once made, would be effective for
all subsequent taxable years, unless revoked with the consent of the IRS. By
making the election, a fund could potentially ameliorate the adverse federal
income tax consequences with respect to its ownership of shares in a PFIC, but
in any particular year may be required to recognize income in excess of the
distributions it receives from PFICs and its proceeds from dispositions of PFIC
stock. A fund may have to distribute this "phantom" income and gain to satisfy
the 90% distribution requirement and/or to avoid imposition of the 4% excise
tax. Making either of these elections therefore may require a fund to liquidate
other investments (including when it is not advantageous to do so) to meet its
distribution requirement, which also may accelerate the recognition of gain and
affect a fund's total return. A fund will make the appropriate tax elections,
if possible, and take any additional steps that are necessary to mitigate the
effect of these rules. Because it is not always possible to identify a foreign
corporation as a PFIC, a fund may incur the tax and interest charges described
above in some instances. Dividends paid by PFICs will not be eligible to be
treated as "qualified dividend income."


Investment in Wholly Owned Foreign Subsidiary. Certain funds may invest a
portion of their assets (but not more than 25% of the value of the fund's total
assets as of the end of each quarter of such fund's taxable year) in a wholly
owned foreign subsidiary that will invest in certain types of commodity-linked
derivatives (each a "Subsidiary"). Each Subsidiary was formed under the laws of
the Cayman Islands and is classified as a corporation for federal income tax
purposes.


For federal income tax purposes, each Subsidiary will be treated as a
controlled foreign corporation and the applicable fund will be treated as a "US
shareholder" of the Subsidiary. As a result, each fund will be required to
include in gross income for US federal income tax purposes all of its
Subsidiary's "subpart F income," whether or not such income is distributed by
the Subsidiary. It is expected that all or substantially all of each
Subsidiary's income will be "subpart F income." Each fund's recognition of its
Subsidiary's "subpart F income" will increase the fund's basis in its shares of
the Subsidiary. Distributions by a Subsidiary to the applicable fund will be
tax-free, to the extent of the Subsidiary's previously undistributed "subpart F
income," and will correspondingly reduce the fund's basis in its shares of the
Subsidiary. "Subpart F income" is generally treated as ordinary income,
regardless of the character of a Subsidiary's underlying income. Therefore,
each fund's investment in its Subsidiary may cause the fund to realize more
ordinary income than would be the case if the fund invested directly in the
investments held by its Subsidiary. If a net loss is realized by a Subsidiary,
such loss is not generally available to offset other income earned by the
applicable fund.


                                     II-149


As noted above, to qualify as a regulated investment company, a fund must
derive at least 90% of its gross income each taxable year from certain
specified sources. Income from direct investments in commodities and certain
commodity-linked derivatives generally does not constitute qualifying income.
The IRS has formerly issued a number of private letter rulings to investment
companies concluding that income derived from an investment in a wholly owned
foreign subsidiary that invests in commodity-linked derivatives constitutes
qualifying income but each of these private letter rulings applies only to the
taxpayer that received it and may not be used or cited as precedent. Deutsche
Enhanced Commodity Strategy Fund, Deutsche Gold & Precious Metals Fund,
Deutsche Global Inflation Fund and Deutsche Real Assets Fund each obtained a
ruling. The IRS has since suspended the issuance of such rulings and is
reviewing its policy in this area. It is possible that, as a consequence of its
current review of this area, the IRS will reverse its prior position and
publish guidance under which it will take the position that income and gains a
fund derives from its investment in its Subsidiary do or will not constitute
qualifying income. In such a case, a fund could fail to qualify as a regulated
investment company, could be limited in its ability to implement its current
investment strategies and may need to significantly change its investment
strategies, which could adversely affect the fund. A fund also may incur
transaction and other costs to comply with any new or additional guidance from
the IRS.


Investments in MLP Equity Securities. A fund may invest to a limited degree in
MLPs and other entities that are treated as qualified publicly traded
partnerships for federal income tax purposes. Net income derived from a
qualified publicly traded partnership is included in the sources of income from
which a regulated investment company must derive at least 90% of its gross
income. However, no more than 25% of the value of a regulated investment
company's total assets at the end of each fiscal quarter may be invested in
securities of qualified publicly traded partnerships. If an MLP in which a fund
invests is treated as a partnership for federal income tax purposes, a fund
will be required to take into account a fund's allocable share of the income,
gains, losses, deductions, expenses and tax credits recognized by each such MLP
regardless of whether the MLP distributes cash to a fund. A fund must recognize
income that is allocated to it from an MLP for federal income tax purposes,
even if a fund does not receive cash distributions from the MLP. Income
allocated to a fund from an MLP may include income recognized as a result of
the cancellation of the MLP's debt. Because a fund may recognize income from an
MLP in excess of the cash distributions received from the MLP, a fund may be
required to sell other securities or may have to use leverage in order to
satisfy the distribution requirements to qualify as a regulated investment
company and to avoid federal income and excise taxes. The longer that a fund
holds a particular MLP investment, the more likely it is that such MLP could
generate net taxable income allocable to a fund equal to or in excess of the
distributions the MLP makes to a fund.


Distributions to a fund from an MLP that that is taxed as a partnership for
federal income tax purposes are not taxable unless the cash amount (or in
certain cases, the fair market value of market securities) distributed exceeds
a fund's basis in its MLP interest. A fund's basis in its equity securities in
an MLP taxed as a partnership generally is equal to the amount a fund paid for
the equity securities (i) increased by a fund's allocable share of the MLP's
net income and certain MLP debt, if any, and (ii) decreased by a fund's
allocable share of the MLP's net losses and distributions received by a fund
from the MLP. Although any distributions by an MLP to a fund in excess of a
fund's allocable share of such MLP's net income may create a temporary economic
benefit to a fund, such distribution will decrease a fund's basis in its MLP
interest and will therefore increase the amount of gain (or decrease the amount
of loss) that will be recognized on the sale of an equity security in the MLP
by a fund. A portion of any gain or loss recognized by a fund on a disposition
of an MLP equity security where the MLP is taxed as a partnership may be taxed
as ordinary income or loss to the extent attributable to assets of the MLP that
give rise to depreciation recapture, intangible drilling and development cost
recapture or other "unrealized receivables" or "inventory items" under the
Code. Any such gain may exceed net taxable gain realized on the disposition and
will be recognized even if there is a net taxable loss on the disposition.


Investments in the Master Portfolios. Special tax considerations apply to a
Feeder Fund investing in a Master Portfolio. As noted above, each Master
Portfolio is treated as a partnership for US federal income tax purposes. For
US federal income tax purposes, a Feeder Fund generally will be allocated its
distributive share (as determined in accordance with the governing instruments
of the applicable Master Portfolio, as well as with the Code, the Treasury
regulations thereunder, and other applicable authority) of the income, gains,
losses, deductions, credits, and other tax items of its Master Portfolio so as
to reflect the Feeder Fund's interests in the Master Portfolio. A Master
Portfolio may modify its partner allocations to comply with applicable tax
regulations, including, without limitation, the income tax regulations under
Sections 704, 734, 743, 754, and 755 of the Code. It also may make special
allocations of specific tax items, including gross income, gain, deduction, or
loss. These modified or special allocations could result in a Feeder Fund,


                                     II-150


as a partner, receiving more or less items of income, gain, deduction, or loss
(and/or income, gain, deduction, or loss of a different character) than it
would in the absence of such modified or special allocations. A Feeder Fund
will be required to include in its income its share of its Master Portfolio's
tax items, including gross income, gain, deduction, or loss, for any taxable
year regardless of whether or not the Master Portfolio distributes any cash to
the Feeder Fund in such year.


A Master Portfolio is not required, and generally does not expect, to make
distributions (other than distributions in redemption of Master Portfolio
interests) to its investors each year. Accordingly, the income recognized by a
Feeder Fund in respect of its investment in a Master Portfolio could exceed
amounts distributed (if any) by the Master Portfolio to the Feeder Fund in a
particular taxable year, and thus the Feeder Fund could be required to redeem a
portion of its interests in the Master Portfolio in order to obtain sufficient
cash to satisfy its annual distribution requirements (described above) and to
otherwise avoid fund-level US federal income and excise taxes.


A Feeder Fund's receipt of a non-liquidating cash distribution from a Master
Portfolio generally will result in recognized gain (but not loss) only to the
extent that the amount of the distribution exceeds the Feeder Fund's adjusted
basis in its interests of the Master Portfolio before the distribution. A
Feeder Fund that receives a liquidating cash distribution from a Master
Portfolio generally will recognize capital gain to the extent of the difference
between the proceeds received by the Feeder Fund and the Feeder Fund's adjusted
tax basis in interests of such Master Portfolio; however, the Feeder Fund
generally will recognize ordinary income, rather than capital gain, to the
extent that the Feeder Fund's allocable share of "unrealized receivables"
(including any accrued but untaxed market discount) and substantially
appreciated inventory, if any, exceeds the Feeder Fund's share of the basis in
those unrealized receivables and substantially appreciated inventory. Any
capital loss realized on a liquidating cash distribution may be recognized by a
Feeder Fund only if it redeems all of its Master Portfolio interests for cash.
A Feeder Fund generally will not recognize gain or loss on an in-kind
distribution of property from a Master Portfolio, including on an in-kind
redemption of Master Portfolio interests. However, certain exceptions to this
general rule may apply.


TAXATION OF US SHAREHOLDERS


DIVIDENDS AND DISTRIBUTIONS. A fund intends to distribute substantially all of
its net investment company taxable income (computed without regard to the
dividends-paid deduction) and net capital gain (that is, the excess of net
realized long-term capital gains over net realized short-term capital losses),
if any, to shareholders each year. Unless a shareholder instructs the
Trust/Corporation to pay such dividends and distributions in cash, they will be
automatically reinvested in additional shares of a fund.


Dividends and other distributions by a fund are generally treated under the
Code as received by the shareholders at the time the dividend or distribution
is made, whether you receive them in cash or reinvest them in additional
shares. However, any dividend or distribution declared by a fund in October,
November or December of any calendar year and payable to shareholders of record
on a specified date in such a month shall be deemed to have been received by
each shareholder on December 31 of such calendar year and to have been paid by
a fund not later than such December 31, provided such dividend is actually paid
by a fund on or before January 31 of the following calendar year. Dividends and
distributions received by a retirement plan qualifying for tax-exempt treatment
under the Code will not be subject to current US federal income taxation.
However, withdrawals from such retirement plans may be subject to US federal
income tax.


If a fund retains for investment an amount equal to all or a portion of its net
capital gain, it will be subject to federal income tax at the fund level at
regular corporate rates on the amount retained. In that event, a fund may
designate such retained amount as undistributed capital gains in a notice to
its shareholders who (i) will be required to include in income for US federal
income tax purposes, as long-term capital gains, their proportionate shares of
the undistributed amount, and (ii) will be entitled to credit their
proportionate shares of the federal income tax paid by a fund on the
undistributed amount against their US federal income tax liabilities, if any,
and to claim refunds to the extent their credits exceed their liabilities. The
tax basis of shares owned by a fund shareholder, for US federal income tax
purposes, will be increased by an amount equal to the difference between the
amount of undistributed capital gains included


                                     II-151


in the shareholder's gross income and the federal income tax deemed paid by the
shareholder under clause (ii) of the preceding sentence. Organizations or
persons not subject to federal income tax on such capital gains will be
entitled to a refund of their pro rata share of such taxes paid by a fund upon
filing appropriate returns or claims for refund with the IRS.


For federal income tax purposes, distributions of investment income (other than
"exempt-interest dividends," see below) are generally taxable to shareholders
as ordinary income. Taxes on distributions of capital gains are determined by
how long a fund owned (or is deemed to have owned) the investments that
generated them, rather than how long a shareholder has owned his or her shares.
In general, the fund will recognize long-term capital gain or loss on assets it
has owned (or is deemed to have owned) for more than one year, and short-term
capital gain or loss on investments it has owned (or is deemed to have owned)
for one year or less. Distributions of net capital gains that are properly
reported by a fund as capital gain dividends (Capital Gain Dividends) will be
taxable as long-term capital gains includible in and taxed at the reduced rates
applicable to net capital gain. Distributions from capital gains are generally
made after applying any available capital loss carryovers. Except as discussed
below, all other dividends of a fund (including dividends from short-term
capital gains) from current and accumulated earnings and profits are generally
subject to federal income tax as ordinary income.


Section 1411 of the Code generally imposes a 3.8% Medicare contribution tax on
the net investment income of certain individuals, trusts and estates to the
extent their income exceeds certain threshold amounts. For these purposes, "net
investment income" generally includes, among other things, (i) distributions
paid by a fund of net investment income and capital gains (other than
exempt-interest dividends, described below) as described above, and (ii) any
net gain from the sale, redemption or exchange of a fund's shares. Shareholders
are advised to consult their tax advisors regarding the possible implications
of this additional tax on their investment in a fund.


Qualified dividend income. Dividends reported by a fund as derived from
"qualified dividend income" will be taxed to individuals and other noncorporate
shareholders at the reduced federal income tax rates generally applicable to
net capital gains, provided certain holding period and other requirements are
met at both the shareholder and fund levels. Dividends subject to these special
rules are not actually treated as capital gains, however, and thus are not
included in the computation of an individual's net capital gain and generally
cannot be offset by capital losses.


If 95% or more of a fund's gross income (excluding net long-term capital gain
over net short-term capital loss) in a taxable year is attributable to
qualified dividend income received by a fund, 100% of the dividends paid by a
fund (other than distributions reported by a fund as Capital Gain Dividends) to
individuals and other noncorporate shareholders during such taxable year will
be eligible to be treated as qualified dividend income. If less than 95% of a
fund's gross income is attributable to qualified dividend income, then only the
portion of the fund's dividends that is attributable to qualified dividend
income and reported as such by the fund will be eligible to be treated as
qualified dividend income.


For these purposes, qualified dividend income generally means income from
dividends received by a fund from US corporations and certain foreign
corporations. Dividend income received by a fund and distributed to a fund
shareholder may not be treated as qualified dividend income by the shareholder
unless a fund satisfies certain holding period and other requirements with
respect to the stock in its portfolio generating such dividend income and the
shareholder meets certain holding period and other requirements with respect to
a fund's shares. A dividend will not be treated as qualified dividend income
(at either a fund or shareholder level) (1) if the dividend is received with
respect to any share of stock held for fewer than 61 days during the 121-day
period beginning on the date which is 60 days before the date on which such
share becomes ex-dividend with respect to such dividend (or, in the case of
certain preferred stock, 91 days during the 181-day period beginning 90 days
before such date), (2) to the extent that the recipient is under an obligation
(whether pursuant to a short sale or otherwise) to make related payments with
respect to positions in substantially similar or related property, (3) if the
recipient elects to have the dividend income treated as investment income for
purposes of the limitation on deductibility of investment interest, or (4) if
the dividend is received from a foreign corporation that is (a) not eligible
for the benefits of a comprehensive income tax treaty with the United States
(with the exception of dividends paid on stock of such a foreign corporation
readily tradable on an established securities market in the United States) or
(b) treated as a passive foreign investment company. For purposes of
determining


                                     II-152


the holding period for stock on which a dividend is received, such holding
period is reduced for any period the recipient has an option to sell, is under
a contractual obligation to sell or has made (and not closed) a short sale of
substantially identical stock or securities, and in certain other
circumstances.


Qualified dividend income does not include any dividends received from
tax-exempt corporations or interest from fixed income securities. Also,
dividends received by a fund from a REIT or another regulated investment
company are generally qualified dividend income only to the extent the dividend
distributions are made out of qualified dividend income received by such REIT
or other regulated investment company. In the case of securities lending
transactions, payments in lieu of dividends are not qualified dividend income.


Dividends-received deduction. If dividends from domestic corporations
constitute a portion of a fund's gross income, a portion of the income
distributions of a fund may be eligible for the 70% dividends-received
deduction generally available to corporations to the extent of the amount of
eligible dividends received by a fund from domestic corporations for the
taxable year. A dividend received by a fund will not be treated as a dividend
eligible for the dividends-received deduction (i) if it has been received with
respect to any share of stock that the fund has held for less than 46 days (91
days in the case of certain preferred stock) during the 91-day period beginning
on the date which is 45 days before the date on which such share becomes
ex-dividend with respect to such dividend (during the 181-day period beginning
90 days before such date in the case of certain preferred stock) or (ii) to the
extent that the fund is under an obligation (pursuant to a short sale or
otherwise) to make related payments with respect to positions in substantially
similar or related property. Moreover, the dividends-received deduction may
otherwise be disallowed or reduced (i) if a corporate shareholder fails to
satisfy the foregoing requirements with respect to its shares of a fund or (ii)
by application of various provisions of the Code (for instance, the
dividends-received deduction is reduced in the case of a dividend received on
debt-financed portfolio stock (generally, stock acquired with borrowed funds)).
For purposes of determining the holding period for stock on which a dividend is
received, such holding period is reduced for any period the recipient has an
option to sell, is under a contractual obligation to sell or has made (and not
closed) a short sale of substantially identical stock or securities, and in
certain other circumstances.


Distributions from REITs do not qualify for the deduction for dividends
received. Shareholders will be informed of the portion of fund dividends that
so qualifies.


Capital gains. In determining its net capital gain, including in connection
with determining the amount available to support a Capital Gain Dividend, its
taxable income and its earnings and profits, a fund may elect to treat any
post-October capital loss (defined as any net capital loss attributable to the
portion of the taxable year after October 31 or, if there is no such loss, the
net long-term capital loss or net short-term capital loss attributable to such
portion of the taxable year) and late-year ordinary loss (generally, the sum of
its. (i) net ordinary losses from the sale, exchange or other taxable
disposition of property, attributable to the portion of the taxable year after
October 31 and its (ii) other net ordinary losses attributable to the portion
of the taxable year after December 31) as if incurred in the succeeding taxable
year.


Capital gains distributions may be reduced if a fund has capital loss
carryforwards available. Capital losses in excess of capital gains ("net
capital losses") are not permitted to be deducted against a fund's net
investment income. Instead, subject to certain limitations, a fund may carry
forward a net capital loss from any taxable year to offset capital gains, if
any, realized during a subsequent taxable year. If a fund incurs or has
incurred net capital losses in taxable years beginning after December 22, 2010
("post-2010 losses"), those losses will be carried forward to one or more
subsequent taxable years without expiration; any such carryforward losses will
retain their character as short-term or long-term. If a fund incurred net
capital losses in a taxable year beginning on or before December 22, 2010
("pre-2011 losses"), the fund is permitted to carry such losses forward for
eight taxable years; in the year to which they are carried forward, such losses
are treated as short-term capital losses that first offset any short-term
capital gains, and then offset any long-term capital gains. A fund must use any
post-2010 losses, which will not expire, before it uses any pre-2011 losses.
This increases the likelihood that pre-2011 losses will expire unused at the
conclusion of the eight-year carryforward period. Capital loss carryforwards
are reduced to the extent they offset current-year net realized capital gains,
whether the fund retains or distributes such gains. Any capital loss
carryforwards and any post-October loss deferrals to which a fund is entitled
are disclosed in a fund's annual reports to shareholders.


                                     II-153


Additional considerations. Certain of a fund's investments in derivative
instruments and foreign currency-denominated instruments, and any of a fund's
transactions in foreign currencies and hedging activities, are likely to
produce a difference between its book income and the sum of its taxable income
and net tax-exempt income. If there are differences between a fund's book
income and the sum of its taxable income and net tax-exempt income, a fund may
be required to distribute amounts in excess of its book income or a portion of
fund distributions may be treated as a return of capital to shareholders. If a
fund's book income exceeds the sum of its taxable income (including realized
capital gains) and net tax-exempt income, the distribution of such excess
generally will be treated as (i) a dividend to the extent of a fund's remaining
earnings and profits, (ii) thereafter, as a return of capital to the extent of
the recipient's basis in its shares, and (iii) thereafter, as gain from the
sale or exchange of a capital asset. If a fund's book income is less than the
sum of its taxable income and net tax-exempt income, a fund could be required
to make distributions exceeding its book income to qualify for treatment as a
regulated investment company.


Distributions to shareholders reported as excess inclusion income (see Special
tax provisions that apply to certain investments - REITs) (i) may constitute
"unrelated business taxable income" (UBTI) for those shareholders who would
otherwise be exempt from federal income tax, such as individual retirement
accounts, 401(k) accounts, Keogh plans, pension plans and certain charitable
entities, thereby potentially requiring such an entity that is allocated excess
inclusion income, and otherwise might not be required to file a federal income
tax return, to file a tax return and pay tax on such income, (ii) cannot be
offset by net operating losses (subject to a limited exception for certain
thrift institutions), (iii) will not be eligible for reduced US withholding tax
rates for non-US shareholders (including non-US shareholders eligible for the
benefits of a US income tax treaty), and (iv) may cause a fund to be subject to
tax if certain "disqualified organizations," as defined in the Code, are fund
shareholders. A shareholder will be subject to US federal income tax on such
inclusions notwithstanding any exemption from such income tax otherwise
available under the Code. See Tax-exempt shareholders below.


All distributions by a fund result in a reduction in the net asset value of a
fund's shares. Should a distribution reduce the net asset value below a
shareholder's cost basis, such distribution would nevertheless be taxable to
the shareholder as ordinary income, qualified dividend income or capital gain
as described above, even though, from an investment standpoint, it may
constitute a partial return of capital. In particular, investors should be
careful to consider the tax implications of buying shares just prior to a
distribution. The price of shares purchased at that time includes the amount of
the forthcoming distribution. Those purchasing fund shares just prior to a
distribution will receive a partial return of capital upon the distribution,
which nevertheless may be taxable to them for federal income tax purposes.


After the end of each calendar year, a fund will inform shareholders of the
federal income tax status of dividends and distributions paid (or treated as
paid) during such calendar year.


Exempt-interest dividends. Any dividends paid by a fund that are reported by a
fund as exempt-interest dividends will not be subject to regular federal income
tax. A fund will be qualified to pay exempt-interest dividends to its
shareholders if, at the end of each quarter of a fund's taxable year, at least
50% of the total value of a fund's assets consists of obligations of a state or
political subdivision thereof the interest on which is exempt from federal
income tax under Code section 103(a). Distributions that a fund reports as
exempt-interest dividends are treated as interest excludable from shareholders'
gross income for federal income tax purposes but may result in liability for
federal alternative minimum tax purposes and for state and local tax purposes,
both for individual and corporate shareholders. For example, if a fund invests
in "private activity bonds," certain shareholders may be subject to alternative
minimum tax on the part of a fund's distributions derived from interest on such
bonds.


Certain funds of funds may also qualify to pay exempt-interest dividends to
shareholders, to the extent of exempt-interest dividends received from
underlying funds in which the fund of funds invests. See Fund-of-Funds
structure, below.


Interest on indebtedness incurred directly or indirectly to purchase or carry
shares of a fund will not be deductible to the extent it is deemed related to
exempt-interest dividends paid by a fund. The portion of interest that is not
deductible is equal to the total interest paid or accrued on the indebtedness,
multiplied by the percentage of a fund's total distributions (not including
Capital Gain Dividends) paid to the shareholder that are exempt-interest
dividends. Under rules used by the IRS to determine when borrowed funds are
considered incurred for the purpose of purchasing or carrying particular
assets, the purchase of shares may be considered to have been made with
borrowed funds even though


                                     II-154


such funds are not directly traceable to the purchase of shares. In addition,
the Code may require a shareholder that receives exempt-interest dividends to
treat as taxable income a portion of certain otherwise non-taxable social
security and railroad retirement benefit payments. A portion of any
exempt-interest dividend paid by a fund that represents income derived from
certain revenue or private activity bonds held by a fund may not retain its
tax-exempt status in the hands of a shareholder who is a "substantial user" of
a facility financed by such bonds, or a "related person" thereof. Moreover,
some or all of the exempt-interest dividends distributed by a fund may be a
specific preference item, or a component of an adjustment item, for purposes of
the federal individual and corporate alternative minimum taxes. The receipt of
dividends and distributions from a fund may affect a foreign corporate
shareholder's federal "branch profits" tax liability and the federal "excess
net passive income" tax liability of a shareholder that is a Subchapter S
corporation. Shareholders should consult their own tax advisors as to whether
they are (i) "substantial users" with respect to a facility or "related" to
such users within the meaning of the Code or (ii) subject to a federal
alternative minimum tax, the federal "branch profits" tax or the federal
"excess net passive income" tax.


Shareholders that are required to file tax returns are required to report
tax-exempt interest income, including exempt-interest dividends, on their
federal income tax returns. A fund will inform shareholders of the federal
income tax status of its distributions after the end of each calendar year,
including the amounts, if any, that qualify as exempt-interest dividends and
any portions of such amounts that constitute tax preference items under the
federal alternative minimum tax. Shareholders who have not held shares of a
fund for a full taxable year may have designated as tax-exempt or as a tax
preference item a percentage of their distributions which is different from the
percentage of a fund's income that was tax-exempt or comprising tax preference
items during the period of their investment in a fund. Shareholders should
consult their tax advisors for more information.


TRANSACTIONS IN FUND SHARES. Upon the sale or exchange of his or her shares, a
shareholder generally will realize a taxable gain or loss equal to the
difference between the amount realized and his or her basis in the shares. A
redemption of shares by a fund generally will be treated as a sale for this
purpose. Such gain or loss will be treated as capital gain or loss if the
shares are capital assets in the shareholder's hands, and will be long-term
capital gain or loss if the shares are held for more than one year and
short-term capital gain or loss if the shares are held for one year or less.
Except in the case of Daily Assets Fund and Deutsche Variable NAV Money Fund,
any loss realized on a sale or exchange will be disallowed to the extent the
shares disposed of are replaced, including replacement through the reinvesting
of dividends and capital gains distributions in a fund, within a 61-day period
beginning thirty (30) days before and ending thirty (30) days after the
disposition of the shares. In such a case, the basis of the shares acquired
will be increased to reflect the disallowed loss.


Any loss realized upon a taxable disposition of a fund's shares held by a
shareholder for six months or less will be treated as long-term, rather than
short-term, to the extent of any capital gain dividends received (or deemed
received) by the shareholder with respect to the shares. Any loss realized by a
shareholder on the sale of fund shares held by the shareholder for six months
or less will be disallowed to the extent of any exempt-interest dividends
received by the shareholder with respect to such shares, unless a fund declares
exempt-interest dividends on a daily basis in an amount equal to at least 90%
of its net tax-exempt interest and distributes such dividends on a monthly or
more frequent basis. A shareholder's ability to utilize capital losses may be
limited under the Code. If a shareholder incurs a sales charge in acquiring
shares of a fund, disposes of those shares within 90 days and then acquires by
January 31 of the calendar year following the calendar year in which the
disposition occurred shares in a mutual fund for which the otherwise applicable
sales charge is reduced by reason of a reinvestment right (e.g., an exchange
privilege), the original sales charge will not be taken into account in
computing gain or loss on the original shares to the extent the subsequent
sales charge is reduced. Instead, the disregarded portion of the original sales
charge will be added to the tax basis of the newly acquired shares.
Furthermore, the same rule also applies to a disposition of the newly acquired
shares made within 90 days of the second acquisition. This provision prevents a
shareholder from immediately deducting the sales charge by shifting his or her
investment within a family of mutual funds.


The sale or other disposition of shares of a fund by a retirement plan
qualifying for tax-exempt treatment under the Code will not be subject to US
federal income tax. However, withdrawals from such retirement plans may be
subject to US federal income tax. Because the federal income tax treatment of a
sale or exchange of fund shares depends on your purchase price and your
personal tax position, you should keep your regular account statements to use
in determining your federal income tax liability.


                                     II-155


Under US Treasury regulations, a shareholder of a money market fund may elect a
simplified method for determining gain or loss on fund shares. This simplified
method is called the NAV method. Under the NAV method, gain or loss on fund
shares is not computed on every sale or redemption. Instead, gain or loss is
based on the aggregate value of a shareholder's fund shares during the
computation period. A shareholder's gain or loss generally equals (i) the
aggregate fair market value of the shareholder's shares in the fund at the end
of the computation period, (ii) minus the aggregate fair market value of the
shareholder's shares at the end of the prior computation period, (iii) minus
the shareholder's "net investment" in the fund for the computation period. A
shareholder's net investment is the aggregate cost of fund shares purchased
during the computation period (including reinvested dividends) minus the
aggregate amount received in taxable redemptions of fund shares during the same
period. The computation period may be the shareholder's taxable year or a
shorter period, as long as all computation periods contain days from only one
taxable year and every day during the taxable year falls within one and only
one computation period. Any capital gain or loss realized under the NAV method
will be a short-term capital gain or loss. Although the regulations apply to
taxable years ending on or after July 8, 2016, the regulations permit taxpayers
to rely on either the regulations or the proposed regulations that were issued
before the regulations were finalized for taxable years ending on or after July
28, 2014 and beginning before July 8, 2016. Shareholders should consult their
own tax advisor to determine if the NAV method is appropriate for their
individual circumstances.


COST BASIS REPORTING. A fund or, for a shareholder that purchased fund shares
through a financial intermediary, the financial intermediary, is generally
required to report to the IRS, and furnish to such shareholder "cost basis" and
"holding period" information for fund shares the shareholder acquired on or
after January 1, 2012 and redeemed on or after that date (covered shares).
These requirements do not apply to investments through a tax-advantaged
arrangement or to shares of money market funds. For covered shares, the fund or
the financial intermediary, as appropriate, will report the following
information to the IRS and to the shareholder on Form 1099-B: (i) the adjusted
basis of such shares; (ii) the gross proceeds received on the redemption; and
(iii) whether any gain or loss with respect to the redeemed shares is long-term
or short-term.


With respect to fund shares in accounts held directly with a fund, the fund
will calculate and report cost basis using a fund's default method of average
cost, unless the shareholder instructs the fund to use a different calculation
method. Please visit the Deutsche AM Web site at deutschefunds.com (the Web
site does not form a part of this Statement of Additional Information) for more
information.


Shareholders who hold fund shares through a financial intermediary should
contact the financial intermediary regarding the cost basis reporting default
method used by the financial intermediary and the reporting elections
available.


Shareholders should contact a tax advisor regarding the application of the cost
basis reporting rules to their particular situation, including whether to elect
a cost basis calculation method or use a fund's default method of average cost.


TAX-EXEMPT SHAREHOLDERS. A fund generally serves to "block" (that is, prevent
the attribution to shareholders of) UBTI from being realized by tax-exempt
shareholders. Notwithstanding this "blocking" effect, a tax-exempt shareholder
could recognize UBTI by virtue of its investment in a fund if shares in a fund
constitute debt-financed property in the hands of the tax-exempt shareholder
within the meaning of Code Section 514(b).


Furthermore, a tax-exempt shareholder may recognize UBTI if a fund recognizes
"excess inclusion income" derived from direct or indirect investments in REMIC
residual interests or TMPs if the amount of such income recognized by a fund
exceeds a fund's investment company taxable income (after taking into account
deductions for dividends paid by a fund). Any investment in residual interests
of a Collateralized Mortgage Obligation (CMO) that has elected to be treated as
a REMIC likewise can create complex tax problems, especially if a fund has
state or local governments or other tax-exempt organizations as shareholders.


In addition, special tax consequences apply to charitable remainder trusts
(CRTs) that invest in regulated investment companies that invest directly or
indirectly in residual interests in REMICs or equity interests in TMPs. Under
legislation enacted in December 2006, if a CRT (defined in section 664 of the
Code) realizes any UBTI for a taxable year, it must pay an excise tax annually
of an amount equal to such UBTI. Under IRS guidance issued in October 2006, a
CRT will not recognize UBTI as a result of investing in a fund that recognizes
"excess inclusion income." Rather, if at any time


                                     II-156


during any taxable year a CRT (or one of certain other tax-exempt shareholders,
such as the United States, a state or political subdivision, or an agency or
instrumentality thereof, and certain energy cooperatives) is a record holder of
a share in a fund that recognizes "excess inclusion income," then a fund will
be subject to a tax on that portion of its "excess inclusion income" for the
taxable year that is allocable to such shareholders at the highest federal
corporate income tax rate. The extent to which this IRS guidance remains
applicable in light of the December 2006 legislation is unclear. To the extent
permitted under the 1940 Act and the Code, a fund may elect to specially
allocate any such tax to the applicable CRT, or other shareholder, and thus
reduce such shareholder's distributions for the year by the amount of the tax
that relates to such shareholder's interest in a fund. CRTs and other
tax-exempt investors are urged to consult their tax advisors concerning the
consequences of investing in a fund.


BACKUP WITHHOLDING AND OTHER TAX CONSIDERATIONS


A fund generally is required to withhold US federal income tax on distributions
(including exempt-interest dividends) and redemption proceeds payable to
shareholders who fail to provide a fund with their correct taxpayer
identification number or to make required certifications, who have
underreported dividend or interest income, or who have been notified (or when a
fund is notified) by the IRS that they are subject to backup withholding. The
backup withholding tax rate is currently 28%. Corporate shareholders and
certain other shareholders specified in the Code generally are exempt from such
backup withholding. Backup withholding is not an additional tax. Any amounts
withheld may be credited against the shareholder's US federal income tax
liability.


Special tax rules apply to investments through defined contribution plans and
other tax-qualified plans. Shareholders should consult their tax advisors to
determine the suitability of shares of a fund as an investment through such
plans and the precise effect of an investment on their particular tax
situation.


A fund's shareholders may be subject to state and local taxes on distributions
received from a fund and on redemptions of a fund's shares. Rules of state and
local taxation of dividend and capital gains distributions from regulated
investment companies often differ from rules for federal income taxation
described above. You are urged to consult your tax advisor as to the
consequences of these and other state and local tax rules affecting an
investment in a fund.


If a shareholder recognizes a loss with respect to a fund's shares of $2
million or more for an individual shareholder or $10 million or more for a
corporate shareholder, the shareholder must file with the IRS a disclosure
statement on Form 8886. Direct shareholders of portfolio securities are in many
cases excepted from this reporting requirement, but under current guidance
shareholders of a regulated investment company are not excepted. The fact that
a loss is reportable under these regulations does not affect the legal
determination of whether the taxpayer's treatment of the loss is proper.
Shareholders should consult their tax advisors to determine the applicability
of these regulations in light of their individual circumstances.


SHAREHOLDER REPORTING OBLIGATIONS WITH RESPECT TO FOREIGN BANK AND FINANCIAL
ACCOUNTS. Shareholders that are US persons and own, directly or indirectly,
more than 50% of a fund by vote or value could be required to report annually
their "financial interest" in a fund's "foreign financial accounts," if any, on
FinCen Form 114, Report of Foreign Bank and Financial Accounts. Shareholders
should consult a tax advisor regarding the applicability to them of this
reporting requirement.


OTHER REPORTING AND WITHHOLDING REQUIREMENTS


Sections 1471-1474 of the Code and the US Treasury and IRS guidance issued
thereunder (collectively, FATCA) generally require a fund to obtain information
sufficient to identify the status of each of its shareholders under FATCA or
under an applicable intergovernmental agreement (an IGA) between the US and a
foreign government. If a shareholder fails to provide the requested information
or otherwise fails to comply with FATCA or an IGA, a fund may be required to
withhold under FATCA at a rate of 30% with respect to that shareholder on
ordinary dividends it pays after June 30, 2014 (or, in certain cases, after
later dates), and 30% of the gross proceeds of share redemptions or exchanges
and certain Capital Gain Dividends it pays after December 31, 2018. If a
payment by a fund is subject to FATCA withholding, a fund is required to
withhold even if such payment would otherwise be exempt from withholding under
the rules


                                     II-157


applicable to foreign shareholders described above (e.g., Capital Gain
Dividends). Each prospective investor is urged to consult its tax advisor
regarding the applicability of FATCA and any other reporting requirements with
respect to the prospective investor's own situation, including investments
through an intermediary.


TAXATION OF NON-US SHAREHOLDERS. In general, dividends other than Capital Gain
Dividends and exempt-interest dividends paid by a fund to a shareholder that is
not a "US person" within the meaning of the Code (non-US shareholder) are
subject to withholding of US federal income tax at a rate of 30% (or lower
applicable treaty rate) even if they are funded by income or gains (such as
portfolio interest, short-term capital gains, or foreign-source dividend and
interest income) that, if paid to a non-US shareholder directly, would not be
subject to withholding. Distributions properly reported as Capital Gain
Dividends and exempt-interest dividends generally are not subject to
withholding of federal income tax.


However, a fund is not required to withhold any amounts (i) with respect to
distributions from US-source interest income of types similar to those not
subject to US federal income tax if earned directly by an individual non-US
shareholder, to the extent such distributions are properly reported by a fund
(interest-related dividends), and (ii) with respect to distributions of net
short-term capital gains in excess of net long-term capital losses, to the
extent such distributions are properly reported by the fund (short-term capital
gain dividends). The exception to withholding for interest-related dividends
does not apply to distributions to a non-US shareholder (A) that has not
provided a satisfactory statement that the beneficial owner is not a US person,
(B) to the extent that the dividend is attributable to certain interest on an
obligation if the non-US shareholder is the issuer or is a 10% shareholder of
the issuer, (C) that is within certain foreign countries that have inadequate
information exchange with the United States, or (D) to the extent the dividend
is attributable to interest paid by a person that is a related person of the
non-US shareholder and the non-US shareholder is a controlled foreign
corporation. The exception to withholding for short-term capital gain dividends
does not apply to (A) distributions to an individual non-US shareholder who is
present in the United States for a period or periods aggregating 183 days or
more during the year of the distribution and (B) distributions subject to
special rules regarding the disposition of US real property interests (USRPIs)
as defined below. Depending on the circumstances, a fund may make designations
of interest-related and/or short-term capital gain dividends with respect to
all, some or none of its potentially eligible dividends and/or treat such
dividends, in whole or in part, as ineligible for these exemptions from
withholding. A fund does not currently intend to make designations of
interest-related dividends.


A non-US shareholder is not, in general, subject to US federal income tax on
gains (and is not allowed a deduction for losses) realized on the sale of
shares of a fund or on Capital Gain Dividends unless: (i) such gain or dividend
is effectively connected with the conduct by the non-US shareholder of a trade
or business within the United States; (ii) in the case of a non-US shareholder
that is an individual, the shareholder is present in the United States for a
period or periods aggregating 183 days or more during the year of the sale or
the receipt of the Capital Gain Dividend and certain other conditions are met;
or (iii) the shares constitute USRPIs or the Capital Gain Dividends are
attributable to gains from the sale or exchange of USRPIs in accordance with
the rules set forth below.


The 30% withholding tax does not apply to dividends paid to a non-US
shareholder who provides a Form W-8ECI, certifying that the dividends are
effectively connected with the non-US shareholder's conduct of a trade or
business within the United States. Instead, foreign shareholders with respect
to whom income from a fund is effectively connected with a trade or business
conducted by the foreign shareholder within the United States will in general
be subject to US federal income tax on the income derived from a fund at the
graduated rates applicable to US citizens, residents or domestic corporations,
whether such income is received in cash or reinvested in shares of a fund and,
in the case of a foreign corporation, may also be subject to a branch profits
tax. If a foreign shareholder is eligible for the benefits of a tax treaty, any
effectively connected income or gain will generally be subject to US federal
income tax on a net basis only if it is also attributable to a permanent
establishment maintained by the shareholder in the US. More generally, foreign
shareholders who are residents in a country with an income tax treaty with the
US may obtain different tax results than those described herein, and are urged
to consult their tax advisors.


In order to qualify for any exemption from withholding tax or a reduced rate of
withholding tax under an applicable income tax treaty, a non-US shareholder
will need to comply with applicable certification requirements relating to its
non-US status (including, in general, furnishing an IRS Form W-8BEN or
substitute form). In the case of shares held


                                     II-158


through an intermediary, the intermediary may withhold tax even if a fund
reports a dividend as an interest-related dividend or short-term capital gain
dividend. Non-US shareholders should contact their intermediaries with respect
to the application of these rules to their accounts.


A non-US shareholder who fails to provide an IRS Form W-8BEN or other
applicable form may be subject to backup withholding at the appropriate rate.


In general, except as noted in this subsection, US federal withholding tax will
not apply to any gain or income realized by a non-US shareholder in respect of
any distributions of net long-term capital gains over net short-term capital
losses, exempt-interest dividends, or upon the sale or other disposition of
shares of a fund.


Special rules apply to distributions to certain non-US shareholders from a fund
if a fund is either a "US real property holding corporation" (USRPHC) or would
be a USRPHC but for the operation of the exceptions to the definition thereof
described below. Additionally, special rules apply to the sale of shares in a
fund if a fund is a USRPHC or former USRPHC. Very generally, a USRPHC is a
domestic corporation that holds US real property interests (USRPIs) the fair
market value of which equals or exceeds 50% of the sum of the fair market
values of the corporation's USRPIs plus interests in real property located
outside the United States and other assets. USRPIs are defined as any interest
in US real property or any interest (other than a creditor) in a USRPHC or
former USRPHC. If a fund holds (directly or indirectly) significant interests
in REITs, it may be a USRPHC. The special rules discussed in the next paragraph
also apply to distributions from a fund if it would be a USRPHC absent
exclusions from USRPI treatment for interests in domestically controlled REITs
or regulated investment companies and not-greater-than-10% interests in
publicly traded classes of stock in REITs or not-greater-than-5% interests in
publicly traded classes of stock in regulated investment companies.


If a fund is a USRPHC or would be a USRPHC but for the exceptions from the
definition of USRPI (described above), under a "look-through" rule,
distributions by a fund that are attributable directly or indirectly to: (a)
gain realized on the disposition of USRPIs by a fund; and (b) distributions
received by a fund from a lower-tier regulated investment company or REIT that
a fund is required to treat as USRPI gain in its hands will retain their
character as gains realized from USRPIs in the hands of a fund's non-US
shareholders. If the non-US shareholder holds (or has held at any time during
the prior year) more than a 5% interest in a class of stock of a fund, such
distributions received by the shareholder with respect to such class of stock
will be treated as gains "effectively connected" with the conduct of a "US
trade or business," and subject to tax at graduated rates. Moreover, such
shareholders will be required to file a US income tax return for the year in
which the gain was recognized and a fund will be required to withhold 35% of
the amount of such distribution. In the case of all other non-US persons (i.e.,
those whose interest in a fund did not exceed 5% at any time during the prior
year), the USRPI distribution generally will be treated as ordinary income
(regardless of any reporting by a fund that such distribution is qualified
short-term capital gain or a Capital Gain Dividend), and a fund must withhold
30% (or a lower applicable treaty rate) of the amount of the distribution paid
to such non-US shareholder.


Non-US shareholders are also subject to "wash sale" rules to prevent the
avoidance of the tax-filing and payment obligations discussed above through the
sale and repurchase of fund shares.


In addition, if a fund is a USRPHC or former USRPHC, a fund may be required to
withhold US tax upon a redemption of shares by a greater-than-5% shareholder
that is a non-US shareholder, and that shareholder would be required to file a
US income tax return for the year of the disposition of the USRPI and pay any
additional tax due on the gain. However, no such withholding is generally
required with respect to amounts paid in redemption of shares of a fund if a
fund was a domestically controlled qualified investment entity, or, in certain
other limited cases, if a fund (whether or not domestically controlled) held
substantial investments in regulated investment companies that were
domestically controlled qualified investment entities.


Shares of a fund held by a non-US shareholder at death will be considered
situated within the United States and will be subject to the US estate tax.


The tax consequences to a foreign shareholder entitled to claim the benefits of
an applicable tax treaty may be different from those described herein. Foreign
shareholders should consult their own tax advisors with respect to the
particular tax consequences to them of an investment in a fund, including the
applicability of foreign taxes.


                                     II-159


Fund-of-Funds Structure. If a fund invests substantially all of its assets in
shares of other mutual funds, Exchange Traded Funds or other companies that are
regulated investment companies (collectively, "underlying funds"), its
distributable income and gains will normally consist entirely of distributions
from underlying funds and gains and losses on the disposition of shares of
underlying funds. To the extent that an underlying fund realizes net losses on
its investments for a given taxable year, a fund will not be able to benefit
from those losses until (i) the underlying fund realizes gains that it can
reduce by those losses, or (ii) the fund recognizes its shares of those losses
(so as to offset distributions of net income or capital gains from other
underlying funds) when it disposes of shares of the underlying fund. Moreover,
even when a fund does make such a disposition, a portion of its loss may be
recognized as a long-term capital loss, which will not be treated as favorably
for US federal income tax purposes as a short-term capital loss or an ordinary
deduction. In particular, a fund will not be able to offset any capital losses
from its dispositions of underlying fund shares against its ordinary income
(including distributions of any net short-term capital gains realized by an
underlying fund).


In addition, in certain circumstances, the "wash sale" rules under Section 1091
of the Code may apply to a fund's sales of underlying fund shares that have
generated losses. A wash sale occurs if shares of an underlying fund are sold
by a fund at a loss and the fund acquires additional shares of that same
underlying fund or other substantially identical stock or securities 30 days
before or after the date of the sale. The wash-sale rules could defer losses in
the fund's hands on sales of underlying fund shares (to the extent such sales
are wash sales) for extended (and, in certain cases, potentially indefinite)
periods of time.


As a result of the foregoing rules, and certain other special rules, it is
possible that the amounts of net investment income and net capital gain that a
fund will be required to distribute to shareholders will be greater than such
amounts would have been had the fund invested directly in the securities held
by the underlying funds, rather than investing in shares of the underlying
funds. For similar reasons, the character of distributions from a fund (e.g.,
long-term capital gain, exempt interest, eligibility for dividends-received
deduction, etc.) will not necessarily be the same as it would have been had the
fund invested directly in the securities held by the underlying funds.


If a fund receives dividends from an underlying fund, and the underlying fund
reports such dividends as "qualified dividend income," then the fund is
permitted, in turn, to report a portion of its distributions as "qualified
dividend income," provided the fund meets the holding period and other
requirements with respect to shares of the underlying fund.


If a fund receives dividends from an underlying fund, and the underlying fund
reports such dividends as eligible for the dividends-received deduction, then
the fund is permitted, in turn, to report a portion of its distributions as
eligible for the dividends-received deduction, provided the fund meets the
holding period and other requirements with respect to shares of the underlying
fund.


If a fund receives tax credit bond credits from an underlying fund, and the
underlying fund made an election to pass through such tax credits to its
shareholders, then the fund is permitted in turn to elect to pass through its
proportionate share of those tax credits to its shareholders, provided that the
fund meets the shareholder notice and other requirements.


If at the close of each quarter of a fund's taxable year, at least 50% of its
total assets consists of interests in other regulated investment companies, a
fund will be a "qualified fund of funds." In that case, the fund is permitted
to elect to pass through to its shareholders foreign income and other similar
taxes paid by the fund of funds or by an underlying fund that itself elected to
pass such taxes through to shareholders, so that shareholders of the qualified
fund of funds will be eligible to claim a tax credit or deduction for such
taxes.


A qualified fund of funds (defined above) is permitted to distribute
exempt-interest dividends and thereby pass through to its shareholders the
tax-exempt character of interest on tax-exempt obligations and exempt-interest
dividends it receives from underlying funds.


Variable annuity funds. Certain special tax considerations apply to the
variable annuity funds (Deutsche Variable Series I, Deutsche Variable Series II
and Deutsche Investments VIT Funds). These funds intend to comply with the
separate diversification requirements imposed by Section 817(h) of the Code and
the regulations thereunder on certain insurance


                                     II-160


company separate accounts. These requirements limit the percentage of total
assets used to fund variable contracts that an insurance company separate
account may invest in any single investment. Because Section 817(h) and those
regulations treat the assets of a regulated investment company owned
exclusively by insurance company separate accounts and certain other permitted
investors as assets of the separate accounts investing in that regulated
investment company, these regulations are imposed on the assets of the variable
annuity funds in addition to the diversification requirements imposed on the
funds by the 1940 Act and Subchapter M of the Code. Specifically, the
regulations provide that, except as permitted by the "safe harbor" described
below (and, in general, during a one year start-up period), as of the end of
each calendar quarter or within thirty (30) days thereafter no more than 55% of
the total assets of a separate account may be represented by any one
investment, no more than 70% by any two investments, no more than 80% by any
three investments, and no more than 90% by any four investments. For this
purpose, all securities of the same issuer are generally considered a single
investment, and each US Government agency and instrumentality is considered a
separate issuer. Section 817(h) provides, as a safe harbor, that a separate
account will be treated as being adequately diversified if the diversification
requirements under Subchapter M are satisfied and no more than 55% of the value
of the account's total assets is attributable to cash and cash items (including
receivables), US Government securities and securities of other regulated
investment companies. In addition, a separate account is considered adequately
diversified if the account invests all its assets in a regulated investment
company that is a government money market fund as defined in Rule 2a-7 under
the 1940 Act and the regulated investment company is owned exclusively by
insurance company separate accounts and certain other permitted investors.


Failure by a variable annuity fund to qualify as a regulated investment company
or to satisfy the Section 817(h) requirements by failing to comply with the
"55%-70%-80%-90%" diversification test or the safe harbor described above could
cause the variable contracts to lose their favorable tax status and require a
contract holder to include in ordinary income any income accrued under the
contracts for the current and all prior taxable years. Under certain
circumstances described in the applicable Treasury regulations, inadvertent
failure to satisfy the Section 817(h) diversification requirements may be
corrected, but such a correction could require a payment to the IRS with
respect to the period or periods during which the investments of the account
did not meet the diversification requirements. The amount of any such payment
could be based on the tax contract holders would have incurred if they were
treated as receiving the income on the contract for the period during which the
diversification requirements were not satisfied. Any such failure could also
result in adverse tax consequences for the insurance company issuing the
contracts.


The 4% excise tax described above does not apply to any regulated investment
company whose sole shareholders are tax-exempt pension trusts, separate
accounts of life insurance companies funding variable contracts and certain
other tax-exempt entities. In determining the sole shareholders of a regulated
investment company for purposes of this exception to the excise tax, shares
attributable to an investment in the regulated investment company (not
exceeding $250,000) made in connection with the organization of the regulated
investment company are not taken into account.


The IRS has indicated that too great a degree of investor control over the
investment options underlying variable contracts may result in the loss of
tax-deferred treatment for such contracts. The Treasury Department has issued
rulings addressing the circumstances in which a variable contract owner's
control of the investments of the separate account may cause the contract
owner, rather than the insurance company, to be treated as the owner of the
assets held by the separate account, and is likely to issue additional rulings
in the future. If the contract owner is considered the owner of the securities
underlying the separate account, income and gains produced by those securities
would be included currently in the contract owner's gross income.


In determining whether an impermissible level of investor control is present,
one factor the IRS considers when a separate account invests in one or more
regulated investment companies is whether a regulated investment company's
investment strategies are sufficiently broad to prevent a contract holder from
being deemed to be making particular investment decisions through its
investment in the separate account. Current IRS guidance indicates that typical
regulated investment company investment strategies, even those with a specific
sector or geographical focus, are generally considered sufficiently broad to
prevent a contract holder from being deemed to be making particular investment
decisions through its investment in a separate account. For example, the IRS
has issued a favorable ruling concerning a separate account offering
sub-accounts (each funded through a single regulated investment company) with
the following investment strategies: money market, bonds, large company stock,
international stock, small company stock, mortgage-backed


                                     II-161


securities, health care industry, emerging markets, telecommunications,
financial services, South American stock, energy, and Asian markets. Each
variable annuity fund has an investment objective and strategies that are not
materially narrower than the investment strategies described in this IRS
ruling.


The above discussion addresses only one of several factors that the IRS
considers in determining whether a contract holder has an impermissible level
of investor control over a separate account. Contract holders should consult
with their insurance companies, their tax advisors, as well as the prospectus
relating to their particular contract for more information concerning this
investor control issue.


In the event that additional rules, regulations or other guidance are issued by
the IRS or the Treasury Department concerning this issue, such guidance could
affect the treatment of a variable annuity fund as described above, including
retroactively. In addition, there can be no assurance that a variable annuity
fund will be able to continue to operate as currently described, or that a
variable annuity fund will not have to change its investment objective or
investment policies in order to prevent, on a prospective basis, any such rules
and regulations from causing variable contract owners to be considered the
owners of the shares of the variable annuity fund.


DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND


TAXATION OF THE FUND AND ITS INVESTMENTS


FUND TAXED AS A CORPORATION. The fund has not elected to qualify as a regulated
investment company under Subchapter M of the Code. The regulated investment
company tax rules, including limitations on investments in MLPs, therefore do
not apply to the fund. As a result, the fund is treated as a regular
corporation, or "C" corporation, for federal income tax purposes, and generally
is subject to federal income tax on its taxable income at the graduated rates
applicable to corporations (currently at a maximum rate of 35%). In addition,
as a regular corporation, the fund will be subject to state and local taxes by
reason of its status and its investments in equity securities of MLPs taxed as
partnerships. Therefore, the fund may have state and local tax liabilities in
multiple states, which will reduce the fund's cash available to make
distributions to shareholders. The fund may be subject to the federal
alternative minimum tax on its alternative minimum taxable income to the extent
that the alternative minimum tax exceeds the fund's regular federal income tax
liability. The extent to which the fund is required to pay federal, state or
local income, franchise, alternative minimum or other taxes could materially
reduce the fund's cash available to make distributions to shareholders.


MLP EQUITY SECURITIES. MLPs are similar to corporations in many respects, but
differ in others, especially in the way they are treated for federal income tax
purposes. A corporation is required to pay federal income tax on its income,
and, to extent the corporation distributes its income to its shareholders in
the form of dividends from earnings and profits, its shareholders are required
to pay federal income tax on such dividends. For this reason, it is said that
corporate income is taxed at two levels. An MLP generally is not subject to tax
as a corporation. An MLP generally is treated for federal income tax purposes
as a partnership, which means no federal income tax is paid by the MLP. A
partnership's income, gains, losses, expenses and tax credits are considered
earned by all of its partners and are generally allocated among all the
partners in proportion to their interests in the partnership. Each partner
takes into account on its own tax return its share of the partnership's income,
gains, losses, expenses and tax credits, and is responsible for any resulting
tax liability, regardless of whether the partnership distributes cash to the
partners. A cash distribution from a partnership is not itself taxable to the
extent it does not exceed the recipient partner's basis in its partnership
interest and is treated as capital gain to the extent any cash (or, in certain
cases, marketable securities) distributed to a partner exceeds the partner's
basis (see description below as to how an MLP investor's basis is calculated)
in the partnership. Partnership income is thus said to be taxed only at one
level - the partner level.


MLPs are publicly traded partnerships under the Code. The Code generally
requires publicly traded partnerships to be treated as corporations for federal
income tax purposes. If, however, a publicly traded partnership satisfies
certain requirements, the publicly traded partnership will be treated as a
partnership for federal income tax purposes. Specifically, if a publicly traded
partnership receives 90% or more of its gross income from qualifying sources,
such as interest, dividends, real estate rents, gain from the sale or other
disposition of real property, income and gain from certain mineral or natural
resources activities, income and gain from the transportation or storage of
certain fuels, gain from the sale or disposition of a capital asset held for
the production of such income, and, in certain circumstances, income


                                     II-162


and gain from commodities or futures, forwards and options with respect to
commodities, then the publicly traded partnership will be treated as a
partnership for federal income tax purposes. Mineral or natural resources
activities include exploration, development, production, mining, processing,
refining, marketing and transportation (including pipelines) of oil and gas,
minerals, geothermal energy, fertilizers, timber or industrial source carbon
dioxide. Most of the MLPs in which the fund will invest are expected to be
treated as partnerships for federal income tax purposes, but this will not
always be the case and some of the MLPs in which the fund invests may be
treated as corporations for federal income tax purposes.


To the extent that the fund invests in the equity securities of an MLP taxed as
a partnership, the fund will be a partner in such MLP. Accordingly, the fund
will be required to take into account the fund's allocable share of the income,
gains, losses, deductions, expenses and tax credits recognized by each such
MLP, regardless of whether the MLP distributes cash to the fund. As described
above, MLP distributions to partners are not taxable unless the cash amount
(or, in certain cases, the fair market value of marketable securities)
distributed exceeds the recipient partner's basis in its MLP interest. The fund
anticipates that the cash distributions it will receive with respect to its
investment in equity securities of MLPs will exceed the net taxable income
allocated to the fund from such MLPs because of tax deductions such as
depreciation, amortization and depletion that will be allocated to the fund
from the MLPs. No assurance, however, can be given in this regard. The longer
that the fund holds a particular MLP investment, the more likely it is that
such MLP could generate net taxable income allocable to the fund equal to or in
excess of the distributions the MLP makes to the fund. If or when an MLP
generates net taxable income allocable to the fund, the fund will have a larger
corporate income tax expense, which will result in less cash available to
distribute to shareholders.


The fund will recognize gain or loss on the sale, exchange or other taxable
disposition of its portfolio assets, including equity securities of MLPs, equal
to the difference between the amount realized by the fund on the sale, exchange
or other taxable disposition and the fund's basis in such assets. Any such gain
will be subject to federal income tax at the regular graduated corporate rates,
regardless of how long the fund has held such assets. The amount realized by
the fund in any case generally will be the amount paid by the purchaser of the
asset plus, in the case of MLP equity securities where the MLP is taxed as a
partnership, the fund's allocable share, if any, of the MLP's debt that will be
allocated to the purchaser as a result of the sale, exchange or other taxable
disposition. The fund's basis in its equity securities in an MLP taxed as a
partnership generally is equal to the amount the fund paid for the equity
securities, (i) increased by the fund's allocable share of the MLP's net
taxable income and certain MLP debt, if any, and (ii) decreased by the fund's
allocable share of the MLP's net losses and any distributions received by the
fund from the MLP. Although any distribution by an MLP to the fund in excess of
the fund's allocable share of such MLP's net taxable income may create a
temporary economic benefit to the fund, such distribution will decrease the
fund's basis in its MLP interest and will therefore increase the amount of gain
(or decrease the amount of loss) that will be recognized on the sale of an
equity security in the MLP by the fund. A portion of any gain or loss
recognized by the fund on a disposition of an MLP equity security where the MLP
is taxed as a partnership (or by an MLP on a disposition of an underlying
asset) may be separately computed and taxed as ordinary income or loss under
the Code to the extent attributable to assets of the MLP that give rise to
depreciation recapture, intangible drilling and development cost recapture, or
other "unrealized receivables" or "inventory items" under the Code. Any such
gain may exceed net taxable gain realized on the disposition and will be
recognized even if there is a net taxable loss on the disposition. As a
corporation, the fund's capital gains will be taxed at ordinary income rates,
so treatment of gains as ordinary income will not cause the gains to be taxed
at a higher rate. Nevertheless, the fund's net capital losses may only be used
to offset capital gains and therefore could not be used to offset gains that
are treated as ordinary income. Thus, the fund could recognize both gain that
is treated as ordinary income and a capital loss on a disposition of an MLP
equity security (or on an MLP's disposition of an underlying asset) and would
not be able to use the capital loss to offset that ordinary income. Any capital
losses that the fund recognizes on a disposition of an equity security of an
MLP or otherwise can only be used to offset capital gains that the fund
recognizes. Any capital losses that the fund is unable to use may be carried
back for three taxable years and forward for five taxable years to reduce the
fund's capital gains in such years. Because (i) the periods for which capital
losses may be carried back and forward are limited and (ii) the disposition of
an equity security of an MLP may be treated, in significant part, as ordinary
income, capital losses incurred by the fund may expire without being utilized.


                                     II-163


The fund's allocable share of certain percentage depletion deductions and
intangible drilling costs of the MLPs taxed as partnerships in which the fund
invests may be treated as items of tax preference for purposes of calculating
the fund's alternative minimum taxable income. Such items may increase the
fund's alternative minimum taxable income and increase the likelihood that the
fund may be subject to the alternative minimum tax.


FOREIGN INCOME TAX. Investment income received by the fund from sources within
foreign countries may be subject to foreign income tax withheld at the source,
and the amount of tax withheld generally will be treated as an expense of the
fund. The United States has entered into tax treaties with many foreign
countries that entitle the fund to a reduced rate of, or exemption from, tax on
such income. Some countries require the filing of a form to receive the benefit
of the reduced tax rate; whether or when the fund will receive the reduced tax
rate is within the control of the individual country. Information required on
these forms may not be available such as shareholder information; therefore,
the fund may not receive the reduced treaty rates. Other countries have
conflicting and changing instructions and restrictive timing requirements which
may cause the fund not to receive the reduced treaty rates. Other countries may
subject capital gains realized by the fund on a sale or disposition of
securities of that country to taxation. It is impossible to determine the
effective rate of foreign tax in advance since the amount of the fund's assets
to be invested in various countries is not known.


STATE AND LOCAL INCOME TAX. As described above, the fund is taxed as a regular
corporation, or "C" corporation. Because of its tax status, the fund generally
is subject to state and local corporate income, franchise and other taxes. By
reason of its investments in equity securities of MLPs, the fund may have state
and local tax liabilities in multiple states and in multiple local
jurisdictions, which, in addition to any federal income tax imposed on the
fund, would further reduce the fund's cash available to make distributions to
shareholders.


TAXATION OF US SHAREHOLDERS


DISTRIBUTIONS. Distributions made to you by the fund will generally constitute
taxable dividends to the extent of your allocable share of the fund's current
and accumulated earnings and profits, as calculated for federal income tax
purposes. Generally, a corporation's earnings and profits are computed based
upon taxable income, with certain specified adjustments.


As explained above, based upon the historic performance of the types of MLPs in
which the fund intends to invest, the fund anticipates that the distributed
cash from the MLPs generally will exceed the fund's share of the MLPs' taxable
income. Consequently, the fund anticipates that only a portion of the fund's
distributions will be treated as dividend income to you. To the extent that
distributions to you exceed your allocable share of the fund's current and
accumulated earnings and profits, the distribution will be a non-taxable return
of capital to the extent of your basis in the fund's shares and that basis will
be reduced, which will increase the amount of gain (or decrease the amount of
loss) realized upon a subsequent sale or redemption of the shares. To the
extent you hold such shares as a capital asset and have no further basis in the
shares to offset the distribution, you will report the amount of the
distribution in excess of your basis as capital gain.


Because the fund will invest a substantial portion of its assets in MLPs,
special rules will apply to the calculation of the fund's earnings and profits.
For example, it is expected that the fund's earnings and profits will be
calculated using the straight-line depreciation method rather than the
accelerated depreciation method. This difference in treatment may, for example,
result in the fund's earnings and profits being higher than the fund's taxable
income in a particular year if the MLPs in which the fund invests calculate
their income using accelerated depreciation. Because of these differences, the
fund may make distributions in a particular year out of earnings and profits
(treated as dividends) in excess of the amount of the fund's taxable income for
such year.


Distributions to you from the fund treated as dividends under the foregoing
rules generally will be taxable as ordinary income to you but may qualify as
"qualified dividend income." Under federal income tax law, qualified dividend
income received by individuals and other noncorporate shareholders is taxed at
the rates applicable to long-term capital gains, provided certain holding
period and other requirements are satisfied. See "All Funds (other than
Deutsche MLP & Energy Infrastructure Fund) -Taxation of US Shareholders -
Dividends and distributions - Qualified dividend income" above.


                                     II-164


In addition to constituting qualified dividend income to noncorporate
investors, such dividends are expected to be eligible for the
dividends-received deduction available to corporate shareholders of the fund
under section 243 of the Code. The availability of the dividends-received
deduction is subject to certain holding period and other requirements imposed
under the Code on the corporation claiming the deduction. See "All Funds (other
than Deutsche MLP & Energy Infrastructure Fund) -Taxation of US Shareholders
-Dividends and distributions -Dividends-received deduction" above.


You should be careful to consider the tax implications of buying shares just
prior to a distribution. At the time of your purchase of fund shares, the
fund's net asset value may reflect undistributed income or net unrealized
appreciation of portfolio securities held by the fund. A subsequent
distribution to you of such amounts, although constituting a return of your
investment, could be taxable unless you are investing through a tax-advantaged
arrangement, such as a 401(k) plan or an individual retirement account.


If you reinvest fund distributions, upon the fund's payment of a distribution
to you, you will be treated for federal income tax purposes as receiving a cash
distribution from the fund in an amount equal to the fair market value of the
shares issued to you and reinvesting such amount in fund shares. The portion of
such a distribution that is taxable as dividend income will be determined under
the rules described above.


Section 1411 of the Code generally imposes a 3.8% Medicare contribution tax on
the net investment income of certain individuals whose income exceeds certain
threshold amounts, and of certain trusts and estates under similar rules. For
these purposes, "net investment income" generally includes, among other things,
dividends and net gain from the sale, redemption or exchange of fund shares.
Shareholders are advised to consult their tax advisors regarding the possible
implications of this additional tax on their investment in the fund.


TRANSACTIONS IN FUND SHARES. A redemption of shares generally will be treated
as a taxable sale or exchange of such shares, provided: (i) the redemption is
not essentially equivalent to a dividend; (ii) the redemption is a
substantially disproportionate redemption; (iii) the redemption is a complete
redemption of a shareholder's entire interest in the fund; or (iv) the
redeeming shareholder is not a corporation and the redemption is in partial
liquidation of the fund. The full amount of the proceeds received in a
redemption which does not qualify for sale or exchange treatment will be
treated as described in "Distributions" above.


A shareholder will realize a taxable gain or loss on the sale or exchange of
shares of the fund in an amount equal to the difference between the amount
realized on the sale or exchange and the shareholder's basis in the shares. A
shareholder's basis in his or her shares may be less than the price paid for
the shares as a result of distributions by the fund in excess of the fund's
earnings and profits (i.e., returns of capital). Any gain or loss realized on a
sale or exchange of fund shares will be treated as capital gain or loss if the
shares are capital assets in the shareholder's hands, and will be long-term
capital gain or loss if the shares are held for more than one year and
short-term capital gain or loss if the shares are held for one year or less.
Long-term capital gains of noncorporate shareholders of the fund (including
individuals) are currently subject to US federal income taxation at a maximum
rate of 20%.The deductibility of capital losses for both corporate and
non-corporate shareholders of the fund is subject to limitations under the
Code.


Any loss realized on a sale or exchange will be disallowed to the extent the
shares disposed of are replaced, including replacement through the reinvesting
of distributions in the fund, within a 61-day period beginning 30 days before
and ending 30 days after the disposition of the shares. In such a case, the
basis of the shares acquired will be increased to reflect the disallowed loss.
The exchange of shares of the fund for shares of another fund is taxable for
federal income tax purposes and the exchange will be reported as a taxable
sale. Shareholders should consult their tax advisors regarding the state and
local tax consequences of an exchange of shares.


The sale or other disposition of shares of the fund by a retirement plan
qualifying for tax-exempt treatment under the Code generally will not be
subject to US federal income tax. However, withdrawals from such retirement
plans may be subject to US federal income tax. Because the federal income tax
treatment of a sale or exchange of fund shares depends on your basis and your
personal tax position, you should keep your regular account statements to use
in determining your federal income tax liability.


                                     II-165


COST BASIS REPORTING. The fund or, for a shareholder that purchased fund shares
through a financial intermediary, the financial intermediary, is generally
required to report to the IRS, and furnish to such shareholder "cost basis" and
"holding period" information for fund shares. These requirements do not apply
to investments through a tax-advantaged arrangement. The fund or the financial
intermediary, as appropriate, will report the following information to the IRS
and to the shareholder on Form 1099-B: (i) the adjusted basis of such shares;
(ii) the gross proceeds received on the redemption; and (iii) whether any gain
or loss with respect to the redeemed shares is long-term or short-term.


With respect to fund shares in accounts held directly with the fund, the fund
will calculate and report cost basis using the fund's default method of
first-in, first-out, unless the shareholder instructs the fund to use a
different calculation method. Please visit the Deutsche AM Web site at
www.deutschefunds.com (the Web site does not form a part of this Statement of
Additional Information) for more information.


Shareholders who hold fund shares through a financial intermediary should
contact the financial intermediary regarding the cost basis reporting default
method used by the financial intermediary and the reporting elections
available. Shareholders should contact a tax advisor regarding the application
of the cost basis reporting rules to their particular situation, including
whether to elect a cost basis calculation method or use the fund's default
method.


TAX-EXEMPT INVESTORS AND REGULATED INVESTMENT COMPANIES. Employee benefit plans
and most other organizations exempt from federal income tax, including
individual retirement accounts and other retirement plans, are subject to
federal income tax on their unrelated business taxable income, or UBTI. Because
the fund is a corporation for federal income tax purposes, an owner of the
fund's shares will not report on its federal income tax return any items of
income, gain, loss and deduction that are allocated to the fund from the MLPs
in which the fund invests. Moreover, dividend income from, and gain from the
sale of, corporate stock generally does not constitute UBTI unless the
corporate stock is debt-financed. Therefore, a tax-exempt investor should not
have UBTI attributable to its ownership, sale, or redemption of the fund's
shares unless its ownership is debt-financed. In general, shares are considered
to be debt-financed if the tax-exempt owner of the shares incurred debt to
acquire the shares or otherwise incurred a debt that would not have been
incurred if the shares had not been acquired. Similarly, the income and gain
realized from an investment in the fund's shares by an investor that is a
regulated investment company should constitute qualifying income for the
regulated investment company.


BACKUP WITHHOLDING AND OTHER TAX CONSIDERATIONS. The fund generally is required
to withhold US federal income tax on distributions and redemption proceeds
payable to shareholders who fail to provide the fund with their correct
taxpayer identification number or to make required certifications, who have
underreported dividend or interest income, or who have been notified (or when
the fund is notified) by the IRS that they are subject to backup withholding.
The backup withholding tax rate is currently 28%. Corporate shareholders and
certain other shareholders specified in the Code generally are exempt from such
backup withholding. Backup withholding is not an additional tax. Any amounts
withheld may be credited against the shareholder's US federal income tax
liability.


Special tax rules apply to investments through defined contribution plans and
other tax-qualified plans. Shareholders should consult their tax advisors to
determine the suitability of shares of the fund as an investment through such
plans and the precise effect of an investment on their particular tax
situation. The fund's shareholders may be subject to state and local taxes on
distributions received from the fund and on redemptions of the fund's shares.
Rules of state and local taxation often differ from the rules for federal
income taxation described above. You are urged to consult your tax advisor as
to the consequences of these and other state and local tax rules affecting an
investment in the fund.


If a shareholder recognizes a loss with respect to the fund's shares of $2
million or more for an individual shareholder or $10 million or more for a
corporate shareholder (or certain greater amounts over a combination of years),
the shareholder may have to file with the IRS a disclosure statement on Form
8886. The fact that a loss is reportable under these regulations does not
affect the legal determination of whether the taxpayer's treatment of the loss
is proper. Shareholders should consult their tax advisors to determine the
applicability of these regulations in light of their individual circumstances.


TAXATION OF NON-US SHAREHOLDERS

                                     II-166


Distributions paid by the fund to a shareholder that is not a "US person"
within the meaning of the Code (non-US shareholder) generally will be subject
to withholding of US federal income tax at a rate of 30% unless the tax is
reduced or eliminated under a tax treaty or the distributions are effectively
connected with a US trade or business of the shareholder. Any capital gain
realized by a non-US shareholder upon a sale, redemption or exchange of shares
of the fund will generally not be subject to US federal income or withholding
tax unless: (i) the gain is effectively connected with the shareholder's trade
or business in the US, or in the case of a shareholder who is a nonresident
alien individual, the shareholder is present in the US for 183 days or more
during the taxable year and certain other conditions are met or; (ii) the fund
is or has been a US real property holding corporation, as defined below, at any
time within the five-year period preceding the date of disposition of the
fund's shares or, if shorter, within the period during which the non-US
shareholder has held the fund shares. Generally, a corporation is a US real
property holding corporation if the fair market value of its US real property
interests, as defined in the Code and applicable regulations, equals or exceeds
50% of the aggregate fair market value of its worldwide real property interests
and its other assets used or held for use in a trade or business. The fund may
be, or may prior to a non-US shareholder's disposition of shares, become a US
real property holding corporation.


Non-US shareholders with respect to whom income from the fund is effectively
connected with a trade or business conducted by the foreign shareholder within
the United States will in general be subject to US federal income tax on
dividends and any gains realized upon the sale, redemption or exchange of
shares of the fund at the graduated rates applicable to US citizens, residents
or domestic corporations, and in the case of a foreign corporation, may also be
subject to a branch profits tax. If a foreign shareholder is eligible for the
benefits of a tax treaty, any effectively connected income or gain will
generally be subject to US federal income tax on a net basis only if it is also
attributable to a permanent establishment maintained by the shareholder in the
US. More generally, foreign shareholders who are residents in a country with an
income tax treaty with the US may obtain different tax results than those
described herein, and are urged to consult their tax advisors.


In order to qualify for any exemption from withholding tax or a reduced rate of
withholding tax under an applicable income tax treaty, a non-US shareholder
will need to comply with applicable certification requirements relating to its
non-US status (including, in general, furnishing the appropriate IRS Form W-8
or substitute form). A non-US shareholder who fails to provide an IRS Form W-8
or other applicable form may also be subject to backup withholding at the
appropriate rate.


Sections 1471-1474 of the Code and the US Treasury and IRS guidance issued
thereunder (collectively, FATCA) generally require the fund to obtain
information sufficient to identify the status of each of its shareholders under
FATCA. If a shareholder fails to provide this information or otherwise fails to
comply with FATCA, the fund may be required to withhold under FATCA at a rate
of 30% with respect to that shareholder on distributions and the proceeds of
the sale, redemption or exchange of fund shares. Each prospective investor is
urged to consult its tax advisor regarding the applicability of FATCA and any
other reporting requirements with respect to the prospective investor's own
situation, including investments through an intermediary.


Each non-US shareholder should consult his, her or its tax advisor regarding
the US and non-US tax consequences of ownership of the fund's shares and
receipt of distributions from the fund.


ALL FUNDS


THE FOLLOWING IS ONLY A SUMMARY OF CERTAIN MATERIAL US FEDERAL INCOME TAX
CONSEQUENCES AFFECTING A FUND AND ITS SHAREHOLDERS. CURRENT AND PROSPECTIVE
SHAREHOLDERS ARE ADVISED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE
PARTICULAR TAX CONSEQUENCES TO THEM OF AN INVESTMENT IN A FUND, INCLUDING
FEDERAL, STATE, LOCAL AND FOREIGN TAX CONSEQUENCES.


                                     II-167


PART II: APPENDIX II-I - PROXY VOTING POLICY AND GUIDELINES

1.   INTRODUCTION


Deutsche Asset Management ("AM") has adopted and implemented the following
Policies and Guidelines, which it believes are reasonably designed to ensure
that proxies are voted in the best economic interest of clients and in
accordance with its fiduciary duties and local regulation. This Proxy Voting
Policy and Guidelines - AM ("Policy and Guidelines") shall apply to all
accounts managed by US domiciled advisers and to all US client accounts managed
by non-US regional offices. Non-US regional offices are required to maintain
procedures and to vote proxies as may be required by law on behalf of their
non-US clients. In addition, AM's proxy policies reflect the fiduciary
standards and responsibilities for ERISA accounts.


The attached guidelines represent a set of global recommendations that were
determined by the Global Proxy Voting Sub-Committee (the "GPVSC"). These
guidelines were developed to provide AM with a comprehensive list of
recommendations that represent how AM will generally vote proxies for its
clients. The recommendations derived from the application of these guidelines
are not intended to influence the various AM legal entities either directly or
indirectly by parent or affiliated companies. In addition, the organizational
structures and documents of the various AM legal entities allows, where
necessary or appropriate, the execution by individual AM subsidiaries of the
proxy voting rights independently of any DB parent or affiliated company. This
applies in particular to non-US fund management companies. The individuals that
make proxy voting decisions are also free to act independently, subject to the
normal and customary supervision by the Management/Boards of these AM legal
entities.


2.   AM'S PROXY VOTING RESPONSIBILITIES


Proxy votes are the property of AM's advisory clients./1 /As such, AM's
authority and responsibility to vote such proxies depend upon its contractual
relationships with its clients or other delegated authority. AM has delegated
responsibility for effecting its advisory clients' proxy votes to Institutional
Shareholder Services ("ISS"), an independent third-party proxy voting
specialist. ISS votes AM's advisory clients' proxies in accordance with AM's
proxy guidelines or AM's specific instructions. Where a client has given
specific instructions as to how a proxy should be voted, AM will notify ISS to
carry out those instructions. Where no specific instruction exists, AM will
follow the procedures in voting the proxies set forth in this document. Certain
Taft-Hartley clients may direct AM to have ISS vote their proxies in accordance
with Taft Hartley Voting Guidelines.


Clients may in certain instances contract with their custodial agent and notify
AM that they wish to engage in securities lending transactions. In such cases,
it is the responsibility of the custodian to deduct the number of shares that
are on loan so that they do not get voted twice. To the extent a security is
out on loan and AM determines that a proxy vote (or other shareholder action)
is materially important to the client's account, AM may request that the agent
recall the security prior to the record date to allow AM to vote the
securities.
---------

/1/ For purposes of this document, "clients" refers to persons or entities: (i)
   for which AM serves as investment adviser or sub-adviser; (ii) for which AM
   votes proxies; and (iii) that have an economic or beneficial ownership
   interest in the portfolio securities of issuers soliciting such proxies.


3.   POLICIES


3.1. PROXY VOTING ACTIVITIES ARE CONDUCTED IN THE BEST ECONOMIC INTEREST OF
CLIENTS

AM has adopted the following Policies and Guidelines to ensure that proxies are
voted in accordance with the best economic interest of its clients, as
determined by AM in good faith after appropriate review.


3.2. THE GLOBAL PROXY VOTING SUB-COMMITTEE

The GPVSC is an internal working group established by the applicable AM's
Investment Risk Oversight Committee pursuant to a written charter. The GPVSC is
responsible for overseeing AM's proxy voting activities, including:


                                     II-168


(i)        Adopting, monitoring and updating guidelines, attached as Attachment
           A (the "Guidelines"), that provide how AM will generally vote
           proxies pertaining to a comprehensive list of common proxy voting
           matters;


(ii)       Voting proxies where (i) the issues are not covered by specific
           client instruction or the Guidelines; (ii) the Guidelines specify
           that the issues are to be determined on a case-by-case basis; or
           (iii) where an exception to the Guidelines may be in the best
           economic interest of AM's clients; and


(iii)      Monitoring Proxy Vendor Oversight's proxy voting activities (see
           below).


AM's Proxy Vendor Oversight, a function of AM's Operations Group, is
responsible for coordinating with ISS to administer AM's proxy voting process
and for voting proxies in accordance with any specific client instructions or,
if there are none, the Guidelines, and overseeing ISS' proxy responsibilities
in this regard.


3.3  AVAILABILITY OF PROXY VOTING POLICY AND GUIDELINES AND PROXY VOTING RECORD

Copies of this Policy, as it may be updated from time to time, is made
available to clients as required by law and otherwise at AM's discretion.
Clients may also obtain information on how their proxies were voted by AM as
required by law and otherwise at AM's discretion. Note, however, that AM must
not selectively disclose its investment company clients' proxy voting records.
Proxy Vendor Oversight will make proxy voting reports available to advisory
clients upon request. The investment companies' proxy voting records will be
disclosed to shareholders by means of publicly-available annual filings of each
company's proxy voting record for the 12-month periods ending June 30 (see
Section 5, below), if so required by relevant law.


4.   PROCEDURES


The key aspects of AM's proxy voting process are delineated below.


4.1. THE GPVSC'S PROXY VOTING GUIDELINES

The Guidelines set forth the GPVSC's standard voting positions on a
comprehensive list of common proxy voting matters. The GPVSC has developed, and
continues to update the Guidelines based on consideration of current corporate
governance principles, industry standards, client feedback, and the impact of
the matter on issuers and the value of the investments.


The GPVSC will review the Guidelines as necessary to support the best economic
interests of AM's clients and, in any event, at least annually. The GPVSC will
make changes to the Guidelines, whether as a result of the annual review or
otherwise, taking solely into account the best economic interests of clients.
Before changing the Guidelines, the GPVSC will thoroughly review and evaluate
the proposed change and the reasons therefore, and the GPVSC Chair will ask
GPVSC members whether anyone outside of the AM organization (but within
Deutsche Bank and its affiliates) or any entity that identifies itself as an AM
advisory client has requested or attempted to influence the proposed change and
whether any member has a conflict of interest with respect to the proposed
change. If any such matter is reported to the GPVSC Chair, the Chair will
promptly notify the Conflicts of Interest Management Sub-Committee (see Section
4.4) and will defer the approval, if possible. Lastly, the GPVSC will fully
document its rationale for approving any change to the Guidelines.


The Guidelines may reflect a voting position that differs from the actual
practices of the public company(ies) within the Deutsche Bank organization or
of the investment companies for which AM or an affiliate serves as investment
adviser or sponsor. Investment companies, particularly closed-end investment
companies, are different from traditional operating companies. These
differences may call for differences in voting positions on the same matter.
Further, the manner in which AM votes investment company proxies may differ
from proposals for which an AM-advised or sponsored investment company solicits
proxies from its shareholders. As reflected in the Guidelines, proxies
solicited by closed-end (and open-end) investment companies are generally voted
in accordance with the pre-determined guidelines of ISS.


                                     II-169


Funds ("Underlying Funds") in which Topiary Fund Management Fund of Funds
(each, a "Fund") invest, may from time to time seek to revise their investment
terms (i.e. liquidity, fees, etc.) or investment structure. In such event, the
Underlying Funds may require approval/consent from its investors to effect the
relevant changes. Topiary Fund Management has adopted Proxy Voting Procedures
which outline the process for these approvals.


4.2. SPECIFIC PROXY VOTING DECISIONS MADE BY THE GPVSC

Proxy Vendor Oversight will refer to the GPVSC all proxy proposals (i) that are
not covered by specific client instructions or the Guidelines; or (ii) that,
according to the Guidelines, should be evaluated and voted on a case-by-case
basis.


Additionally, if Proxy Vendor Oversight, the GPVSC Chair or any member of the
GPVSC, a Portfolio Manager, a Research Analyst or a sub-adviser believes that
voting a particular proxy in accordance with the Guidelines may not be in the
best economic interests of clients, that individual may bring the matter to the
attention of the GPVSC Chair and/or Proxy Vendor Oversight./2/


If Proxy Vendor Oversight refers a proxy proposal to the GPVSC or the GPVSC
determines that voting a particular proxy in accordance with the Guidelines is
not in the best economic interests of clients, the GPVSC will evaluate and vote
the proxy, subject to the procedures below regarding conflicts.


The GPVSC endeavors to hold meetings to decide how to vote particular proxies
sufficiently before the voting deadline so that the procedures below regarding
conflicts can be completed before the GPVSC's voting determination.
---------

/2/ Proxy Vendor Oversight generally monitors upcoming proxy solicitations for
   heightened attention from the press or the industry and for novel or
   unusual proposals or circumstances, which may prompt Proxy Vendor Oversight
   to bring the solicitation to the attention of the GPVSC Chair. AM Portfolio
   Managers, AM Research Analysts and sub-advisers also may bring a particular
   proxy vote to the attention of the GPVSC Chair, as a result of their
   ongoing monitoring of portfolio securities held by advisory clients and/or
   their review of the periodic proxy voting record reports that the GPVSC
   Chair distributes to AM portfolio managers and AM research analysts.


4.3. CERTAIN PROXY VOTES MAY NOT BE CAST

In some cases, the GPVSC may determine that it is in the best economic
interests of its clients not to vote certain proxies, or that it may not be
feasible to vote certain proxies. If the conditions below are met with regard
to a proxy proposal, AM will abstain from voting:


o  Neither the Guidelines nor specific client instructions cover an issue;


o  ISS does not make a recommendation on the issue; and


o  The GPVSC cannot convene on the proxy proposal at issue to make a
   determination as to what would be in the client's best interest. (This
   could happen, for example, if the Conflicts of Interest Management
   Sub-Committee found that there was a material conflict or if despite all
   best efforts being made, the GPVSC quorum requirement could not be met).


In addition, it is AM's policy not to vote proxies of issuers subject to laws
of those jurisdictions that impose restrictions upon selling shares after
proxies are voted, in order to preserve liquidity. In other cases, it may not
be possible to vote certain proxies, despite good faith efforts to do so. For
example, some jurisdictions do not provide adequate notice to shareholders so
that proxies may be voted on a timely basis. Voting rights on securities that
have been loaned to third-parties transfer to those third-parties, with loan
termination often being the only way to attempt to vote proxies on the loaned
securities. Lastly, the GPVSC may determine that the costs to the client(s)
associated with voting a particular proxy or group of proxies outweighs the
economic benefits expected from voting the proxy or group of proxies.


                                     II-170


Proxy Vendor Oversight will coordinate with the GPVSC Chair regarding any
specific proxies and any categories of proxies that will not or cannot be
voted. The reasons for not voting any proxy shall be documented.


4.4. CONFLICT OF INTEREST PROCEDURES


4.4.1. PROCEDURES TO ADDRESS CONFLICTS OF INTEREST AND IMPROPER INFLUENCE

Overriding Principle. In the limited circumstances where the GPVSC votes
proxies,/3/ the GPVSC will vote those proxies in accordance with what it, in
good faith, determines to be the best economic interests of AM's clients./4/


Independence of the GPVSC. As a matter of Compliance policy, the GPVSC and
Proxy Vendor Oversight are structured to be independent from other parts of
Deutsche Bank. Members of the GPVSC and the employee responsible for Proxy
Vendor Oversight are employees of AM. As such, they may not be subject to the
supervision or control of any employees of Deutsche Bank Corporate and
Investment Banking division ("CIB"). Their compensation cannot be based upon
their contribution to any business activity outside of AM without prior
approval of Legal and Compliance. They can have no contact with employees of
Deutsche Bank outside of the Private Client and Asset Management division
("PCAM") regarding specific clients, business matters or initiatives without
the prior approval of Legal and Compliance. They furthermore may not discuss
proxy votes with any person outside of AM (and within AM only on a need to know
basis).


Conflict Review Procedures. The "Conflicts of Interest Management
Sub-Committee" within AM monitors for potential material conflicts of interest
in connection with proxy proposals that are to be evaluated by the GPVSC.
Promptly upon a determination that a proxy vote shall be presented to the
GPVSC, the GPVSC Chair shall notify the Conflicts of Interest Management
Sub-Committee. The Conflicts of Interest Management Sub-Committee shall
promptly collect and review any information deemed reasonably appropriate to
evaluate, in its reasonable judgment, if AM or any person participating in the
proxy voting process has, or has the appearance of, a material conflict of
interest. For the purposes of this policy, a conflict of interest shall be
considered "material" to the extent that a reasonable person could expect the
conflict to influence, or appear to influence, the GPVSC's decision on the
particular vote at issue. GPVSC should provide the Conflicts of Interest
Management Sub-Committee a reasonable amount of time (no less than 24 hours) to
perform all necessary and appropriate reviews. To the extent that a conflicts
review cannot be sufficiently completed by the Conflicts of Interest Management
Sub-Committee the proxies will be voted in accordance with the standard
Guidelines.


The information considered by the Conflicts of Interest Management
Sub-Committee may include without limitation information regarding (i) AM
client relationships; (ii) any relevant personal conflict known by the
Conflicts of Interest Management Sub-Committee or brought to the attention of
that sub-committee; and (iii) any communications with members of the GPVSC (or
anyone participating or providing information to the GPVSC) and any person
outside of the AM organization (but within Deutsche Bank and its affiliates) or
any entity that identifies itself as an AM advisory client regarding the vote
at issue. In the context of any determination, the Conflicts of Interest
Management Sub-Committee may consult with and shall be entitled to rely upon
all applicable outside experts, including legal counsel.


Upon completion of the investigation, the Conflicts of Interest Management
Sub-Committee will document its findings and conclusions. If the Conflicts of
Interest Management Sub-Committee determines that (i) AM has a material
conflict of interest that would prevent it from deciding how to vote the
proxies concerned without further client consent; or (ii) certain individuals
should be recused from participating in the proxy vote at issue, the Conflicts
of Interest Management Sub-Committee will so inform the GPVSC Chair.


If notified that AM has a material conflict of interest as described above, the
GPVSC chair will obtain instructions as to how the proxies should be voted
either from (i) if time permits, the affected clients, or (ii) in accordance
with the standard Guidelines. If notified that certain individuals should be
recused from the proxy vote at issue, the GPVSC Chair shall do so in accordance
with the procedures set forth below.
---------


                                     II-171


/3/ As mentioned above, the GPVSC votes proxies where: (i) neither a specific
   client instruction nor a Guideline directs how the proxy should be voted,
   (ii) the Guidelines specify that an issue is to be determined on a
   case-by-case basis or (iii) voting in accordance with the Guidelines may
   not be in the best economic interests of clients.

/4/ Proxy Vendor Oversight, who serves as the non-voting secretary of the
   GPVSC, may receive routine calls from proxy solicitors and other parties
   interested in a particular proxy vote. Any contact that attempts to exert
   improper pressure or influence shall be reported to the Conflicts of
   Interest Management Sub-Committee.


Note: Any AM employee who becomes aware of a potential, material conflict of
-----
interest in respect of any proxy vote to be made on behalf of clients shall
notify Compliance. Compliance shall call a meeting of the Conflict Review
Committee to evaluate such conflict and determine a recommended course of
action.


Procedures to be followed by the GPVSC. At the beginning of any discussion
regarding how to vote any proxy, the GPVSC Chair (or his or her delegate) will
inquire as to whether any GPVSC member (whether voting or ex officio) or any
person participating in the proxy voting process has a personal conflict of
interest or has actual knowledge of an actual or apparent conflict that has not
been reported to the Conflicts of Interest Management Sub-Committee.


The GPVSC Chair also will inquire of these same parties whether they have
actual knowledge regarding whether any Director, officer, or employee outside
of the AM organization (but within Deutsche Bank and its affiliates) or any
entity that identifies itself as an AM advisory client, has: (i) requested that
AM, Proxy Vendor Oversight (or any member thereof) or a GPVSC member vote a
particular proxy in a certain manner; (ii) attempted to influence AM, Proxy
Vendor Oversight (or any member thereof), a GPVSC member or any other person in
connection with proxy voting activities; or (iii) otherwise communicated with a
GPVSC member, or any other person participating or providing information to the
GPVSC regarding the particular proxy vote at issue, and which incident has not
yet been reported to the Conflicts of Interest Management Sub-Committee.


If any such incidents are reported to the GPVSC Chair, the Chair will promptly
notify the Conflicts of Interest Management Sub-Committee and, if possible,
will delay the vote until the Conflicts of Interest Management Sub-Committee
can complete the conflicts report. If a delay is not possible, the Conflicts of
Interest Management Sub-Committee will instruct the GPVSC (i) whether anyone
should be recused from the proxy voting process or (ii) whether AM should vote
the proxy in accordance with the standard guidelines, seek instructions as to
how to vote the proxy at issue from ISS or, if time permits, the effected
clients. These inquiries and discussions will be properly reflected in the
GPVSC's minutes.


Duty to Report. Any AM employee, including any GPVSC member (whether voting or
ex officio), that is aware of any actual or apparent conflict of interest
relevant to, or any attempt by any person outside of the AM organization (but
within Deutsche Bank and its affiliates) or any entity that identifies itself
as an AM advisory client to influence, how AM votes its proxies has a duty to
disclose the existence of the situation to the GPVSC Chair (or his or her
designee) and the details of the matter to the Conflicts of Interest Management
Sub-Committee. In the case of any person participating in the deliberations on
a specific vote, such disclosure should be made before engaging in any
activities or participating in any discussion pertaining to that vote.


Recusal of Members. The GPVSC will recuse from participating in a specific
proxy vote any GPVSC members (whether voting or ex officio) and/or any other
person who (i) are personally involved in a material conflict of interest; or
(ii) who, as determined by the Conflicts of Interest Management Sub-Committee,
have actual knowledge of a circumstance or fact that could affect their
independent judgment, in respect of such vote. The GPVSC will also exclude from
consideration the views of any person (whether requested or volunteered) if the
GPVSC or any member thereof knows, or if the Conflicts of Interest Management
Sub-Committee has determined, that such other person has a material conflict of
interest with respect to the particular proxy or has attempted to influence the
vote in any manner prohibited by these policies.


                                     II-172


If, after excluding all relevant GPVSC voting members pursuant to the paragraph
above, there are three or more GPVSC voting members remaining, those remaining
GPVSC members will determine how to vote the proxy in accordance with these
Policy and Guidelines. If there are fewer than three GPVSC voting members
remaining, the GPVSC Chair will vote the proxy in accordance with the standard
Guidelines or will obtain instructions as to how to have the proxy voted from,
if time permits, the effected clients and otherwise from ISS.


4.4.2. Investment Companies and Affiliated Public Companies


Investment Companies. As reflected in the Guidelines, all proxies solicited by
open-end and closed-end investment companies are voted in accordance with the
pre-determined guidelines of ISS, unless the investment company client directs
AM to vote differently on a specific proxy or specific categories of proxies.
However, regarding investment companies for which AM or an affiliate serves as
investment adviser or principal underwriter, such proxies are voted in the same
proportion as the vote of all other shareholders (i.e., "mirror" or "echo"
voting). Master Fund proxies solicited from feeder Funds are voted in
accordance with applicable provisions of Section 12 of the Investment Company
Act of 1940 ("Investment Company Act").


Subject to participation agreements with certain Exchange Traded Funds ("ETFs")
issuers that have received exemptive orders from the US Securities and Exchange
Commission ("SEC") allowing investing Deutsche funds to exceed the limits set
forth in Section 12(d)(1)(A) and (B) of the Investment Company Act, AM will
echo vote proxies for ETFs in which Deutsche Bank holds more than 25% of
outstanding voting shares globally when required to do so by participation
agreements and SEC orders.


Affiliated Public Companies. For proxies solicited by non-investment company
issuers of or within the Deutsche Bank organization, (e.g., Deutsche Bank
itself), these proxies will be voted in the same proportion as the vote of
other shareholders (i.e., "mirror" or "echo" voting).


Note: With respect to the Central Cash Management Fund (registered under the
Investment Company Act), the Fund is not required to engage in echo voting and
the investment adviser will use these Guidelines and may determine, with
respect to the Central Cash Management Fund, to vote contrary to the positions
in the Guidelines, consistent with the Fund's best interest.


4.4.3. Other Procedures that Limit Conflicts of Interest


AM and other entities in the Deutsche Bank organization have adopted a number
of policies, procedures and internal controls that are designed to avoid
various conflicts of interest, including those that may arise in connection
with proxy voting, including but not limited to:


o  Code of Business Conduct and Ethics - DB Group;


o  Conflicts of Interest Policy - DB Group;


o  Information Sharing Procedures - AWM, GTB & CB&S;


o  Code of Ethics - AWM; and


o  Code of Professional Conduct - US.


The GPVSC expects that these policies, procedures and internal controls will
greatly reduce the chance that the GPVSC (or, its members) would be involved
in, aware of, or influenced by an actual or apparent conflict of interest.


                                     II-173


All impacted business units are required to adopt, implement, and maintain
procedures to ensure compliance with these Policies and Guidelines. At a
minimum, such procedures must: (i) assign roles and responsibilities for
carrying out the procedures, including responsibility for periodically updating
the procedures; (ii) identify clear escalation paths for identified breaches of
the procedures; and (iii) for non-dedicated procedures (i.e., desk manuals),
contain a legend or table mapping the procedures to this Section (e.g.,
cross-referencing Section or page numbers).


5.   RECORDKEEPING


At a minimum, the following records must be properly maintained and readily
accessible in order to evidence compliance with this Policy.


o  AM will maintain a record of each proxy vote cast by AM that includes among
   other things, company name, meeting date, proposals presented, vote cast
   and shares voted.


o  Proxy Vendor Oversight maintains records for each of the proxy ballots it
   votes. Specifically, the records include, but are not limited to:

      -     The  proxy statement (and any additional solicitation materials) and
            relevant portions of annual statements.


      -     Any additional information considered in the voting process that may
            be  obtained  from an issuing company, its agents, or proxy research
            firms.

      -     Analyst  worksheets created for stock option plan and share increase
            analyses; and

      -     Proxy Edge print-screen of actual vote election.


o  AM will (i) retain this Policy and the Guidelines; (ii) will maintain
   records of client requests for proxy voting information; and (iii) will
   retain any documents Proxy Vendor Oversight or the GPVSC prepared that were
   material to making a voting decision or that memorialized the basis for a
   proxy voting decision.


o  The GPVSC also will create and maintain appropriate records documenting its
   compliance with this Policy, including records of its deliberations and
   decisions regarding conflicts of interest and their resolution.


o  With respect to AM's investment company clients, ISS will create and
   maintain records of each company's proxy voting record for the 12-month
   periods ending June 30. AM will compile the following information for each
   matter relating to a portfolio security considered at any shareholder
   meeting held during the period covered by the report and with respect to
   which the company was entitled to vote:

      -     The name of the issuer of the portfolio security;


      -     The  exchange  ticker symbol of the portfolio security (if symbol is
            available through reasonably practicable means);

      -     The   Council   on   Uniform  Securities  Identification  Procedures
            ("CUSIP")  number  for  the  portfolio  security  (if  the number is
            available through reasonably practicable means);

      -     The shareholder meeting date;

      -     A brief identification of the matter voted on;

      -     Whether  the  matter  was  proposed  by  the issuer or by a security
            holder;

      -     Whether the company cast its vote on the matter;

      -     How  the  company  cast  its vote (e.g., for or against proposal, or
            abstain; for or withhold regarding election of Directors); and

      -     Whether the company cast its vote for or against Management.

                                     II-174


Note: This list is intended to provide guidance only in terms of the records
-----
that must be maintained in accordance with this policy. In addition, please
note that records must be maintained in accordance with the Archiving and
Record Retention Policy - Deutsche Bank Group and applicable policies and
procedures thereunder.


With respect to electronically stored records, "properly maintained" is defined
as complete, authentic (unalterable), usable and backed-up. At a minimum,
records should be retained for a period of not less than six years (or longer,
if necessary to comply with applicable regulatory requirements), the first
three years in an appropriate AM office.


6.   THE GPVSC'S OVERSIGHT ROLE

In addition to adopting the Guidelines and making proxy voting decisions on
matters referred to it as set forth above, the GPVSC monitors the proxy voting
process by reviewing summary proxy information presented by ISS. The GPVSC uses
this review process to determine, among other things, whether any changes
should be made to the Guidelines. This review will take place at least
quarterly and is documented in the GPVSC's minutes.


                 ATTACHMENT A - GLOBAL PROXY VOTING GUIDELINES


                           DEUTSCHE ASSET MANAGEMENT


                         GLOBAL PROXY VOTING GUIDELINES


                              AS AMENDED JULY 2016

                               [GRAPHIC OMITTED]

                                     II-175


TABLE OF CONTENTS




I.           BOARD OF DIRECTORS AND EXECUTIVES
       A.    Election of Directors
       B.    Classified Boards of Directors
       C.    Board and Committee Independence
       D.    Liability and Indemnification of Directors
       E.    Qualification of Directors
       F.    Removal of Directors and Filling of Vacancies
       G.    Proposals to Fix the Size of the Board
       H.    Proposals to Restrict Chief Executive Officer's
             Service on Multiple Boards
       I.    Proposals to Restrict Supervisory Board
             Members Service on Multiple Boards
       J.    Proposals to Establish Audit Committees (For
             FFT and US Securities)
II.          CAPITAL STRUCTURE
       A.    Authorization of Additional Shares
       B.    Authorization of "Blank Check" Preferred Stock
       C.    Stock Splits/Reverse Stock Splits
       D.    Dual Class/Supervoting Stock
       E.    Large Block Issuance
       F.    Recapitalization into a Single Class of Stock
       G.    Share Repurchases
       H.    Reductions in Par Value
III.         CORPORATE GOVERNANCE ISSUES
       A.    Confidential Voting
       B.    Cumulative Voting
       C.    Supermajority Voting Requirements
       D.    Shareholder Right to Vote
IV.          COMPENSATION
       A.    Establishment of a Remuneration Committee
             (For US Securities)
       B.    Executive and Director Stock Option Plans
       C.    Employee Stock Option/Purchase Plans
       D.    Golden Parachutes
       E.    Proposals to Limit Benefits or Executive
             Compensation
       F.    Option Expensing
       G.    Management Board Election and Motion
       H.    Remuneration (Variable Pay)
       I.    Long-Term Incentive Plans
       J.    Shareholder Proposals Concerning "Pay For
             Superior Performance"
       K.    Executive Compensation Advisory
       L.    Advisory Votes on Executive Compensation
V.           ANTI-TAKEOVER RELATED ISSUES
       A.    Shareholder Rights Plans ("Poison Pills")
       B.    Reincorporation
       C.    Fair-Price Proposals
       D.    Exemption From State Takeover Laws


                                      II-176





        E.    Non-Financial Effects of Takeover Bids
VI.           MERGERS & ACQUISITIONS
VII.          ENVIRONMENTAL, SOCIAL & GOVERNANCE ISSUES
        A.    Principles for Responsible Investment
        B.    ESG Issues
        C.    Labor and Human Rights
        D.    Diversity and Equality
        E.    Health and Safety
        F.    Government/Military
        G.    Tobacco
VIII.         MISCELLANEOUS ITEMS
        A.    Ratification of Auditors
        B.    Limitation of Non-Audit Services Provided by
              Independent Auditor
        C.    Audit Firm Rotation
        D.    Transaction of Other Business
        E.    Motions to Adjourn the Meeting
        F.    Bundled Proposals
        G.    Change of Company Name
        H.    Proposals Related to the Annual Meeting
        I.    Reimbursement of Expenses Incurred from
              Candidate Nomination
        J.    Investment Company Proxies
        K.    International Proxy Voting




                                     II-177


These Guidelines may reflect a voting position that differs from the actual
practices of the public company(ies) within the Deutsche Bank organization or
of the investment companies for which AM or an affiliate serves as investment
adviser or sponsor.


Note: Because of the unique structure and regulatory scheme applicable to
----
closed-end investment companies, the voting guidelines (particularly those
related to governance issues) generally will be inapplicable to holdings of
closed-end investment companies. As a result, determinations on the appropriate
voting recommendation for closed-end investment company shares will be made on
a case-by-case basis.


I.   BOARD OF DIRECTORS AND EXECUTIVES


A.   ELECTION OF DIRECTORS

Routine: AM Policy is to vote "for" the uncontested election of Directors.
Votes for a Director in an uncontested election will be withheld in cases where
a Director has shown an inability to perform his/her duties in the best
interests of the shareholders.


Proxy contest: In a proxy contest involving election of Directors, a
case-by-case voting decision will be made based upon analysis of the issues
involved and the merits of the incumbent and dissident slates of Directors. AM
will incorporate the decisions of a third party proxy research vendor,
currently Institutional Shareholder Services ("ISS") subject to review by the
Global Proxy Voting Sub-Committee ("GPVSC") as set forth in the AM's Proxy
Voting Policy and Guidelines. AM will incorporate where applicable the
recommendation of ISS based on ISS' consideration of the following factors:


o  Long-term financial performance of the company relative to its industry;


o  Management's track record;


o  Background to the contested election;


o  Nominee qualifications and any compensatory arrangements;


o  Strategic plan of dissident slate and quality of the critique against
management;


o  Likelihood that the proposed goals and objectives can be achieved (both
slates); and


o  Stock ownership positions.


In the case of candidates nominated pursuant to proxy access, AM policy is to
vote case-by-case considering any applicable factors listed above, including
additional factors and any recommendations of a third party proxy research
vendor, currently ISS, which may be relevant, including those that are specific
to the company, to the nominee(s) and/or to the nature of the election (such as
whether or not there are more candidates than Board seats).


Rationale: The large majority of corporate Directors fulfill their fiduciary
---------
obligation and in most cases support for Management's nominees is warranted. As
the issues relevant to a contested election differ in each instance, those
cases must be addressed as they arise.


B.   CLASSIFIED BOARDS OF DIRECTORS

AM policy is to vote against proposals to classify the Board and for proposals
to repeal classified Boards and elect Directors annually.


Rationale: Directors should be held accountable on an annual basis. By
---------
entrenching the incumbent Board, a classified Board may be used as an
anti-takeover device to the detriment of the shareholders in a hostile
take-over situation.


                                     II-178


C.   BOARD AND COMMITTEE INDEPENDENCE

AM policy is to vote:


1. "For" proposals that require that a certain percentage (majority up to 66
   2/3%) of members of a Board of Directors be comprised of independent or
   unaffiliated Directors.


2. "For" proposals that require all members of a company's compensation, audit,
   nominating, or other similar committees be comprised of independent or
   unaffiliated Directors.


3. "Against" shareholder proposals to require the addition of special interest,
   or constituency, representatives to Boards of Directors.


4. "For" separation of the Chairman and CEO positions.


5. "Against" proposals that require a company to appoint a Chairman who is an
independent Director.


Rationale: Board independence is a cornerstone of effective governance and
---------
accountability. A Board that is sufficiently independent from Management
assures that shareholders' interests are adequately represented. However, the
Chairman of the Board must have sufficient involvement in and experience with
the operations of the company to perform the functions required of that
position and lead the company.


No Director qualifies as "independent" unless the Board of Directors
affirmatively determines that the Director has no material relationship with
the listed company (either directly or as a partner, shareholder or officer of
an organization that has a relationship with the company).


Whether a Director is in fact not "independent" will depend on the laws and
regulations of the primary market for the security and the exchanges, if any,
on which the security trades.


D.   LIABILITY AND INDEMNIFICATION OF DIRECTORS

AM policy is to vote "for" Management proposals to limit Directors' liability
and to broaden the indemnification of Directors, unless broader indemnification
or limitations on Directors' liability would affect shareholders' interests in
pending litigation.


Rationale: While shareholders want Directors and officers to be responsible for
---------
their actions, it is not in the best interests of the shareholders for them to
be too risk averse. If the risk of personal liability is too great, companies
may not be able to find capable Directors willing to serve. We support
expanding coverage only for actions taken in good faith and not for serious
violations of fiduciary obligation or negligence.


E.   QUALIFICATION OF DIRECTORS

AM policy is to follow Management's recommended vote on either Management or
shareholder proposals that set retirement ages for Directors or require
specific levels of stock ownership by Directors.


Rationale: As a general rule, the Board of Directors, and not the shareholders,
---------
is most qualified to establish qualification policies.


F.   REMOVAL OF DIRECTORS AND FILLING OF VACANCIES

AM policy is to vote "against" proposals that include provisions that Directors
may be removed only for cause or proposals that include provisions that only
continuing Directors may fill Board vacancies.


Rationale: Differing state statutes permit removal of Directors with or without
cause. Removal of Directors for cause usually requires proof of self-dealing,
fraud or misappropriation of corporate assets, limiting shareholders' ability
to remove Directors except under extreme circumstances. Removal without cause
requires no such showing.


                                     II-179


Allowing only incumbent Directors to fill vacancies can serve as an
anti-takeover device, precluding shareholders from filling the Board until the
next regular election.


G.   PROPOSALS TO FIX THE SIZE OF THE BOARD

AM policy is to vote:


1. "For" proposals to fix the size of the Board unless: (a) no specific reason
   for the proposed change is given; or (b) the proposal is part of a package
   of takeover defenses.


2. "Against" proposals allowing Management to fix the size of the Board without
shareholder approval.


Rationale: Absent danger of anti-takeover use, companies should be granted a
---------
reasonable amount of flexibility in fixing the size of its Board.


H.   PROPOSALS TO RESTRICT CHIEF EXECUTIVE OFFICER'S SERVICE ON MULTIPLE BOARDS

AM policy is to vote "for" proposals to restrict a Chief Executive Officer from
serving on more than three outside Boards of Directors.


Rationale: Chief Executive Officer must have sufficient time to ensure that
---------
shareholders' interests are represented adequately.


Note: A Director's service on multiple closed-end fund Boards within a fund
----
complex are treated as service on a single Board for the purpose of the proxy
voting guidelines.


I.   PROPOSALS TO RESTRICT SUPERVISORY BOARD MEMBERS SERVICE ON MULTIPLE BOARDS

AM policy is to vote "for" proposals to restrict a Supervisory Board Member
from serving on more than five Supervisory Boards.


Rationale: We consider a strong, independent and knowledgeable Supervisory
---------
Board as important counter-balance to executive Management to ensure that the
interests of shareholders are fully reflected by the company.


Full information should be disclosed in the annual reports and accounts to
allow all shareholders to judge the success of the Supervisory Board
controlling their company.


Supervisory Board Members must have sufficient time to ensure that
     shareholders' interests are represented adequately.


Note: A Director's service on multiple closed-end fund Boards within a fund
----
complex are treated as service on a single Board for the purpose of the proxy
voting guidelines


J.   PROPOSALS TO ESTABLISH AUDIT COMMITTEES

AM policy is to vote "for" proposals that require the establishment of Audit
Committees.


Rationale: The Audit Committee should deal with accounting and risk management
---------
related questions, verifies the independence of the auditor with due regard to
possible conflicts of interest. It also should determine the procedure of the
audit process.


                                     II-180


II.  CAPITAL STRUCTURE


A.   AUTHORIZATION OF ADDITIONAL SHARES

AM policy is to vote "for" proposals to increase the authorization of existing
classes of stock that do not exceed a 3:1 ratio of shares authorized to shares
outstanding for a large cap company, and do not exceed a 4:1 ratio of shares
authorized to shares outstanding for a small-midcap company (companies having a
market capitalization under one billion US dollars).


Rationale: While companies need an adequate number of shares in order to carry
---------
on business, increases requested for general financial flexibility must be
limited to protect shareholders from their potential use as an anti-takeover
device. Requested increases for specifically designated, reasonable business
purposes (stock split, merger, etc.) will be considered in light of those
purposes and the number of shares required.


B.   AUTHORIZATION OF "BLANK CHECK" PREFERRED STOCK

AM policy is to vote:


1. "Against" proposals to create blank check preferred stock or to increase the
   number of authorized shares of blank check preferred stock unless the
   company expressly states that the stock will not be used for anti-takeover
   purposes and will not be issued without shareholder approval.


2. "For" proposals mandating shareholder approval of blank check stock
placement.


Rationale: Shareholders should be permitted to monitor the issuance of classes
---------
of preferred stock in which the Board of Directors is given unfettered
discretion to set voting, dividend, conversion and other rights for the shares
issued.


C.   STOCK SPLITS / REVERSE STOCK SPLITS

AM policy is to vote "for" stock splits if a legitimate business purpose is set
forth and the split is in the shareholders' best interests. A vote is cast
"for" a reverse stock split only if the number of shares authorized is reduced
in the same proportion as the reverse split or if the effective increase in
authorized shares (relative to outstanding shares) complies with the proxy
guidelines for common stock increases.


Rationale: Generally, stock splits do not detrimentally affect shareholders.
---------
Reverse stock splits, however, may have the same result as an increase in
authorized shares and should be analyzed accordingly.


D.   DUAL CLASS/SUPERVOTING STOCK

AM policy is to vote "against" proposals to create or authorize additional
shares of super-voting stock or stock with unequal voting rights.


Rationale: The "one share, one vote" principal ensures that no shareholder
---------
maintains a voting interest exceeding their equity interest in the company.


E.   LARGE BLOCK ISSUANCE

AM policy is to address large block issuances of stock on a case-by-case basis
based on the nature of the issuance and incorporating the recommendation of ISS
as stated below subject to review by the GPVSC as set forth in AM's Proxy
Voting Policy and Guidelines:


For general Issuances, in general AM policy is to:

                                     II-181


o  Vote for issuance authorities with pre-emptive rights to a maximum of 100
   percent over currently issued capital and as long as the share issuance
   authorities' periods are clearly disclosed (or implied by the application
   of a legal maximum duration) and in line with market-specific practices
   and/or recommended guidelines (e.g. issuance periods limited to 18 months
   for the Netherlands); and


o  Vote for issuance authorities without pre-emptive rights to a maximum of 20
   percent (or a lower limit if local market best practice recommendations
   provide) of currently issued capital as long as the share issuance
   authorities' periods are clearly disclosed (or implied by the application
   of a legal maximum duration) and in line with market-specific practices
   and/or recommended guidelines (e.g. issuance periods limited to 18 months
   for the Netherlands).


For French companies, AM policy is to:


o  Vote for general issuance requests with pre-emptive rights, or without
   pre-emptive rights but with a binding "priority right," for a maximum of 50
   percent over currently issued capital; and


o  Generally vote for general authorities to issue shares without pre-emptive
   rights up to a maximum of 10 percent of share capital. When companies are
   listed on a regulated market, the maximum discount on share issuance price
   proposed in the resolution must, in addition, comply with the legal
   discount (i.e., a maximum of 5 percent discount to the share listing price)
   for a vote for to be warranted.


For specific issuances, in general AM policy is to:


o  Vote on a case-by-case basis on all requests, with or without pre-emptive
   rights, incorporating where applicable the recommendation of ISS.


o  Additionally, AM supports proposals requiring shareholder approval of large
   block issuances.


Rationale: Stock issuances must be reviewed in light of the business
---------
circumstances leading to the request and the potential impact on shareholder
value.


F.   RECAPITALIZATION INTO A SINGLE CLASS OF STOCK

AM policy is to vote "for" recapitalization plans to provide for a single class
of common stock, provided the terms are fair, with no class of stock being
unduly disadvantaged.


Rationale: Consolidation of multiple classes of stock is a business decision
---------
that may be left to the Board and/or Management if there is no adverse effect
on shareholders.


G.   SHARE REPURCHASES

AM policy is to vote "for" share repurchase plans provided all shareholders are
     able to participate on equal terms.


Rationale: Buybacks are generally considered beneficial to shareholders because
---------
they tend to increase returns to the remaining shareholders.


H.   REDUCTIONS IN PAR VALUE

AM policy is to vote "for" proposals to reduce par value, provided a legitimate
business purpose is stated (e.g., the reduction of corporate tax
responsibility).


Rationale: Usually, adjustments to par value are a routine financial decision
---------
with no substantial impact on shareholders.

                                     II-182


III. CORPORATE GOVERNANCE ISSUES


A.   CONFIDENTIAL VOTING

AM policy is to vote "for" proposals to provide for confidential voting and
independent tabulation of voting results and to vote "against" proposals to
repeal such provisions.


Rationale: Confidential voting protects the privacy rights of all shareholders.
---------
This is particularly important for employee-shareholders or shareholders with
business or other affiliations with the company, who may be vulnerable to
coercion or retaliation when opposing Management. Confidential voting does not
interfere with the ability of corporations to communicate with all
shareholders, nor does it prohibit shareholders from making their views known
directly to Management.


B.   CUMULATIVE VOTING

AM policy is to vote "against" shareholder proposals requesting cumulative
voting and "for" Management proposals to eliminate it. The protections afforded
shareholders by cumulative voting are not necessary when a company has a
history of good performance and does not have a concentrated ownership
interest. Accordingly, a vote is cast "against" cumulative voting and "for"
proposals to eliminate it if:


a) The company has a five year return on investment greater than the relevant
industry index,


b) All Directors and executive officers as a group beneficially own less than
10% of the outstanding stock, and


c) No shareholder (or voting block) beneficially owns 15% or more of the
company.


Thus, failure of any one of the three criteria results in a vote for cumulative
voting in accordance with the general policy.


Rationale: Cumulative voting is a tool that should be used to ensure that
---------
holders of a significant number of shares may have Board representation;
however, the presence of other safeguards may make their use unnecessary.


C.   SUPERMAJORITY VOTING REQUIREMENTS

AM policy is to vote "against" Management proposals to require a supermajority
vote to amend the charter or by-laws and to vote "for" shareholder proposals to
modify or rescind existing supermajority requirements.


*     Exception made when company holds a controlling position and seeks to
      lower threshold to maintain control and/or make changes to corporate
      by-laws.


Rationale: Supermajority voting provisions violate the democratic principle
---------
that a simple majority should carry the vote. Setting supermajority
requirements may make it difficult or impossible for shareholders to remove
egregious by-law or charter provisions. Occasionally, a company with a
significant insider held position might attempt to lower a supermajority
threshold to make it easier for Management to approve provisions that may be
detrimental to shareholders. In that case, it may not be in the shareholders
interests to lower the supermajority provision.


D.   SHAREHOLDER RIGHT TO VOTE

AM policy is to vote "against" proposals that restrict the right of
shareholders to call special meetings, amend the bylaws, or act by written
consent. AM Policy is to vote "for" proposals that remove such restrictions.


Rationale: Any reasonable means whereby shareholders can make their views known
---------
to Management or affect the governance process should be supported.


                                     II-183


IV.  COMPENSATION

Annual Incentive Plans or Bonus Plans are often submitted to shareholders for
approval. These plans typically award cash to executives based on company
performance. Deutsche Bank believes that the responsibility for executive
compensation decisions rest with the Board of Directors and/or the compensation
committee, and its policy is not to second-guess the Board's award of cash
compensation amounts to executives unless a particular award or series of
awards is deemed excessive. If stock options are awarded as part of these bonus
or incentive plans, the provisions must meet Deutsche Bank's criteria regarding
stock option plans, or similar stock-based incentive compensation schemes, as
set forth below.


A.   ESTABLISHMENT OF A REMUNERATION COMMITTEE

AM policy is to vote "for" proposals that require the establishment of a
Remuneration Committee.


Rationale: Corporations should disclose in each annual report or proxy
----------
statement their policies on remuneration. Essential details regarding executive
remuneration including share options, long-term incentive plans and bonuses,
should be disclosed in the annual report, so that investors can judge whether
corporate pay policies and practices meet the standard.


The Remuneration Committee shall not comprise any Board members and should be
sensitive to the wider scene on executive pay. It should ensure that
performance-based elements of executive pay are designed to align the interests
of shareholders.


B.   EXECUTIVE AND DIRECTOR STOCK OPTION PLANS

AM policy is to vote "for" stock option plans that meet the following criteria:


o  The resulting dilution of existing shares is less than (a) 15% of
   outstanding shares for large capital corporations; or (b) 20% of
   outstanding shares for small-mid capital companies (companies having a
   market capitalization under one billion US dollars).


o  The transfer of equity resulting from granting options at less than fair
   market value ("FMV") is no greater than 3% of the over-all market
   capitalization of large capital corporations or 5% of market cap for
   small-mid capital companies.


o  The plan does not contain express repricing provisions and, in the absence
   of an express statement that options will not be repriced, the company does
   not have a history of repricing options.


o  The plan does not grant options on super-voting stock.


AM will support performance-based option proposals as long as (a) they do not
mandate that all options granted by the company must be performance based; and
(b) only certain high-level executives are subject to receive the performance
based options.


AM will support proposals to eliminate the payment of outside Director
pensions.


Rationale: Determining the cost to the company and to shareholders of
----------
stock-based incentive plans raises significant issues not encountered with
cash-based compensation plans. These include the potential dilution of existing
shareholders' voting power, the transfer of equity out of the company resulting
from the grant and execution of options at less than FMV and the authority to
reprice or replace underwater options. Our stock option plan analysis model
seeks to allow reasonable levels of flexibility for a company yet still protect
shareholders from the negative impact of excessive stock compensation.
Acknowledging that small mid-capital corporations often rely more heavily on
stock option plans as their main source of executive compensation and may not
be able to compete with their large capital competitors with cash compensation,
we provide slightly more flexibility for those companies.


                                     II-184


C.   EMPLOYEE STOCK OPTION/PURCHASE PLANS

AM policy is to vote for employee stock purchase plans ("ESPPs") when the plan
complies with Internal Revenue Code Section 423, allowing non-Management
employees to purchase stock at 85% of FMV.


AM policy is to vote "for" employee stock option plans ("ESOPs") provided they
meet the standards for stock option plans in general. However, when computing
dilution and transfer of equity, ESOPs are considered independently from
executive and Director option plans.


Rationale: ESOPs and ESPPs encourage rank-and-file employees to acquire an
----------
ownership stake in the companies they work for and have been shown to promote
employee loyalty and improve productivity.


D.   GOLDEN PARACHUTES

AM policy is to vote "for" proposals to require shareholder approval of golden
parachutes and for proposals that would limit golden parachutes to no more than
three times base compensation. AM Policy is to vote "against" more restrictive
shareholder proposals to limit golden parachutes.


Rationale: In setting a reasonable limitation, AM considers that an effective
parachute should be less attractive than continued employment and that the IRS
has opined that amounts greater than three times annual salary, are excessive.


E.   PROPOSALS TO LIMIT BENEFITS OR EXECUTIVE COMPENSATION

AM policy is to vote "against"


o  Proposals to limit benefits, pensions or compensation and


o  Proposals that request or require disclosure of executive compensation
   greater than the disclosure required by Securities and Exchange Commission
   ("SEC") regulations.


Rationale: Levels of compensation and benefits are generally considered to be
---------
day-to-day operations of the company, and are best left unrestricted by
arbitrary limitations proposed by shareholders.


F.   OPTION EXPENSING

AM policy is to support proposals requesting companies to expense stock
options.


Rationale: Although companies can choose to expense options voluntarily, the
---------
Financial Accounting Standards Board ("FASB") does not yet require it, instead
allowing companies to disclose the theoretical value of options as a footnote.
Because the expensing of stock options lowers earnings, most companies elect
not to do so. Given the fact that options have become an integral component of
compensation and their exercise results in a transfer of shareholder value, AM
agrees that their value should not be ignored and treated as "no cost"
compensation. The expensing of stock options would promote more modest and
appropriate use of stock options in executive compensation plans and present a
more accurate picture of company operational earnings.


G.   MANAGEMENT BOARD ELECTION AND MOTION

AM policy is to vote "against":


o  The election of Board members with positions on either Remuneration or Audit
   Committees;


o  The election of Supervisory Board members with too many Supervisory Board
   mandates; and


o  "Automatic" election of former Board members into the Supervisory Board.

                                     II-185


Rationale: Management as an entity, and each of its members, are responsible
----------
for all actions of the company, and are - subject to applicable laws and
regulations - accountable to the shareholders as a whole for their actions.


Sufficient information should be disclosed in the annual company report and
account to allow shareholders to judge the success of the company.


H.   REMUNERATION (VARIABLE PAY)


EXECUTIVE REMUNERATION FOR MANAGEMENT BOARD

AM policy is to vote "for" Management Board remuneration that is transparent
and linked to results.


Rationale: Executive compensation should motivate Management and align the
---------
interests of Management with the shareholders. The focus should be on criteria
that prevent excessive remuneration; but enable the company to hire and retain
first-class professionals.


Shareholder interests are normally best served when Management is remunerated
to optimize long-term returns. Criteria should include suitable measurements
like return on capital employed or economic value added.


Interests should generally also be correctly aligned when Management own shares
in the company - even more so if these shares represent a substantial portion
of their own wealth.


Its disclosure shall differentiate between fixed pay, variable (performance
related) pay and long-term incentives, including stock option plans with
valuation ranges as well as pension and any other significant arrangements.


EXECUTIVE REMUNERATION FOR SUPERVISORY BOARD

AM policy is to vote "for" remuneration for Supervisory Board that is at least
50% in fixed form.


Rationale: It would normally be preferable if performance linked compensation
---------
were not based on dividend payments, but linked to suitable result based
parameters. Consulting and procurement services should also be published in the
company report.


I.   LONG-TERM INCENTIVE PLANS

AM policy is to vote "for" long-term incentive plans for members of Management
Boards that reward for above average company performance.


Rationale: Incentive plans will normally be supported if they:
---------


o  Directly align the interests of members of Management Boards with those of
   shareholders;


o  Establish challenging performance criteria to reward only above average
   performance;


o  Measure performance by total shareholder return in relation to the market or
   a range of comparable companies;


o  Are long-term in nature and encourage long-term ownership of the shares once
   exercised through minimum holding periods; and


o  Do not allow a repricing of the exercise price in stock option plans.

                                     II-186


J.   SHAREHOLDER PROPOSALS CONCERNING "PAY FOR SUPERIOR PERFORMANCE"

AM policy is to vote on a case-by-case basis on shareholder proposals that
request the Board establish a pay-for-superior performance standard in the
company's executive compensation plan for senior executives, incorporating
where applicable the recommendations of ISS, subject to review by the GPVSC as
set forth in AM's Proxy Voting Policy and Guidelines, based on ISS'
consideration of the following factors:


o  What aspects of the company's annual and long-term equity incentive programs
   are performance driven?


o  If the annual and long-term equity incentive programs are performance
   driven, are the performance criteria and hurdle rates disclosed to
   shareholders or are they benchmarked against a disclosed peer group?


o  Can shareholders assess the correlation between pay and performance based on
   the current disclosure?


o  What type of industry and stage of business cycle does the company belong
   to?


These proposals generally include the following principles:


o  Set compensation targets for the plan's annual and long-term incentive pay
   components at or below the peer group median;


o  Deliver a majority of the plan's target long-term compensation through
   performance-vested, not simply time-vested, equity awards;


o  Provide the strategic rationale and relative weightings of the financial and
   non-financial performance metrics or criteria used in the annual and
   performance-vested long-term incentive components of the plan;


o  Establish performance targets for each plan financial metric relative to the
   performance of the company's peer companies; and


o  Limit payment under the annual and performance-vested long-term incentive
   components of the plan to when the company's performance on its selected
   financial performance metrics exceeds peer group median performance.


Rationale: While AM agrees that compensation issues are better left to the
---------
discretion of Management, there remains the need to monitor for excessive
compensation practices on a case-by-case basis. If, after a review of the ISS
metrics, AM is comfortable with ISS's applying this calculation and will vote
according to their recommendation.


K.   EXECUTIVE COMPENSATION ADVISORY

AM policy is to follow Management's recommended vote on shareholder proposals
to propose an advisory resolution seeking to ratify the compensation of the
company's named executive officers ("NEOs") on an annual basis.


Rationale: AM believes that controls exist within senior Management and
---------
corporate compensation committees, ensuring fair compensation to executives.
This might allow shareholders to require approval for all levels of
Management's compensation.


L.   ADVISORY VOTES ON EXECUTIVE COMPENSATION

AM policy is to vote on a case-by-case basis on ballot items related to
executive pay and practices, as well as certain aspects of outside director
compensation, including recommendations by ISS where applicable, subject to
review by the GPVSC as set forth in AM's Proxy Voting Policy and Guidelines.


AM policy is to vote against Advisory Votes on Executive Compensation
(Management Say-on-Pay -  MSOP) if:


o  There is a significant misalignment between CEO pay and company performance
   (pay for performance);

                                     II-187


o  The company maintains significant problematic pay practices; or


o  The Board exhibits a significant level of poor communication and
responsiveness to shareholders.


PRIMARY EVALUATION FACTORS FOR EXECUTIVE PAY


Pay-for-Performance Evaluation


AM will consider the pay-for-performance analysis conducted annually by an
independent third party, currently ISS, to identify strong or satisfactory
alignment between pay and performance over a sustained period. With respect to
companies in the Russell 3000 or Russell 3000E Indices, AM considers the
following based on ISS' analysis:


1. Peer Group Alignment:


o  The degree of alignment between the company's annualized TSR rank and the
   CEO's annualized total pay rank within a peer group, each measured over a
   three-year period.


o  The multiple of the CEO's total pay relative to the peer group median.


2. Absolute Alignment - the absolute alignment between the trend in CEO pay and
   company TSR over the prior five fiscal years - i.e., the difference between
   the trend in annual pay changes and the trend in annualized TSR during the
   period.


If the above analysis demonstrates significant unsatisfactory long-term
pay-for-performance alignment or, in the case of companies outside the Russell
indices, misaligned pay and performance are otherwise suggested, AM may
consider any of the following qualitative factors as relevant to evaluating how
various pay elements may work to encourage or to undermine long-term value
creation and alignment with shareholder interests:


o  The ratio of performance- to time-based equity awards;


o  The overall ratio of performance-based compensation;


o  The completeness of disclosure and rigor of performance goals;


o  The company's peer group benchmarking practices;


o  Actual results of financial/operational metrics, such as growth in revenue,
   profit, cash flow, etc., both absolute and relative to peers;


o  Special circumstances related to, for example, a new CEO in the prior FY or
   anomalous equity grant practices (e.g., bi-annual awards);


o  Realizable pay compared to grant pay; and


o  Any other factors deemed relevant.


Problematic Pay Practices


AM's policy is to defer to ISS' recommendation regarding executive compensation
practices that contravene the global pay principles considered by ISS in
evaluating executive pay and practices, including:


o  Problematic practices related to non-performance-based compensation
   elements;


o  Incentives that may motivate excessive risk-taking; and

                                     II-188


o  Options Backdating.


Problematic Pay Practices related to Non-Performance-Based Compensation
Elements


AM's policy is, in general, to evaluate pay elements that are not directly
based on performance on a case-by-case considering the context of a company's
overall pay program and demonstrated pay-for-performance philosophy. AM will
defer to ISS' analysis of specific pay practices that have been identified as
potentially problematic and may lead to negative recommendations if they are
deemed to be inappropriate or unjustified relative to executive pay best
practices. The list below highlights the problematic practices that carry
significant weight in AM's overall consideration and may result in adverse vote
recommendations:


o  Repricing or replacing of underwater stock options/SARS without prior
   shareholder approval (including cash buyouts and voluntary surrender of
   underwater options);


o  Excessive perquisites or tax gross-ups, including any gross-up related to a
   secular trust or restricted stock vesting;


o  New or extended agreements that provide for:
o  CIC payments exceeding 3 times base salary and average/target/most recent
   bonus;
o  CIC severance payments without involuntary job loss or substantial diminution
   of duties ("single" or "modified single" triggers);
o  CIC payments with excise tax gross-ups (including "modified" gross-ups); and


o  Insufficient executive compensation disclosure by externally- managed
   issuers (EMIs) such that a reasonable assessment of pay programs and
   practices applicable to the EMI's executives is not possible.


Incentives that may Motivate Excessive Risk-Taking


o  Multi-year guaranteed bonuses;


o  A single or common performance metric used for short- and long-term plans;


o  Lucrative severance packages;


o  High pay opportunities relative to industry peers;


o  Disproportionate supplemental pensions; or


o  Mega annual equity grants that provide unlimited upside with no downside
   risk.


Factors that potentially mitigate the impact of risky incentives include
rigorous claw-back provisions and robust stock ownership/holding guidelines.


Options Backdating


AM's policy is to examine the following factors case-by-case to allow for
distinctions to be made between "sloppy" plan administration versus deliberate
action or fraud:


o  Reason and motive for the options backdating issue, such as inadvertent vs.
   deliberate grant date changes;


o  Duration of options backdating;


o  Size of restatement due to options backdating;


o  Corrective actions taken by the Board or compensation committee, such as
   canceling or re-pricing backdated options, the recouping of option gains on
   backdated grants; and


                                     II-189


o  Adoption of a grant policy that prohibits backdating, and creates a fixed
   grant schedule or window period for equity grants in the future.


AM may rely on ISS's analysis of the foregoing and may defer to ISS's
recommendation subject to review by the GPVSC.


Rationale: While AM agrees that compensation issues are better left to the
discretion of Management, there remains a need to take action on this
nonbinding proposal if excessive compensation practices exist.


M.   FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION

AM policy is to vote "for" annual advisory votes on compensation, which provide
the most consistent and clear communication channel for shareholder concerns
about companies' executive pay programs.


Rationale: AM believes that annual advisory vote gives shareholders the
----------
opportunity to express any compensation concerns to the Executive Compensation
proposal which is an advisory voting.


V.   ANTI-TAKEOVER RELATED ISSUES


A.   SHAREHOLDER RIGHTS PLANS ("POISON PILLS")

AM policy is to vote "for" proposals to require shareholder ratification of
poison pills or that request Boards to redeem poison pills, and to vote
"against" the adoption of poison pills if they are submitted for shareholder
ratification.


Rationale: Poison pills are the most prevalent form of corporate takeover
----------
defenses and can be (and usually are) adopted without shareholder review or
consent. The potential cost of poison pills to shareholders during an attempted
takeover outweighs the benefits.


B.   REINCORPORATION

AM policy is to examine reincorporation proposals on a case-by-case basis. The
voting decision is based on:


Differences in state law between the existing state of incorporation and the
proposed state of incorporation; and


Differences between the existing and the proposed charter/bylaws/articles of
incorporation and their effect on shareholder rights.


If changes resulting from the proposed reincorporation violate the corporate
governance principles set forth in these guidelines, the reincorporation will
be deemed contrary to shareholder's interests and a vote cast "against."


Rationale: Reincorporations can be properly analyzed only by looking at the
---------
advantages and disadvantages to their shareholders. Care must be taken that
anti-takeover protection is not the sole or primary result of a proposed
change.


C.   FAIR-PRICE PROPOSALS

AM policy is to vote "for" Management fair-price proposals, provided that:


o  The proposal applies only to two-tier offers;


o  The proposal sets an objective fair-price test based on the highest price
   that the acquirer has paid for a company's shares;


o  The supermajority requirement for bids that fail the fair-price test is no
   higher than two-thirds of the outstanding shares; and


o  The proposal contains no other anti-takeover provisions or provisions that
   restrict shareholders rights.

                                     II-190


A vote is cast for shareholder proposals that would modify or repeal existing
fair-price requirements that do not meet these standards.


Rationale: While fair price provisions may be used as anti-takeover devices, if
---------
adequate provisions are included, they provide some protection to shareholders
who have some say in their application and the ability to reject those
protections if desired.


D.   EXEMPTION FROM STATE TAKEOVER LAWS

AM policy is to vote "for" shareholder proposals to opt out of state takeover
laws and to vote "against" Management proposals requesting to opt out of state
takeover laws.


Rationale: Control share statutes, enacted at the state level, may harm
---------
long-term share value by entrenching Management. They also unfairly deny
certain shares their inherent voting rights.


E.   NON-FINANCIAL EFFECTS OF TAKEOVER BIDS

Policy is to vote "against" shareholder proposals to require consideration of
non-financial effects of merger or acquisition proposals.


Rationale: Non-financial effects may often be subjective and are secondary to
---------
AM's stated purpose of acting in its client's best economic interest.


VI.  MERGERS & ACQUISITIONS


EVALUATION OF MERGERS, ACQUISITIONS AND OTHER SPECIAL CORPORATE TRANSACTIONS
(I.E., TAKEOVERS, SPIN-OFFS, SALES OF ASSETS, REORGANIZATIONS, RESTRUCTURINGS,
AND RECAPITALIZATIONS) ARE PERFORMED ON A CASE-BY-CASE BASIS, INCLUDING
CONSIDERATION OF ISS'S ANALYSIS AND RECOMMENDATIONS WHERE APPLICABLE, SUBJECT
TO REVIEW BY THE GPVSC. AM POLICY IS TO REVIEW AND EVALUATE THE MERITS AND
DRAWBACKS OF THE PROPOSED TRANSACTION, BALANCING VARIOUS AND SOMETIMES
COUNTERVAILING FACTORS INCLUDING:


o  Valuation - Is the value to be received by the target shareholders (or paid
   by the acquirer) reasonable? While the fairness opinion may provide an
   initial starting point for assessing valuation reasonableness, emphasis is
   placed on the offer premium, market reaction and strategic rationale.


o  Market reaction - How has the market responded to the proposed deal? A
   negative market reaction should cause closer scrutiny of a deal.


o  Strategic rationale - Does the deal make sense strategically? From where is
   the value derived? Cost and revenue synergies should not be overly
   aggressive or optimistic, but reasonably achievable. Management should also
   have a favorable track record of successful integration of historical
   acquisitions.


o  Negotiations and process - Were the terms of the transaction negotiated at
   arm's-length? Was the process fair and equitable? A fair process helps to
   ensure the best price for shareholders. Significant negotiation "wins" can
   also signify the deal makers' competency. The comprehensiveness of the
   sales process (e.g., full auction, partial auction, no auction) can also
   affect shareholder value.


o  Conflicts of interest - Are insiders benefiting from the transaction
   disproportionately and inappropriately as compared to non-insider
   shareholders? As the result of potential conflicts, the directors and
   officers of the company may be more likely to vote to approve a merger than
   if they did not hold these interests. Consider whether these interests may
   have influenced these directors and officers to support or recommend the
   merger. The CIC figure presented in the "ISS Transaction Summary" section
   of this report is an aggregate figure that can in certain cases be a
   misleading indicator of the true value transfer from shareholders to
   insiders. Where such figure appears to be excessive, analyze the underlying
   assumptions to determine whether a potential conflict exists.


                                     II-191


o  Governance - Will the combined company have a better or worse governance
   profile than the current governance profiles of the respective parties to
   the transaction? If the governance profile is to change for the worse, the
   burden is on the company to prove that other issues (such as valuation)
   outweigh any deterioration in governance.

Additional resources including portfolio management and research analysts may
be considered as set forth in AM's policies and procedures.


VII. ENVIRONMENTAL, SOCIAL AND GOVERNANCE ISSUES

Environmental, social and governance issues (ESG) are becoming increasingly
important to corporate success. We incorporate ESG considerations into both our
investment decisions and our proxy voting decisions - particularly if the
financial performance of the company could be impacted. Companies or states
that seriously contravene internationally accepted ethical principles will be
subject to heightened scrutiny.


A.   PRINCIPLES FOR RESPONSIBLE INVESTMENT

AM policy is to actively engage with companies on ESG issues and participate in
ESG initiatives. In this context, AM (a) votes "for" increased disclosure on
ESG issues; (b) is willing to participate in the development of policy,
regulation, and standard setting (such as promoting and protecting shareholder
rights); (c) could support shareholder initiatives and also file shareholder
resolutions with long term ESG considerations and improved ESG disclosure, when
applicable; (d) could support standardized ESG reporting and issues to be
integrated within annual financial reports; and (e) on a case-by-case basis,
will generally follow Management's recommended vote on other matters related to
ESG issues.


Rationale: ESG issues can affect the performance of investment portfolios (to
---------
varying degrees across companies, sectors, regions, asset classes and through
time).


B.   ESG ISSUES

AM policy is to vote in line with the Coalition for Environmentally Responsible
Economies ("CERES") recommendation on Environmental matters contained in the
CERES Principles and the recommendations on social and sustainability issues
not specifically addressed elsewhere in these Guidelines. AM will rely on ISS
to identify shareholder proposals addressing CERES Principles and proxies will
be voted in accordance with ISS' predetermined voting guidelines on CERES
Principles. AM policy is to generally vote for social and environmental
shareholder proposals that promote good corporate citizens while enhancing
long-term shareholder and stakeholder value. AM policy is to vote for
disclosure reports that seek additional information particularly when it
appears companies have not adequately addressed shareholders' social,
workforce, and environmental concerns. In determining vote recommendations on
shareholder social, workforce, and environmental proposals, AM may defer to
ISS' analysis and recommendation based on consideration of the following
factors:


o  Whether the proposal itself is well framed and reasonable;


o  Whether adoption of the proposal would have either a positive or negative
   impact on the company's short-term or long-term share value;


o  Whether the company's analysis and voting recommendation to shareholders is
   persuasive;


o  The degree to which the company's stated position on the issues could affect
   its reputation or sales, or leave it vulnerable to boycott or selective
   purchasing;


o  Whether the subject of the proposal is best left to the discretion of the
   Board;


o  Whether the issues presented in the proposal are best dealt with through
   legislation, government regulation, or company-specific action;


o  The company's approach compared with its peers or any industry standard
   practices for addressing the issue(s) raised by the proposal;


                                     II-192


o  Whether the company has already responded in an appropriate or sufficient
   manner to the issue(s) raised in the proposal;


o  If the proposal requests increased disclosure or greater transparency,
   whether or not sufficient information is publically available to
   shareholders and whether it would be unduly burdensome for the company to
   compile and avail the requested information to shareholders in a more
   comprehensive or amalgamated fashion; or


o  Whether implementation of the proposal would achieve the objectives sought
   in the proposal.


In general, AM policy supports proposals that request the company to furnish
information helpful to shareholders in evaluating the company's operations,
based on ISS' analysis and recommendation. In order to be able to intelligently
monitor their investments shareholders often need information best provided by
the company in which they have invested. Requests to report such information
will merit support. Requests to establish special committees of the Board to
address broad corporate policy and provide forums for ongoing dialogue on
issues including, but not limited to shareholder relations, the environment,
human rights, occupational health and safety, and executive compensation, will
generally be supported, particularly when they appear to offer a potentially
effective method for enhancing shareholder value. AM policy is to closely
evaluate proposals that ask the company to cease certain actions that the
proponent believes are harmful to society or some segment of society with
special attention to the company's legal and ethical obligations, its ability
to remain profitable, and potential negative publicity if the company fails to
honor the request. AM policy supports shareholder proposals that improve the
company's public image, and reduce exposure to liabilities.


Any matter that is to be voted on, consented to or approved by the voting
members, may take place in person, telephonically or via other electronic
means. In addition, voting members may act in writing, including without
limitation, via e-mail.


Rationale: AM supports the CERES Principles and as such generally votes proxies
---------
in line with the CERES recommendation.


C.   LABOR AND HUMAN RIGHTS

AM policy is to vote "against" adopting global codes of conduct or workplace
standards exceeding those mandated by law.


Rationale: Additional requirements beyond those mandated by law are deemed
---------
unnecessary and potentially burdensome to companies


D.   DIVERSITY AND EQUALITY

1. AM policy is to vote "against" shareholder proposals to force equal
   employment opportunity, affirmative action or Board diversity.


Rationale: Compliance with State and Federal legislation along with information
---------
made available through filings with the Equal Employment Opportunity Commission
("EEOC") provides sufficient assurance that companies act responsibly and make
information public.


2. AM policy is also to vote "against" proposals to adopt the MacBride
   Principles. The MacBride Principles promote fair employment, specifically
   regarding religious discrimination.


Rationale: Compliance with the Fair Employment Act of 1989 makes adoption of
---------
the MacBride Principles redundant. Their adoption could potentially lead to
charges of reverse discrimination.


E.   HEALTH AND SAFETY

1. AM policy is to vote "against" adopting a pharmaceutical price restraint
policy or reporting pricing policy changes.

                                     II-193


Rationale: Pricing is an integral part of business for pharmaceutical companies
---------
and should not be dictated by shareholders (particularly pursuant to an
arbitrary formula). Disclosing pricing policies may also jeopardize a company's
competitive position in the marketplace.


2. AM policy is to vote "against" shareholder proposals to control the use or
   labelling of and reporting on genetically engineered products.


Rationale: Additional requirements beyond those mandated by law are deemed
---------
unnecessary and potentially burdensome to companies.


F.   GOVERNMENT/MILITARY

1. AM policy is to vote against shareholder proposals regarding the production
   or sale of military arms or nuclear or space-based weapons, including
   proposals seeking to dictate a company's interaction with a particular
   foreign country or agency.


Rationale: Generally, Management is in a better position to determine what
---------
products or industries a company can and should participate in. Regulation of
the production or distribution of military supplies is, or should be, a matter
of government policy.


2. AM policy is to vote "against" shareholder proposals regarding political
contributions and donations.


Rationale: The Board of Directors and Management, not shareholders, should
---------
evaluate and determine the recipients of any contributions made by the company.


3. AM policy is to vote "against" shareholder proposals regarding charitable
contributions and donations.


Rationale: The Board of Directors and Management, not shareholders, should
---------
evaluate and determine the recipients of any contributions made by the company.


G.   TOBACCO

1. AM policy is to vote "against" shareholder proposals requesting additional
   standards or reporting requirements for tobacco companies as well as
   "against" requesting companies to report on the intentional manipulation of
   nicotine content.


Rationale: Where a tobacco company's actions meet the requirements of legal and
---------
industry standards, imposing additional burdens may detrimentally affect a
company's ability to compete. The disclosure of nicotine content information
could affect the company's rights in any pending or future litigation.


2. Shareholder requests to spin-off or restructure tobacco businesses will be
   opposed.


Rationale: These decisions are more appropriately left to the Board and
---------
   Management, and not to shareholder mandate.


VIII. MISCELLANEOUS ITEMS


A.   RATIFICATION OF AUDITORS

AM policy is to vote "for" (a) the Management recommended selection of auditors
and (b) proposals to require shareholder approval of auditors.


Rationale: Absent evidence that auditors have not performed their duties
---------
adequately, support for Management's nomination is warranted.


                                     II-194


B.   LIMITATION OF NON-AUDIT SERVICES PROVIDED BY INDEPENDENT AUDITOR

AM policy is to support proposals limiting non-audit fees to 50% of the
aggregate annual fees earned by the firm retained as a company's independent
auditor.


Rationale: In the wake of financial reporting problems and alleged audit
---------
failures at a number of companies, AM supports the general principle that
companies should retain separate firms for audit and consulting services to
avoid potential conflicts of interest. However, given the protections afforded
by the Sarbanes-Oxley Act of 2002 (which requires Audit Committee pre-approval
for non-audit services and prohibits auditors from providing specific types of
services), and the fact that some non-audit services are legitimate
audit-related services, complete separation of audit and consulting fees may
not be warranted. A reasonable limitation is appropriate to help ensure auditor
independence and it is reasonable to expect that audit fees exceed non-audit
fees.


C.   AUDIT FIRM ROTATION

AM policy is to vote against proposals seeking audit firm rotation.


Rationale: While the Sarbanes-Oxley Act mandates that the lead audit partner be
---------
switched every five years, AM believes that rotation of the actual audit firm
would be costly and disruptive.


D.   TRANSACTION OF OTHER BUSINESS

AM policy is to vote "against" transaction of other business proposals.


Rationale: This is a routine item to allow shareholders to raise other issues
---------
and discuss them at the meeting. As the nature of these issues may not be
disclosed prior to the meeting, we recommend a vote against these proposals.
This protects shareholders voting by proxy (and not physically present at a
meeting) from having action taken at the meeting that they did not receive
proper notification of or sufficient opportunity to consider.


E.   MOTIONS TO ADJOURN THE MEETING

AM Policy is to vote "against" proposals to adjourn the meeting.


Rationale: Management may seek authority to adjourn the meeting if a favorable
---------
outcome is not secured. Shareholders should already have had enough information
to make a decision. Once votes have been cast, there is no justification for
Management to continue spending time and money to press shareholders for
support.


F.   BUNDLED PROPOSALS

AM policy is to vote against bundled proposals if any bundled issue would
     require a vote against it if proposed individually.


Rationale: Shareholders should not be forced to "take the good with the bad" in
---------
cases where the proposals could reasonably have been submitted separately.


G.   CHANGE OF COMPANY NAME

AM policy is to support Management on proposals to change the company name.


Rationale: This is generally considered a business decision for a company.
---------


H.   PROPOSALS RELATED TO THE ANNUAL MEETING

AM Policy is to vote "for" Management for proposals related to the conduct of
the annual meeting (meeting time, place, etc.)


Rationale: These are considered routine administrative proposals.
---------

                                     II-195


I.   REIMBURSEMENT OF EXPENSES INCURRED FROM CANDIDATE NOMINATION

AM policy is to follow Management's recommended vote on shareholder proposals
related to the amending of company bylaws to provide for the reimbursement of
reasonable expenses incurred in connection with nominating one or more
candidates in a contested election of Directors to the corporation's Board of
Directors.


Rationale: Corporations should not be liable for costs associated with
---------
shareholder proposals for Directors.


J.   INVESTMENT COMPANY PROXIES

Proxies solicited by investment companies are voted in accordance with the
recommendations of an independent third party, currently ISS. However,
regarding investment companies for which AM or an affiliate serves as
investment adviser or principal underwriter, such proxies are voted in the same
proportion as the vote of all other shareholders. Proxies solicited by master
funds from feeder funds will be voted in accordance with applicable provisions
of Section 12 of the Investment Company Act of 1940 ("Investment Company Act").


Investment companies, particularly closed-end investment companies, are
different from traditional operating companies. These differences may call for
differences in voting positions on the same matter. For example, AM could vote
"for" staggered Boards of closed-end investment companies, although AM
generally votes "against" staggered Boards for operating companies. Further,
the manner in which AM votes investment company proxies may differ from
proposals for which an AM-advised investment company solicits proxies from its
shareholders. As reflected in the Guidelines, proxies solicited by closed-end
(and open-end) investment companies are voted in accordance with the
pre-determined guidelines of an independent third-party.


Subject to participation agreements with certain Exchange Traded Funds ("ETF")
issuers that have received exemptive orders from the US Securities and Exchange
Commission allowing investing Deutsche funds to exceed the limits set forth in
Section 12(d)(1)(A) and (B) of the Investment Company Act, AM will echo vote
proxies for ETFs in which Deutsche Bank holds more than 25% of outstanding
voting shares globally when required to do so by participation agreements and
SEC orders.


Note: With respect to the Central Cash Management Fund (registered under the
----
Investment Company Act), the Fund is not required to engage in echo voting and
the investment adviser will use these Guidelines, and may determine, with
respect to the Central Cash Management Fund, to vote contrary to the positions
in the Guidelines, consistent with the Fund's best interest.


K.   INTERNATIONAL PROXY VOTING

The above guidelines pertain to issuers organized in the United States, Canada
and Germany. Proxies solicited by other issuers are voted in accordance with
international guidelines or the recommendation of ISS and in accordance with
applicable law and regulation.


                                     II-196



    


 

 

 

 

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September 30, 2016

Annual Report
to Shareholders

Deutsche Small Cap Core Fund

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Contents

3 Letter to Shareholders

5 Portfolio Management Review

10 Performance Summary

12 Investment Portfolio

18 Statement of Assets and Liabilities

20 Statement of Operations

21 Statements of Changes in Net Assets

22 Financial Highlights

27 Notes to Financial Statements

38 Report of Independent Registered Public Accounting Firm

39 Information About Your Fund's Expenses

41 Tax Information

42 Advisory Agreement Board Considerations and Fee Evaluation

47 Board Members and Officers

52 Account Management Resources

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

Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. The fund may lend securities to approved institutions. Small company stocks tend to be more volatile than medium-sized or large company stocks. Stocks may decline in value. See the prospectus for details.

Deutsche Asset Management represents the asset management activities conducted by Deutsche Bank AG or any of its subsidiaries.

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

Letter to Shareholders

Dear Shareholder:

Today’s low-return investment environment — punctuated by periods of short-term volatility and plenty of opinions in the financial media — can be a challenge for those of us just trying to keep our portfolios moving forward.

Let’s face it: a report about the obstacles to economic growth grabs more attention than an article about the slow, steady improvement of the economy. The fact is, we continue to see the U.S. economy remaining on a moderate expansionary path. Although net exports are still challenged by modest global growth, most metrics suggest the labor market here at home continues to heal, which, along with low interest rates, is supporting the consumer.

Is action necessary? Numerous studies have found that acting impulsively on negative financial news can actually reduce your overall investment returns over time. That’s because there is a good chance you’ll miss the gains to be achieved if the market or a specific security recovers from a brief setback. So, assuming you have built your portfolio based on long-term needs and an honest assessment of your risk tolerance, short-term fluctuations should not cause an extreme level of worry.

As a global asset manager with decades of experience in helping investors through multiple market cycles, we want you to know and trust that our global intelligence, expertise and resources are here to support you. As always, we appreciate the opportunity to help you meet your goals.

Best regards,

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Brian Binder

President, Deutsche Funds

Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.

Portfolio Management Review (Unaudited)

Market Overview and Fund Performance

All performance information below is historical and does not guarantee future results. Returns shown are for Class A shares, unadjusted for sales charges. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the most recent month-end performance of all share classes. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had. Please refer to pages 10 through 11 for more complete performance information.

Investment Process

In choosing stocks, portfolio management focuses on individual security selection rather than industry selection. Portfolio management uses an active process that combines financial analysis with an assessment of corporate strategy and management quality. In addition, the managers focus on stocks that they believe are undervalued relative to their intrinsic worth. They also prefer companies that demonstrate sustainable and growing cash flows.

For the 12-month period ended September 30, 2016, Class A shares of Deutsche Small Cap Core Fund returned 12.68%, compared with the Russell 2000® Index return of 15.47%.

The past 12 months represented a period of strong performance for small-cap stocks. Risk assets performed well as fears of an imminent global slowdown abated. Within the small-cap universe, materials represented the top-performing sector, with utilities and real estate the second- and third-best performers. Consumer discretionary and energy were the two bottom-performing sectors.

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Small-cap stocks experienced a volatile but positive period during the 12 months ended September 30, 2016. Major issues for investors during the period included whether the U.S. Federal Reserve Board (the Fed) would continue to raise interest rates, the potential for corporate earnings to rebound following a brief recession, mixed economic data for the U.S. economy and the implications of the Brexit referendum.

"The past 12 months represented a period of strong performance for small-cap stocks."

Positive Contributors to Fund Performance

During the fund’s most recent fiscal year, the largest contributions to performance came from stock selection within industrials and financials. In terms of individual holdings, Air Transport Services Group, Inc.* was up strongly on news of a cargo transport arrangement with Amazon.com, Inc. The fund sold the stock after its price spike, as we believed that the market had "priced in" all of the potential value creation. Additionally, the fund’s position in the airline Hawaiian Holdings, Inc. nearly doubled on earnings outperformance relative to expectations. The fund continues to hold the stock but has trimmed its position. Within financials, the fund’s position in the payments company Higher One Holdings, Inc. was up strongly. The fund increased its position in the stock by purchasing additional shares at a low price, and the company was later acquired by Blackbaud, Inc.*

* Not held in the portfolio as of September 30, 2016.

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Negative Contributors to Fund Performance

Sector allocation detracted from performance during the period. In particular, an overweight allocation to health care and an underweight to real estate were headwinds to performance. To a lesser extent, stock selection within health care and real estate subtracted from relative return. Three pharmaceutical holdings in particular, Flamel Technologies SA, Orexigen Therapeutics, Inc. and Threshold Pharmaceuticals, Inc. were significant detractors from performance. Each of the three had a separate reason for its poor performance: Flamel experienced a clinical drug trial delay, Threshold Pharmaceuticals, Inc. had a clinical drug trial failure, and Orexigen a failed corporate partnership. The fund sold Orexigen and Threshold Pharmaceuticals, but continues to hold Flamel because we believe that the company’s current market price undervalues its assets, and we are optimistic about several catalysts going forward that could correct this discrepancy.

Outlook and Positioning

While the economic turnaround began seven years ago, many economists believe that its duration will be longer than in previous cycles because the recovery has been relatively weak thus far. Deutsche Asset Management’s chief investment officer calls this the "turtle" recovery: slow and long. Typical factors that end an expansion, including inflation and tight financial conditions, are neither present nor on the near-term horizon. While the Fed looks likely to raise interest rates from their extraordinarily low level at some point in the future, rates typically need to rise for a number of years before they put downward pressure on the stock market. Fund management does not have a strong conviction with respect to the direction of macroeconomic conditions, though we note that valuations in cyclical and commodity-related stocks remain historically low following years of underperformance, despite their minor rally in 2016.

While the fund does not make sector bets, it also does not have a policy of remaining sector neutral with the benchmark. If the managers see more attractive ideas from one sector over another, they will not ignore this for the sake of benchmark neutrality. The fund continues to remain overweight health care and underweight real estate relative to the fund's benchmark, though more modestly than 12 months ago. Driven by stock selection, at the close of the period the fund was overweight industrials, materials and health care, and underweight utilities and real estate.

Ten Largest Equity Holdings at September 30, 2016 (15.8% of Net Assets)

1. Providence Service Corp.

Provides privatized family social services

2.0%

2. Take-Two Interactive Software, Inc.

Developer of entertainment software games

1.8%

3. Flamel Technologies SA

Developer of controlled-release pharmaceuticals

1.8%

4. Hawaiian Holdings, Inc.

Provides scheduled and charter air transportation of passengers, cargo and mail

1.5%

5. Ennis, Inc.

Wholesale manufacturer of a line of printed business products

1.5%

6. Titan International, Inc.

Manufactures automobile equipment

1.5%

7. Photronics, Inc.

Manufacturer of photomasks

1.5%

8. Tenneco, Inc.

Manufacturer of automotive products and packaging design

1.4%

9. NETGEAR, Inc.

Provider of networking products

1.4%

10. Centene Corp.

Multi-line managed care organization that provides Medicaid and Medicaid-related programs

1.4%

Portfolio holdings and characteristics are subject to change.

For more complete details about the fund's investment portfolio, see page 12. A quarterly Fact Sheet is available on deutschefunds.com or upon request. Please see the Account Management Resources section on page 52 for contact information.

Portfolio Management Team

Joseph Axtell, CFA, Managing Director

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 2001 with 16 years of industry experience; previously, he served as a European Equities Portfolio Manager at Scudder Investments (which was later acquired by Deutsche Bank). Prior to joining, he worked as a Senior Analyst for International Equities at Merrill Lynch Investment Managers, as an International Research Analyst at PCM International and in various investment positions at Prudential Capital Corporation, Prudential-Bache Capital Funding and Prudential Equity Management Associates.

Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities: New York.

BS from Carlson School of Management, University of Minnesota.

Rafaelina M. Lee, Managing Director

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 1999 with 15 years of industry experience; previously, she served as a Senior Research Analyst. Prior to joining, she worked as a Latin America Market Strategist at J.P. Morgan Securities. Previously, she was an Equity Strategist at UBS Securities and a Research Analyst in the Portfolio Strategy Group at Goldman Sachs. Her research has been referenced by Harvard University, Duke University, The World Bank, AIMR/CFA publications and in several global finance textbooks.

Portfolio Manager for US Small and Mid Cap Equities: New York.

BA in Mathematical Statistics from Columbia University; MBA in Finance from Stern School of Business, New York University; Deutsche Bank Ambassador and member of the DB Philanthropy Committee since 2011.

Michael A. Sesser, CFA, Vice President

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 2009.

Portfolio Manager and Equity Research Analyst: New York.

Previously, Business Intelligence Analyst, Corporate Executive Board (best practices research company) from 2005–2007; Research Associate, Competition Policy Associates (economics consulting firm) from 2003–2005.

BA in Ethics, Politics & Economics, Yale University; MBA (with distinction), Stephen M. Ross School of Business, University of Michigan.

The views expressed reflect those of the portfolio management team only through the end of the period of the report as stated on the cover. The management team's views are subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance is no guarantee of future results. Current and future portfolio holdings are subject to risk.

Terms to Know

The Russell 2000 Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000® Index. The Russell 3000 Index is an unmanaged index that measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market. Index returns do not reflect any fees or expenses. It is not possible to invest directly into an index.

Consumer discretionary is the sector of the economy that includes companies (such as apparel and automobile companies) that sell nonessential goods and services.

Overweight means that a fund holds a higher weighting in a given sector or stock compared with its benchmark index. Underweight means that a fund holds a lower weighting in a given sector or stock.

Performance Summary September 30, 2016 (Unaudited)

Class A 1-Year 5-Year 10-Year
Average Annual Total Returns as of 9/30/16
Unadjusted for Sales Charge 12.68% 17.18% 5.54%
Adjusted for the Maximum Sales Charge (max 5.75% load) 6.20% 15.80% 4.91%
Russell 2000® Index 15.47% 15.82% 7.07%
Class C 1-Year 5-Year 10-Year
Average Annual Total Returns as of 9/30/16
Unadjusted for Sales Charge 11.89% 16.31% 4.74%
Adjusted for the Maximum Sales Charge (max 1.00% CDSC) 11.89% 16.31% 4.74%
Russell 2000® Index 15.47% 15.82% 7.07%
Class S 1-Year 5-Year 10-Year
Average Annual Total Returns as of 9/30/16
No Sales Charges 12.96% 17.47% 5.81%
Russell 2000® Index 15.47% 15.82% 7.07%

Performance in the Average Annual Total Returns table above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the Fund's most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated February 1, 2016 are 1.42%, 2.21% and 1.13% for Class A, Class C and Class S shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

The Fund may charge a 2% fee for redemptions of shares held less than 15 days.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

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

Growth of an Assumed $10,000 Investment (Adjusted for Maximum Sales Charge)

 Deutsche Small Cap Core Fund — Class A

 Russell 2000 Index

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Yearly periods ended September 30

The Fund's growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 5.75%. This results in a net initial investment of $9,425.

The growth of $10,000 is cumulative.

Performance of other share classes will vary based on the sales charges and the fee structure of those classes.

The Russell 2000 Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000® Index.

  Class A Class C Class S
Net Asset Value
9/30/16 $ 25.91 $ 22.09 $ 27.05
9/30/15 $ 25.01 $ 21.76 $ 25.96
Distribution Information as of 9/30/16
Capital Gain Distributions, Twelve Months $ 2.00 $ 2.00 $ 2.00

Investment Portfolio as of September 30, 2016

  Shares Value ($)
   
Common Stocks 98.0%
Consumer Discretionary 12.2%
Auto Components 3.3%
Cooper Tire & Rubber Co. 37,571 1,428,450
Dana, Inc. 78,943 1,230,721
Tenneco, Inc.* 34,048 1,983,977
  4,643,148
Diversified Consumer Services 1.3%
K12, Inc.* 125,045 1,794,396
Hotels, Restaurants & Leisure 3.0%
Interval Leisure Group, Inc. 94,926 1,629,879
Marriott Vacations Worldwide Corp. 19,624 1,438,832
Sonic Corp. 39,078 1,023,062
  4,091,773
Specialty Retail 3.6%
American Eagle Outfitters, Inc. (a) 96,070 1,715,810
Caleres, Inc. 51,900 1,312,551
Genesco, Inc.* 12,158 662,125
The Children's Place, Inc. 16,767 1,339,180
  5,029,666
Textiles, Apparel & Luxury Goods 1.0%
Movado Group, Inc. 62,100 1,333,908
Consumer Staples 2.8%
Household Products 0.8%
Central Garden & Pet Co. "A"* 47,236 1,171,453
Tobacco 2.0%
Universal Corp. 24,430 1,422,314
Vector Group Ltd. (a) 60,834 1,309,753
  2,732,067
Energy 3.3%
Energy Equipment & Services 0.7%
Oil States International, Inc.* 31,481 993,855
Oil, Gas & Consumable Fuels 2.6%
REX American Resources Corp.* 21,116 1,789,792
Western Refining, Inc. (a) 69,000 1,825,740
  3,615,532
Financials 16.4%
Banks 6.6%
Banco Latinoamericano de Comercio Exterior SA "E" 56,740 1,598,933
First Merchants Corp. 44,148 1,180,959
Great Western Bancorp., Inc. 44,255 1,474,577
Hancock Holding Co. 52,912 1,715,936
Lakeland Bancorp., Inc. 89,470 1,256,159
UMB Financial Corp. 31,133 1,850,857
  9,077,421
Capital Markets 2.1%
Calamos Asset Management, Inc. "A" 53,578 365,402
Manning & Napier, Inc. 157,746 1,118,419
Piper Jaffray Companies* 30,509 1,473,585
  2,957,406
Insurance 4.6%
CNO Financial Group, Inc. 58,972 900,502
FBL Financial Group, Inc. "A" 28,091 1,796,981
Selective Insurance Group, Inc. 48,642 1,938,870
United Fire Group, Inc. 40,783 1,725,937
  6,362,290
Mortgage Real Estate Investment Trusts (REITs) 2.1%
Capstead Mortgage Corp. 133,514 1,259,037
Invesco Mortgage Capital, Inc. 108,000 1,644,840
  2,903,877
Thrifts & Mortgage Finance 1.0%
WSFS Financial Corp. 36,135 1,318,566
Health Care 16.5%
Biotechnology 1.6%
Ligand Pharmaceuticals, Inc.* (a) 13,278 1,355,153
Spectrum Pharmaceuticals, Inc.* 177,569 829,247
  2,184,400
Health Care Equipment & Supplies 1.5%
Orthofix International NV* 17,780 760,451
STERIS PLC 17,533 1,281,662
  2,042,113
Health Care Providers & Services 8.7%
Centene Corp.* 29,509 1,975,923
Chemed Corp. 11,000 1,551,770
Kindred Healthcare, Inc. 130,563 1,334,354
Magellan Health, Inc.* 25,578 1,374,306
Molina Healthcare, Inc.* 25,723 1,500,165
PharMerica Corp.* 51,504 1,445,717
Providence Service Corp.* 57,541 2,798,219
  11,980,454
Health Care Technology 1.4%
HMS Holdings Corp.* 86,668 1,921,429
Life Sciences Tools & Services 0.7%
PAREXEL International Corp.* 15,104 1,048,973
Pharmaceuticals 2.6%
Flamel Technologies SA (ADR)* 195,773 2,427,585
Prestige Brands Holdings, Inc.* 24,735 1,193,959
  3,621,544
Industrials 17.8%
Aerospace & Defense 2.6%
DigitalGlobe, Inc.* 71,350 1,962,125
Moog, Inc. "A"* 26,900 1,601,626
  3,563,751
Airlines 2.2%
Hawaiian Holdings, Inc.* 44,175 2,146,905
JetBlue Airways Corp.* 48,454 835,347
  2,982,252
Building Products 1.1%
Insteel Industries, Inc. 42,648 1,545,564
Commercial Services & Supplies 2.5%
Deluxe Corp. 20,306 1,356,847
Ennis, Inc. 120,766 2,034,907
  3,391,754
Construction & Engineering 1.1%
Aegion Corp.* 83,227 1,587,139
Electrical Equipment 1.0%
Babcock & Wilcox Enterprises, Inc.* 84,900 1,400,850
Machinery 5.5%
Actuant Corp. "A" 47,706 1,108,687
Chart Industries, Inc.* 48,100 1,579,123
Greenbrier Companies, Inc. (a) 44,000 1,553,200
Titan International, Inc. 200,437 2,028,423
Wabash National Corp.* (a) 97,442 1,387,574
  7,657,007
Road & Rail 0.8%
ArcBest Corp. 58,650 1,115,523
Trading Companies & Distributors 1.0%
Applied Industrial Technologies, Inc. 28,425 1,328,584
Information Technology 18.4%
Communications Equipment 1.4%
NETGEAR, Inc.* 32,789 1,983,407
Electronic Equipment, Instruments & Components 5.8%
Benchmark Electronics, Inc.* 62,410 1,557,130
II-VI, Inc.* 75,140 1,828,156
Insight Enterprises, Inc.* 43,785 1,425,202
Sanmina Corp.* 68,728 1,956,686
Tech Data Corp.* 15,607 1,322,069
  8,089,243
Internet Software & Services 1.7%
j2 Global, Inc. 21,345 1,421,791
WebMD Health Corp.* 17,682 878,795
  2,300,586
IT Services 3.8%
Cardtronics PLC "A"* 31,553 1,407,264
ManTech International Corp. "A" 39,665 1,494,974
NeuStar, Inc. "A"* (a) 48,002 1,276,373
Sykes Enterprises, Inc.* 37,939 1,067,224
  5,245,835
Semiconductors & Semiconductor Equipment 2.8%
Microsemi Corp.* 33,526 1,407,421
Photronics, Inc.* 194,990 2,010,347
Ultra Clean Holdings, Inc.* 52,817 391,374
  3,809,142
Software 2.9%
Take-Two Interactive Software, Inc.* 55,057 2,481,969
Verint Systems, Inc.* 39,300 1,478,859
  3,960,828
Materials 6.6%
Chemicals 3.6%
Innophos Holdings, Inc. 43,878 1,712,558
Olin Corp. 80,000 1,641,600
Trinseo SA 29,443 1,665,296
  5,019,454
Containers & Packaging 0.8%
AEP Industries, Inc. 9,981 1,091,622
Metals & Mining 2.2%
Coeur Mining, Inc.* 111,660 1,320,938
SunCoke Energy, Inc. 220,633 1,769,477
  3,090,415
Real Estate 3.0%
Equity Real Estate Investment Trusts (REITs)
Hersha Hospitality Trust 73,132 1,317,839
LaSalle Hotel Properties 50,200 1,198,274
RLJ Lodging Trust 76,152 1,601,476
  4,117,589
Utilities 1.0%
Multi-Utilities
Unitil Corp. 35,993 1,405,886
Total Common Stocks (Cost $114,572,077) 135,510,702
 
Convertible Preferred Stock 0.1%
Health Care
Providence Service Corp., 5.5% (Cost $121,200) 1,212 147,792
 
Securities Lending Collateral 6.3%
Government & Agency Securities Portfolio "Deutsche Government Cash Institutional Shares", 0.32% (b) (c) (Cost $8,634,688) 8,634,688 8,634,688
 
Cash Equivalents 1.9%
Deutsche Central Cash Management Government Fund, 0.42% (b) (Cost $2,669,339) 2,669,339 2,669,339

 

  % of Net Assets Value ($)
   
Total Investment Portfolio (Cost $125,997,304) 106.3 146,962,521
Other Assets and Liabilities, Net (6.3) (8,746,125)
Net Assets 100.0 138,216,396

* Non-income producing security.

The cost for federal income tax purposes was $126,033,978. At September 30, 2016, net unrealized appreciation for all securities based on tax cost was $20,928,543. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $25,599,841 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $4,671,298.

(a) All or a portion of these securities were on loan. In addition, "Other Assets and Liabilities, Net" may include pending sales that are also on loan. The value of securities loaned at September 30, 2016 amounted to $8,437,316, which is 6.1% of net assets.

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

(c) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

ADR: American Depositary Receipt

Fair Value Measurements

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The following is a summary of the inputs used as of September 30, 2016 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets Level 1 Level 2 Level 3 Total
 
Common Stocks (d) $ 135,510,702 $ — $ — $ 135,510,702
Convertible Preferred Stock 147,792 147,792
Short-Term Investments (d) 11,304,027 11,304,027
Total $ 146,814,729 $ — $ 147,792 $ 146,962,521

There have been no transfers between fair value measurement levels during the year ended September 30, 2016.

(d) See Investment Portfolio for additional detailed categorizations.

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

Statement of Assets and Liabilities

as of September 30, 2016
Assets

Investments:

Investments in non-affiliated securities, at value (cost $114,693,277) — including $8,437,316 of securities loaned

$ 135,658,494
Investment in Government & Agency Securities Portfolio (cost $8,634,688)* 8,634,688
Investment in Deutsche Central Cash Management Government Fund (cost $2,669,339) 2,669,339
Total investments in securities, at value (cost $125,997,304) 146,962,521
Cash 10,000
Receivable for investments sold 86,402
Receivable for Fund shares sold 105,509
Dividends receivable 162,164
Interest receivable 5,153
Other assets 46,573
Total assets 147,378,322
Liabilities
Payable upon return of securities loaned 8,634,688
Payable for Fund shares redeemed 296,136
Accrued management fee 58,117
Accrued Trustees' fees 948
Other accrued expenses and payables 172,037
Total liabilities 9,161,926
Net assets, at value $ 138,216,396
Net Assets Consist of
Undistributed net investment income 677,826
Net unrealized appreciation (depreciation) on investments 20,965,217
Accumulated net realized gain (loss) (262,741)
Paid-in capital 116,836,094
Net assets, at value $ 138,216,396

* Represents collateral on securities loaned.

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

Statement of Assets and Liabilities as of September 30, 2016 (continued)
Net Asset Value

Class A

Net Asset Value and redemption price(a) per share ($18,793,259 ÷ 725,267 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 25.91
Maximum offering price per share (100 ÷ 94.25 of $25.91) $ 27.49

Class C

Net Asset Value, offering and redemption price(a) (subject to contingent deferred sales charge) per share ($3,116,290 ÷ 141,092 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 22.09

Class R6

Net Asset Value, offering and redemption price(a) per share ($10,744 ÷ 397.14 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 27.05

Class S

Net Asset Value, offering and redemption price(a) per share ($116,285,359 ÷ 4,298,570 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 27.05

Institutional Class

Net Asset Value, offering and redemption price(a) per share ($10,744 ÷ 397.14 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 27.05

(a) Redemption price per share for shares held less than 15 days is equal to net asset value less a 2% redemption fee.

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

Statement of Operations

for the year ended September 30, 2016
Investment Income

Income:

Dividends

$ 1,865,948
Income distributions — Deutsche Central Cash Management Government Fund 12,320
Securities lending income, net of borrower rebates 125,316
Total income 2,003,584

Expenses:

Management fee

769,198
Administration fee 115,669
Services to shareholders 200,867
Distribution and service fees 64,300
Custodian fee 11,719
Professional fees 84,762
Reports to shareholders 32,771
Registration fees 62,325
Trustees' fees and expenses 6,372
Other 10,365
Total expenses before expense reductions 1,358,348
Expense reductions (35,422)
Total expenses after expense reductions 1,322,926
Net investment income (loss) 680,658
Realized and Unrealized Gain (Loss)
Net realized gain (loss) from investments (238,109)
Change in net unrealized appreciation (depreciation) on investments 17,031,136
Net gain (loss) 16,793,027
Net increase (decrease) in net assets resulting from operations $ 17,473,685

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

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets Years Ended September 30,
2016 2015

Operations:

Net investment income (loss)

$ 680,658 $ (2,502)
Net realized gain (loss) (238,109) 7,551,512
Change in net unrealized appreciation (depreciation) 17,031,136 (1,248,297)
Net increase (decrease) in net assets resulting from operations 17,473,685 6,300,713

Distributions to shareholders from:

Net realized gains:

Class A

(1,485,687) (703,821)
Class B (7,125)* (25,332)
Class C (232,409) (91,700)
Class S (5,768,528) (4,346,019)
Total distributions (7,493,749) (5,166,872)

Fund share transactions:

Proceeds from shares sold

68,033,271 35,479,217
Reinvestment of distributions 7,258,930 4,996,857
Cost of shares redeemed (53,111,763) (20,403,848)
Redemption fees 2,754 39
Net increase (decrease) in net assets from Fund share transactions 22,183,192 20,072,265
Increase (decrease) in net assets 32,163,128 21,206,106
Net assets at beginning of period 106,053,268 84,847,162
Net assets at end of period (including undistributed net investment income of $677,826 and $0, respectively) $ 138,216,396 $ 106,053,268

* For the period from October 1, 2015 to February 10, 2016 (see Note A).

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

Financial Highlights

Class A  
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.01 $ 24.39 $ 24.02 $ 18.63 $ 13.84

Income (loss) from investment operations:

Net investment income (loss)a

.09 (.06) (.10) .07 .03
Net realized and unrealized gain (loss) 2.81 2.26 .86 5.42 4.76
Total from investment operations 2.90 2.20 .76 5.49 4.79

Less distributions from:

Net investment income

(.05) (.10)
Net realized gains (2.00) (1.58) (.34)
Total distributions (2.00) (1.58) (.39) (.10)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 25.91 $ 25.01 $ 24.39 $ 24.02 $ 18.63
Total Return (%)b,c 12.68 9.04 3.05 29.62 34.61
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 19 17 12 9 8
Ratio of expenses before expense reductions (%) 1.34 1.42 1.43 1.55 1.62
Ratio of expenses after expense reductions (%) 1.31 1.40 1.38 1.40 1.48
Ratio of net investment income (loss) (%) .37 (.22) (.39) .31 .15
Portfolio turnover rate (%) 51 52 69 330 379

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Amount is less than $.005.

 

Class C  
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $21.76 $ 21.56 $ 21.40 $ 16.64 $ 12.45

Income (loss) from investment operations:

Net investment income (loss)a

(.07) (.22) (.25) (.09) (.10)
Net realized and unrealized gain (loss) 2.40 2.00 .75 4.86 4.29
Total from investment operations 2.33 1.78 .50 4.77 4.19

Less distributions from:

Net investment income

(.01)
Net realized gains (2.00) (1.58) (.34)
Total distributions (2.00) (1.58) (.34) (.01)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 22.09 $ 21.76 $ 21.56 $ 21.40 $ 16.64
Total Return (%)b,c 11.89 8.19 2.25 28.66 33.65
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 3 2 1 1 1
Ratio of expenses before expense reductions (%) 2.12 2.21 2.20 2.28 2.39
Ratio of expenses after expense reductions (%) 2.06 2.15 2.13 2.15 2.23
Ratio of net investment income (loss) (%) (.35) (.96) (1.10) (.45) (.63)
Portfolio turnover rate (%) 51 52 69 330 379

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Amount is less than $.005.

 

Class R6   Period Ended 9/30/16a  
 
Selected Per Share Data  
Net asset value, beginning of period $ 25.18  

Income (loss) from investment operations:

Net investment income (loss)b

.10  
Net realized and unrealized gain (loss) 1.77  
Total from investment operations 1.87  
Net asset value, end of period $ 27.05  
Total Return (%)c 7.43**  
Ratios to Average Net Assets and Supplemental Data  
Net assets, end of period ($ thousands) 11  
Ratio of expenses before expense reductions (%) 1.13*  
Ratio of expenses after expense reductions (%) 1.01*  
Ratio of net investment income (loss) (%) 1.18*  
Portfolio turnover rate (%) 51d  

a For the period from June 1, 2016 (commencement of operations) to September 30, 2016.

b Based on average shares outstanding during the period.

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

d Represents the Fund's portfolio turnover rate for the year ended September 30, 2016.

* Annualized

** Not annualized

 

 

Class S  
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.96 $ 25.20 $ 24.82 $ 19.24 $ 14.26

Income (loss) from investment operations:

Net investment income (loss)a

.16 .01 (.02) .12 .06
Net realized and unrealized gain (loss) 2.93 2.33 .86 5.61 4.92
Total from investment operations 3.09 2.34 .84 5.73 4.98

Less distributions from:

Net investment income

(.12) (.15)
Net realized gains (2.00) (1.58) (.34)
Total distributions (2.00) (1.58) (.46) (.15)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 27.05 $ 25.96 $ 25.20 $ 24.82 $ 19.24
Total Return (%) 12.96b 9.28 3.34 29.96b 34.92b
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 116 87 71 82 54
Ratio of expenses before expense reductions (%) 1.12 1.13 1.13 1.21 1.31
Ratio of expenses after expense reductions (%) 1.09 1.13 1.13 1.15 1.23
Ratio of net investment income (loss) (%) .65 .05 (.08) .55 .35
Portfolio turnover rate (%) 51 52 69 330 379

a Based on average shares outstanding during the period.

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

* Amount is less than $.005.

 

Institutional Class   Period Ended 9/30/16a  
 
Selected Per Share Data  
Net asset value, beginning of period $ 25.18  

Income (loss) from investment operations:

Net investment income (loss)b

.10  
Net realized and unrealized gain (loss) 1.77  
Total from investment operations 1.87  
Net asset value, end of period $ 27.05  
Total Return (%)c 7.43**  
Ratios to Average Net Assets and Supplemental Data  
Net assets, end of period ($ thousands) 11  
Ratio of expenses before expense reductions (%) 1.06*  
Ratio of expenses after expense reductions (%) 1.01*  
Ratio of net investment income (loss) (%) 1.18*  
Portfolio turnover rate (%) 51d  

a For the period from June 1, 2016 (commencement of operations) to September 30, 2016.

b Based on average shares outstanding during the period.

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

d Represents the Fund's portfolio turnover rate for the year ended September 30, 2016.

* Annualized

** Not annualized

 

Notes to Financial Statements

A. Organization and Significant Accounting Policies

Deutsche Small Cap Core Fund (the "Fund") is a diversified series of Deutsche Investment Trust (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are subject to an initial sales charge. Class B shares automatically converted to Class A shares on February 10, 2016 and are no longer offered. Class B shares were not subject to an initial sales charge and were subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions. Class C shares are offered not subject to an initial sales charge but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class C shares do not automatically convert into another class. Class R6 shares commenced operations on June 1, 2016. Class R6 shares are not subject to initial or contingent deferred sales charges and are generally available only to certain retirement plans. Class S shares are not subject to initial or contingent deferred sales charges and are only available to a limited group of investors. Institutional Class shares commenced operations on June 1, 2016. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.

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

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

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

Equity securities are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. 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. Equity securities are generally categorized as Level 1.

Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

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 Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination, and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.

Securities Lending. Deutsche Bank AG, as lending agent, lends securities of the Fund to certain financial institutions under the terms of its securities lending agreement. The Fund retains the benefits of owning the securities it has loaned and continues to receive interest and dividends generated by the securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the securities lending agreement. As of period end, any securities on loan were collateralized by cash. During the year ended September 30, 2016, the Fund invested the cash collateral into a joint trading account in affiliated money market funds managed by Deutsche Investment Management Americas Inc. As of September 30, 2016, the Fund invested the cash collateral in Government & Agency Securities Portfolio. Deutsche Investment Management Americas Inc. receives a management/administration fee (0.09% annualized effective rate as of September 30, 2016) on the cash collateral invested in Government & Agency Securities Portfolio. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan at any time, and the borrower, after notice, is required to return borrowed securities within a standard time period. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. If the Fund is not able to recover securities lent, the Fund may sell the collateral and purchase a replacement investment in the market, incurring the risk that the value of the replacement security is greater than the value of the collateral. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

As of September 30, 2016, the Fund had securities on loan, which were classified as common stock in the Investment Portfolio. The value of the related collateral exceeded the value of the securities loaned at period end.

Federal Income Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

At September 30, 2016, the Fund had a net tax basis capital loss carryforward of approximately $226,000 of short-term losses, which may be applied against realized net taxable capital gains indefinitely.

The Fund has reviewed the tax positions for the open tax years as of September 30, 2016 and has determined that no provision for income tax and/or uncertain tax provisions is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Distributions from net investment income of the Fund, if any, are declared and distributed to shareholders annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.

The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to net investment losses incurred by the Fund and certain securities sold at loss. 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, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

At September 30, 2016, the Fund's components of distributable earnings on a tax basis were as follows:

Undistributed ordinary income* $ 677,826
Capital loss carryforwards $ (226,000)
Net unrealized appreciation (depreciation) on investments $ 20,928,543

In addition, the tax character of distributions paid to shareholders by the Fund is summarized as follows:

  Years Ended September 30,
  2016 2015
Distributions from ordinary income* $ 1,074,059 $ 3,624,314
Distributions from long-term capital gain $ 6,419,690 $ 1,542,558

* For tax purposes, short-term capital gain distributions are considered ordinary income distributions.

Redemption Fees. The Fund imposes a redemption fee of 2% of the total redemption amount on Fund shares redeemed or exchanged within 15 days of buying them, either by purchase or exchange (subject to certain exceptions). This fee is assessed and retained by the Fund for the benefit of the remaining shareholders. The redemption fee is accounted for as an addition to paid-in capital.

Expenses. Expenses of the Trust arising in connection with a specific fund are allocated to that fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust based upon the relative net assets or other appropriate measures.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Real Estate Investment Trusts. The Fund periodically recharacterizes distributions received from a Real Estate Investment Trust ("REIT") investment based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available timely from a REIT, the recharacterization will be estimated for financial reporting purposes and a recharacterization will be made in the following year when such information becomes available. Distributions received from REITs in excess of income are recorded as either a reduction of cost of investments or realized gains.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset valuation 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. Realized gains and losses from investment transactions are recorded on an identified cost basis. Proceeds from litigation payments, if any, are included in net realized gain (loss) from investments.

B. Purchases and Sales of Securities

During the year ended September 30, 2016, purchases and sales of investment securities (excluding short-term investments) aggregated $75,613,423 and $57,956,861, respectively.

C. Related Parties

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund 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 Fund or delegates such responsibility to the Fund's subadvisor.

Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the Fund's average daily net assets computed and accrued daily and payable monthly, at the following annual rates:

First $500 million of the Fund's average daily net assets .665%
Next $500 million of such net assets .615%
Over $1.0 billion of such net assets .565%

Accordingly, for the year ended September 30, 2016, the fee pursuant to the Investment Management Agreement was equivalent to an annual rate (exclusive of any applicable waivers/reimbursements) of 0.665% of the Fund's average daily net assets.

From the period October 1, 2015 through January 31, 2016, the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of certain classes as follows:

Class A 1.40%
Class B 2.15%
Class C 2.15%
Class S 1.15%

For the period February 1, 2016 through May 31, 2016 (through February 10, 2016 for Class B shares), the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of certain classes as follows:

Class A 1.41%
Class B 2.16%
Class C 2.16%
Class S 1.16%

Effective June 1, 2016 through September 30, 2017, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of certain classes as follows:

Class A 1.26%
Class C 2.01%
Class R6 1.01%
Class S 1.01%
Institutional Class 1.01%

For the year ended September 30, 2016 (through February 10, 2016 for Class B shares), fees waived and/or expenses reimbursed for each class are as follows:

Class A $ 4,043
Class B 99
Class C 1,481
Class R6 4
Class S 29,793
Institutional Class 2
  $ 35,422

Administration Fee. Pursuant to an Administrative Service Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly. For the year ended September 30, 2016, the Administration Fee was $115,669, of which $11,440 is unpaid.

Service Provider Fees. Deutsche AM Service Company ("DSC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent of the Fund. Pursuant to a sub-transfer agency agreement between DSC and DST Systems, Inc. ("DST"), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing fee it receives from the Fund. For the year ended September 30, 2016 (through February 10, 2016 for Class B shares), the amounts charged to the Fund by DSC were as follows:

Services to Shareholders Total Aggregated Unpaid at September 30, 2016
Class A $ 7,255 $ 2,171
Class B 130
Class C 993 320
Class R6 6 6
Class S 73,139 18,115
Institutional Class 4 4
  $ 81,527 $ 20,616

Distribution and Service Fees. Under the Fund's Class B and C 12b-1 plans, Deutsche AM Distributors, Inc. ("DDI"), an affiliate of the Advisor, receives a fee ("Distribution Fee") of 0.75% of average daily net assets of each of Class B and C shares. In accordance with the Fund's Underwriting and Distribution Services Agreement, DDI enters into related selling group agreements with various firms at various rates for sales of Class B and C shares. For the year ended September 30, 2016 (through February 10, 2016 for Class B shares), the Distribution Fee was as follows:

Distribution Fee Total Aggregated Unpaid at September 30, 2016
Class B $ 368 $ —
Class C 20,131 1,903
  $ 20,499 $ 1,903

In addition, DDI provides information and administrative services for a fee ("Service Fee") to Class A, B and C shareholders at an annual rate of up to 0.25% of average daily net assets for each such class. DDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder accounts the firms service. For the year ended September 30, 2016 (through February 10, 2016 for Class B shares), the Service Fee was as follows:

Service Fee Total Aggregated Unpaid at September 30, 2016 Annual
Rate
Class A $ 37,089 $ 7,723 .22%
Class B 121 .25%
Class C 6,591 1,280 .25%
  $ 43,801 $ 9,003  

Underwriting Agreement and Contingent Deferred Sales Charge. DDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares for the year ended September 30, 2016 aggregated $2,202.

In addition, DDI receives any contingent deferred sales charge ("CDSC") from Class B share redemptions occurring within six years of purchase and Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is based on declining rates ranging from 4% to 1% for Class B and 1% for Class C of the value of the shares redeemed. For the year ended September 30, 2016 (through February 10, 2016 for Class B shares), the CDSC for Class B and C shares aggregated $134 and $1,272, respectively. A deferred sales charge of up to 1% is assessed on certain redemptions of Class A shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the year ended September 30, 2016, the amount charged to the Fund by DIMA included in the Statement of Operations under "Reports to shareholders" aggregated $16,432, of which $6,810 is unpaid.

Trustees' Fees and Expenses. The Fund paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and Vice Chairperson and to each committee Chairperson.

Affiliated Cash Management Vehicles. The Fund may invest uninvested cash balances in Deutsche Central Cash Management Government Fund and Deutsche Variable NAV Money Fund, affiliated money market funds which are managed by the Advisor. Each affiliated money market fund is managed in accordance with Rule 2a-7 under the Investment Company Act of 1940, which governs the quality, maturity, diversity and liquidity of instruments in which a money market fund may invest. Deutsche Central Cash Management Government Fund seeks to maintain a stable net asset value, and Deutsche Variable NAV Money Fund maintains a floating net asset value. The Fund indirectly bears its proportionate share of the expenses of each affiliated money market fund in which it invests. Deutsche Central Cash Management Government Fund does not pay the Advisor an investment management fee. To the extent that Deutsche Variable NAV Money Fund pays an investment management fee to the Advisor, the Advisor will waive an amount of the investment management fee payable to the Advisor by the Fund equal to the amount of the investment management fee payable on the Fund's assets invested in Deutsche Variable NAV Money Fund.

Security Lending Fees. Deutsche Bank AG serves as lending agent for the Fund. For the year ended September 30, 2016, the Fund incurred lending agent fees to Deutsche Bank AG for the amount of $10,897.

D. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a $400 million revolving credit facility provided by a syndication of banks. The Fund may borrow 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 on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if the one-month LIBOR exceeds the Federal Funds Rate, the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at September 30, 2016.

E. Share Transactions

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

  Year Ended September 30, 2016 Year Ended September 30, 2015
  Shares Dollars Shares Dollars
Shares sold
Class A 539,655 $ 12,909,483 414,021 $ 11,214,696
Class B 638 14,449
Class C 92,723 1,938,234 38,510 873,396
Class R6** 397.14 10,000
Class S 2,255,604 53,165,554 852,949 23,376,676
Institutional Class** 397.14 10,000
    $ 68,033,271   $ 35,479,217
Shares issued to shareholders in reinvestment of distributions
Class A 62,396 $ 1,426,378 27,205 $ 681,727
Class B 364* 7,125* 1,157 25,332
Class C 11,434 224,097 3,876 85,011
Class S 235,152 5,601,330 162,034 4,204,787
    $ 7,258,930   $ 4,996,857
Shares redeemed
Class A (565,570) $ (12,986,980) (233,978) $ (6,156,705)
Class B (10,270)* (211,168)* (9,856) (227,116)
Class C (51,418) (1,036,387) (14,225) (326,675)
Class S (1,531,259) (38,877,228) (510,497) (13,693,352)
    $ (53,111,763)   $ (20,403,848)
Redemption fees   $ 2,754   $ 39
Net increase (decrease)
Class A 36,481 $ 1,349,906 207,248 $ 5,739,757
Class B (9,906)* (204,043)* (8,061) (187,335)
Class C 52,739 1,125,944 28,161 631,732
Class R6** 397.14 10,000
Class S 959,497 19,891,385 504,486 13,888,111
Institutional Class** 397.14 10,000
    $ 22,183,192   $ 20,072,265

* For the period from October 1, 2015 to February 10, 2016 (see Note A).

** For the period from June 1, 2016 (commencement of operations of Class R6 and Institutional Class) to September 30, 2016.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Deutsche Investment Trust and the Shareholders of Deutsche Small Cap Core Fund:

In our opinion, the accompanying statement of assets and liabilities, including the investment portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Deutsche Small Cap Core Fund (the "Fund") at September 30, 2016, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian, transfer agent, brokers and the application of alternative auditing procedures where confirmations had not been received, provide a reasonable basis for our opinion.

Boston, Massachusetts
November 18, 2016
PricewaterhouseCoopers LLP

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (April 1, 2016 to September 30, 2016).

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

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

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

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Classes A, C and S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Classes A, C and S shares during the period would be higher, and account value during the period would be lower, by this amount.

Expenses and Value of a $1,000 Investment
for the six months ended September 30, 2016 (Unaudited)
Actual Fund Return Class A Class C Class R6* Class S Institutional Class*
Beginning Account Value 4/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 9/30/16 $ 1,097.00 $ 1,093.00 $ 1,074.30 $ 1,098.30 $ 1,074.30
Expenses Paid per $1,000** $ 6.82 $ 10.67 $ 3.49 $ 5.51 $ 3.49
Hypothetical 5% Fund Return Class A Class C Class R6 Class S Institutional Class
Beginning Account Value 4/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 9/30/16 $ 1,018.50 $ 1,014.80 $ 1,019.95 $ 1,019.75 $ 1,019.95
Expenses Paid per $1,000** $ 6.56 $ 10.28 $ 5.10 $ 5.30 $ 5.10

* For the period from June 1, 2016 (commencement of operations of Class R6 and Institutional Class) to September 30, 2016.

** Expenses (hypothetical expenses if Class R6 and Institutional Class had been in existence from April 1, 2016) are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 183 (the number of days in the most recent six-month period), then divided by 366.

Annualized Expense Ratios Class A Class C Class R6 Class S Institutional Class
Deutsche Small Cap Core Fund 1.30% 2.04% 1.01% 1.05% 1.01%

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

For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to http://apps.finra.org/fundanalyzer/1/fa.aspx.

Tax Information (Unaudited)

The Fund paid distributions of $1.70 per share from net long-term capital gains during its year ended September 30, 2016.

For corporate shareholders, 100% of the ordinary dividends (i.e., income dividends plus short-term capital gains) paid during the Fund's fiscal year ended September 30, 2016, qualified for the dividends received deduction.

For federal income tax purposes, the Fund designates approximately $2,101,000, or the maximum amount allowable under the law, as qualified dividend income.

Please consult a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about your account, please call (800) 728-3337.

Advisory Agreement Board Considerations and Fee Evaluation

The Board of Trustees (hereinafter referred to as the "Board" or "Trustees") approved the renewal of Deutsche Small Cap Core Fund’s (the "Fund") investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DIMA") in September 2016.

In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:

During the entire process, all of the Fund’s Trustees were independent of DIMA and its affiliates (the "Independent Trustees").

The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board’s Contract Committee reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of the Fund’s performance, fees and expenses, and profitability from a fee consultant retained by the Fund’s Independent Trustees (the "Fee Consultant"). The Board also received extensive information throughout the year regarding performance of the Fund.

The Independent Trustees regularly meet privately with counsel to discuss contract review and other matters. In addition, the Independent Trustees were advised by the Fee Consultant in the course of their review of the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.

In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.

Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee’s findings and recommendations.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Fund, and that the Agreement was approved by the Fund’s shareholders. DIMA is part of Deutsche Bank AG’s ("Deutsche Bank") Asset Management ("Deutsche AM") division. Deutsche AM is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. Deutsche Bank has advised the Board that the U.S. asset management business continues to be a critical and integral part of Deutsche Bank, and that Deutsche Bank will continue to invest in Deutsche AM and seek to enhance Deutsche AM’s investment platform. Deutsche Bank also has confirmed its commitment to maintaining strong legal and compliance groups within the Deutsche AM division.

As part of the contract review process, the Board carefully considered the fees and expenses of each Deutsche fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps. As part of these negotiations, the Board indicated that it would consider relaxing these caps in future years following sustained improvements in performance, among other considerations.

While shareholders may focus primarily on fund performance and fees, the Fund’s Board considers these and many other factors, including the quality and integrity of DIMA’s personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DIMA provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct ("Morningstar"), an independent fund data service. The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2015, the Fund’s performance (Class A shares) was in the 1st quartile of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has outperformed its benchmark in the one-, three- and five-year periods ended December 31, 2015.

Fees and Expenses. The Board considered the Fund’s investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. ("Broadridge") and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.10% fee paid to DIMA under the Fund’s administrative services agreement, were lower than the median (1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2015). The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be lower than the median (2nd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2015, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) ("Broadridge Universe Expenses"). The Board also reviewed data comparing each share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by DIMA to a comparable Deutsche U.S. registered fund ("Deutsche Funds") and considered differences between the Fund and the comparable Deutsche Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors ("Deutsche Europe funds") managed by Deutsche AM. The Board noted that DIMA indicated that Deutsche AM does not manage any institutional accounts or Deutsche Europe funds comparable to the Fund.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.

Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DIMA from advising the Deutsche Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the Deutsche Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available.

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 noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DIMA and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DIMA and its affiliates, including any fees received by DIMA for administrative services provided to the Fund and any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DIMA related to Deutsche Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Fund’s management fees were reasonable.

Compliance. The Board considered the significant attention and resources dedicated by DIMA to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers; (ii) the large number of DIMA compliance personnel; and (iii) the substantial commitment of resources by DIMA and its affiliates to compliance matters.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and counsel present. It is possible that individual Independent Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.

Board Members and Officers

The following table presents certain information regarding the Board Members and Officers of the fund. Each Board Member's year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Kenneth C. Froewiss, Chairman, Deutsche Mutual Funds, P.O. Box 390601, Cambridge, MA 02139. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the fund. Because the fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period. The Board Members may also serve in similar capacities with other funds in the fund complex.

Independent Board Members
Name, Year of Birth, Position with the Fund and Length of Time Served1 Business Experience and Directorships During the Past Five Years Number of Funds in Deutsche Fund Complex Overseen Other Directorships Held by Board Member

Kenneth C. Froewiss (1945)

Chairperson since 2013, and Board Member since 2001

Retired Clinical Professor of Finance, NYU Stern School of Business (1997–2014); Member, Finance Committee, Association for Asian Studies (2002–present); Director, Mitsui Sumitomo Insurance Group (US) (2004–present); prior thereto, Managing Director, J.P. Morgan (investment banking firm) (until 1996) 102

William McClayton (1944)

Vice Chairperson since 2013, and Board Member since 2004

Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001–2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966–2001); Trustee, Ravinia Festival 102

John W. Ballantine (1946)

Board Member since 1999

Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996–1998); Executive Vice President and Head of International Banking (1995–1996); former Directorships: Director and former Chairman of the Board, Healthways, Inc.2 (population well-being and wellness services) (2003–2014); Stockwell Capital Investments PLC (private equity); First Oak Brook Bancshares, Inc. and Oak Brook Bank; Prisma Energy International

 

102 Portland General Electric2 (utility company) (2003– present)

Henry P. Becton, Jr. (1943)

Board Member since 1990

Vice Chair and former President, WGBH Educational Foundation. Directorships: Public Radio International; Public Radio Exchange (PRX); former Directorships: Becton Dickinson and Company2 (medical technology company); Belo Corporation2 (media company); The PBS Foundation; Association of Public Television Stations; Boston Museum of Science; American Public Television; Concord Academy; New England Aquarium; Mass. Corporation for Educational Telecommunications; Committee for Economic Development; Public Broadcasting Service; Connecticut College; North Bennett Street School (Boston) 102

Dawn-Marie Driscoll (1946)

Board Member since 1987

Emeritus Executive Fellow, Center for Business Ethics, Bentley University; formerly: President, Driscoll Associates (consulting firm); Partner, Palmer & Dodge (law firm) (1988–1990); Vice President of Corporate Affairs and General Counsel, Filene's (retail) (1978–1988). Directorships: Advisory Board, Center for Business Ethics, Bentley University; Trustee and former Chairman of the Board, Southwest Florida Community Foundation (charitable organization); former Directorships: ICI Mutual Insurance Company (2007–2015); Sun Capital Advisers Trust (mutual funds) (2007–2012), Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees) 102

Keith R. Fox, CFA (1954)

Board Member since 1996

Managing General Partner, Exeter Capital Partners (a series of private investment funds) (since 1986). Directorships: Progressive International Corporation (kitchen goods importer and distributor); The Kennel Shop (retailer); former Chairman, National Association of Small Business Investment Companies; former Directorships: BoxTop Media Inc. (advertising); Sun Capital Advisers Trust (mutual funds) (2011–2012) 102

Paul K. Freeman (1950)

Board Member since 1993

Consultant, World Bank/Inter-American Development Bank; Chair, Independent Directors Council; Investment Company Institute (executive and nominating committees); formerly, Chairman of Education Committee of Independent Directors Council; Project Leader, International Institute for Applied Systems Analysis (1998–2001); Chief Executive Officer, The Eric Group, Inc. (environmental insurance) (1986–1998); Directorships: Denver Zoo Foundation (December 2012–present); former Directorships: Prisma Energy International 102

Richard J. Herring (1946)

Board Member since 1990

Jacob Safra Professor of International Banking and Professor, Finance Department, The Wharton School, University of Pennsylvania (since July 1972); Co-Director, Wharton Financial Institutions Center; formerly: Vice Dean and Director, Wharton Undergraduate Division (July 1995–June 2000); Director, Lauder Institute of International Management Studies (July 2000–June 2006) 102 Director, Aberdeen Singapore and Japan Funds (since 2007); Independent Director of Barclays Bank Delaware (since September 2010)

Rebecca W. Rimel (1951)

Board Member since 1995

President, Chief Executive Officer and Director, The Pew Charitable Trusts (charitable organization) (1994 to present); formerly: Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983–2004); Board Member, Investor Education (charitable organization) (2004–2005); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001–2007); Director, Viasys Health Care2 (January 2007–June 2007); Trustee, Thomas Jefferson Foundation (charitable organization) (1994–2012) 102 Director, Becton Dickinson and Company2 (medical technology company) (2012– present); Director, BioTelemetry Inc.2 (health care) (2009– present)

William N. Searcy, Jr. (1946)

Board Member since 1993

Private investor since October 2003; formerly: Pension & Savings Trust Officer, Sprint Corporation2 (telecommunications) (November 1989–September 2003); Trustee, Sun Capital Advisers Trust (mutual funds) (1998–2012) 102

Jean Gleason Stromberg (1943)

Board Member since 1997

Retired. Formerly, Consultant (1997–2001); Director, Financial Markets U.S. Government Accountability Office (1996–1997); Partner, Norton Rose Fulbright, L.L.P. (law firm) (1978–1996); former Directorships: The William and Flora Hewlett Foundation (charitable organization) (2000–2015); Service Source, Inc. (nonprofit), Mutual Fund Directors Forum (2002–2004), American Bar Retirement Association (funding vehicle for retirement plans) (1987–1990 and 1994–1996) 102

 

Officers4
Name, Year of Birth, Position with the Fund and Length of Time Served5 Business Experience and Directorships During the Past Five Years

Brian E. Binder8 (1972)

President and Chief Executive Officer, 2013–present

Managing Director3 and Head of US Product and Fund Administration, Deutsche Asset Management (2013–present); Director and President, Deutsche AM Service Company (since 2016); Director and Vice President, Deutsche AM Distributors, Inc. (since 2016); Director and President, DB Investment Managers, Inc. (since 2016); formerly, Head of Business Management and Consulting at Invesco, Ltd. (2010–2012)

John Millette7 (1962)

Vice President and Secretary, 1999–present

Director,3 Deutsche Asset Management; Chief Legal Officer and Secretary, Deutsche Investment Management Americas Inc. (2015–present); and Director and Vice President, Deutsche AM Trust Company (since 2016)

Hepsen Uzcan6 (1974)

Vice President, since 20169

Assistant Secretary, 2013–present

Director,3 Deutsche Asset Management

Paul H. Schubert6 (1963)

Chief Financial Officer, 2004–present

Treasurer, 2005–present

Managing Director,3 Deutsche Asset Management, and Chairman, Director and President, Deutsche AM Trust Company (since 2013); formerly, Director, Deutsche AM Trust Company (2004–2013)

Caroline Pearson7 (1962)

Chief Legal Officer, 2010–present

Managing Director,3 Deutsche Asset Management; Secretary, Deutsche AM Distributors, Inc.; and Secretary, Deutsche AM Service Company

Scott D. Hogan7 (1970)

Chief Compliance Officer, since 201610

Director,3 Deutsche Asset Management

Wayne Salit6 (1967)

Anti-Money Laundering Compliance Officer, 2014–present

Director,3 Deutsche Asset Management; formerly: Managing Director, AML Compliance Officer at BNY Mellon (2011–2014); and Director, AML Compliance Officer at Deutsche Bank (2004–2011)

Paul Antosca7 (1957)

Assistant Treasurer, 2007–present

Director,3 Deutsche Asset Management

Jack Clark7 (1967)

Assistant Treasurer, 2007–present

Director,3 Deutsche Asset Management

Diane Kenneally7 (1966)

Assistant Treasurer, 2007–present

Director,3 Deutsche Asset Management

1 The length of time served represents the year in which the Board Member joined the board of one or more Deutsche funds currently overseen by the Board.

2 A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

3 Executive title, not a board directorship.

4 As a result of their respective positions held with the Advisor, these individuals are considered "interested persons" of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the fund.

5 The length of time served represents the year in which the officer was first elected in such capacity for one or more Deutsche funds.

6 Address: 60 Wall Street, New York, NY 10005.

7 Address: One Beacon Street, Boston, MA 02108.

8 Address: 222 South Riverside Plaza, Chicago, IL 60606.

9 Effective as of May 11, 2016.

10 Mr. Hogan became Chief Compliance Officer effective June 1, 2016.

The fund's Statement of Additional Information ("SAI") includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.

Account Management Resources

 
For More Information

The automated telephone system allows you to access personalized account information and obtain information on other Deutsche funds using either your voice or your telephone keypad. Certain account types within Classes A, C and S also have the ability to purchase, exchange or redeem shares using this system.

For more information, contact your financial advisor. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:

(800) 728-3337

Web Site

deutschefunds.com

View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

Written Correspondence

Deutsche Asset Management

PO Box 219151
Kansas City, MO 64121-9151

Proxy Voting The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the 12-month period ended June 30 are available on our Web site — deutschefunds.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings Following the fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC's Web site at 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. The fund's portfolio holdings are also posted on deutschefunds.com from time to time. Please see the fund's current prospectus for more information.
Principal Underwriter

If you have questions, comments or complaints, contact:

Deutsche AM Distributors, Inc.

222 South Riverside Plaza
Chicago, IL 60606-5808

(800) 621-1148

Investment Management

Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), which is part of Deutsche Asset Management, is the investment advisor for the fund. DIMA and its predecessors have more than 80 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients.

DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking institution engaged in a wide variety of financial services, including investment management, retail, private and commercial banking, investment banking and insurance.

Deutsche Asset Management is the retail brand name in the U.S. for the asset management activities of Deutsche Bank AG and DIMA. Deutsche Asset Management is committed to delivering the investing expertise, insight and resources of this global investment platform to American investors.

 

  Class A Class C Class S Institutional Class
Nasdaq Symbol SZCAX SZCCX SSLCX SZCIX
CUSIP Number 25157M 778 25157M 794 25157M 810 25157M 521
Fund Number 439 739 2339 1439

 

For shareholders of Class R6
Automated Information Line

Deutsche AM Flex Plan Access (800) 728-3337

24-hour access to your retirement plan account.

Web Site

deutschefunds.com

Click "Retirement Plans" to reallocate assets, process transactions, review your funds, and subscribe to fund updates by e-mail through our secure online account access.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

For More Information

(800) 728-3337

To speak with a service representative.

Written Correspondence

Deutsche AM Service Company

222 South Riverside Plaza
Chicago, IL 60606-5806

 

  Class R6
Nasdaq Symbol SZCRX
CUSIP Number 25157M 539
Fund Number 1639

Notes

Notes

Notes

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March 31, 2017

Semiannual Report
to Shareholders

Deutsche Small Cap Core Fund

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Contents

3 Letter to Shareholders

5 Performance Summary

7 Portfolio Management Team

7 Portfolio Summary

10 Investment Portfolio

16 Statement of Assets and Liabilities

18 Statement of Operations

19 Statements of Changes in Net Assets

20 Financial Highlights

25 Notes to Financial Statements

35 Information About Your Fund's Expenses

37 Advisory Agreement Board Considerations and Fee Evaluation

41 Account Management Resources

43 Privacy Statement

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

Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. The fund may lend securities to approved institutions. Small company stocks tend to be more volatile than medium-sized or large company stocks. Stocks may decline in value. See the prospectus for details.

Deutsche Asset Management represents the asset management activities conducted by Deutsche Bank AG or any of its subsidiaries.

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

Letter to Shareholders

Dear Shareholder:

America’s economic expansion, now in its eighth year, continues. Much of the damage from the Great Recession appears to have been repaired, and growth, while not spectacular, has been sufficient to support a stronger labor market.

How long can this last? Our economists generally expect the economy to continue performing well this year. The labor markets should firm a bit further, and underlying inflation is edging closer to target.

Against this backdrop, the U.S. stock markets have set a series of record highs — thanks, in part, to expectations for a boost from Washington. The challenge is that the new administration is still finding its footing. So, while some combination of tax cuts, regulatory reforms, and spending increases in infrastructure and defense seems likely, the timing of implementation is unclear. It remains to be seen how the President’s legislative agenda will translate into tangible results after running the gauntlet of political procedure and bargaining.

We invite you to stay abreast of that process — and our economists’ take on the impact for the markets and investors — by visiting deutschefunds.com. The "Insights" section of our Web site offers up-to-date views on the global and domestic economies and the implications for each asset class.

Thank you, as always, for allowing us to serve your investment needs.

Best regards,

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Brian Binder

President, Deutsche Funds

Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.

Performance Summary March 31, 2017 (Unaudited)

Class A 6-Month 1-Year 5-Year 10-Year
Average Annual Total Returns as of 3/31/17
Unadjusted for Sales Charge 11.37% 22.17% 13.04% 5.58%
Adjusted for the Maximum Sales Charge (max 5.75% load) 4.97% 15.14% 11.71% 4.96%
Russell 2000® Index 11.52% 26.22% 12.35% 7.12%
Class C 6-Month 1-Year 5-Year 10-Year
Average Annual Total Returns as of 3/31/17
Unadjusted for Sales Charge 10.91% 21.23% 12.20% 4.78%
Adjusted for the Maximum Sales Charge (max 1.00% CDSC) 9.91% 21.23% 12.20% 4.78%
Russell 2000® Index 11.52% 26.22% 12.35% 7.12%
Class R6     6-Month Life of Class*
Average Annual Total Returns as of 3/31/17
No Sales Charges     11.50% 19.78%
Russell 2000® Index     11.52% 21.53%
Class S 6-Month 1-Year 5-Year 10-Year
Average Annual Total Returns as of 3/31/17
No Sales Charges 11.49% 22.44% 13.32% 5.85%
Russell 2000® Index 11.52% 26.22% 12.35% 7.12%
Institutional Class     6-Month Life of Class*
Average Annual Total Returns as of 3/31/17
No Sales Charges     11.50% 19.78%
Russell 2000® Index     11.52% 21.53%

Performance in the Average Annual Total Returns table above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the Fund's most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated February 1, 2017 are 1.34%, 2.12%, 1.13%, 1.12% and 1.06% for Class A, Class C, Class R6, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

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

Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

Growth of an Assumed $10,000 Investment (Adjusted for Maximum Sales Charge)

 Deutsche Small Cap Core Fund — Class A

 Russell 2000 Index

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Yearly periods ended March 31

The Fund's growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 5.75%. This results in a net initial investment of $9,425.

The growth of $10,000 is cumulative.

Performance of other share classes will vary based on the sales charges and the fee structure of those classes.

* Class R6 and Institutional Class shares commenced operations on June 1, 2016.

The Russell 2000 Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000® Index.

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

  Class A Class C Class R6 Class S Institutional Class
Net Asset Value  
3/31/17 $ 28.75 $ 24.50 $ 29.96 $ 29.98 $ 29.96
9/30/16 $ 25.91 $ 22.09 $ 27.05 $ 27.05 $ 27.05
Distribution Information as of 3/31/17  
Income Dividends, Six Months $ .11 $ — $ .20 $ .18 $ .20

Portfolio Management Team

Joseph Axtell, CFA, Managing Director

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 2001 with 16 years of industry experience; previously, he served as a European Equities Portfolio Manager at Scudder Investments (which was later acquired by Deutsche Bank). Prior to joining, he worked as a Senior Analyst for International Equities at Merrill Lynch Investment Managers, as an International Research Analyst at PCM International and in various investment positions at Prudential Capital Corporation, Prudential-Bache Capital Funding and Prudential Equity Management Associates.

Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities: New York.

BS from Carlson School of Management, University of Minnesota.

Rafaelina M. Lee, Managing Director

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 1999 with 15 years of industry experience; previously, she served as a Senior Research Analyst. Prior to joining, she worked as a Latin America Market Strategist at J.P. Morgan Securities. Previously, she was an Equity Strategist at UBS Securities and a Research Analyst in the Portfolio Strategy Group at Goldman Sachs. Her research has been referenced by Harvard University, Duke University, The World Bank, AIMR/CFA publications and in several global finance textbooks.

Portfolio Manager for US Small and Mid Cap Equities: New York.

BA in Mathematical Statistics from Columbia University; MBA in Finance from Stern School of Business, New York University; Deutsche Bank Ambassador and member of the DB Philanthropy Committee since 2011.

Michael A. Sesser, CFA, Vice President

Portfolio Manager of the fund. Began managing the fund in 2013.

Joined Deutsche Asset Management in 2009.

Portfolio Manager and Equity Research Analyst: New York.

Previously, Business Intelligence Analyst, Corporate Executive Board (best practices research company) from 2005–2007; Research Associate, Competition Policy Associates (economics consulting firm) from 2003–2005.

BA in Ethics, Politics & Economics, Yale University; MBA (with distinction), Stephen M. Ross School of Business, University of Michigan.

Portfolio Summary (Unaudited)

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Ten Largest Equity Holdings at March 31, 2017 (14.6% of Net Assets)

1. Avadel Pharmaceuticals PLC

Specialty pharmaceutical company

1.7%

2. Providence Service Corp.

Provides privatized family social services

1.5%

3. John B. Sanfilippo & Son, Inc.

Manufacturer of snack foods

1.5%

4. K12, Inc.

Online-based education company

1.5%

5. UMB Financial Corp.

Operator of a multi-bank holding company

1.5%

6. Hancock Holding Co.

Provider of various private and public loans

1.4%

7. Universal Corp.

Independent leaf tobacco merchant

1.4%

8. Ennis, Inc.

Wholesale manufacturer of a line of printed business products

1.4%

9. Chemed Corp.

Provider of home health care services

1.4%

10. Trinseo SA

Global chemical material solutions provider

1.3%

Portfolio holdings and characteristics are subject to change.

For more complete details about the fund's investment portfolio, see page 10. A quarterly Fact Sheet is available on deutschefunds.com or upon request. Please see the Account Management Resources section on page 41 for contact information.

Investment Portfolio as of March 31, 2017 (Unaudited)

 
Shares
Value ($)
     
Common Stocks 95.1%
Consumer Discretionary 12.4%
Auto Components 2.0%
Cooper Tire & Rubber Co. 43,671 1,936,809
Tenneco, Inc. 21,848 1,363,752
  3,300,561
Diversified Consumer Services 1.5%
K12, Inc.* 125,045 2,394,612
Hotels, Restaurants & Leisure 1.9%
ILG, Inc. 94,926 1,989,649
Sonic Corp. 39,078 991,018
  2,980,667
Leisure Products 1.0%
American Outdoor Brands Corp.* (a) 82,100 1,626,401
Specialty Retail 4.9%
American Eagle Outfitters, Inc. 96,070 1,347,862
Caleres, Inc. 51,900 1,371,198
Genesco, Inc.* 23,758 1,317,381
Rent-A-Center, Inc. (a) 197,000 1,747,390
The Children's Place, Inc. (a) 17,267 2,072,903
  7,856,734
Textiles, Apparel & Luxury Goods 1.1%
Movado Group, Inc. 69,300 1,729,035
Consumer Staples 5.9%
Food Products 1.5%
John B. Sanfilippo & Son, Inc. 33,400 2,444,546
Household Products 1.0%
Central Garden & Pet Co. "A"* 45,036 1,563,650
Personal Products 1.0%
Medifast, Inc. 38,000 1,686,060
Tobacco 2.4%
Universal Corp. 31,430 2,223,673
Vector Group Ltd. 77,933 1,621,006
  3,844,679
Energy 2.9%
Energy Equipment & Services 2.0%
Oil States International, Inc.* 45,281 1,501,065
SEACOR Holdings, Inc.* 24,100 1,667,479
  3,168,544
Oil, Gas & Consumable Fuels 0.9%
REX American Resources Corp.* 16,916 1,530,729
Financials 14.5%
Banks 5.6%
Banco Latinoamericano de Comercio Exterior SA "E" 42,960 1,191,710
First Merchants Corp. 31,248 1,228,671
Great Western Bancorp., Inc. 29,094 1,233,877
Hancock Holding Co. 49,112 2,237,052
Lakeland Bancorp., Inc. 39,153 767,399
UMB Financial Corp. 31,133 2,344,626
  9,003,335
Capital Markets 0.0%
Manning & Napier, Inc. 4,000 22,800
Consumer Finance 1.0%
Encore Capital Group, Inc.* (a) 51,996 1,601,477
Insurance 4.8%
American Equity Investment Life Holding Co. 62,100 1,467,423
CNO Financial Group, Inc. 79,572 1,631,226
FBL Financial Group, Inc. "A" 28,091 1,838,556
Selective Insurance Group, Inc. 37,642 1,774,820
United Fire Group, Inc. 23,783 1,017,199
  7,729,224
Mortgage Real Estate Investment Trusts (REITs) 2.2%
Capstead Mortgage Corp. 141,214 1,488,396
Invesco Mortgage Capital, Inc. 135,100 2,083,242
  3,571,638
Thrifts & Mortgage Finance 0.9%
WSFS Financial Corp. 29,035 1,334,158
Health Care 17.0%
Biotechnology 2.0%
Ligand Pharmaceuticals, Inc.* (a) 14,415 1,525,684
Retrophin, Inc.* 90,800 1,676,168
  3,201,852
Health Care Equipment & Supplies 0.8%
STERIS PLC 17,533 1,217,842
Health Care Providers & Services 9.3%
BioScrip, Inc.* (a) 876,600 1,490,220
Centene Corp.* 29,509 2,102,811
Chemed Corp. 12,000 2,192,280
Kindred Healthcare, Inc. 171,163 1,429,211
Magellan Health, Inc.* 25,578 1,766,161
Molina Healthcare, Inc.* 33,923 1,546,889
Providence Service Corp.* 55,134 2,450,155
Tivity Health, Inc.* 65,700 1,911,870
  14,889,597
Health Care Technology 1.1%
HMS Holdings Corp.* 86,668 1,761,961
Life Sciences Tools & Services 1.0%
PAREXEL International Corp.* 25,004 1,578,002
Pharmaceuticals 2.8%
Avadel Pharmaceuticals PLC (ADR)* 277,673 2,687,875
Prestige Brands Holdings, Inc.* 33,235 1,846,536
  4,534,411
Industrials 13.8%
Aerospace & Defense 2.3%
Curtiss-Wright Corp. 20,300 1,852,578
Moog, Inc. "A"* 26,900 1,811,715
  3,664,293
Airlines 1.7%
Hawaiian Holdings, Inc.* 36,975 1,717,489
JetBlue Airways Corp.* 48,454 998,637
  2,716,126
Building Products 1.1%
Gibraltar Industries, Inc.* 45,000 1,854,000
Commercial Services & Supplies 2.3%
Deluxe Corp. 20,306 1,465,484
Ennis, Inc. 129,966 2,209,422
  3,674,906
Construction & Engineering 1.2%
Aegion Corp.* 83,227 1,906,730
Machinery 4.1%
Chart Industries, Inc.* 48,100 1,680,614
Greenbrier Companies, Inc. (a) 44,000 1,896,400
Titan International, Inc. 133,237 1,377,670
Wabash National Corp. 78,142 1,616,758
  6,571,442
Trading Companies & Distributors 1.1%
Rush Enterprises, Inc. "A"* 51,708 1,710,501
Information Technology 16.3%
Communications Equipment 1.0%
NETGEAR, Inc.* 32,789 1,624,695
Electronic Equipment, Instruments & Components 4.3%
Benchmark Electronics, Inc.* 65,110 2,070,498
II-VI, Inc.* 41,371 1,491,425
Sanmina Corp.* 45,928 1,864,677
Tech Data Corp.* 15,607 1,465,497
  6,892,097
Internet Software & Services 3.2%
j2 Global, Inc. 24,245 2,034,398
NIC, Inc. 79,200 1,599,840
WebMD Health Corp.* 28,782 1,516,236
  5,150,474
IT Services 2.9%
Cardtronics PLC "A"* 33,053 1,545,228
ManTech International Corp. "A" 39,665 1,373,599
NeuStar, Inc. "A"* 28,502 944,841
Sykes Enterprises, Inc.* 26,039 765,546
  4,629,214
Semiconductors & Semiconductor Equipment 2.3%
Photronics, Inc.* 194,990 2,086,393
Synaptics, Inc.* 32,400 1,604,124
  3,690,517
Software 2.6%
Take-Two Interactive Software, Inc.* 34,857 2,065,974
Verint Systems, Inc.* 47,700 2,068,988
  4,134,962
Materials 5.4%
Chemicals 2.4%
Innophos Holdings, Inc. 31,678 1,709,662
Trinseo SA 32,043 2,150,085
  3,859,747
Containers & Packaging 1.0%
Greif, Inc. "A" 28,300 1,559,047
Metals & Mining 2.0%
Commercial Metals Co. 59,100 1,130,583
SunCoke Energy, Inc.* 227,333 2,036,904
  3,167,487
Real Estate 5.9%
Equity Real Estate Investment Trusts (REITs) 4.6%
Kite Realty Group Trust 75,600 1,625,400
LaSalle Hotel Properties 55,400 1,603,830
National Storage Affiliates Trust 83,500 1,995,650
Sabra Health Care REIT, Inc. 74,400 2,077,992
  7,302,872
Real Estate Management & Development 1.3%
Altisource Portfolio Solutions SA* 57,645 2,121,336
Utilities 1.0%
Multi-Utilities
Unitil Corp. 35,993 1,620,765
Total Common Stocks (Cost $123,589,191) 152,423,726
 
Convertible Preferred Stock 0.1%
Health Care
Providence Service Corp., 5.5% (Cost $121,200) 1,212 135,058
 
Securities Lending Collateral 6.8%
Deutsche Government & Agency Securities Portfolio "Deutsche Government Cash Institutional Shares", 0.63% (b) (c) (Cost $10,901,800) 10,901,800 10,901,800
 
Cash Equivalents 4.8%
Deutsche Central Cash Management Government Fund, 0.74% (b) (Cost $7,730,294) 7,730,294 7,730,294

 

  % of Net Assets Value ($)
   
Total Investment Portfolio (Cost $142,342,485) 106.8 171,190,878
Other Assets and Liabilities, Net (6.8) (10,856,084)
Net Assets 100.0 160,334,794

* Non-income producing security.

The cost for federal income tax purposes was $142,379,609. At March 31, 2017, net unrealized appreciation for all securities based on tax cost was $28,811,269. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $32,621,866 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $3,810,597.

(a) All or a portion of these securities were on loan. In addition, "Other Assets and Liabilities, Net" may include pending sales that are also on loan. The value of securities loaned at March 31, 2017 amounted to $10,517,070, which is 6.6% of net assets.

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

(c) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

ADR: American Depositary Receipt

Fair Value Measurements

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The following is a summary of the inputs used as of March 31, 2017 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets Level 1 Level 2 Level 3 Total
 
Common Stocks (d) $ 152,423,726 $ — $ — $ 152,423,726
Convertible Preferred Stock 135,058 135,058
Short-Term Investments (d) 18,632,094 18,632,094
Total $ 171,055,820 $ — $ 135,058 $ 171,190,878

There have been no transfers between fair value measurement levels during the period ended March 31, 2017.

(d) See Investment Portfolio for additional detailed categorizations.

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

Statement of Assets and Liabilities

as of March 31, 2017 (Unaudited)
Assets

Investments:

Investments in non-affiliated securities, at value (cost $123,710,391) — including $10,517,070 of securities loaned

$ 152,558,784
Investment in Deutsche Government & Agency Securities Portfolio (cost $10,901,800)* 10,901,800
Investment in Deutsche Central Cash Management Government Fund (cost $7,730,294) 7,730,294
Total investments in securities, at value (cost $142,342,485) 171,190,878
Cash 10,000
Receivable for investments sold 568,526
Receivable for Fund shares sold 1,319,388
Dividends receivable 160,431
Interest receivable 8,805
Other assets 63,380
Total assets 173,321,408
Liabilities
Payable upon return of securities loaned 10,901,800
Payable for Fund shares redeemed 1,842,032
Accrued management fee 59,454
Accrued Trustees' fees 603
Other accrued expenses and payables 182,725
Total liabilities 12,986,614
Net assets, at value $ 160,334,794
Net Assets Consist of
Undistributed net investment income 260,449
Net unrealized appreciation (depreciation) on investments 28,848,393
Accumulated net realized gain (loss) 7,329,546
Paid-in capital 123,896,406
Net assets, at value $ 160,334,794

* Represents collateral on securities loaned.

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

Statement of Assets and Liabilities as of March 31, 2017 (Unaudited) (continued)
Net Asset Value

Class A

Net Asset Value and redemption price per share ($12,997,692 ÷ 452,147 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 28.75
Maximum offering price per share (100 ÷ 94.25 of $28.75) $ 30.50

Class C

Net Asset Value, offering and redemption price (subject to contingent deferred sales charge) per share ($4,221,323 ÷ 172,304 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 24.50

Class R6

Net Asset Value, offering and redemption price per share ($11,977 ÷ 399.8 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 29.96

Class S

Net Asset Value, offering and redemption price per share ($134,667,076 ÷ 4,491,897 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 29.98

Institutional Class

Net Asset Value, offering and redemption price per share ($8,436,726 ÷ 281,582 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)

$ 29.96

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

Statement of Operations

for the six months ended March 31, 2017 (Unaudited)
Investment Income

Income:

Dividends

$ 1,184,568
Income distributions — Deutsche Central Cash Management Government Fund 16,029
Securities lending income, net of borrower rebates 31,675
Other income 34,822
Total income 1,267,094

Expenses:

Management fee

509,875
Administration fee 76,673
Services to shareholders 154,940
Distribution and service fees 46,664
Custodian fee 1,345
Professional fees 43,999
Reports to shareholders 19,385
Registration fees 39,982
Trustees' fees and expenses 4,453
Other 8,877
Total expenses before expense reductions 906,193
Expense reductions (84,704)
Total expenses after expense reductions 821,489
Net investment income (loss) 445,605
Realized and Unrealized Gain (Loss)
Net realized gain (loss) from investments 7,592,287
Change in net unrealized appreciation (depreciation) on investments 7,883,176
Net gain (loss) 15,475,463
Net increase (decrease) in net assets resulting from operations $ 15,921,068

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

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets Six Months Ended March 31, 2017 (Unaudited) Year Ended September 30, 2016  
 

Operations:

Net investment income (loss)

$ 445,605 $ 680,658  
Net realized gain (loss) 7,592,287 (238,109)  
Change in net unrealized appreciation (depreciation) 7,883,176 17,031,136  
Net increase (decrease) in net assets resulting from operations 15,921,068 17,473,685  

Distributions to shareholders from:

Net investment income:

Class A

(82,107)  
Class R6 (79)  
Class S (780,717)  
Institutional Class (79)  

Net realized gains:

Class A

(1,485,687)  
Class B (7,125)*  
Class C (232,409)  
Class S (5,768,528)  
Total distributions (862,982) (7,493,749)  

Fund share transactions:

Proceeds from shares sold

47,355,117 68,033,271  
Reinvestment of distributions 842,668 7,258,930  
Cost of shares redeemed (41,137,761) (53,111,763)  
Redemption fees 288 2,754  
Net increase (decrease) in net assets from Fund share transactions 7,060,312 22,183,192  
Increase (decrease) in net assets 22,118,398 32,163,128  
Net assets at beginning of period 138,216,396 106,053,268  
Net assets at end of period (including undistributed net investment income of $260,449 and $677,826, respectively) $ 160,334,794 $ 138,216,396  

* For the period from October 1, 2015 to February 10, 2016 (see Note A).

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

Financial Highlights

Class A Six Months Ended 3/31/17 (Unaudited)
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.91 $ 25.01 $ 24.39 $ 24.02 $ 18.63 $ 13.84

Income (loss) from investment operations:

Net investment income (loss)a

.05 .09 (.06) (.10) .07 .03
Net realized and unrealized gain (loss) 2.90 2.81 2.26 .86 5.42 4.76
Total from investment operations 2.95 2.90 2.20 .76 5.49 4.79

Less distributions from:

Net investment income

(.11) (.05) (.10)
Net realized gains (2.00) (1.58) (.34)
Total distributions (.11) (2.00) (1.58) (.39) (.10)
Redemption fees .00*** .00*** .00*** .00*** .00*** .00***
Net asset value, end of period $ 28.75 $ 25.91 $ 25.01 $ 24.39 $ 24.02 $ 18.63
Total Return (%)b,c 11.37** 12.68 9.04 3.05 29.62 34.61
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 13 19 17 12 9 8
Ratio of expenses before expense reductions (%) 1.34* 1.34 1.42 1.43 1.55 1.62
Ratio of expenses after expense reductions (%) 1.26* 1.31 1.40 1.38 1.40 1.48
Ratio of net investment income (loss) (%) .34* .37 (.22) (.39) .31 .15
Portfolio turnover rate (%) 36** 51 52 69 330 379

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Annualized

** Not annualized

*** Amount is less than $.005.

               

 

Class C Six Months Ended 3/31/17 (Unaudited)
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $22.09 $21.76 $ 21.56 $ 21.40 $ 16.64 $ 12.45

Income (loss) from investment operations:

Net investment income (loss)a

(.05) (.07) (.22) (.25) (.09) (.10)
Net realized and unrealized gain (loss) 2.46 2.40 2.00 .75 4.86 4.29
Total from investment operations 2.41 2.33 1.78 .50 4.77 4.19

Less distributions from:

Net investment income

(.01)
Net realized gains (2.00) (1.58) (.34)
Total distributions (2.00) (1.58) (.34) (.01)
Redemption fees .00*** .00*** .00*** .00*** .00*** .00***
Net asset value, end of period $ 24.50 $ 22.09 $ 21.76 $ 21.56 $ 21.40 $ 16.64
Total Return (%)b,c 10.91** 11.89 8.19 2.25 28.66 33.65
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 4 3 2 1 1 1
Ratio of expenses before expense reductions (%) 2.05* 2.12 2.21 2.20 2.28 2.39
Ratio of expenses after expense reductions (%) 2.01* 2.06 2.15 2.13 2.15 2.23
Ratio of net investment income (loss) (%) (.40)* (.35) (.96) (1.10) (.45) (.63)
Portfolio turnover rate (%) 36** 51 52 69 330 379

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Annualized

** Not annualized

*** Amount is less than $.005.

               

 

Class R6 Six Months Ended 3/31/17 (Unaudited) Period Ended 9/30/16a  
 
Selected Per Share Data  
Net asset value, beginning of period $ 27.05 $ 25.18  

Income (loss) from investment operations:

Net investment income (loss)b

.09 .10  
Net realized and unrealized gain (loss) 3.02 1.77  
Total from investment operations 3.11 1.87  

Less distributions from:

Net investment income

(.20)  
Total Distributions (.20)  
Net asset value, end of period $ 29.96 $ 27.05  
Total Return (%)c 11.50** 7.43**  
Ratios to Average Net Assets and Supplemental Data  
Net assets, end of period ($ thousands) 12 11  
Ratio of expenses before expense reductions (%) 1.17* 1.13*  
Ratio of expenses after expense reductions (%) 1.01* 1.01*  
Ratio of net investment income (loss) (%) .64* 1.18*  
Portfolio turnover rate (%) 36** 51d  

a For the period from June 1, 2016 (commencement of operations) to September 30, 2016.

b Based on average shares outstanding during the period.

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

d Represents the Fund's portfolio turnover rate for the year ended September 30, 2016.

* Annualized

** Not annualized

 
         

 

Class S Six Months Ended 3/31/17 (Unaudited)
Years Ended September 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 27.05 $ 25.96 $ 25.20 $ 24.82 $ 19.24 $ 14.26

Income (loss) from investment operations:

Net investment income (loss)a

.09 .16 .01 (.02) .12 .06
Net realized and unrealized gain (loss) 3.02 2.93 2.33 .86 5.61 4.92
Total from investment operations 3.11 3.09 2.34 .84 5.73 4.98

Less distributions from:

Net investment income

(.18) (.12) (.15)
Net realized gains (2.00) (1.58) (.34)
Total distributions (.18) (2.00) (1.58) (.46) (.15)
Redemption fees .00*** .00*** .00*** .00*** .00*** .00***
Net asset value, end of period $ 29.98 $ 27.05 $ 25.96 $ 25.20 $ 24.82 $ 19.24
Total Return (%) 11.49b 12.96b 9.28 3.34 29.96b 34.92b
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 135 116 87 71 82 54
Ratio of expenses before expense reductions (%) 1.13* 1.12 1.13 1.13 1.21 1.31
Ratio of expenses after expense reductions (%) 1.01* 1.09 1.13 1.13 1.15 1.23
Ratio of net investment income (loss) (%) .64* .65 .05 (.08) .55 .35
Portfolio turnover rate (%) 36** 51 52 69 330 379

a Based on average shares outstanding during the period.

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

* Annualized

** Not annualized

*** Amount is less than $.005.

               

 

Institutional Class Six Months Ended 3/31/17 (Unaudited) Period Ended 9/30/16a  
 
Selected Per Share Data  
Net asset value, beginning of period $ 27.05 $ 25.18  

Income (loss) from investment operations:

Net investment income (loss)b

.24 .10  
Net realized and unrealized gain (loss) 2.87 1.77  
Total from investment operations 3.11 1.87  

Less distributions from:

Net investment income

(.20)  
Total Distributions (.20)  
Net asset value, end of period $ 29.96 $ 27.05  
Total Return (%) 11.50** 7.43c**  
Ratios to Average Net Assets and Supplemental Data  
Net assets, end of period ($ millions) 8 .01  
Ratio of expenses before expense reductions (%) .93* 1.06*  
Ratio of expenses after expense reductions (%) .93* 1.01*  
Ratio of net investment income (loss) (%) 1.62* 1.18*  
Portfolio turnover rate (%) 36** 51d  

a For the period from June 1, 2016 (commencement of operations) to September 30, 2016.

b Based on average shares outstanding during the period.

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

d Represents the Fund's portfolio turnover rate for the year ended September 30, 2016.

* Annualized

** Not annualized

 
         

Notes to Financial Statements (Unaudited)

A. Organization and Significant Accounting Policies

Deutsche Small Cap Core Fund (the "Fund") is a diversified series of Deutsche Investment Trust (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are subject to an initial sales charge. Class C shares are offered not subject to an initial sales charge but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class C shares do not automatically convert into another class. Class R6 shares commenced operations on June 1, 2016. Class R6 shares are not subject to initial or contingent deferred sales charges and are generally available only to certain retirement plans. Class S shares are not subject to initial or contingent deferred sales charges and are only available to a limited group of investors. Institutional Class shares commenced operations on June 1, 2016. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.

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

The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") which require the use of management estimates. Actual results could differ from those estimates. The Fund qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Fund in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

Equity securities are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. 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. Equity securities are generally categorized as Level 1.

Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

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 Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination, and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.

Securities Lending. Deutsche Bank AG, as lending agent, lends securities of the Fund to certain financial institutions under the terms of its securities lending agreement. During the term of the loans, the Fund continues to receive interest and dividends generated by the securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the securities lending agreement. As of period end, any securities on loan were collateralized by cash. During the six months ended March 31, 2017, the Fund invested the cash collateral into a joint trading account in affiliated money market funds managed by Deutsche Investment Management Americas Inc. As of March 31, 2017, the Fund invested the cash collateral in Deutsche Government & Agency Securities Portfolio. Deutsche Investment Management Americas Inc. receives a management/administration fee (0.09% annualized effective rate as of March 31, 2017) on the cash collateral invested in Deutsche Government & Agency Securities Portfolio. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan at any time, and the borrower, after notice, is required to return borrowed securities within a standard time period. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. If the Fund is not able to recover securities lent, the Fund may sell the collateral and purchase a replacement investment in the market, incurring the risk that the value of the replacement security is greater than the value of the collateral. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

As of March 31, 2017, the Fund had securities on loan, which were classified as common stock in the Investment Portfolio. The value of the related collateral exceeded the value of the securities loaned at period end. As of period end, the remaining contractual maturity of the collateral agreements was overnight and continuous.

Federal Income Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

At September 30, 2016, the Fund had a net tax basis capital loss carryforward of approximately $226,000 of short-term losses, which may be applied against realized net taxable capital gains indefinitely.

The Fund has reviewed the tax positions for the open tax years as of September 30, 2016 and has determined that no provision for income tax and/or uncertain tax provisions is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Distributions from net investment income of the Fund, if any, are declared and distributed to shareholders annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.

The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to net investment losses incurred by the Fund and certain securities sold at loss. 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, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

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

Redemption Fees. Prior to February 1, 2017, the Fund imposed a redemption fee of 2% of the total redemption amount on Fund shares redeemed or exchanged within 15 days of buying them, either by purchase or exchange (subject to certain exceptions). This fee was assessed and retained by the Fund for the benefit of the remaining shareholders. The redemption fee was accounted for as an addition to paid-in capital.

Expenses. Expenses of the Trust arising in connection with a specific fund are allocated to that fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust based upon the relative net assets or other appropriate measures.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Real Estate Investment Trusts. The Fund periodically recharacterizes distributions received from a Real Estate Investment Trust ("REIT") investment based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available timely from a REIT, the recharacterization will be estimated for financial reporting purposes and a recharacterization will be made in the following year when such information becomes available. Distributions received from REITs in excess of income are recorded as either a reduction of cost of investments or realized gains.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset valuation 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. Realized gains and losses from investment transactions are recorded on an identified cost basis. Proceeds from litigation payments, if any, are included in net realized gain (loss) from investments.

B. Purchases and Sales of Securities

During the six months ended March 31, 2017, purchases and sales of investment securities (excluding short-term investments) aggregated $53,970,461 and $52,031,643, respectively.

C. Related Parties

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund 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 Fund or delegates such responsibility to the Fund's subadvisor.

Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the Fund's average daily net assets computed and accrued daily and payable monthly, at the following annual rates:

First $500 million of the Fund's average daily net assets .665%
Next $500 million of such net assets .615%
Over $1.0 billion of such net assets .565%

Accordingly, for the six months ended March 31, 2017, the fee pursuant to the Investment Management Agreement was equivalent to an annualized rate (exclusive of any applicable waivers/reimbursements) of 0.665% of the Fund's average daily net assets.

For the period October 1, 2016 through January 31, 2018, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of certain classes as follows:

Class A 1.26%
Class C 2.01%
Class R6 1.01%
Class S 1.01%
Institutional Class 1.01%

For the six months ended March 31, 2017, fees waived and/or expenses reimbursed for each class are as follows:

Class A $ 7,504
Class C 817
Class R6 9
Class S 76,374
  $ 84,704

Administration Fee. Pursuant to an Administrative Service Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly. For the six months ended March 31, 2017, the Administration Fee was $76,673, of which $13,725 is unpaid.

Service Provider Fees. Deutsche AM Service Company ("DSC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent of the Fund. Pursuant to a sub-transfer agency agreement between DSC and DST Systems, Inc. ("DST"), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing fee it receives from the Fund. For the six months ended March 31, 2017, the amounts charged to the Fund by DSC were as follows:

Services to Shareholders Total Aggregated Unpaid at March 31, 2017
Class A $ 3,645 $ 2,118
Class C 605 279
Class R6 14 9
Class S 35,559 17,919
Institutional Class 8 2
  $ 39,831 $ 20,327

Distribution and Service Fees. Under the Fund's Class C 12b-1 plan, Deutsche AM Distributors, Inc. ("DDI"), an affiliate of the Advisor, receives a fee ("Distribution Fee") of 0.75% of average daily net assets of Class C shares. In accordance with the Fund's Underwriting and Distribution Services Agreement, DDI enters into related selling group agreements with various firms at various rates for sales of Class C shares. For the six months ended March 31, 2017, the Distribution Fee was as follows:

Distribution Fee Total Aggregated Unpaid at March 31, 2017
Class C $ 17,427 $ 2,875

In addition, DDI provides information and administrative services for a fee ("Service Fee") to Class A and C shareholders at an annual rate of up to 0.25% of average daily net assets for each such class. DDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder accounts the firms service. For the six months ended March 31, 2017, the Service Fee was as follows:

Service Fee Total Aggregated Unpaid at March 31, 2017 Annualized
Rate
Class A $ 23,469 $ 11,592 .24%
Class C 5,768 3,158 .25%
  $ 29,237 $ 14,750  

Underwriting Agreement and Contingent Deferred Sales Charge. DDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares for the six months ended March 31, 2017 aggregated $600.

In addition, DDI receives any contingent deferred sales charge ("CDSC") from Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is 1% of the value of the shares redeemed for Class C. For the six months ended March 31, 2017, the CDSC for Class C shares aggregated $363. A deferred sales charge of up to 1% is assessed on certain redemptions of Class A shares. For the six months ended March 31, 2017, DDI received $4,000 for Class A shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the six months ended March 31, 2017, the amount charged to the Fund by DIMA included in the Statement of Operations under "Reports to shareholders" aggregated $8,967, of which $7,151 is unpaid.

Trustees' Fees and Expenses. The Fund paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and Vice Chairperson and to each committee Chairperson.

Affiliated Cash Management Vehicles. The Fund may invest uninvested cash balances in Deutsche Central Cash Management Government Fund and Deutsche Variable NAV Money Fund, affiliated money market funds which are managed by the Advisor. Each affiliated money market fund is managed in accordance with Rule 2a-7 under the Investment Company Act of 1940, which governs the quality, maturity, diversity and liquidity of instruments in which a money market fund may invest. Deutsche Central Cash Management Government Fund seeks to maintain a stable net asset value, and Deutsche Variable NAV Money Fund maintains a floating net asset value. The Fund indirectly bears its proportionate share of the expenses of each affiliated money market fund in which it invests. Deutsche Central Cash Management Government Fund does not pay the Advisor an investment management fee. To the extent that Deutsche Variable NAV Money Fund pays an investment management fee to the Advisor, the Advisor will waive an amount of the investment management fee payable to the Advisor by the Fund equal to the amount of the investment management fee payable on the Fund's assets invested in Deutsche Variable NAV Money Fund.

Security Lending Fees. Deutsche Bank AG serves as lending agent for the Fund. For the six months ended March 31, 2017, the Fund incurred lending agent fees to Deutsche Bank AG for the amount of $2,408.

D. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a $400 million revolving credit facility provided by a syndication of banks. The Fund may borrow 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 on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if the one-month LIBOR exceeds the Federal Funds Rate, the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at March 31, 2017.

E. Share Transactions

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

  Six Months Ended
March 31, 2017
Year Ended
September 30, 2016
  Shares Dollars Shares Dollars
Shares sold
Class A 193,077 $ 5,408,541 539,655 $ 12,909,483
Class C 109,104 2,534,032 92,723 1,938,234
Class R6 397.14** 10,000**
Class S 1,047,823 30,829,932 2,255,604 53,165,554
Institutional Class 285,131 8,582,612 397.14** 10,000**
    $ 47,355,117   $ 68,033,271
Shares issued to shareholders in reinvestment of distributions
Class A 2,769 $ 79,284 62,396 $ 1,426,378
Class B 364* 7,125*
Class C 11,434 224,097
Class R6 2.66 79
Class S 25,577 763,225 235,152 5,601,330
Institutional Class 3 80
    $ 842,668   $ 7,258,930
Shares redeemed
Class A (468,966) $ (13,240,189) (565,570) $ (12,986,980)
Class B (10,270)* (211,168)*
Class C (77,892) (1,881,368) (51,418) (1,036,387)
Class S (880,073) (25,898,639) (1,531,259) (38,877,228)
Institutional Class (3,949) (117,565)
    $ (41,137,761)   $ (53,111,763)
Redemption fees   $ 288   $ 2,754
Net increase (decrease)
Class A (273,120) $ (7,752,297) 36,481 $ 1,349,906
Class B (9,906)* (204,043)*
Class C 31,212 652,664 52,739 1,125,944
Class R6 2.66 79 397.14** 10,000**
Class S 193,327 5,694,739 959,497 19,891,385
Institutional Class 281,185 8,465,127 397.14** 10,000**
    $ 7,060,312   $ 22,183,192

* For the period from October 1, 2015 to February 10, 2016 (see Note A).

** For the period from June 1, 2016 (commencement of operations of Class R6 and Institutional Class) to September 30, 2016.

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads) 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 Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, Class A, C, S and R6 limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (October 1, 2016 to March 31, 2017).

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

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

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

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Classes A, C and S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Classes A, C and S shares during the period would be higher, and account value during the period would be lower, by this amount.

Expenses and Value of a $1,000 Investment
for the six months ended March 31, 2017 (Unaudited)
Actual Fund Return Class A Class C Class R6 Class S Institutional Class
Beginning Account Value 10/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 3/31/17 $ 1,113.70 $ 1,109.10 $ 1,115.00 $ 1,114.90 $ 1,115.00
Expenses Paid per $1,000* $ 6.64 $ 10.57 $ 5.33 $ 5.33 $ 4.90
Hypothetical 5% Fund Return Class A Class C Class R6 Class S Institutional Class
Beginning Account Value 10/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 3/31/17 $ 1,018.65 $ 1,014.91 $ 1,019.90 $ 1,019.90 $ 1,020.29
Expenses Paid per $1,000* $ 6.34 $ 10.10 $ 5.09 $ 5.09 $ 4.68

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 182 (the number of days in the most recent six-month period), then divided by 365.

Annualized Expense Ratios Class A Class C Class R6 Class S Institutional Class
Deutsche Small Cap Core Fund 1.26% 2.01% 1.01% 1.01% .93%

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

For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to http://apps.finra.org/fundanalyzer/1/fa.aspx.

Advisory Agreement Board Considerations and Fee Evaluation

The Board of Trustees (hereinafter referred to as the "Board" or "Trustees") approved the renewal of Deutsche Small Cap Core Fund’s (the "Fund") investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DIMA") in September 2016.

In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:

During the entire process, all of the Fund’s Trustees were independent of DIMA and its affiliates (the "Independent Trustees").

The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board’s Contract Committee reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of the Fund’s performance, fees and expenses, and profitability from a fee consultant retained by the Fund’s Independent Trustees (the "Fee Consultant"). The Board also received extensive information throughout the year regarding performance of the Fund.

The Independent Trustees regularly meet privately with counsel to discuss contract review and other matters. In addition, the Independent Trustees were advised by the Fee Consultant in the course of their review of the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.

In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.

Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee’s findings and recommendations.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Fund, and that the Agreement was approved by the Fund’s shareholders. DIMA is part of Deutsche Bank AG’s ("Deutsche Bank") Asset Management ("Deutsche AM") division. Deutsche AM is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. Deutsche Bank has advised the Board that the U.S. asset management business continues to be a critical and integral part of Deutsche Bank, and that Deutsche Bank will continue to invest in Deutsche AM and seek to enhance Deutsche AM’s investment platform. Deutsche Bank also has confirmed its commitment to maintaining strong legal and compliance groups within the Deutsche AM division.

As part of the contract review process, the Board carefully considered the fees and expenses of each Deutsche fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps. As part of these negotiations, the Board indicated that it would consider relaxing these caps in future years following sustained improvements in performance, among other considerations.

While shareholders may focus primarily on fund performance and fees, the Fund’s Board considers these and many other factors, including the quality and integrity of DIMA’s personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DIMA provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct ("Morningstar"), an independent fund data service. The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2015, the Fund’s performance (Class A shares) was in the 1st quartile of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has outperformed its benchmark in the one-, three- and five-year periods ended December 31, 2015.

Fees and Expenses. The Board considered the Fund’s investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. ("Broadridge") and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.10% fee paid to DIMA under the Fund’s administrative services agreement, were lower than the median (1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2015). The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be lower than the median (2nd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2015, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) ("Broadridge Universe Expenses"). The Board also reviewed data comparing each share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by DIMA to a comparable Deutsche U.S. registered fund ("Deutsche Funds") and considered differences between the Fund and the comparable Deutsche Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors ("Deutsche Europe funds") managed by Deutsche AM. The Board noted that DIMA indicated that Deutsche AM does not manage any institutional accounts or Deutsche Europe funds comparable to the Fund.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.

Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DIMA from advising the Deutsche Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the Deutsche Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available.

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 noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DIMA and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DIMA and its affiliates, including any fees received by DIMA for administrative services provided to the Fund and any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DIMA related to Deutsche Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Fund’s management fees were reasonable.

Compliance. The Board considered the significant attention and resources dedicated by DIMA to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers; (ii) the large number of DIMA compliance personnel; and (iii) the substantial commitment of resources by DIMA and its affiliates to compliance matters.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and counsel present. It is possible that individual Independent Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.

Account Management Resources

 
For More Information

The automated telephone system allows you to access personalized account information and obtain information on other Deutsche funds using either your voice or your telephone keypad. Certain account types within Classes A, C and S also have the ability to purchase, exchange or redeem shares using this system.

For more information, contact your financial advisor. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:

(800) 728-3337

Web Site

deutschefunds.com

View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

Written Correspondence

Deutsche Asset Management

PO Box 219151
Kansas City, MO 64121-9151

Proxy Voting The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 are available on our Web site — deutschefunds.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings Following the fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC's Web site at 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. The fund's portfolio holdings are also posted on deutschefunds.com from time to time. Please see the fund's current prospectus for more information.
Principal Underwriter

If you have questions, comments or complaints, contact:

Deutsche AM Distributors, Inc.

222 South Riverside Plaza
Chicago, IL 60606-5808

(800) 621-1148

Investment Management

Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), which is part of Deutsche Asset Management, is the investment advisor for the fund. DIMA and its predecessors have more than 80 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients.

DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking institution engaged in a wide variety of financial services, including investment management, retail, private and commercial banking, investment banking and insurance.

 

  Class A Class C Class S Institutional Class
Nasdaq Symbol SZCAX SZCCX SSLCX SZCIX
CUSIP Number 25157M 778 25157M 794 25157M 810 25157M 521
Fund Number 439 739 2339 1439

 

For shareholders of Class R6
Automated Information Line

Deutsche AM Flex Plan Access (800) 728-3337

24-hour access to your retirement plan account.

Web Site

deutschefunds.com

Click "Retirement Plans" to reallocate assets, process transactions, review your funds, and subscribe to fund updates by e-mail through our secure online account access.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

For More Information

(800) 728-3337

To speak with a service representative.

Written Correspondence

Deutsche AM Service Company

222 South Riverside Plaza
Chicago, IL 60606-5806

 

  Class R6
Nasdaq Symbol SZCRX
CUSIP Number 25157M 539
Fund Number 1639

Privacy Statement

FACTS What Does Deutsche Asset Management Do With Your Personal Information?
Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share and protect your personal information. Please read this notice carefully to understand what we do.
What?

The types of personal information we collect and share can include:

Social Security number

Account balances

Purchase and transaction history

Bank account information

Contact information such as mailing address, e-mail address and telephone number

How? All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information, the reasons Deutsche Asset Management chooses to share and whether you can limit this sharing.
Reasons we can share your personal information Does Deutsche Asset Management share? Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders or legal investigations Yes No
For our marketing purposes — to offer our products and services to you Yes No
For joint marketing with other financial companies No We do not share
For our affiliates' everyday business purposes — information about your transactions and experiences No We do not share
For our affiliates' everyday business purposes — information about your creditworthiness No We do not share
For non-affiliates to market to you No We do not share
Questions? Call (800) 728-3337 or e-mail us at service@db.com
       

 

 
Who we are
Who is providing this notice? Deutsche AM Distributors, Inc; Deutsche Investment Management Americas Inc.; Deutsche AM Investor Services, Inc.; Deutsche AM Trust Company; the Deutsche Funds
What we do
How does Deutsche Asset Management protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does Deutsche Asset Management collect my personal information?

We collect your personal information, for example, when you:

open an account

give us your contact information

provide bank account information for ACH or wire transactions

tell us where to send money

seek advice about your investments

Why can't I limit all sharing?

Federal law gives you the right to limit only

sharing for affiliates' everyday business purposes — information about your creditworthiness

affiliates from using your information to market to you

sharing for non-affiliates to market to you

State laws and individual companies may give you additional rights to limit sharing.

Definitions
Affiliates Companies related by common ownership or control. They can be financial or non-financial companies. Our affiliates include financial companies with the DWS or Deutsche Bank ("DB") name, such as DB AG Frankfurt.
Non-affiliates

Companies not related by common ownership or control. They can be financial and non-financial companies.

Non-affiliates we share with include account service providers, service quality monitoring services, mailing service providers and verification services to help in the fight against money laundering and fraud.

Joint marketing A formal agreement between non-affiliated financial companies that together market financial products or services to you. Deutsche Asset Management does not jointly market.
Rev. 09/2016

Notes

Notes

Notes

Notes

Notes

SCC_backcover0

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES OF EACH OF THE LISTED FUNDS

 

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI ® Equity Dividend Fund

Deutsche Emerging Markets Equity Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche High Income Fund

Deutsche Latin America Equity Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund

Deutsche Real Estate Securities Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Short Duration Fund

Deutsche Short-Term Municipal Bond Fund

Deutsche Small Cap Core Fund

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche U.S. Bond Index Fund

Deutsche Unconstrained Income Fund

Deutsche World Dividend Fund

 

The following change is effective on September 7, 2017:

The following disclosure replaces existing disclosure under the “Class A NAV Sales” sub-heading under the “INVESTING IN THE FUNDS” section in each fund’s prospectus:

(12) Employer-sponsored retirement plans that are maintained by a fund at an omnibus level or are part of retirement plans or platforms offered by banks, broker-dealers, financial advisors or insurance companies or serviced by retirement recordkeepers (each, an “Employer-Sponsored Retirement Plan”). For purposes of this sales charge waiver, the term “Employer-Sponsored Retirement Plan” includes 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans, but does not include SEP IRAs, SIMPLE IRAs, or Salary Reduction Simplified Employee Pension Plans (SARSEPs) (each, an “Employer-Sponsored IRA”);

The following change is effective on August 7, 2017:

The following disclosure replaces existing disclosure under the “POLICIES ABOUT TRANSACTIONS” heading of the “INVESTING IN THE FUND” section in each fund’s prospectus, as applicable.

Class C to Class A or Institutional Class in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to such a program may potentially become eligible to invest in either Class A shares or Institutional Class shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares or Institutional Class shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares or Institutional Class shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares or Institutional Class shares of the same fund.

Class C to Class A or Class S in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to

 

July 7, 2017

PROSTKR-875


 

 
 

such a program may potentially become eligible to invest in either Class A shares or Class S shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares or Class S shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares or Class S shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares or Class S shares of the same fund.

Class C to Class A, Class S or Institutional Class in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to such a program may potentially become eligible to invest in either Class A shares, Class S shares or Institutional Class shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares, Class S shares or Institutional Class shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares, Class S shares or Institutional Class shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares, Class S shares or Institutional Class shares of the same fund.

Please Retain This Supplement for Future Reference

 

 

July 7, 2017

PROSTKR-875

 

2

 

 

                SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUS

                                   --------

                         Deutsche Small Cap Core Fund




The following replaces similar disclosure in the "Appendix - Hypothetical
Expense Summary" section of the fund's prospectus:


DEUTSCHE SMALL CAP CORE FUND - CLASS A





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.09%        -2.06%      $  9,793.52     $   679.74
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.34%         1.52%      $ 10,151.96     $   133.63
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.34%         5.24%      $ 10,523.52     $   138.53
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.34%         9.09%      $ 10,908.68     $   143.60
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.34%        13.08%      $ 11,307.94     $   148.85
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.34%        17.22%      $ 11,721.81     $   154.30
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.34%        21.51%      $ 12,150.83     $   159.95
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.34%        25.96%      $ 12,595.55     $   165.80
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.34%        30.57%      $ 13,056.55     $   171.87
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.34%        35.34%      $ 13,534.42     $   178.16
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 2,074.43
---                                                                  ----------


DEUTSCHE SMALL CAP CORE FUND - CLASS T





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.09%         1.31%       $ 10,131.23    $   358.35
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.38%         4.98%       $ 10,497.98    $   142.34
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.38%         8.78%       $ 10,878.00    $   147.49
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.38%        12.72%       $ 11,271.79    $   152.83
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.38%        16.80%       $ 11,679.82    $   158.37
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.38%        21.03%       $ 12,102.63    $   164.10
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.38%        25.41%       $ 12,540.75    $   170.04
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.38%        29.95%       $ 12,994.72    $   176.19
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.38%        34.65%       $ 13,465.13    $   182.57
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.38%        39.53%       $ 13,952.57    $   189.18
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,841.46
---                                                                  ----------


June 13, 2017
PROSTKR-883

                                                   Deutsche
                                                   Asset Management [DB Logo]






DEUTSCHE SMALL CAP CORE FUND - CLASS C





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.84%         3.16%       $ 10,316.00    $   186.91
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.12%         6.13%       $ 10,613.10    $   221.85
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.12%         9.19%       $ 10,918.76    $   228.24
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.12%        12.33%       $ 11,233.22    $   234.81
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.12%        15.57%       $ 11,556.74    $   241.57
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.12%        18.90%       $ 11,889.57    $   248.53
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.12%        22.32%       $ 12,231.99    $   255.69
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.12%        25.84%       $ 12,584.27    $   263.05
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.12%        29.47%       $ 12,946.70    $   270.63
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.12%        33.20%       $ 13,319.56    $   278.42
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,429.70
---                                                                  ----------


DEUTSCHE SMALL CAP CORE FUND - CLASS R6





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.79%         4.21%       $ 10,421.00    $    80.66
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.13%         8.24%       $ 10,824.29    $   120.04
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.13%        12.43%       $ 11,243.19    $   124.68
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.13%        16.78%       $ 11,678.30    $   129.51
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.13%        21.30%       $ 12,130.25    $   134.52
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.13%        26.00%       $ 12,599.70    $   139.72
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.13%        30.87%       $ 13,087.30    $   145.13
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.13%        35.94%       $ 13,593.78    $   150.75
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.13%        41.20%       $ 14,119.86    $   156.58
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.13%        46.66%       $ 14,666.30    $   162.64
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,344.23
---                                                                  ----------


June 13, 2017
PROSTKR-883
                                       2



DEUTSCHE SMALL CAP CORE FUND - INSTITUTIONAL CLASS





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.84%         4.16%       $ 10,416.00    $    85.75
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.06%         8.26%       $ 10,826.39    $   112.58
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.06%        12.53%       $ 11,252.95    $   117.02
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.06%        16.96%       $ 11,696.32    $   121.63
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.06%        21.57%       $ 12,157.15    $   126.42
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.06%        26.36%       $ 12,636.14    $   131.40
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.06%        31.34%       $ 13,134.01    $   136.58
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.06%        36.51%       $ 13,651.49    $   141.96
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.06%        41.89%       $ 14,189.36    $   147.56
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.06%        47.48%       $ 14,748.42    $   153.37
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,274.27
---                                                                  ----------


DEUTSCHE SMALL CAP CORE FUND - CLASS S





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.89%         4.11%       $ 10,411.00    $    90.83
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.12%         8.15%       $ 10,814.95    $   118.87
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.12%        12.35%       $ 11,234.57    $   123.48
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.12%        16.70%       $ 11,670.47    $   128.27
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.12%        21.23%       $ 12,123.28    $   133.25
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.12%        25.94%       $ 12,593.67    $   138.41
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.12%        30.82%       $ 13,082.30    $   143.79
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.12%        35.90%       $ 13,589.89    $   149.36
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.12%        41.17%       $ 14,117.18    $   155.16
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.12%        46.65%       $ 14,664.93    $   161.18
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,342.60
---                                                                  ----------


               Please Retain This Supplement for Future Reference


June 13, 2017
PROSTKR-883
                                       3

 

  

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUS


Deutsche Small Cap Core Fund

The following information replaces the existing similar disclosure in the “FEES AND EXPENSES OF THE FUND” section of the summary section of the fund’s prospectus: 

SHAREHOLDER FEES (paid directly from your investment) 

  A T C R6 INST S
Maximum sales charge (load) imposed on purchases, as % of offering price 5.75 2.50 None None None None
Maximum deferred sales charge (load), as % of redemption proceeds None None 1.00 None None None
Account Maintenance Fee (annually, for fund account balances below $10,000 and subject to certain exceptions) $20 None $20 None None $20

 

ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)

  A T C R6 INST S
Management fee 0.67 0.67 0.67 0.67 0.67 0.67
Distribution/service (12b-1) fees 0.22 0.25 1.00 None None None
Other expenses1 0.45 0.46 0.45 0.46 0.39 0.45
Total annual fund operating expenses 1.34 1.38 2.12 1.13 1.06 1.12
Fee waiver/expense reimbursement 0.25 0.29 0.28 0.34 0.22 0.23
Total annual fund operating expenses after fee waiver/expense reimbursement 1.09 1.09 1.84 0.79 0.84 0.89

 

1 ”Other expenses“ for Class T are based on estimated amounts for the current fiscal year.

The Advisor has contractually agreed through September 30, 2018 to waive its fees and/or reimburse fund expenses to the extent necessary to maintain the fund’s total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expenses) at 1.09%, 1.09%, 1.84%, 0.79%, 0.84% and 0.89% for Class A, Class T, Class C, Class R6, Institutional Class and Class S, respectively. The agreement may only be terminated with the consent of the fund’s Board.

EXAMPLE

This Example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the fund's operating expenses (including one year of capped expenses in each period) remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

Years A T C R6 INST S
1 $680 $358 $287 $81 $86 $91
3 952 648 637 325 315 333
5 1,244 959 1,113 589 563 595
10 2,074 1,841 2,430 1,344 1,274 1,343

You would pay the following expenses if you did not redeem your shares:

 

Years A T C R6 INST S
1 $680 $358 $187 $81 $86 $91
3 952 648 637 325 315 333
5 1,244 959 1,113 589 563 595
10 2,074 1,841 2,430 1,344 1,274 1,343

 

 

The following information replaces the existing similar disclosure relating to the fund under the “Management Fee” sub-heading of the “WHO MANAGES AND OVERSEES THE FUNDS” section of the fund’s prospectus:

 

For Deutsche Small Cap Core Fund, the Advisor has contractually agreed through September 30, 2018 to waive fees and/or reimburse fund expenses to the extent necessary to maintain the fund’s total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expenses) at 1.09%, 1.09%, 1.84%, 0.79%, 0.84% and 0.89% for Class A, Class T, Class C, Class R6, Institutional Class and Class S, respectively. The agreement may only be terminated with the consent of the fund’s Board.

 

 

June 7, 2017
PROSTKR-863

 

 

 
 

 

 

 

Please Retain This Supplement for Future Reference

 

June 7, 2017
PROSTKR-863

 

 

  2

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES, SUMMARY PROSPECTUSES AND
       STATEMENTS OF ADDITIONAL INFORMATION OF EACH OF THE LISTED FUNDS

                                   --------

Deutsche Core Equity Fund
Deutsche CROCI (Reg. TM) Equity Dividend Fund
Deutsche CROCI (Reg. TM) International Fund
Deutsche CROCI (Reg. TM) U.S. Fund
Deutsche Emerging Markets Equity Fund
Deutsche Enhanced Commodity Strategy Fund

Deutsche Global High Income Fund
Deutsche Global Infrastructure Fund
Deutsche Global Real Estate Securities Fund
Deutsche Global Small Cap Fund
Deutsche GNMA Fund
Deutsche High Income Fund

Deutsche Real Assets Fund
Deutsche Real Estate Securities Fund
Deutsche Short Duration Fund
Deutsche Small Cap Core Fund
Deutsche World Dividend Fund



As of June 5, 2017, Class T shares are available for purchase.






               Please Retain This Supplement for Future Reference


June 5, 2017
PRO_SAISTKR-340

                                                   Deutsche
                                                   Asset Management [DB Logo]





 

Supplement to the currently effective PROSPECTUS
     
     

Deutsche Small Cap Core Fund

______________________________________________________________________________________

 

The following information replaces the existing disclosure contained under the “Portfolio Manager(s)” sub-heading of the “MANAGEMENT” section of the summary section of the fund’s prospectus.

Joseph Axtell, CFA, Managing Director. Portfolio Manager of the fund. Began managing the fund in 2013.

Michael A. Sesser, CFA, Vice President. Portfolio Manager of the fund. Began managing the fund in 2013.

 

 

 

The following information replaces the existing disclosure for the fund contained under the “MANAGEMENT” sub-heading of the “FUND DETAILS” section of the fund’s prospectus.

Joseph Axtell, CFA, Managing Director. Portfolio Manager of the fund. Began managing the fund in 2013.

  · Joined Deutsche Asset Management in 2001 with 16 years of industry experience; previously, he served as a European Equities Portfolio Manager at Scudder Investments (which was later acquired by Deutsche Bank). Prior to joining, he worked as a Senior Analyst for International Equities at Merrill Lynch Investment Managers, as an International Research Analyst at PCM International and in various investment positions at Prudential Capital Corporation, Prudential-Bache Capital Funding and Prudential Equity Management Associates.
  · Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities: New York.
  · BS from Carlson School of Management, University of Minnesota.

Michael A. Sesser, CFA, Vice President. Portfolio Manager of the fund. Began managing the fund in 2013.

  · Joined Deutsche Asset Management in 2009.
  · Portfolio Manager and Equity Research Analyst: New York.
  · Previously, Business Intelligence Analyst, Corporate Executive Board (now owned by Gartner) from 2005-2007; Research Associate, Compass Lexecon (now owned by FTI Consulting) from 2003-2005.
  · BA in Ethics, Politics & Economics, Yale University; MBA (with distinction), Stephen M. Ross School of Business, University of Michigan.

 

 

Please Retain This Supplement for Future Reference

 

 

 

May 30, 2017

PROSTKR-849

 

 


               SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES

                                   --------

Deutsche California Tax-Free Income Fund
Deutsche Capital Growth Fund
Deutsche Core Equity Fund
Deutsche Core Fixed Income Fund
Deutsche CROCI (Reg. TM) International Fund
Deutsche CROCI (Reg. TM) Sector Opportunities Fund
Deutsche CROCI (Reg. TM) U.S. Fund
Deutsche Emerging Markets Equity Fund
Deutsche Emerging Markets Frontier Fund
Deutsche Enhanced Commodity Strategy Fund
Deutsche Enhanced Emerging Markets Fixed Income Fund
Deutsche Enhanced Global Bond Fund
Deutsche European Equity Fund
Deutsche Fixed Income Opportunities Fund
Deutsche Floating Rate Fund
Deutsche Global Equity Fund

Deutsche Global Growth Fund
Deutsche Global High Income Fund
Deutsche Global Income Builder Fund
Deutsche Global Inflation Fund
Deutsche Global Small Cap Fund
Deutsche GNMA Fund
Deutsche Gold & Precious Metals Fund
Deutsche Health and Wellness Fund
Deutsche High Income Fund
Deutsche Intermediate Tax/AMT Free Fund
Deutsche Latin America Equity Fund
Deutsche Large Cap Focus Growth Fund
Deutsche Managed Municipal Bond Fund
Deutsche Massachusetts Tax-Free Fund
Deutsche Mid Cap Growth Fund
Deutsche Money Market Prime Series
Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund
Deutsche Multi-Asset Moderate Allocation Fund
Deutsche New York Tax-Free Income Fund
Deutsche Real Assets Fund
Deutsche Science and Technology Fund
Deutsche Short Duration Fund
Deutsche Short-Term Municipal Bond Fund
Deutsche Small Cap Core Fund
Deutsche Small Cap Growth Fund
Deutsche Strategic Government Securities Fund
Deutsche Select Alternative Allocation Fund
Deutsche Strategic High Yield Tax-Free Fund
Deutsche Unconstrained Income Fund
Deutsche World Dividend Fund


Effective April 10, 2017, the following disclosure is added to the first
paragraph under the "Fees and Expenses of the Fund" section of the summary
section of each fund's prospectus.

Information about sales charge discounts and waivers that may be provided by
certain intermediaries is described under "Appendix B - Sales Charge Waivers
and Discounts Available Through Intermediaries," which has been added to the
fund's prospectus by supplement.

Effective April 10, 2017, "Appendix B, Sales Charge Waivers and Discounts
Available Through Intermediaries" is added to each fund's prospectus.


APPENDIX B

SALES CHARGE WAIVERS AND DISCOUNTS AVAILABLE THROUGH INTERMEDIARIES

The availability of certain sales charge waivers and discounts may depend on
whether you purchase your shares directly from the fund or through a financial
intermediary. Intermediaries may have different policies and procedures
regarding the availability of front-end sales load waivers or contingent
deferred (back-end) sales load ("CDSC") waivers. In all instances, it is the
shareholder's responsibility to notify the fund or the purchaser's financial
intermediary at the time of purchase of any relationship or other facts
qualifying the shareholder for sales charge waivers or discounts. For waivers
and discounts not available through a particular intermediary, shareholders
will have to purchase fund shares directly from the fund or through another
intermediary.

The financial intermediary sales charge waivers, discounts, policies or
procedures disclosed in this Appendix may vary from those disclosed elsewhere
in the fund's prospectus or SAI and are subject to change. This Appendix will
be updated based on information provided by the financial intermediaries.
Neither the fund, the Advisor nor the Distributor supervises the implementation
of financial intermediary sales charge waivers, discounts, policies or
procedures nor do they verify the intermediaries' administration of such
waivers, discounts, policies or procedures.


MERRILL LYNCH CLASS A AND C SALES CHARGE WAIVERS AND DISCOUNTS

Effective April 10, 2017, shareholders purchasing fund shares through a Merrill
Lynch platform or account will be eligible only for the following load waivers
(front-end sales charge waivers and contingent deferred, or back-end, sales
charge waivers) and discounts, which may differ from those disclosed elsewhere
in each fund's prospectus or SAI.


April 3, 2017
PROSTKR-799

                                                   Deutsche
                                                   Asset Management [DB Logo]







FRONT-END SALES LOAD WAIVERS ON CLASS A SHARES AVAILABLE AT MERRILL LYNCH

o     Employer-sponsored  retirement, deferred compensation and employee benefit
      plans  (including  health  savings accounts) and trusts used to fund those
      plans,  provided  that  the  shares  are  not  held  in a commission-based
      brokerage account and shares are held for the benefit of the plan

o     Shares purchased by or through a 529 Plan

o     Shares  purchased  through  a Merrill Lynch affiliated investment advisory
      program

o     Shares  purchased  by  third  party investment advisors on behalf of their
      advisory clients through Merrill Lynch's platform

o     Shares  of  funds  purchased  through the Merrill Lynch Edge Self-Directed
      platform (if applicable)

o     Shares  purchased  through reinvestment of capital gains distributions and
      dividend reinvestment when purchasing shares of the same fund (but not any
      other fund within the fund family)

o     Shares  exchanged  from Class C (i.e., level-load) shares of the same fund
      in the month of or following the 10-year anniversary of the purchase date

o     Employees   and   registered  representatives  of  Merrill  Lynch  or  its
      affiliates and their family members

o     Directors  or Trustees of the fund, and employees of the fund's investment
      adviser or any of its affiliates, as described in this prospectus

o     Shares  purchased  from  the  proceeds of redemptions within the same fund
      family,  provided  (1)  the repurchase occurs within 90 days following the
      redemption, (2) the redemption and purchase occur in the same account, and
      (3)  redeemed  shares  were  subject to a front-end or deferred sales load
      (known as Rights of Reinstatement)


CDSC WAIVERS ON CLASS A AND C SHARES AVAILABLE AT MERRILL LYNCH

o     Death or disability of the shareholder

o     Shares  sold  as  part of a systematic withdrawal plan as described in the
      fund's prospectus

o     Return of excess contributions from an IRA Account

o     Shares  sold  as  part  of  a  required  minimum  distribution for IRA and
      retirement accounts due to the shareholder reaching age 701/2

o     Shares  sold  to  pay  Merrill  Lynch  fees but only if the transaction is
      initiated by Merrill Lynch

o     Shares acquired through a right of reinstatement

o     Shares  held  in  retirement  brokerage accounts, that are exchanged for a
      lower  cost  share  class due to transfer to certain fee based accounts or
      platforms (applicable to A and C shares only)


FRONT-END LOAD DISCOUNTS AVAILABLE AT MERRILL LYNCH: BREAKPOINTS, RIGHTS OF
 ACCUMULATION & LETTERS OF INTENT

o     Breakpoints as described in this prospectus.

o     Rights  of  Accumulation  (ROA)  which  entitle shareholders to breakpoint
      discounts will be automatically calculated based on the aggregated holding
      of fund family assets held by accounts within the purchaser's household at
      Merrill  Lynch.  Eligible fund family assets not held at Merrill Lynch may
      be included in the ROA calculation only if the shareholder notifies his or
      her financial advisor about such assets

o     Letters  of  Intent  (LOI)  which  allow for breakpoint discounts based on
      anticipated  purchases within a fund family, through Merrill Lynch, over a
      13-month period of time (if applicable)



               Please Retain This Supplement for Future Reference


April 3, 2017
PROSTKR-799
                                       2



               SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES

                                   --------

Deutsche Capital Growth Fund
Deutsche Core Equity Fund
Deutsche Core Fixed Income Fund
Deutsche Emerging Markets Equity Fund
Deutsche Enhanced Emerging Markets Fixed Income Fund
Deutsche Enhanced Global Bond Fund
Deutsche Fixed Income Opportunities Fund
Deutsche Global Equity Fund

Deutsche Global High Income Fund
Deutsche Global Income Builder Fund
Deutsche Global Inflation Fund
Deutsche Global Small Cap Fund
Deutsche GNMA Fund
Deutsche Gold & Precious Metals Fund
Deutsche High Income Fund
Deutsche Latin America Equity Fund
Deutsche Mid Cap Growth Fund

Deutsche Science and Technology Fund
Deutsche Short Duration Fund
Deutsche Short-Term Municipal Bond Fund
Deutsche Small Cap Core Fund
Deutsche Small Cap Growth Fund
Deutsche Strategic Government Securities Fund
Deutsche Unconstrained Income Fund
Deutsche World Dividend Fund

ALL OF THE FOLLOWING CHANGES TO EACH OF THE FUND'S PROSPECTUSES ARE EFFECTIVE
ON APRIL 10, 2017:

The following disclosure is added in the "Class A NAV Sales" subsection of the
"CHOOSING A SHARE CLASS" section in each fund's prospectus:



(17) exchanging an investment in Class C shares of the fund for an investment
in Class A shares of the same fund pursuant to one of the exchange privileges
described in the prospectus.

The following disclosure is added in the "Class C Shares" subsection of the
"CHOOSING A SHARE CLASS" section in each fund's prospectus:



Shareholders who have held their Class C shares for 10 years or more may
request an exchange of their Class C shares for Class A shares in the same
fund. No sales charges or other charges will apply to any such exchanges. You
may be asked by your financial advisor or Shareholder Services for certain
documents to verify your eligibility for this exchange privilege. Shareholders
generally will not recognize a gain or loss for federal income tax purposes
upon the exchange of Class C shares for Class A shares in the same fund.

The following disclosure replaces the corresponding existing disclosure under
the "POLICIES ABOUT TRANSACTIONS" heading of the "INVESTING IN THE FUNDS"
section for the relevant classes in each fund's prospectus, as applicable.



CLASS A TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class A shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser, or who are transferring to such a program may
potentially become eligible to invest in Institutional Class shares by reason
of their participation in such a program. In such event, subject to the
discretion of the Distributor and the limitations noted below, such
shareholders may exchange their Class A shares for Institutional Class shares
of equal aggregate value of the same fund. No sales charges or other charges
will apply to any such exchange. Exchanges under this privilege will generally
be processed only as part of a pre-arranged, multiple-client transaction
through the particular financial services firm offering the comprehensive or
wrap program or other fee-based program where the Institutional Class shares
are available. DDI may agree with financial intermediaries to allow this
exchange privilege outside of pre-arranged, multiple client transactions.
Investors should contact their selling and/or servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class A shares of a fund for Institutional Class shares of the same fund.


CLASS A TO CLASS S IN THE SAME FUND EXCHANGE PRIVILEGE. Investors who have
invested in Class A shares through a comprehensive or "wrap" fee program, or
other fee-based program sponsored by a broker-dealer, bank or registered
investment adviser or who are transferring to such a program, may become
eligible to invest in Class S shares. Subject to the discretion of the
Distributor, such shareholders may exchange their Class A shares for Class S
shares of equal aggregate value of the same fund. No sales charges or other
charges will apply to any such exchanges. Investors should contact their
selling and/or servicing agents to learn more about the details of this
exchange feature. Shareholders generally will not recognize a gain or loss for
federal income tax purposes upon the exchange of Class A shares of a fund for
Class S shares of the same fund.


CLASS C TO CLASS A OR INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE.
Investors who either (i) have invested in Class C shares through a
comprehensive or "wrap" fee program or other fee-based program sponsored by a
broker-dealer, bank or registered investment adviser or (ii) have invested in
Class C shares and are in the process of transferring

March 1, 2017
PROSTKR-793

                                                   Deutsche
                                                   Asset Management [DB Logo]






their shares to such a program may potentially become eligible to invest in
either Class A shares or Institutional Class shares by reason of their
participation in such a program. In such event, subject to the discretion of
the Distributor and the limitations noted below, such shareholders may exchange
their Class C shares for Class A shares or Institutional Class shares (as
applicable) of equal aggregate value of the same fund. No sales charges or
other charges will apply to any such exchange. Exchanges under this privilege
will generally be processed only in instances where the accounts are not
currently subject to a CDSC and only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm offering the
comprehensive or wrap program or other fee-based program where the Class A
shares or Institutional Class shares are available. DDI may agree with
financial intermediaries to allow this exchange privilege for accounts
currently subject to a CDSC and outside of pre-arranged, multiple-client
transactions. In such situations, the financial intermediary may reimburse DDI
for a portion of any CDSC that DDI would have otherwise collected on the
transaction or a portion of the distribution fees previously advanced by DDI to
the financial intermediary in connection with the initial sale of the Class C
shares. Investors should contact their selling and/or servicing agents to learn
more about the details of this exchange feature. Shareholders generally will
not recognize a gain or loss for federal income tax purposes upon the exchange
of Class C shares of a fund for Class A shares or Institutional Class shares of
the same fund.


CLASS C TO CLASS A OR CLASS S IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who either (i) have invested in Class C shares through a comprehensive or
"wrap" fee program or other fee-based program sponsored by a broker-dealer,
bank or registered investment adviser or (ii) have invested in Class C shares
and are in the process of transferring their shares to such a program may
potentially become eligible to invest in either Class A shares or Class S
shares by reason of their participation in such a program. In such event,
subject to the discretion of the Distributor and the limitations noted below,
such shareholders may exchange their Class C shares for Class A shares or Class
S shares (as applicable) of equal aggregate value of the same fund. No sales
charges or other charges will apply to any such exchange. Exchanges under this
privilege will generally be processed only in instances where the accounts are
not currently subject to a CDSC and only as part of a pre-arranged,
multiple-client transaction through the particular financial services firm
offering the comprehensive or wrap program or other fee-based program where the
Class A shares or Class S shares are available. DDI may agree with financial
intermediaries to allow this exchange privilege for accounts currently subject
to a CDSC and outside of pre-arranged, multiple-client transactions. In such
situations, the financial intermediary may reimburse DDI for a portion of any
CDSC that DDI would have otherwise collected on the transaction or a portion of
the distribution fees previously advanced by DDI to the financial intermediary
in connection with the initial sale of the Class C shares. Investors should
contact their selling and/or servicing agents to learn more about the details
of this exchange feature. Shareholders generally will not recognize a gain or
loss for federal income tax purposes upon the exchange of Class C shares of a
fund for Class A shares or Class S shares of the same fund.


CLASS C TO CLASS A, CLASS S OR INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE
PRIVILEGE. Investors who either (i) have invested in Class C shares through a
comprehensive or "wrap" fee program or other fee-based program sponsored by a
broker-dealer, bank or registered investment adviser or (ii) have invested in
Class C shares and are in the process of transferring their shares to such a
program may potentially become eligible to invest in either Class A shares,
Class S shares or Institutional Class shares by reason of their participation
in such a program. In such event, subject to the discretion of the Distributor
and the limitations noted below, such shareholders may exchange their Class C
shares for Class A shares, Class S shares or Institutional Class shares (as
applicable) of equal aggregate value of the same fund. No sales charges or
other charges will apply to any such exchange. Exchanges under this privilege
will generally be processed only in instances where the accounts are not
currently subject to a CDSC and only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm offering the
comprehensive or wrap program or other fee-based program where the Class A
shares, Class S shares or Institutional Class shares are available. DDI may
agree with financial intermediaries to allow this exchange privilege for
accounts currently subject to a CDSC and outside of pre-arranged,
multiple-client transactions. In such situations, the financial intermediary
may reimburse DDI for a portion of any CDSC that DDI would have otherwise
collected on the transaction or a portion of the distribution fees previously
advanced by DDI to the financial intermediary in connection with the initial
sale of the Class C shares. Investors should contact their selling and/or
servicing agents to learn more about the details of this exchange feature.
Shareholders generally will not recognize a gain or loss for federal income tax
purposes upon the exchange of Class C shares of a fund for Class A shares,
Class S shares or Institutional Class shares of the same fund.


March 1, 2017
PROSTKR-793
                                       2



CLASS S TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class S shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser or who are transferring to such a program may
potentially become eligible to invest in Institutional Class shares by reason
of their participation in such a program. In such event, subject to the
discretion of the Distributor and the limitations noted below, such
shareholders may exchange their Class S shares for Institutional Class shares
of equal aggregate value of the same fund. No sales charges or other charges
will apply to any such exchange. Exchanges under this privilege will generally
be processed only as part of a pre-arranged, multiple-client transaction
through the particular financial services firm offering the comprehensive or
wrap program or other fee-based program where the Institutional Class shares
are available. DDI may agree with financial intermediaries to allow this
exchange privilege outside of pre-arranged, multiple-client transactions.
Investors should contact their selling and/or servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class S shares of a fund for Institutional Class shares of the same fund.


               Please Retain This Supplement for Future Reference


March 1, 2017
PROSTKR-793
                                       3




Deutsche
Asset Management



Prospectus
February 1, 2017








Deutsche Capital Growth Fund
CLASS/TICKER                  A   SDGAX    T   SDGUX    C   SDGCX    R   SDGRX    R6   SDGZX    INST   SDGTX    S   SCGSX



..............................................................................





Deutsche Core Equity Fund
CLASS/TICKER              A   SUWAX   T   SUWUX   C   SUWCX   R   SUWTX




Deutsche Core Equity Fund
CLASS/TICKER              R6   SUWZX   INST   SUWIX   S   SCDGX



..............................................................................





Deutsche Mid Cap Growth Fund
CLASS/TICKER                  A   SMCAX    T   SMCTX    C   SMCCX    INST   BTEAX    S   SMCSX



..............................................................................





Deutsche Small Cap Core Fund
CLASS/TICKER                  A   SZCAX    T   SZCTX    C   SZCCX    R6   SZCRX    INST   SZCIX    S   SSLCX



..............................................................................





Deutsche Small Cap Growth Fund
CLASS/TICKER                    A   SSDAX    T   SSDVX    C   SSDCX    R   SSDGX    R6   SSDZX    INST   SSDIX    S   SSDSX




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



                                                                       [DB Logo]







[GRAPHIC APPEARS HERE]



Table of Contents









DEUTSCHE CAPITAL GROWTH FUND
Investment Objective...............................  1
Fees and Expenses of the Fund......................  1
Principal Investment Strategy......................  2
Main Risks.........................................  2
Past Performance...................................  3
Management.........................................  4
Purchase and Sale of Fund Shares...................  4
Tax Information....................................  5
Payments to Broker-Dealers and
Other Financial Intermediaries.....................  5
DEUTSCHE CORE EQUITY FUND
Investment Objective...............................  6
Fees and Expenses of the Fund......................  6
Principal Investment Strategy......................  7
Main Risks.........................................  7
Past Performance...................................  8
Management.........................................  9
Purchase and Sale of Fund Shares...................  9
Tax Information....................................  9
Payments to Broker-Dealers and
Other Financial Intermediaries.....................  9
DEUTSCHE MID CAP GROWTH FUND
Investment Objective............................... 10
Fees and Expenses of the Fund...................... 10
Principal Investment Strategy...................... 11
Main Risks......................................... 11
Past Performance................................... 12
Management......................................... 13
Purchase and Sale of Fund Shares................... 13
Tax Information.................................... 13
Payments to Broker-Dealers and
Other Financial Intermediaries..................... 13





DEUTSCHE SMALL CAP CORE FUND
Investment Objective............................... 14
Fees and Expenses of the Fund...................... 14
Principal Investment Strategy...................... 15
Main Risks......................................... 15
Past Performance................................... 16
Management......................................... 16
Purchase and Sale of Fund Shares................... 17
Tax Information.................................... 17
Payments to Broker-Dealers and
Other Financial Intermediaries..................... 17
DEUTSCHE SMALL CAP GROWTH FUND
Investment Objective............................... 18
Fees and Expenses of the Fund...................... 18
Principal Investment Strategy...................... 19
Main Risks......................................... 19
Past Performance................................... 20
Management......................................... 21
Purchase and Sale of Fund Shares................... 21
Tax Information.................................... 22
Payments to Broker-Dealers and
Other Financial Intermediaries..................... 22
FUND DETAILS
Additional Information About Fund Strategies and
Risks.............................................. 23
Deutsche Capital Growth Fund....................... 23
Deutsche Core Equity Fund.......................... 25
Deutsche Mid Cap Growth Fund....................... 28
Deutsche Small Cap Core Fund....................... 31
Deutsche Small Cap Growth Fund..................... 33
Other Policies and Risks........................... 36
Who Manages and Oversees the Funds................. 36
Management......................................... 38







INVESTING IN THE FUNDS
Choosing a Share Class............................. 40
Buying, Exchanging and Selling Class A, Class C,
Institutional Class and Class S Shares............. 46
How to Buy Shares.................................. 47
How to Exchange Shares............................. 48
How to Sell Shares................................. 48
How to Buy and Sell Class T Shares................. 49
How to Buy, Sell and Exchange Class R Shares....... 49
How to Buy, Sell and Exchange Class R6 Shares...... 50
Financial Intermediary Support Payments (not
applicable to Class R6)............................ 50
Policies You Should Know About..................... 51
Policies About Transactions........................ 51
How each Fund Calculates Share Price............... 55
Other Rights We Reserve............................ 56
Understanding Distributions and Taxes.............. 56
FINANCIAL HIGHLIGHTS............................... 59
APPENDIX........................................... 76
Hypothetical Expense Summary....................... 76
Additional Index Information....................... 92




-------------------------------------------------------------------------------
YOUR INVESTMENT IN A FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY  THE  FEDERAL  DEPOSIT  INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY,
ENTITY OR PERSON.
-------------------------------------------------------------------------------



Deutsche
Asset Management
                                                                       [DB Logo]





Deutsche Capital Growth Fund




INVESTMENT OBJECTIVE


The fund seeks to provide long-term growth of capital.



FEES AND EXPENSES OF THE FUND



These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 40), and
Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).



SHAREHOLDER FEES (paid directly from your investment)





                                  A           T          C       R      R6    INST      S
                         ----------  ----------  ---------  ------  ------  ------  -----

Maximum sales
charge (load) imposed
on purchases, as % of
offering price                5.75       2.50      None     None    None    None    None
------------------------      ----       ----      --       ------  ------  ------  ---
Maximum deferred
sales charge (load), as
% of redemption
proceeds                    None        None     1.00       None    None    None    None
------------------------    ------      -----    ----       ------  ------  ------  ---
Account Maintenance
Fee (annually, for fund
account balances
below $10,000 and
subject to certain
exceptions)                $   20       None     $20        None    None    None    $20
------------------------   -------      -----    ----       ------  ------  ------  ---



ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)





                              A          T          C          R          R6        INST           S
                      ---------  ---------  ---------  ---------  ----------  ----------  ----------

Management fee            0.46       0.46       0.46       0.46       0.46        0.46        0.46
---------------------     ----       ----       ----       ----       ----        ----        ----
Distribution/service
(12b-1) fees              0.23       0.25       1.00       0.50      None        None        None
---------------------     ----       ----       ----       ----      -----       -----       -----
Other expenses1           0.28       0.31       0.33       0.41       0.21        0.24        0.25
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES        0.97       1.02       1.79       1.37       0.67        0.70        0.71
---------------------     ----       ----       ----       ----      -----       -----       -----




(1)"Other expenses" for Class T are based on estimated amounts for the current
fiscal year.



EXAMPLE

This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:






YEARS           A         T         C         R      R6    INST       S
-------  --------  --------  --------  --------  ------  ------  ------

1        $ 668     $ 351     $ 282     $ 139     $68     $72     $73
--       -----     -----     -----     -----     ---     ---     ---
3          866       567       563       434     214     224     227
--       -----     -----     -----     -----     ---     ---     ---
5        1,080       799       970       750     373     390     395
--       -----     -----     -----     -----     ---     ---     ---
10       1,696     1,467     2,105     1,646     835     871     883
--       -----     -----     -----     -----     ---     ---     ---



You would pay the following expenses if you did not redeem your shares:






YEARS           A         T         C         R      R6    INST       S
-------  --------  --------  --------  --------  ------  ------  ------

1        $ 668     $ 351     $ 182     $ 139     $68     $72     $73
--       -----     -----     -----     -----     ---     ---     ---
3          866       567       563       434     214     224     227
--       -----     -----     -----     -----     ---     ---     ---
5        1,080       799       970       750     373     390     395
--       -----     -----     -----     -----     ---     ---     ---
10       1,696     1,467     2,105     1,646     835     871     883
--       -----     -----     -----     -----     ---     ---     ---



                                       1
PROSPECTUS February 1, 2017                       Deutsche Capital Growth Fund


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.



Portfolio turnover rate for fiscal year 2016: 33%.




PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. The fund normally invests at least 65% of total assets in
equities, mainly common stocks of US companies. The fund generally focuses on
established companies that are similar in size to the companies in the S&P 500
(Reg. TM) Index (generally 500 of the largest companies in the US) or the
Russell 1000 (Reg. TM) Growth Index (generally those stocks among the 1,000
largest US companies that have relatively higher price-to-earnings ratios and
higher forecasted growth values). While the market capitalization ranges of the
S&P 500 (Reg. TM) Index and Russell 1000 (Reg. TM) Growth Index change
throughout the year, as of December 31, 2016, the S&P 500 (Reg. TM) Index had a
market capitalization range of $2.82 billion and $618 billion and the Russell
1000 (Reg. TM) Growth Index had a market capitalization range of $643 million
and $618 billion. The S&P 500 (Reg. TM) Index is rebalanced after the market
close on the third Friday of the quarter-ending month, and the Russell 1000
(Reg. TM) Growth Index is reconstituted annually every June. Although the fund
can invest in companies of any size, the fund intends to invest primarily in
companies whose market capitalizations fall within the normal range of these
indexes. The fund may also invest in other types of equity securities such as
preferred stocks or convertible securities. The fund may also invest to a
limited extent in companies outside the US.



MANAGEMENT PROCESS. Portfolio management aims to add value through stock
selection. In choosing securities, portfolio management employs a risk-balanced
bottom-up selection process to identify companies it believes are
well-positioned and that have above average and sustainable growth potential.


Portfolio management utilizes a proprietary investment process designed to
identify attractive investments by utilizing proprietary research conducted by
in-house analysts. The investment process also takes into consideration various
valuation metrics to assess the attractiveness of stocks and assists portfolio
management in devising allocations among investable securities.


All investment decisions are made within risk parameters set by portfolio
management. Portfolio management may favor different types of securities from
different industries and companies at different times.


Portfolio management will normally sell a stock when its price fully reflects
portfolio management's estimate of its fundamental value, its fundamentals have
deteriorated, other investments offer better opportunities or in the course of
adjusting the fund's exposure to a given sector.


DERIVATIVES. Portfolio management generally may use futures contracts, which
are a type of derivative (a contract whose value is based on, for example,
indices, currencies or securities), as a substitute for direct investment in a
particular asset class, to keep cash on hand to meet shareholder redemptions or
for other needs while maintaining exposure to the stock market.


The fund may also use other types of derivatives (i) for hedging purposes; (ii)
for risk management; (iii) for non-hedging purposes to seek to enhance
potential gains; or (iv) as a substitute for direct investment in a particular
asset class or to keep cash on hand to meet shareholder redemptions.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.



                                       2
PROSPECTUS February 1, 2017                       Deutsche Capital Growth Fund


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.



Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of Institutional Class shares adjusted to reflect the
higher expenses and applicable sales charges of Class T.




                                       3
PROSPECTUS February 1, 2017                       Deutsche Capital Growth Fund


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]











  2007        2008       2009       2010       2011       2012       2013       2014       2015      2016
  11.98       -32.98     25.57      15.87       -5.21     15.33      33.98      12.45      8.08      3.65









                    RETURNS    PERIOD ENDING

 BEST QUARTER      16.27%      March 31, 2012
 WORST QUARTER     -21.28%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.






                                      CLASS           1           5         10
                                  INCEPTION        YEAR       YEARS      YEARS
                                -----------  ----------  ----------  ---------

CLASS A before tax              6/25/2001        -2.31       12.90       6.62
------------------------------  ---------       ------       -----       ----
  After tax on distribu-
  tions                                          -4.17       10.83       5.62
  After tax on distribu-
  tions and sale of fund
  shares                                         0.21        10.31       5.34
------------------------------  ---------       ------       -----       ----
CLASS T before tax               2/1/2017        1.02        13.63       6.99
------------------------------  ---------       ------       -----       ----
CLASS C before tax              6/25/2001        2.79        13.34       6.40
------------------------------  ---------       ------       -----       ----
CLASS R before tax              11/3/2003        3.25        13.80       6.90
------------------------------  ---------       ------       -----       ----
INST CLASS before tax           8/19/2002        3.94        14.57       7.60
------------------------------  ---------       ------       -----       ----
CLASS S before tax              7/14/2000        3.92        14.54       7.54
------------------------------  ---------       ------       -----       ----
RUSSELL 1000 (Reg. TM) GROWTH
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                        7.08        14.50       8.33
------------------------------  ---------       ------       -----       ----








                                      CLASS          1       SINCE
                                  INCEPTION       YEAR   INCEPTION
                                -----------  ---------  ----------

CLASS R6 before tax             8/25/2014        3.97       7.08
------------------------------  ---------        ----       ----
RUSSELL 1000 (Reg. TM) GROWTH
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                        7.08       7.16
------------------------------  ---------        ----       ----



MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

SEBASTIAN P. WERNER, PHD, VICE PRESIDENT. Portfolio Manager of the fund. Began
managing the fund in 2016.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R               None              N/A         N/A             N/A
--           -----                ----       -----            ----
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for Class
R, Class R6 and Institutional Class shares. The minimum additional investment
in all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



Class T shares are only available through certain financial intermediaries.
Class R and Class R6 shares are generally available only to certain retirement
plans, which may have their own policies or instructions for buying and selling




                                       4
PROSPECTUS February 1, 2017                       Deutsche Capital Growth Fund


fund shares. Institutional Class shares are generally available only to
qualified institutions. Class S shares are only available to a limited group of
investors.


TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       5
PROSPECTUS February 1, 2017                       Deutsche Capital Growth Fund



Deutsche
Asset Management
                                                                       [DB Logo]






Deutsche Core Equity Fund




INVESTMENT OBJECTIVE


The fund seeks long-term growth of capital, current income and growth of
income.



FEES AND EXPENSES OF THE FUND



These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 40), and
Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).



SHAREHOLDER FEES (paid directly from your investment)





                                  A           T          C       R      R6    INST      S
                         ----------  ----------  ---------  ------  ------  ------  -----

Maximum sales
charge (load) imposed
on purchases, as % of
offering price                5.75       2.50      None     None    None    None    None
------------------------      ----       ----      --       ------  ------  ------  ---
Maximum deferred
sales charge (load), as
% of redemption
proceeds                    None        None     1.00       None    None    None    None
------------------------    ------      -----    ----       ------  ------  ------  ---
Account Maintenance
Fee (annually, for fund
account balances
below $10,000 and
subject to certain
exceptions)                $   20       None     $20        None    None    None    $20
------------------------   -------      -----    ----       ------  ------  ------  ---



ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)





                              A          T          C          R          R6        INST           S
                      ---------  ---------  ---------  ---------  ----------  ----------  ----------

Management fee            0.35       0.35       0.35       0.35       0.35        0.35        0.35
---------------------     ----       ----       ----       ----       ----        ----        ----
Distribution/service
(12b-1) fees              0.24       0.25       0.99       0.50      None        None        None
---------------------     ----       ----       ----       ----      -----       -----       -----
Other expenses1           0.29       0.30       0.30       0.41       0.15        0.21        0.23
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES        0.88       0.90       1.64       1.26       0.50        0.56        0.58
---------------------     ----       ----       ----       ----      -----       -----       -----




(1)"Other expenses" for Class T are based on estimated amounts for the current
fiscal year.



EXAMPLE

This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:






YEARS           A         T         C         R      R6    INST       S
-------  --------  --------  --------  --------  ------  ------  ------

1        $ 660     $ 340     $ 267     $ 128     $51     $57     $59
--       -----     -----     -----     -----     ---     ---     ---
3          840       530       517       400     160     179     186
--       -----     -----     -----     -----     ---     ---     ---
5        1,035       736       892       692     280     313     324
--       -----     -----     -----     -----     ---     ---     ---
10       1,597     1,330     1,944     1,523     628     701     726
--       -----     -----     -----     -----     ---     ---     ---



You would pay the following expenses if you did not redeem your shares:






YEARS           A         T         C         R      R6    INST       S
-------  --------  --------  --------  --------  ------  ------  ------

1        $ 660     $ 340     $ 167     $ 128     $51     $57     $59
--       -----     -----     -----     -----     ---     ---     ---
3          840       530       517       400     160     179     186
--       -----     -----     -----     -----     ---     ---     ---
5        1,035       736       892       692     280     313     324
--       -----     -----     -----     -----     ---     ---     ---
10       1,597     1,330     1,944     1,523     628     701     726
--       -----     -----     -----     -----     ---     ---     ---



                                       6
PROSPECTUS February 1, 2017                          Deutsche Core Equity Fund


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.



Portfolio turnover rate for fiscal year 2016: 27%.




PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
total assets, determined at the time of purchase, in equities, mainly common
stocks. For purposes of this 80% investment limitation, the term total assets
is defined as net assets, plus the amount of any borrowings for investment
purposes. Although the fund can invest in companies of any size and from any
country, it invests primarily in large US companies. Portfolio management may
favor securities from different industries and companies at different times.


MANAGEMENT PROCESS. In choosing stocks, portfolio management uses proprietary
quantitative models to identify and acquire holdings for the fund. The
quantitative models are research based and identify primarily fundamental
factors, including valuation, momentum, profitability, earnings and sales
growth, which have been effective sources of return historically. These are
dynamic models with different factor weights for different industry groupings.
The fund's portfolio is constructed based on this quantitative process that
strives to maximize returns while maintaining a risk profile similar to the
fund's benchmark index.


Portfolio management may sell a security when its quantitative model indicates
that other investments are more attractive, when the company no longer meets
performance or risk expectations, or to maintain portfolio characteristics
similar to the fund's benchmark.


All investment decisions are made within risk parameters set by portfolio
management. The factors considered and models used by portfolio management may
be adjusted from time to time and may favor different types of securities from
different industries and companies at different times.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small



                                       7
PROSPECTUS February 1, 2017                          Deutsche Core Equity Fund


companies, less information about them is available to investors. Industry-wide
reversals may have a greater impact on small companies, since they may lack the
financial resources of larger companies. Small company stocks are typically
less liquid than large company stocks.

FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of Class S shares adjusted to reflect the higher
expenses and applicable sales charges of Class T.


The performance figures for Class R shares prior to class inception are based
on the historical performance of Class S shares, adjusted to reflect the higher
expenses of Class R shares.


Prior to May 31, 2013, the fund had a sub-advisor and a different investment
management team that operated with a different investment strategy. Performance
would have been different if the fund's current investment strategy had been in
effect.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]











  2007       2008       2009       2010       2011       2012       2013       2014       2015      2016
  0.47       -38.74     33.70      13.71       -0.46     15.40      36.84      11.26      4.85      10.04









                    RETURNS    PERIOD ENDING

 BEST QUARTER      18.25%      September 30, 2009
 WORST QUARTER     -21.99%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.






                                      CLASS          1           5         10
                                  INCEPTION       YEAR       YEARS      YEARS
                               ------------  ---------  ----------  ---------

CLASS A before tax               8/2/1999        3.71       13.82       5.93
-----------------------------  ----------       -----       -----       ----
  After tax on distribu-
  tions                                          2.08       11.95       4.52
  After tax on distribu-
  tions and sale of fund
  shares                                         3.39       10.67       4.42
-----------------------------  ----------       -----       -----       ----
CLASS T before tax               2/1/2017        7.30       14.57       6.30
-----------------------------  ----------       -----       -----       ----
CLASS C before tax             12/29/2000        9.22       14.30       5.74
-----------------------------  ----------       -----       -----       ----
CLASS R before tax               5/1/2012        9.62       14.62       6.18
-----------------------------  ----------       -----       -----       ----
INST CLASS before tax           8/19/2002       10.38       15.60       7.03
-----------------------------  ----------       -----       -----       ----
CLASS S before tax              5/31/1929       10.40       15.53       6.92
-----------------------------  ----------       -----       -----       ----
RUSSELL 1000 (Reg. TM) INDEX
(reflects no deduction for
fees, expenses or taxes)                        12.05       14.69       7.08
-----------------------------  ----------       -----       -----       ----





                                       8
PROSPECTUS February 1, 2017                          Deutsche Core Equity Fund






                                     CLASS           1       SINCE
                                 INCEPTION        YEAR   INCEPTION
                               -----------  ----------  ----------

CLASS R6 before tax            8/25/2014        10.49       7.83
-----------------------------  ---------        -----       ----
RUSSELL 1000 (Reg. TM) INDEX
(reflects no deduction for
fees, expenses or taxes)                        12.05       7.09
-----------------------------  ---------        -----       ----



MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

PANKAJ BHATNAGAR, PHD, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.


ARNO V. PUSKAR, DIRECTOR. Portfolio Manager of the fund. Began managing the
fund in 2016.


DI KUMBLE, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2016.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R               None              N/A         N/A             N/A
--           -----                ----       -----            ----
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for Class
R, Class R6 and Institutional Class shares. The minimum additional investment
in all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET




The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



Class T shares are only available through certain financial intermediaries.
Class R and Class R6 shares are generally available only to certain retirement
plans, which may have their own policies or instructions for buying and selling
fund shares. Institutional Class shares are generally available only to
qualified institutions. Class S shares are only available to a limited group of
investors.




TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       9
PROSPECTUS February 1, 2017                          Deutsche Core Equity Fund



Deutsche
Asset Management
                                                                       [DB Logo]





Deutsche Mid Cap Growth Fund




INVESTMENT OBJECTIVE


The fund seeks long-term capital growth.



FEES AND EXPENSES OF THE FUND



These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 40), and
Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).



SHAREHOLDER FEES (paid directly from your investment)





                                              A           T          C    INST      S
                                     ----------  ----------  ---------  ------  -----

Maximum sales charge (load)
imposed on purchases, as % of
offering price                            5.75       2.50      None     None    None
------------------------------------      ----       ----      --       ------  ---
Maximum deferred sales charge
(load), as % of redemption proceeds     None        None     1.00       None    None
------------------------------------    ------      -----    ----       ------  ---
Account Maintenance Fee (annually,
for fund account balances below
$10,000 and subject to certain
exceptions)                            $   20       None     $20        None    $20
------------------------------------   -------      -----    ----       ------  ---



ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)





                                           A          T          C        INST           S
                                   ---------  ---------  ---------  ----------  ----------

Management fee                         0.65       0.65       0.65       0.65        0.65
----------------------------------     ----       ----       ----       ----        ----
Distribution/service (12b-1) fees      0.23       0.25       1.00      None        None
----------------------------------     ----       ----       ----      -----       -----
Other expenses1                        0.40       0.37       0.49       0.31        0.35
----------------------------------     ----       ----       ----      -----       -----
TOTAL ANNUAL FUND OPERATING
EXPENSES                               1.28       1.27       2.14       0.96        1.00
----------------------------------     ----       ----       ----      -----       -----
Fee waiver/expense reimbursement       0.04       0.03       0.15       0.00        0.01
----------------------------------     ----       ----       ----      -----       -----
TOTAL ANNUAL FUND OPERATING
EXPENSES AFTER FEE WAIVER/EXPENSE
REIMBURSEMENT                          1.24       1.24       1.99       0.96        0.99
----------------------------------     ----       ----       ----      -----       -----




(1)"Other expenses" for Class T are based on estimated amounts for the current
fiscal year.

The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.24%, 1.24%, 1.99% and 0.99% for Class A, Class T, Class C and
Class S, respectively. The agreement may only be terminated with the consent of
the fund's Board.



EXAMPLE


This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
(including one year of capped expenses in each period for Class A, Class T,
Class C and Class S) remain the same. Although your actual costs may be higher
or lower, based on these assumptions your costs would be:







YEARS           A         T         C      INST         S
-------  --------  --------  --------  --------  --------

1        $ 694     $ 373     $ 302     $  98     $ 101
--       -----     -----     -----     -----     -----
3          954       640       656       306       317
--       -----     -----     -----     -----     -----
5        1,233       927     1,135       531       551
--       -----     -----     -----     -----     -----
10       2,028     1,743     2,461     1,178     1,224
--       -----     -----     -----     -----     -----



You would pay the following expenses if you did not redeem your shares:






YEARS           A         T         C      INST         S
-------  --------  --------  --------  --------  --------

1        $ 694     $ 373     $ 202     $  98     $ 101
--       -----     -----     -----     -----     -----
3          954       640       656       306       317
--       -----     -----     -----     -----     -----
5        1,233       927     1,135       531       551
--       -----     -----     -----     -----     -----
10       2,028     1,743     2,461     1,178     1,224
--       -----     -----     -----     -----     -----



                                       10
PROSPECTUS February 1, 2017                       Deutsche Mid Cap Growth Fund


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.



Portfolio turnover rate for fiscal year 2016: 60%.




PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
its assets, determined at the time of purchase, in companies with market caps
within the market capitalization range of the Russell Midcap (Reg. TM) Growth
Index or securities with equity characteristics that provide exposure to those
companies. For purposes of this 80% investment limitation, the term assets is
defined as net assets, plus the amount of any borrowings for investment
purposes. While the market capitalization range of the Russell Midcap (Reg. TM)
Growth Index changes throughout the year, as of December 31, 2016, the market
capitalization range of the Russell Midcap (Reg. TM) Growth Index was between
approximately $643 million and $57.59 billion. The Russell Midcap (Reg. TM)
Growth Index is reconstituted annually in June. The fund's equity investments
are mainly common stocks, but may also include other types of equity securities
such as preferred stocks or convertible securities. The fund may invest up to
20% of its assets in stocks and other securities of companies based outside the
US, including those in emerging markets.



MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies.


Company research is significant to the investment process. Portfolio management
uses a "bottom-up" approach to picking securities, focusing on stocks portfolio
management believes to be undervalued, but with fast-growing earnings and
superior intermediate to long-term performance potential.


Portfolio management emphasizes individual selection of stocks of medium-sized
companies across economic sectors, early in their growth cycles and which
portfolio management believes to have the potential to be the blue chips of the
future. Portfolio management generally seeks companies that it believes have a
leading or dominant position in their niche markets, a high rate of return on
invested capital and the ability to finance a major part of future growth from
internal sources.


Portfolio management follows a disciplined selling process that seeks to lessen
risk, and will normally sell a stock when its price reaches portfolio
management's expectations or portfolio management believes that there is a
material change in the company's fundamentals, other investments offer better
opportunities or in an effort to readjust the weighted average market
capitalization of the fund.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the



                                       11
PROSPECTUS February 1, 2017                       Deutsche Mid Cap Growth Fund


fund's investments or prevent the fund from realizing the full value of its
investments. In June 2016, citizens of the United Kingdom approved a referendum
to leave the European Union (EU), creating economic and political uncertainty.
Significant uncertainty exists regarding the timing of the United Kingdom's
anticipated withdrawal from the EU and the effects such withdrawal may have on
the United Kingdom, other EU countries and the global economy.

Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


EMERGING MARKETS RISK. Foreign investment risks are greater in emerging markets
than in developed markets. Investments in emerging markets are often considered
speculative.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of Institutional Class shares adjusted to reflect the
higher expenses and applicable sales charges of Class T.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]










  2007       2008       2009       2010       2011       2012      2013       2014       2015       2016
  7.92       -50.13     41.13      30.85       -4.22     8.59      34.93      10.94       -6.76     4.96









                    RETURNS    PERIOD ENDING

 BEST QUARTER      21.32%      June 30, 2009
 WORST QUARTER     -32.68%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.



                                       12
PROSPECTUS February 1, 2017                       Deutsche Mid Cap Growth Fund






                                  CLASS           1          5         10
                              INCEPTION        YEAR      YEARS      YEARS
                           ------------  ----------  ---------  ---------

CLASS A before tax          6/28/2002        -1.07       8.44       3.62
-------------------------  ----------       ------      -----       ----
  After tax on distribu-
  tions                                      -2.02       6.93       2.64
  After tax on distribu-
  tions and sale of fund
  shares                                     0.24        6.69       2.93
-------------------------  ----------       ------      -----       ----
CLASS T before tax           2/1/2017        2.38        9.18       3.99
-------------------------  ----------       ------      -----       ----
CLASS C before tax          6/28/2002        4.13        8.87       3.41
-------------------------  ----------       ------      -----       ----
INST CLASS before tax      10/12/1993        5.33       10.07       4.58
-------------------------  ----------       ------      -----       ----
CLASS S before tax           2/1/2005        5.23       10.02       4.52
-------------------------  ----------       ------      -----       ----
RUSSELL MIDCAP (Reg. TM)
GROWTH INDEX (reflects
no deduction for fees,
expenses or taxes)                           7.33       13.51       7.83
-------------------------  ----------       ------      -----       ----



MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2006.


RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2008.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                          AUTOMATIC
                                         UGMAS/          INVESTMENT
              NON-IRA            IRAS     UTMAS               PLANS
         ------------  --------------  --------  ------------------

A T C        1,000            500       1,000             500
-------      -----            ---       -----             ---
INST     1,000,000           N/A         N/A             N/A
-------  ---------           ----       -----            ----
S            2,500          1,000       1,000           1,000
-------  ---------          -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for
Institutional Class shares. The minimum additional investment in all other
instances is $50.

TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



Class T shares are only available through certain financial intermediaries.
Institutional Class shares are generally available only to qualified
institutions. Class S shares are only available to a limited group of
investors.




TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


                                       13
PROSPECTUS February 1, 2017                       Deutsche Mid Cap Growth Fund



Deutsche
Asset Management
                                                                       [DB Logo]





Deutsche Small Cap Core Fund




INVESTMENT OBJECTIVE


The fund seeks to provide long-term capital growth.



FEES AND EXPENSES OF THE FUND



These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 40), and
Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).



SHAREHOLDER FEES (paid directly from your investment)





                                         A           T          C      R6    INST      S
                                ----------  ----------  ---------  ------  ------  -----

Maximum sales charge (load)
imposed on purchases, as %
of offering price                    5.75       2.50      None     None    None    None
-------------------------------      ----       ----      --       ------  ------  ---
Maximum deferred sales
charge (load), as % of
redemption proceeds                None        None     1.00       None    None    None
-------------------------------    ------      -----    ----       ------  ------  ---
Account Maintenance Fee
(annually, for fund account
balances below $10,000 and
subject to certain exceptions)    $   20       None     $20        None    None    $20
-------------------------------   -------      -----    ----       ------  ------  ---



ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)





                                      A          T          C          R6        INST           S
                              ---------  ---------  ---------  ----------  ----------  ----------

Management fee                    0.67       0.67       0.67       0.67        0.67        0.67
-----------------------------     ----       ----       ----       ----        ----        ----
Distribution/service (12b-1)
fees                              0.22       0.25       1.00      None        None        None
-----------------------------     ----       ----       ----      -----       -----       -----
Other expenses1                   0.45       0.46       0.45       0.46        0.39        0.45
-----------------------------     ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND OPERATING
EXPENSES                          1.34       1.38       2.12       1.13        1.06        1.12
-----------------------------     ----       ----       ----      -----       -----       -----
Fee waiver/expense reim-
bursement                         0.08       0.12       0.11       0.12        0.05        0.11
-----------------------------     ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND OPERATING
EXPENSES AFTER FEE WAIVER/
EXPENSE REIMBURSEMENT             1.26       1.26       2.01       1.01        1.01        1.01
-----------------------------     ----       ----       ----      -----       -----       -----




(1)"Other expenses" for Class T are based on estimated amounts for the current
fiscal year.

The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding extraordinary expenses, taxes,
brokerage and interest expense) at ratios no higher than 1.26%, 1.26%, 2.01%,
1.01%, 1.01% and 1.01% for Class A, Class T, Class C, Class R6, Institutional
Class and Class S, respectively. The agreement may only be terminated with the
consent of the fund's Board.



EXAMPLE


This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
(including one year of capped expenses in each period for each class) remain
the same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:




                                       14
PROSPECTUS February 1, 2017                       Deutsche Small Cap Core Fund






YEARS           A         T         C        R6      INST         S
-------  --------  --------  --------  --------  --------  --------

1        $ 696     $ 375     $ 304     $ 103     $ 103     $ 103
--       -----     -----     -----     -----     -----     -----
3          968       665       653       347       332       345
--       -----     -----     -----     -----     -----     -----
5        1,260       975     1,129       611       580       606
--       -----     -----     -----     -----     -----     -----
10       2,088     1,856     2,443     1,364     1,290     1,353
--       -----     -----     -----     -----     -----     -----



You would pay the following expenses if you did not redeem your shares:






YEARS           A         T         C        R6      INST         S
-------  --------  --------  --------  --------  --------  --------

1        $ 696     $ 375     $ 204     $ 103     $ 103     $ 103
--       -----     -----     -----     -----     -----     -----
3          968       665       653       347       332       345
--       -----     -----     -----     -----     -----     -----
5        1,260       975     1,129       611       580       606
--       -----     -----     -----     -----     -----     -----
10       2,088     1,856     2,443     1,364     1,290     1,353
--       -----     -----     -----     -----     -----     -----



PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.



Portfolio turnover rate for fiscal year 2016: 51%.




PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
common stocks of small US companies with potential for above-average long-term

capital growth. These companies are similar in size to the companies in the
Russell 2000 (Reg. TM) Index (generally the 2,000 smallest companies out of the
3,000 largest companies in the US). While the market capitalization range of
the Russell 2000 (Reg. TM) Index changes throughout the year, as of December
31, 2016, the market capitalization range of the Russell 2000 (Reg. TM) Index
was between $9 million and $10.5 billion. The Russell 2000 (Reg. TM) Index is
reconstituted annually every June.



The fund intends to invest in companies whose market capitalizations fall
within the normal range of the Russell 2000 (Reg. TM) Index. While the fund
invests primarily in common stocks, it may invest up to 20% of its total assets
in US government securities. The fund may also invest in other types of equity
securities such as preferred stocks or convertible securities.


MANAGEMENT PROCESS. Portfolio management uses an active process that combines
financial analysis with an assessment of corporate strategy and management
quality. Portfolio management focuses on stocks that they believe are
undervalued relative to their intrinsic worth. Portfolio management considers
various fundamental factors including, but not limited to, free cash flow yield
and return on invested capital in seeking to identify undervalued securities.


Portfolio management generally seeks companies that it believes have high
returns on invested capital, strong corporate governance practices and
conservative accounting. Portfolio management prefers companies that
demonstrate sustainable and growing cash flows. The fund's portfolio is
assembled on a stock-by-stock basis and sector weights are not predetermined by
a benchmark.


Portfolio management will normally sell a stock when its price reaches
portfolio management's expectations or portfolio management believes there has
been a deterioration in the company's fundamental value. A stock may also be
sold when portfolio management believes that other investments offer better
opportunities.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.



                                       15
PROSPECTUS February 1, 2017                       Deutsche Small Cap Core Fund


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of Class S shares adjusted to reflect the higher
expenses and applicable sales charges of Class T.


Class R6 and Institutional Class are new classes of shares and therefore do not
have a full calendar year of performance available.


Prior to May 31, 2013, the fund had a sub-advisor and a different investment
management team that operated with a different investment strategy. Performance
would have been different if the fund's current investment strategy had been in
effect.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]










   2007        2008       2009       2010       2011       2012       2013       2014      2015       2016
  -11.66       -38.48     28.87      20.67       -2.59     17.59      42.38      1.72       -2.05     24.37









                    RETURNS    PERIOD ENDING

 BEST QUARTER      18.96%      September 30, 2009
 WORST QUARTER     -27.55%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.






                                     CLASS           1           5         10
                                 INCEPTION        YEAR       YEARS      YEARS
                               -----------  ----------  ----------  ---------

CLASS A before tax             6/25/2001        17.22       14.35       4.88
-----------------------------  ---------        -----       -----       ----
  After tax on distribu-
  tions                                         17.12       13.24       3.93
  After tax on distribu-
  tions and sale of fund
  shares                                         9.83       11.21       3.54
-----------------------------  ---------        -----       -----       ----
CLASS T before tax              2/1/2017        21.19       15.05       5.17
-----------------------------  ---------        -----       -----       ----
CLASS C before tax             6/25/2001        23.45       14.85       4.70
-----------------------------  ---------        -----       -----       ----
CLASS S before tax             7/14/2000        24.69       16.01       5.77
-----------------------------  ---------        -----       -----       ----
RUSSELL 2000 (Reg. TM) INDEX
(reflects no deduction for
fees, expenses or taxes)                        21.31       14.46       7.07
-----------------------------  ---------        -----       -----       ----



MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.



                                       16
PROSPECTUS February 1, 2017                       Deutsche Small Cap Core Fund


RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.


MICHAEL A. SESSER, CFA, VICE PRESIDENT. Portfolio Manager of the fund. Began
managing the fund in 2013.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for
Institutional Class and Class R6 shares. The minimum additional investment in
all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



Class T shares are only available through certain financial intermediaries.
Class R6 shares are generally available only to certain retirement plans, which
may have their own policies or instructions for buying and selling fund shares.
Institutional Class shares are generally available only to qualified
institutions. Class S shares are only available to a limited group of
investors.




TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       17
PROSPECTUS February 1, 2017                       Deutsche Small Cap Core Fund



Deutsche
Asset Management
                                                                       [DB Logo]





Deutsche Small Cap Growth Fund




INVESTMENT OBJECTIVE


The fund seeks long-term capital growth.



FEES AND EXPENSES OF THE FUND



These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 40), and
Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).



SHAREHOLDER FEES (paid directly from your investment)





                                  A           T          C       R      R6    INST      S
                         ----------  ----------  ---------  ------  ------  ------  -----

Maximum sales
charge (load) imposed
on purchases, as % of
offering price                5.75       2.50      None     None    None    None    None
------------------------      ----       ----      --       ------  ------  ------  ---
Maximum deferred
sales charge (load), as
% of redemption
proceeds                    None        None     1.00       None    None    None    None
------------------------    ------      -----    ----       ------  ------  ------  ---
Account Maintenance
Fee (annually, for fund
account balances
below $10,000 and
subject to certain
exceptions)                $   20       None     $20        None    None    None    $20
------------------------   -------      -----    ----       ------  ------  ------  ---



ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)





                              A          T          C          R          R6        INST           S
                      ---------  ---------  ---------  ---------  ----------  ----------  ----------

Management fee            0.65       0.65       0.65       0.65       0.65        0.65        0.65
---------------------     ----       ----       ----       ----       ----        ----        ----
Distribution/service
(12b-1) fees              0.24       0.25       1.00       0.50      None        None        None
---------------------     ----       ----       ----       ----      -----       -----       -----
Other expenses1           0.48       0.45       0.49       0.54       0.31        0.34        0.51
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES        1.37       1.35       2.14       1.69       0.96        0.99        1.16
---------------------     ----       ----       ----       ----      -----       -----       -----
Fee waiver/expense
reimbursement             0.20       0.18       0.22       0.27       0.04        0.07        0.24
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES
AFTER FEE WAIVER/
EXPENSE
REIMBURSEMENT             1.17       1.17       1.92       1.42       0.92        0.92        0.92
---------------------     ----       ----       ----       ----      -----       -----       -----




(1)"Other expenses" for Class T are based on estimated amounts for the current
fiscal year.

The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.17%, 1.17%, 1.92%, 1.42%, 0.92%, 0.92% and 0.92% for Class A,
Class T, Class C, Class R, Class R6, Institutional Class and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board.



EXAMPLE


This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
(including one year of capped expenses in each period for each class) remain
the same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:




                                       18
PROSPECTUS February 1, 2017                     Deutsche Small Cap Growth Fund






YEARS           A         T         C         R        R6      INST         S
-------  --------  --------  --------  --------  --------  --------  --------

1        $ 687     $ 366     $ 295     $ 145     $  94     $  94     $  94
--       -----     -----     -----     -----     -----     -----     -----
3          965       650       649       506       302       308       345
--       -----     -----     -----     -----     -----     -----     -----
5        1,264       954     1,129       892       527       540       615
--       -----     -----     -----     -----     -----     -----     -----
10       2,110     1,818     2,455     1,975     1,174     1,207     1,388
--       -----     -----     -----     -----     -----     -----     -----



You would pay the following expenses if you did not redeem your shares:






YEARS           A         T         C         R        R6      INST         S
-------  --------  --------  --------  --------  --------  --------  --------

1        $ 687     $ 366     $ 195     $ 145     $  94     $  94     $  94
--       -----     -----     -----     -----     -----     -----     -----
3          965       650       649       506       302       308       345
--       -----     -----     -----     -----     -----     -----     -----
5        1,264       954     1,129       892       527       540       615
--       -----     -----     -----     -----     -----     -----     -----
10       2,110     1,818     2,455     1,975     1,174     1,207     1,388
--       -----     -----     -----     -----     -----     -----     -----



PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.



Portfolio turnover rate for fiscal year 2016: 50%.




PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
its assets, determined at the time of purchase, in stocks and other securities
with equity characteristics of US smaller capitalization companies. For
purposes of this 80% investment limitation, the term assets is defined as net
assets, plus the amount of any borrowings for investment purposes, and the
small capitalization equity universe is defined as the bottom 20% of the total
domestic equity market capitalization (at the time of initial investment),
using a minimum market capitalization of $10 million. As of December 31, 2016,
companies in which the fund typically invests have a market capitalization
range of between $9 million and $10.5 billion. The fund may also invest in
other types of equity securities such as preferred stocks or convertible
securities. The fund may invest up to 20% of its assets in the stocks of non-US
companies, including those in emerging markets, and large capitalization
stocks.



MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies.


Company research is significant to the investment process. Portfolio management
uses a "bottom-up" approach to picking securities, focusing on stocks that it
believes have superior growth prospects and above average intermediate to
long-term performance potential.


Portfolio management emphasizes individual selection of small company stocks
across all economic sectors, early in their growth cycles and which portfolio
management believes to have the potential to be the blue chips of the future.
Portfolio management generally seeks companies it believes have a leading or
dominant position in their niche markets, a high rate of return on invested
capital and the ability to finance a major part of future growth from internal
sources. Portfolio management also looks for estimated above-average growth in
revenues and earnings and a balance sheet that portfolio management believes
can support this growth potential with sufficient working capital and
manageable levels of debt.


Portfolio management follows a disciplined selling process that seeks to lessen
risk, and will normally sell a stock when its price reaches portfolio
management's expectations, portfolio management believes there is a material
change in the company's fundamentals, other investments offer better
opportunities or in an effort to readjust the weighted average market
capitalization of the fund.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to



                                       19
PROSPECTUS February 1, 2017                     Deutsche Small Cap Growth Fund


investors. Industry-wide reversals may have a greater impact on small
companies, since they may lack the financial resources of larger companies.
Small company stocks are typically less liquid than large company stocks.

GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


EMERGING MARKETS RISK. Foreign investment risks are greater in emerging markets
than in developed markets. Investments in emerging markets are often considered
speculative.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of Institutional Class shares adjusted to reflect the
higher expenses and applicable sales charges of Class T.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]










  2007       2008       2009       2010       2011      2012       2013       2014      2015       2016
  5.63       -50.39     39.93      29.69      2.67      11.08      44.19      2.44       -2.51     8.56









                    RETURNS    PERIOD ENDING

 BEST QUARTER      25.24%      June 30, 2009
 WORST QUARTER     -32.52%     December 31, 2008


                                       20
PROSPECTUS February 1, 2017                     Deutsche Small Cap Growth Fund


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.






                                       CLASS          1           5         10
                                   INCEPTION       YEAR       YEARS      YEARS
                                ------------  ---------  ----------  ---------

CLASS A before tax               6/28/2002        2.32       10.36       4.80
------------------------------  ----------       -----       -----       ----
  After tax on distribu-
  tions                                           2.32        9.16       4.16
  After tax on distribu-
  tions and sale of fund
  shares                                          1.31        8.39       3.88
------------------------------  ----------       -----       -----       ----
CLASS T before tax                2/1/2017        5.80       11.10       5.14
------------------------------  ----------       -----       -----       ----
CLASS C before tax               6/28/2002        7.76       10.84       4.63
------------------------------  ----------       -----       -----       ----
INST CLASS before tax           12/20/2004        8.91       12.07       5.79
------------------------------  ----------       -----       -----       ----
CLASS S before tax              12/20/2004        8.87       11.95       5.68
------------------------------  ----------       -----       -----       ----
RUSSELL 2000 (Reg. TM) GROWTH
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                        11.32       13.74       7.76
------------------------------  ----------       -----       -----       ----








                                      CLASS          1       SINCE
                                  INCEPTION       YEAR   INCEPTION
                                -----------  ---------  ----------

CLASS R before tax               5/1/2012        8.32       9.74
------------------------------  ---------       -----      -----
RUSSELL 2000 (Reg. TM) GROWTH
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                       11.32      12.16
------------------------------  ---------       -----      -----
CLASS R6 before tax             8/25/2014        8.95       4.03
------------------------------  ---------       -----      -----
RUSSELL 2000 (Reg. TM) GROWTH
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                       11.32       6.62
------------------------------  ---------       -----      -----



MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2006.


RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2008.


PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R               None              N/A         N/A             N/A
--           -----                ----       -----            ----
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for Class
R, Class R6 and Institutional Class shares. The minimum additional investment
in all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



Class T shares are only available through certain financial intermediaries.
Class R and Class R6 shares are generally available only to certain retirement
plans, which may have their own policies or instructions for buying and selling
fund shares. Institutional Class shares are generally available only to
qualified institutions. Class S shares are only available to a limited group of
investors.




                                       21
PROSPECTUS February 1, 2017                     Deutsche Small Cap Growth Fund


TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       22
PROSPECTUS February 1, 2017                     Deutsche Small Cap Growth Fund



[GRAPHIC APPEARS HERE]



Fund Details



ADDITIONAL INFORMATION ABOUT FUND STRATEGIES AND RISKS


     Deutsche Capital Growth Fund

INVESTMENT OBJECTIVE


The fund seeks to provide long-term growth of capital.



PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. The fund normally invests at least 65% of total assets in
equities, mainly common stocks of US companies. The fund generally focuses on
established companies that are similar in size to the companies in the S&P 500
(Reg. TM) Index (generally 500 of the largest companies in the US) or the
Russell 1000 (Reg. TM) Growth Index (generally those stocks among the 1,000
largest US companies that have relatively higher price-to-earnings ratios and
higher forecasted growth values). While the market capitalization ranges of the
S&P 500 (Reg. TM) Index and Russell 1000 (Reg. TM) Growth Index change
throughout the year, as of December 31, 2016, the S&P 500 (Reg. TM) Index had a
market capitalization range of $2.82 billion and $618 billion and the Russell
1000 (Reg. TM) Growth Index had a market capitalization range of $643 million
and $618 billion. The S&P 500 (Reg. TM) Index is rebalanced after the market
close on the third Friday of the quarter-ending month, and the Russell 1000
(Reg. TM) Growth Index is reconstituted annually every June. Although the fund
can invest in companies of any size, the fund intends to invest primarily in
companies whose market capitalizations fall within the normal range of these
indexes. The fund may also invest in other types of equity securities such as
preferred stocks or convertible securities. The fund may also invest to a
limited extent in companies outside the US.



MANAGEMENT PROCESS. Portfolio management aims to add value through stock
selection. In choosing securities, portfolio management employs a risk-balanced
bottom-up selection process to identify companies it believes are
well-positioned and that have above average and sustainable growth potential.


Portfolio management utilizes a proprietary investment process designed to
identify attractive investments by utilizing proprietary research conducted by
in-house analysts. The investment process also takes into consideration various
valuation metrics to assess the attractiveness of stocks and assists portfolio
management in devising allocations among investable securities.


All investment decisions are made within risk parameters set by portfolio
management. Portfolio management may favor different types of securities from
different industries and companies at different times.


Portfolio management will normally sell a stock when its price fully reflects
portfolio management's estimate of its fundamental value, its fundamentals have
deteriorated, other investments offer better opportunities or in the course of
adjusting the fund's exposure to a given sector.


DERIVATIVES. Portfolio management generally may use futures contracts, which
are a type of derivative (a contract whose value is based on, for example,
indices, currencies or securities), as a substitute for direct investment in a
particular asset class, to keep cash on hand to meet shareholder redemptions or
for other needs while maintaining exposure to the stock market.


The fund may also use other types of derivatives (i) for hedging purposes; (ii)
for risk management; (iii) for non-hedging purposes to seek to enhance
potential gains; or (iv) as a substitute for direct investment in a particular
asset class or to keep cash on hand to meet shareholder redemptions.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as



                                       23
PROSPECTUS February 1, 2017                                       Fund Details


groups of companies. In addition, movements in financial markets may adversely
affect a stock's price, regardless of how well the company performs. The market
as a whole may not favor the types of investments the fund makes, which could
affect the fund's ability to sell them at an attractive price. To the extent
the fund invests in a particular capitalization or sector, the fund's
performance may be affected by the general performance of that particular
capitalization or sector.

GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.


A growth company may fail to fulfill apparent promise or may be eclipsed by
competitors or its products or its services may be rendered obsolete by new
technologies. Growth stocks also typically lack the dividends associated with
value stocks that might otherwise cushion investors from the effects of
declining stock prices. In addition, growth stocks selected for investment by
portfolio management may not perform as anticipated.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance.



                                       24
PROSPECTUS February 1, 2017                                       Fund Details


Also, there may be delays in recovery of securities loaned or even a loss of
rights in the collateral should the borrower of the securities fail financially
while holding the security.

COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.


     Deutsche Core Equity Fund

INVESTMENT OBJECTIVE


The fund seeks long-term growth of capital, current income and growth of
income.



                                       25
PROSPECTUS February 1, 2017                                       Fund Details


PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
total assets, determined at the time of purchase, in equities, mainly common
stocks. For purposes of this 80% investment limitation, the term total assets
is defined as net assets, plus the amount of any borrowings for investment
purposes. Although the fund can invest in companies of any size and from any
country, it invests primarily in large US companies. Portfolio management may
favor securities from different industries and companies at different times.


MANAGEMENT PROCESS. In choosing stocks, portfolio management uses proprietary
quantitative models to identify and acquire holdings for the fund. The
quantitative models are research based and identify primarily fundamental
factors, including valuation, momentum, profitability, earnings and sales
growth, which have been effective sources of return historically. These are
dynamic models with different factor weights for different industry groupings.
The fund's portfolio is constructed based on this quantitative process that
strives to maximize returns while maintaining a risk profile similar to the
fund's benchmark index.


Portfolio management may sell a security when its quantitative model indicates
that other investments are more attractive, when the company no longer meets
performance or risk expectations, or to maintain portfolio characteristics
similar to the fund's benchmark.


All investment decisions are made within risk parameters set by portfolio
management. The factors considered and models used by portfolio management may
be adjusted from time to time and may favor different types of securities from
different industries and companies at different times.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches



                                       26
PROSPECTUS February 1, 2017                                       Fund Details


portfolio management's estimate of its value. For the same reason, it may at
times be difficult to value the fund's foreign investments.

MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.



                                       27
PROSPECTUS February 1, 2017                                       Fund Details


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.


     Deutsche Mid Cap Growth Fund

INVESTMENT OBJECTIVE


The fund seeks long-term capital growth.



PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
its assets, determined at the time of purchase, in companies with market caps
within the market capitalization range of the Russell Midcap (Reg. TM) Growth
Index or securities with equity characteristics that provide exposure to those
companies. For purposes of this 80% investment limitation, the term assets is
defined as net assets, plus the amount of any borrowings for investment
purposes. While the market capitalization range of the Russell Midcap (Reg. TM)
Growth Index changes throughout the year, as of December 31, 2016, the market
capitalization range of the Russell Midcap (Reg. TM) Growth Index was between
approximately $643 million and $57.59 billion. The Russell Midcap (Reg. TM)
Growth Index is reconstituted annually in June. The fund's equity investments
are mainly common stocks, but may also include other types of equity securities
such as preferred stocks or convertible securities. The fund may invest up to
20% of its assets in stocks and other securities of companies based outside the
US, including those in emerging markets.



MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies.


Company research is significant to the investment process. Portfolio management
uses a "bottom-up" approach to picking securities, focusing on stocks portfolio
management believes to be undervalued, but with fast-growing earnings and
superior intermediate to long-term performance potential.


Portfolio management emphasizes individual selection of stocks of medium-sized
companies across economic sectors, early in their growth cycles and which
portfolio management believes to have the potential to be the blue chips of the
future. Portfolio management generally seeks companies that it believes have a
leading or dominant position in their niche markets, a high rate of return on
invested capital and the ability to finance a major part of future growth from
internal sources.


Portfolio management follows a disciplined selling process that seeks to lessen
risk, and will normally sell a stock when its price reaches portfolio
management's expectations or portfolio management believes that there is a
material change in the company's fundamentals, other investments offer better
opportunities or in an effort to readjust the weighted average market
capitalization of the fund.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



                                       28
PROSPECTUS February 1, 2017                                       Fund Details


MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.


A growth company may fail to fulfill apparent promise or may be eclipsed by
competitors or its products or its services may be rendered obsolete by new
technologies. Growth stocks also typically lack the dividends associated with
value stocks that might otherwise cushion investors from the effects of
declining stock prices. In addition, growth stocks selected for investment by
portfolio management may not perform as anticipated.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


EMERGING MARKETS RISK. Foreign investment risks are greater in emerging markets
than in developed markets. Investments in emerging markets are often considered
speculative.


Emerging market countries typically have economic and political systems that
are less developed, and can be expected to be less stable than developed
markets. For example, the economies of such countries can be subject to rapid
and unpredictable rates of inflation or deflation.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.



                                       29
PROSPECTUS February 1, 2017                                       Fund Details


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.



                                       30
PROSPECTUS February 1, 2017                                       Fund Details


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.


     Deutsche Small Cap Core Fund

INVESTMENT OBJECTIVE


The fund seeks to provide long-term capital growth.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
common stocks of small US companies with potential for above-average long-term

capital growth. These companies are similar in size to the companies in the
Russell 2000 (Reg. TM) Index (generally the 2,000 smallest companies out of the
3,000 largest companies in the US). While the market capitalization range of
the Russell 2000 (Reg. TM) Index changes throughout the year, as of December
31, 2016, the market capitalization range of the Russell 2000 (Reg. TM) Index
was between $9 million and $10.5 billion. The Russell 2000 (Reg. TM) Index is
reconstituted annually every June.



The fund intends to invest in companies whose market capitalizations fall
within the normal range of the Russell 2000 (Reg. TM) Index. While the fund
invests primarily in common stocks, it may invest up to 20% of its total assets
in US government securities. The fund may also invest in other types of equity
securities such as preferred stocks or convertible securities.


MANAGEMENT PROCESS. Portfolio management uses an active process that combines
financial analysis with an assessment of corporate strategy and management
quality. Portfolio management focuses on stocks that they believe are
undervalued relative to their intrinsic worth. Portfolio management considers
various fundamental factors including, but not limited to, free cash flow yield
and return on invested capital in seeking to identify undervalued securities.


Portfolio management generally seeks companies that it believes have high
returns on invested capital, strong corporate governance practices and
conservative accounting. Portfolio management prefers companies that
demonstrate sustainable and growing cash flows. The fund's portfolio is
assembled on a stock-by-stock basis and sector weights are not predetermined by
a benchmark.


Portfolio management will normally sell a stock when its price reaches
portfolio management's expectations or portfolio management believes there has
been a deterioration in the company's fundamental value. A stock may also be
sold when portfolio management believes that other investments offer better
opportunities.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.



                                       31
PROSPECTUS February 1, 2017                                       Fund Details


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of



                                       32
PROSPECTUS February 1, 2017                                       Fund Details


securities held by the fund, which could have material adverse consequences for
such issuers, and may cause the fund's investments to lose value. Furthermore,
as a result of cyber-attacks, disruptions, or failures, an exchange or market
may close or issue trading halts on specific securities or the entire market,
which may result in the fund being, among other things, unable to buy or sell
certain securities or financial instruments or unable to accurately price its
investments.

While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.


     Deutsche Small Cap Growth Fund

INVESTMENT OBJECTIVE


The fund seeks long-term capital growth.



PRINCIPAL INVESTMENT STRATEGY



MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
its assets, determined at the time of purchase, in stocks and other securities
with equity characteristics of US smaller capitalization companies. For
purposes of this 80% investment limitation, the term assets is defined as net
assets, plus the amount of any borrowings for investment purposes, and the
small capitalization equity universe is defined as the bottom 20% of the total
domestic equity market capitalization (at the time of initial investment),
using a minimum market capitalization of $10 million. As of December 31, 2016,
companies in which the fund typically invests have a market capitalization
range of between $9 million and $10.5 billion. The fund may also invest in
other types of equity securities such as preferred stocks or convertible
securities. The fund may invest up to 20% of its assets in the stocks of non-US
companies, including those in emerging markets, and large capitalization
stocks.



MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies.


Company research is significant to the investment process. Portfolio management
uses a "bottom-up" approach to picking securities, focusing on stocks that it
believes have superior growth prospects and above average intermediate to
long-term performance potential.


Portfolio management emphasizes individual selection of small company stocks
across all economic sectors, early in their growth cycles and which portfolio
management believes to have the potential to be the blue chips of the future.
Portfolio management generally seeks companies it believes have a leading or
dominant position in their niche markets, a high rate of return on invested
capital and the ability to finance a major part of future growth from internal
sources. Portfolio management also looks for estimated above-average growth in
revenues and earnings and a balance sheet that portfolio management believes
can support this growth potential with sufficient working capital and
manageable levels of debt.


Portfolio management follows a disciplined selling process that seeks to lessen
risk, and will normally sell a stock when its price reaches portfolio
management's expectations, portfolio management believes there is a material
change in the company's fundamentals, other investments offer better
opportunities or in an effort to readjust the weighted average market
capitalization of the fund.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes,



                                       33
PROSPECTUS February 1, 2017                                       Fund Details


which could affect the fund's ability to sell them at an attractive price. To
the extent the fund invests in a particular capitalization or sector, the
fund's performance may be affected by the general performance of that
particular capitalization or sector.

SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


GROWTH INVESTING RISK. As a category, growth stocks may underperform value
stocks (and the stock market as a whole) over any period of time. Because the
prices of growth stocks are based largely on the expectation of future
earnings, growth stock prices can decline rapidly and significantly in reaction
to negative news about such factors as earnings, the economy, political
developments, or other news.


A growth company may fail to fulfill apparent promise or may be eclipsed by
competitors or its products or its services may be rendered obsolete by new
technologies. Growth stocks also typically lack the dividends associated with
value stocks that might otherwise cushion investors from the effects of
declining stock prices. In addition, growth stocks selected for investment by
portfolio management may not perform as anticipated.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


EMERGING MARKETS RISK. Foreign investment risks are greater in emerging markets
than in developed markets. Investments in emerging markets are often considered
speculative.


Emerging market countries typically have economic and political systems that
are less developed, and can be expected to be less stable than developed
markets. For example, the economies of such countries can be subject to rapid
and unpredictable rates of inflation or deflation.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.



                                       34
PROSPECTUS February 1, 2017                                       Fund Details


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.



                                       35
PROSPECTUS February 1, 2017                                       Fund Details


OTHER POLICIES AND RISKS


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

o  Although major changes tend to be infrequent, each fund's Board could change
   a fund's investment objective without seeking shareholder approval. A
   fund's Board will provide shareholders with at least 60 days' notice prior
   to making any changes to the 80% investment policy of Deutsche Core Equity
   Fund, Deutsche Mid Cap Growth Fund, Deutsche Small Cap Core Fund or
   Deutsche Small Cap Growth Fund as described herein.

o  When, in the Advisor's opinion, it is advisable to adopt a temporary
   defensive position because of unusual and adverse or other market
   conditions, up to 100% of each fund's assets may be held in cash or
   invested in money market securities or other short-term investments.
   Short-term investments consist of (1) foreign and domestic obligations of
   sovereign governments and their agencies and instrumentalities, authorities
   and political subdivisions; (2) other short-term high quality rated debt
   securities or, if unrated, determined to be of comparable quality in the
   opinion of the Advisor; (3) commercial paper; (4) bank obligations,
   including negotiable certificates of deposit, time deposits and bankers'
   acceptances; and (5) repurchase agreements. Short-term investments may also
   include shares of money market mutual funds. To the extent a fund invests
   in such instruments, the fund will not be pursuing its investment
   objective. However, portfolio management may choose to not use these
   strategies for various reasons, even in volatile market conditions.

o  Each fund may trade actively. This could raise transaction costs (thus
   lowering return) and could mean increased taxable distributions to
   shareholders and distributions that will be taxable to shareholders at
   higher federal income tax rates.

o  Certain Deutsche funds-of-funds and certain non-affiliated funds-of-funds
   are permitted to invest in Deutsche Capital Growth Fund, Deutsche Core
   Equity Fund, Deutsche Small Cap Core Fund and Deutsche Small Cap Growth
   Fund. As a result, a fund may have large inflows or outflows of cash from
   time to time. This could have adverse effects on a fund's performance if a
   fund were required to sell securities or invest cash at times when it
   otherwise would not do so. This activity could also accelerate the
   realization of capital gains and increase a fund's transaction costs.


FOR MORE INFORMATION

This prospectus doesn't tell you about every policy or risk of investing in
each fund. If you want more information on each fund's allowable securities and
investment practices and the characteristics and risks of each one, you may
want to request a copy of the Statement of Additional Information (the back
cover tells you how to do this).


Keep in mind that there is no assurance that a fund will achieve its investment
objective.


A complete list of each fund's portfolio holdings as of the month-end is posted
on deutschefunds.com on or after the last day of the following month. More
frequent posting of portfolio holdings information may be made from time to
time on deutschefunds.com. The posted portfolio holdings information is
available by fund and generally remains accessible at least until the date on
which a fund files its Form N-CSR or N-Q with the Securities and Exchange
Commission for the period that includes the date as of which the posted
information is current. In addition, each fund's top ten equity holdings and
other fund information is posted on deutschefunds.com as of the calendar
quarter-end on or after the 10th calendar day following quarter-end. Each
fund's Statement of Additional Information includes a description of a fund's
policies and procedures with respect to the disclosure of a fund's portfolio
holdings.



WHO MANAGES AND OVERSEES THE FUNDS


THE INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), with
headquarters at 345 Park Avenue, New York, NY 10154, is the investment advisor
for each fund. Under the oversight of the Board, the Advisor, or the subadvisor
makes investment decisions, buys and sells securities for each fund and
conducts research that leads to these purchase and sale decisions. The Advisor
is an indirect, wholly-owned subsidiary of Deutsche Bank AG. Deutsche Bank AG
is a major global banking institution that is engaged in a wide range of
financial services, including investment management, mutual funds, retail,
private and commercial banking, investment banking and insurance. The Advisor
and its predecessors have more than 80 years of experience managing mutual
funds and provide a full range of global investment advisory services to
institutional and retail clients.


Deutsche Asset Management represents the asset management activities conducted
by Deutsche Bank AG or any of its subsidiaries, including the Advisor and
Deutsche AM Distributors, Inc. ("DDI" or the "Distributor"). Deutsche Asset
Management is a global organization that offers a wide range of investing
expertise and resources, including hundreds of portfolio managers and analysts
and an office network that reaches the world's major investment centers. This
well-resourced global investment platform brings together a wide variety of
experience and investment insight across industries, regions, asset classes and
investing styles.


The Advisor may utilize the resources of its global investment platform to
provide investment management services through branch offices or affiliates
located outside the US. In some cases, the Advisor may also utilize its branch
offices or affiliates located in the US or outside the



                                       36
PROSPECTUS February 1, 2017                                       Fund Details


US to perform certain services, such as trade execution, trade matching and
settlement, or various administrative, back-office or other services. To the
extent services are performed outside the US, such activity may be subject to
both US and foreign regulation. It is possible that the jurisdiction in which
the Advisor or its affiliate performs such services may impose restrictions or
limitations on portfolio transactions that are different from, and in addition
to, those that apply in the US.

MANAGEMENT FEE. The Advisor receives a management fee from each fund. Below is
the actual rate paid by each fund for the most recent fiscal year, as a
percentage of each fund's average daily net assets.






FUND NAME                    FEE PAID
--------------------------  ---------

Deutsche Capital Growth
Fund                         0.46%
--------------------------   ----
Deutsche Core Equity Fund    0.35%
---------------------------  ----
Deutsche Mid Cap Growth
Fund                         0.65%
---------------------------  ----
Deutsche Small Cap Core
Fund                        0.665%
--------------------------- -----
Deutsche Small Cap Growth
Fund                         0.65%
--------------------------- -----



The following waivers are currently in effect:



For Deutsche Capital Growth Fund, the Advisor has contractually agreed through
September 30, 2017 to waive its fees and/or reimburse fund expenses to the
extent necessary to maintain the fund's total annual operating expenses
(excluding certain expenses such as extraordinary expenses, taxes, brokerage
and interest expenses) at 1.19%, 1.94%, 1.44%, 0.94%, 0.94% and 0.94% for Class
A, Class C, Class R, Class R6, Institutional Class and Class S, respectively.
The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at a ratio no
higher than 1.19% for Class T. The agreement may only be terminated with the
consent of the fund's Board.

For Deutsche Core Equity Fund, the Advisor has contractually agreed through
September 30, 2017 to waive its fees and/or reimburse fund expenses to the
extent necessary to maintain the fund's total annual operating expenses
(excluding certain expenses such as extraordinary expenses, taxes, brokerage
and interest expenses) at 1.25%, 2.00%, 1.50%, 1.00%, 1.00% and 1.00% for Class
A, Class C, Class R, Class R6, Institutional Class and Class S, respectively.
The Advisor has contractually agreed through January 31, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at a ratio no
higher than 1.25% for Class T. The agreement may only be terminated with the
consent of the fund's Board.


For Deutsche Mid Cap Growth Fund, the Advisor has contractually agreed through
January 31, 2018 to waive its fees and/or reimburse fund expenses to the extent
necessary to maintain the fund's total annual operating expenses (excluding
certain expenses such as extraordinary expenses, taxes, brokerage and interest
expenses) at ratios no higher than 1.24%, 1.24%, 1.99%, 0.99% and 0.99% for
Class A, Class T, Class C, Institutional Class and Class S, respectively. The
agreement may only be terminated with the consent of the fund's Board.


For Deutsche Small Cap Core Fund, the Advisor has contractually agreed through
January 31, 2018 to waive its fees and/or reimburse fund expenses to the extent
necessary to maintain the fund's total annual operating expenses (excluding
certain expenses such as extraordinary expenses, taxes, brokerage and interest
expenses) at ratios no higher than 1.26%, 1.26%, 2.01%, 1.01%, 1.01% and 1.01%
for Class A, Class T, Class C, Class R6, Institutional Class and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board.


For Deutsche Small Cap Growth Fund, the Advisor has contractually agreed
through January 31, 2018 to waive its fees and/or reimburse fund expenses to
the extent necessary to maintain the fund's total annual operating expenses
(excluding certain expenses such as extraordinary expenses, taxes, brokerage
and interest expenses) at ratios no higher than 1.17%, 1.17%, 1.92%, 1.42%,
0.92%, 0.92% and 0.92% for Class A, Class T, Class C, Class R, Class R6,
Institutional Class and Class S, respectively. The agreement may only be
terminated with the consent of the fund's Board.



A discussion regarding the basis for the Board's approval of each fund's
investment management agreement is contained in the most recent shareholder
report for the annual period ended September 30 or semi-annual period ended
March 31. (see "Shareholder reports" on the back cover).


Under a separate administrative services agreement between each fund and the
Advisor, each fund pays the Advisor a fee of 0.10% of the fund's average daily
net assets for providing most of each fund's administrative services. The
administrative services fee discussed above is included in the fees and
expenses table under "Other expenses."


MULTI-MANAGER STRUCTURE. The Advisor, subject to the approval of the Board, has
ultimate responsibility to oversee any subadvisor to a fund and to recommend
the hiring, termination and replacement of subadvisors. Each fund and the
Advisor have received an order from the SEC that permits the Advisor to appoint
or replace certain subadvisors, to manage all or a portion of a fund's assets



                                       37
PROSPECTUS February 1, 2017                                       Fund Details


and enter into, amend or terminate a subadvisory agreement with certain
subadvisors, in each case subject to the approval of a fund's Board but without
obtaining shareholder approval ("multi-manager structure"). The multi-manager
structure applies to subadvisors that are not affiliated with the fund or the
Advisor ("nonaffiliated subadvisors"), as well as subadvisors that are indirect
or direct, wholly-owned subsidiaries of the Advisor or Deutsche Bank AG
("wholly-owned subadvisors"). Pursuant to the SEC order, the Advisor, with the
approval of a fund's Board, has the discretion to terminate any subadvisor and
allocate and reallocate a fund's assets among any other nonaffiliated
subadvisors or wholly-owned subadvisors (including terminating a nonaffiliated
subadvisor and replacing it with a wholly-owned subadvisor). Each fund and the
Advisor are subject to the conditions imposed by the SEC order, including the
condition that within 90 days of hiring a new subadvisor pursuant to the
multi-manager structure, each fund will provide shareholders with an
information statement containing information about the new subadvisor. The
shareholders of Deutsche Capital Growth Fund, Deutsche Core Equity Fund,
Deutsche Mid Cap Growth Fund and Deutsche Small Cap Core Fund have approved the
multi-manager structure described herein. The shareholders of Deutsche Small
Cap Growth Fund have approved the multi-manager structure with respect to
nonaffiliated subadvisors. Until shareholders of Deutsche Small Cap Growth Fund
have approved the multi-manager structure with respect to wholly-owned
subadvisors, the fund may not appoint wholly-owned subadvisors in the manner
described herein in this paragraph.


MANAGEMENT


DEUTSCHE CAPITAL GROWTH FUND

SEBASTIAN P. WERNER, PHD, VICE PRESIDENT. Portfolio Manager of the fund. Began
managing the fund in 2016.

o  Joined Deutsche Asset Management in 2008; previously, he served as a
   Research Assistant for the Endowed Chair of Asset Management at the
   European Business School, Oestrich-Winkel while earning his PhD.

o  Portfolio Manager for Global and US Growth Equities: New York.

o  MBA in International Management from the Thunderbird School of Global
   Management; Masters Degree ("Diplom-Kaufmann") and PhD in Finance
   ("Dr.rer.pol.") from the European Business School, Oestrich-Winkel.


DEUTSCHE CORE EQUITY FUND

PANKAJ BHATNAGAR, PHD, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.

o  Joined Deutsche Asset Management in 2000 with seven years of industry
   experience; previously, served in Quantitative Strategy roles at Nomura
   Securities, Credit Suisse and Salomon Brothers.

o  Portfolio Manager for the Quantitative Group: New York.


o  Degree in Civil Engineering, Indian Institute of Technology; MBA, Kent State
   University; PhD in Finance, University of North Carolina at Chapel Hill.

ARNO V. PUSKAR, DIRECTOR. Portfolio Manager of the fund. Began managing the
fund in 2016.

o  Joined Deutsche Asset Management in 1987.

o  Portfolio Manager for US Equities and Quantitative Analyst: Boston, MA.

o  BS in Industrial Engineering from Lehigh University; MBA from Pepperdine
   University.

DI KUMBLE, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2016.


o  Joined Deutsche Asset Management in 2003 with seven years of industry
   experience. Prior to joining, she served as a Portfolio Manager at Graham
   Capital Management. Previously, she worked as a Quantitative Strategist at
   ITG Inc. and Morgan Stanley.



o  Senior Portfolio Manager, Head of Tax Managed Equities: New York.


o  PhD in Chemistry, Princeton University.


DEUTSCHE MID CAP GROWTH FUND

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2006.

o  Joined Deutsche Asset Management in 2001 with 16 years of industry
   experience; previously, he served as a European Equities Portfolio Manager
   at Scudder Investments (which was later acquired by Deutsche Bank). Prior
   to joining, he worked as a Senior Analyst for International Equities at
   Merrill Lynch Investment Managers, as an International Research Analyst at
   PCM International and in various investment positions at Prudential Capital
   Corporation, Prudential-Bache Capital Funding and Prudential Equity
   Management Associates.

o  Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities:
   New York.

o  BS from Carlson School of Management, University of Minnesota.

RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2008.

o  Joined Deutsche Asset Management in 1999 with 15 years of industry
   experience; previously, she served as a Senior Research Analyst. Prior to
   joining, she worked as a Latin America Market Strategist at J.P. Morgan
   Securities. Previously, she was an Equity Strategist at UBS Securities and
   a Research Analyst in the Portfolio Strategy Group at Goldman Sachs. Her
   research has been referenced by Harvard University, Duke University, The
   World Bank, AIMR/CFA publications and in several global finance textbooks.

o  Portfolio Manager for US Small and Mid Cap Equities: New York.

o  BA in Mathematical Statistics from Columbia University; MBA in Finance from
   Stern School of Business, New York University; Deutsche Bank Ambassador and
   member of the DB Philanthropy Committee since 2011.



                                       38
PROSPECTUS February 1, 2017                                       Fund Details


DEUTSCHE SMALL CAP CORE FUND

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.

o  Joined Deutsche Asset Management in 2001 with 16 years of industry
   experience; previously, he served as a European Equities Portfolio Manager
   at Scudder Investments (which was later acquired by Deutsche Bank). Prior
   to joining, he worked as a Senior Analyst for International Equities at
   Merrill Lynch Investment Managers, as an International Research Analyst at
   PCM International and in various investment positions at Prudential Capital
   Corporation, Prudential-Bache Capital Funding and Prudential Equity
   Management Associates.

o  Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities:
   New York.

o  BS from Carlson School of Management, University of Minnesota.

RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2013.

o  Joined Deutsche Asset Management in 1999 with 15 years of industry
   experience; previously, she served as a Senior Research Analyst. Prior to
   joining, she worked as a Latin America Market Strategist at J.P. Morgan
   Securities. Previously, she was an Equity Strategist at UBS Securities and
   a Research Analyst in the Portfolio Strategy Group at Goldman Sachs. Her
   research has been referenced by Harvard University, Duke University, The
   World Bank, AIMR/CFA publications and in several global finance textbooks.

o  Portfolio Manager for US Small and Mid Cap Equities: New York.

o  BA in Mathematical Statistics from Columbia University; MBA in Finance from
   Stern School of Business, New York University; Deutsche Bank Ambassador and
   member of the DB Philanthropy Committee since 2011.

MICHAEL A. SESSER, CFA, VICE PRESIDENT. Portfolio Manager of the fund. Began
managing the fund in 2013.

o  Joined Deutsche Asset Management in 2009.

o  Portfolio Manager and Equity Research Analyst: New York.

o  Previously, Business Intelligence Analyst, Corporate Executive Board (best
   practices research company) from 2005-2007; Research Associate, Competition
   Policy Associates (economics consulting firm) from 2003-2005.

o  BA in Ethics, Politics & Economics, Yale University; MBA (with distinction),
   Stephen M. Ross School of Business, University of Michigan.


DEUTSCHE SMALL CAP GROWTH FUND

JOSEPH AXTELL, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2006.


o  Joined Deutsche Asset Management in 2001 with 16 years of industry
   experience; previously, he served as a European Equities Portfolio Manager
   at Scudder Investments (which was later acquired by Deutsche Bank). Prior
   to joining, he worked as a Senior Analyst for International Equities at
   Merrill Lynch Investment Managers, as an International Research Analyst at
   PCM International and in various investment positions at Prudential Capital
   Corporation, Prudential-Bache Capital Funding and Prudential Equity
   Management Associates.

o  Portfolio Manager for Global Small Cap and US Small and Mid Cap Equities:
   New York.

o  BS from Carlson School of Management, University of Minnesota.

RAFAELINA M. LEE, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2008.

o  Joined Deutsche Asset Management in 1999 with 15 years of industry
   experience; previously, she served as a Senior Research Analyst. Prior to
   joining, she worked as a Latin America Market Strategist at J.P. Morgan
   Securities. Previously, she was an Equity Strategist at UBS Securities and
   a Research Analyst in the Portfolio Strategy Group at Goldman Sachs. Her
   research has been referenced by Harvard University, Duke University, The
   World Bank, AIMR/CFA publications and in several global finance textbooks.

o  Portfolio Manager for US Small and Mid Cap Equities: New York.

o  BA in Mathematical Statistics from Columbia University; MBA in Finance from
   Stern School of Business, New York University; Deutsche Bank Ambassador and
   member of the DB Philanthropy Committee since 2011.

Each fund's Statement of Additional Information provides additional information
about a portfolio manager's investments in each fund, a description of the
portfolio management compensation structure and information regarding other
accounts managed.


                                       39
PROSPECTUS February 1, 2017                                       Fund Details



[GRAPHIC APPEARS HERE]



Investing in the Funds



This prospectus offers the share classes noted on the front cover. All classes
of a fund have the same investment objective and investments, but each class
has its own fees and expenses, offering you a choice of cost structures:

o  CLASS A SHARES, CLASS T SHARES AND CLASS C SHARES are intended for investors
   seeking the advice and assistance of a financial advisor, who will
   typically receive compensation for those services.

o  CLASS R SHARES, CLASS R6 SHARES, INSTITUTIONAL CLASS SHARES AND CLASS S
   SHARES are only available to particular investors or through certain
   programs, as described below.

Your financial advisor may also charge you additional fees, commissions or
other charges.


The following pages tell you how to invest in a fund and what to expect as a
shareholder. The following pages also tell you about many of the services,
choices and benefits of being a shareholder. You'll also find information on
how to check the status of your account.


If you're investing directly with Deutsche Asset Management, all of this
information applies to you. If you're investing through a "third party
provider" - for example, a workplace retirement plan, financial supermarket or
financial advisor - your provider may have its own policies or instructions and
you should follow those.


You can find out more about the topics covered here by speaking with your
financial advisor or a representative of your workplace retirement plan or
other investment provider. For an analysis of the fees associated with an
investment in a fund or similar funds, please refer to
apps.finra.org/fundanalyzer/1/fa.aspx (this Web site does not form a part of
this prospectus).


CHOOSING A SHARE CLASS


Before you invest, take a moment to look over the characteristics of each share
class, so that you can be sure to choose the class that's right for you.


We describe each share class in detail on the following pages. But first, you
may want to look at the following table, which gives you a brief description
and comparison of the main features of each class. You should consult with your
financial advisor to determine which class of shares is appropriate for you.


                                       40
PROSPECTUS February 1, 2017                             Investing in the Funds







CLASSES AND FEATURES               POINTS TO HELP YOU COMPARE

 CLASS A
 o Sales charge of up to 5.75%   o Some investors may be able to
   charged when you buy shares     reduce or eliminate their sales
                                   charge; see "Class A Shares"
 o In most cases, no charge when
   you sell shares               o Total annual expenses are
                                   lower than those for Class C
 o Up to 0.25% annual share-
   holder servicing fee          o Distributions are generally
                                   higher than Class C
 CLASS T
 o Sales charge of up to 2.50%   o Only available through certain
   charged when you buy shares     financial intermediaries
 o No charge when you sell       o Generally, lower sales charge
   shares                          than Class A when you buy
                                   shares
 o 0.25% annual distribution/
   shareholder servicing fee     o Total annual expenses are
                                   lower than those for Class C
                                 o Unlike Class A, Class T inves-
                                   tors are not able to reduce or
                                   eliminate their sales charge
                                   using any of the purchase privi-
                                   leges described in "Class A
                                   Shares"
                                 o No exchange privileges
                                 o Distributions are generally
                                   higher than Class C
 CLASS C
 o  No sales charge when you buy o Unlike Class A and Class T,
   shares                          Class C does not have a sales
                                   charge when buying shares,
 o Deferred sales charge of        but has higher annual expenses
   1.00%, charged when you sell    than those for Class A and
   shares you bought within the    Class T and a one year deferred
   last year                       sales charge
 o 0.75% annual distribution fee o Distributions are generally
   and up to 0.25% annual share-   lower than Class A and Class T
   holder servicing fee
                                 o Maximum investment applies
 CLASS R
 o No sales charge when you buy  o Only available to participants in
   shares and no deferred sales    certain retirement plans
   charge when you sell shares   o Distributions are generally
 o 0.25% annual distribution fee   higher than Class C but lower
   and up to 0.25% annual share-   than Class A, Class T, Class S or
   holder servicing fee            Institutional Class








 CLASS R6
 o No sales charge when you buy o Only available to participants in
   shares and no deferred sales   certain retirement plans
   charge when you sell shares
 INSTITUTIONAL CLASS
 o No sales charge when you buy o Only available to certain institu-
   shares and no deferred sales   tional investors; typically
   charge when you sell shares    $1,000,000 minimum initial
                                  investment
                                o Distributions are generally
                                  higher than Class A, T, C and R,
                                  and may be higher than Class
                                  S, depending on relative
                                  expenses
 CLASS S
 o No sales charge when you buy o Limited availability, see "Eligi-
   shares and no deferred sales   bility Requirements" under
   charge when you sell shares    "Class S Shares"




The sales charge on purchases of Class A and Class T shares and the contingent
deferred sales charge (CDSC) on redemptions of Class A and Class C shares are
paid to the fund's distributor, DDI, who may distribute all or a portion of the
sales charge to your financial advisor. In certain instances described below a
sales charge may be waived by DDI or your financial advisor. If your financial
advisor agrees to waive any sales charge due to it from DDI, DDI will not
collect the sales charge on your investment or redemption.


The availability of certain sales charge waivers and discounts may depend on
whether you purchase your shares directly from each fund or through a financial
intermediary. Intermediaries may have different policies and procedures
regarding the availability of front-end sales load waivers or CDSC waivers. In
all instances, it is the shareholder's responsibility to notify a fund or the
purchaser's financial intermediary at the time of purchase of any relationship
or other facts qualifying the shareholder for sales charge waivers or
discounts. For waivers and discounts not available through a particular
intermediary, shareholders will have to purchase fund shares directly from each
fund or through another intermediary.



CLASS A SHARES

Class A shares may make sense for long-term investors, especially those who are
eligible for a reduced or eliminated sales charge.


Class A shares have a 12b-1 plan, under which a shareholder servicing fee of up
to 0.25% is deducted from class assets each year. Because the shareholder
servicing fee is continuous in nature, it may, over time, increase the cost of
your investment and may cost you more than paying other types of sales charges.


Class A shares have an up-front sales charge that varies with the amount you
invest:





                               FRONT-END SALES       FRONT-END SALES
                                   CHARGE AS %   CHARGE AS % OF YOUR
YOUR INVESTMENT         OF OFFERING PRICE(1,2)     NET INVESTMENT(2)
--------------------  ------------------------  --------------------

Under $50,000         5.75%                     6.10%
--------------------  -----                     -----
$  50,000-$99,999     4.50                      4.71
-----------------     -----                     -----
$100,000-$249,999     3.50                      3.63
-----------------     -----                     -----
$250,000-$499,999     2.60                      2.67
-----------------     -----                     -----
$500,000-$999,999     2.00                      2.04
-----------------     -----                     -----
$1 million or more                 see below              see below
--------------------  ------------------------  --------------------


(1)   The "offering price", the price you pay to buy shares, includes the sales
      charge which will be deducted directly from your investment.
(2)   Because of rounding in the calculation of the offering price, the actual
      front-end sales charge paid by an investor may be higher or lower than
      the percentages noted.

YOU MAY BE ABLE TO LOWER YOUR CLASS A SALES CHARGE IF:

o  you indicate your intent in writing to invest at least $50,000 in any share
   class of any retail Deutsche fund (excluding direct purchase of Deutsche
   money market funds) over the next 24 months (Letter of Intent);



                                       41
PROSPECTUS February 1, 2017                             Investing in the Funds



o  your holdings in all share classes of any retail Deutsche fund (excluding
   shares in Deutsche money market funds for which a sales charge has not
   previously been paid and computed at the maximum offering price at the time
   of the purchase for which the discount is applicable for Class A shares)
   you already own plus the amount you're investing now in Class A shares is
   at least $50,000 (Cumulative Discount); or


o  you are investing a total of $50,000 or more in any share class of two or
   more retail Deutsche funds (excluding direct purchases of Deutsche money
   market funds) on the same day (Combined Purchases).

The point of these three features is to let you count investments made at other
times or in certain other funds for purposes of calculating your present sales
charge. Any time you can use the privileges to "move" your investment into a
lower sales charge category, it's generally beneficial for you to do so.


For purposes of determining whether you are eligible for a reduced Class A
sales charge, you and your immediate family (i.e., your spouse or life partner
and your children or stepchildren age 21 or younger) may aggregate your
investments in the Deutsche funds. This includes, for example, investments held
in a retirement account, an employee benefit plan or with a financial advisor
other than the one handling your current purchase. These combined investments
will be valued at their current offering price to determine whether your
current investment qualifies for a reduced sales charge.


To receive a reduction in your Class A initial sales charge, you must let your
financial advisor or Shareholder Services know at the time you purchase shares
that you qualify for such a reduction. You may be asked by your financial
advisor or Shareholder Services to provide account statements or other
information regarding related accounts of you or your immediate family in order
to verify your eligibility for a reduced sales charge.



Information about sales charge discounts is available free of charge. Please
visit deutschefunds.com and refer to the section entitled "Purchase and
Redemption of Shares" in each fund's Statement of Additional Information or
consult with your financial advisor.


IN CERTAIN CIRCUMSTANCES LISTED BELOW, YOU MAY BE ABLE TO BUY CLASS A SHARES
WITHOUT A SALES CHARGE. Your financial advisor or Shareholder Services can
answer questions and help you determine if you are eligible for any of the
sales charge waivers.


CLASS A NAV SALES. Class A shares may be sold at net asset value without a
sales charge to:


(1)    investors investing $1 million or more, either as a lump sum or through
       the sales charge reduction features referred to above (collectively, the
       Large Order NAV Purchase Privilege). The Large Order NAV Purchase
       Privilege is not available if another net asset value purchase privilege
       is available. Purchases pursuant to the Large Order NAV Purchase
       Privilege may be subject to a CDSC of 1.00% if redeemed within 12 months
       of purchase and 0.50% if redeemed within the following six months. The
       CDSC is waived under certain circumstances (see below);


(2)    a current or former director or trustee of Deutsche mutual funds;


(3)    an employee (including the employee's spouse or life partner and
       children or stepchildren age 21 or younger) of Deutsche Bank AG or its
       affiliates or of a subadvisor to any fund in the Deutsche funds or of a
       broker-dealer authorized to sell shares of a fund or service agents of a
       fund;


(4)    certain professionals who assist in the promotion of Deutsche funds
       pursuant to personal services contracts with DDI, for themselves or
       immediate members of their families;


(5)    any trust, pension, profit-sharing or other benefit plan for only such
       persons listed under the preceding paragraphs (2) and (3);


(6)    persons who purchase such shares through bank trust departments that
       process such trades through an automated, integrated mutual fund
       clearing program provided by a third party clearing firm;


(7)    selected employees (including their spouses or life partners and
       children or stepchildren age 21 or younger) of banks and other financial
       services firms that provide administrative services related to order
       placement and payment to facilitate transactions in shares of a Deutsche
       fund for their clients pursuant to an agreement with DDI or one of its
       affiliates. Only those employees of such banks and other firms who as
       part of their usual duties provide services related to transactions in
       fund shares qualify;


(8)    unit investment trusts sponsored by Ranson & Associates, Inc. and
       unitholders of unit investment trusts sponsored by Ranson & Associates,
       Inc. or its predecessors through reinvestment programs described in the
       prospectuses of such trusts that have such programs;


(9)    persons who purchase such shares through certain investment advisors
       registered under the Investment Advisers Act of 1940 and other financial
       services firms acting solely as agent for their clients, that adhere to
       certain standards established by DDI, including a requirement that such
       shares be sold for the benefit of their clients participating in an
       investment advisory program or agency commission program under which
       such clients pay a fee to the investment advisor or other firm for
       portfolio management or agency brokerage services. Such shares are sold
       for investment purposes and on the condition that they will not be
       resold except through redemption or repurchase by a fund;




                                       42
PROSPECTUS February 1, 2017                             Investing in the Funds



(10)   financial service firms that have entered into an agreement with DDI to
       offer Class A shares through a no-load network, platform or
       self-directed brokerage account that may or may not charge transaction
       fees to their clients.


(11)   Deutsche AM/ExpertPlan 403(b) Plans established prior to October 1,
       2003, provided that the Deutsche AM/ExpertPlan 403(b) Plan is a
       participant-directed plan that has not less than 200 eligible employees;


(12)   defined contribution investment only plans with a minimum of $1 million
       in plan assets regardless of the amount allocated to the Deutsche funds.
       For purposes of this sales charge waiver, "defined contribution
       investment only plans" do not include SEP IRAs, SIMPLE IRAs, or Salary
       Reduction Simplified Employee Pension Plans (SARSEPs);


In addition, Class A shares may be sold at net asset value without a sales
charge in connection with:


(13)   the acquisition of assets or merger or consolidation with another
       investment company, and under other circumstances deemed appropriate by
       DDI and consistent with regulatory requirements;


(14)   a direct "roll over" of a distribution from a Deutsche AM/ExpertPlan
       403(b) Plan or from participants in employer sponsored employee benefit
       plans maintained on the OmniPlus subaccount record keeping system made
       available through ADP, Inc. under an alliance between ADP, Inc. and DDI
       and its affiliates into a Deutsche AM IRA;


(15)   reinvestment of fund dividends and distributions; and


(16)   exchanging an investment in Class A shares of another fund in the
       Deutsche funds for an investment in a fund.


Class A shares also may be purchased at net asset value without a sales charge
in any amount by members of the plaintiff class in the proceeding known as
Howard and Audrey Tabankin, et al. v. Kemper Short-Term Global Income Fund, et
al., Case No. 93 C 5231 (N.D. IL). This privilege is generally non-transferable
and continues for the lifetime of individual class members and has expired for
non-individual class members. To make a purchase at net asset value under this
privilege, the investor must, at the time of purchase, submit a written request
that the purchase be processed at net asset value pursuant to this privilege
specifically identifying the purchaser as a member of the "Tabankin Class."
Shares purchased under this privilege will be maintained in a separate account
that includes only shares purchased under this privilege. For more details
concerning this privilege, class members should refer to the Notice of (i)
Proposed Settlement with Defendants; and (ii) Hearing to Determine Fairness of
Proposed Settlement, dated August 31, 1995, issued in connection with the
aforementioned court proceeding. For sales of fund shares at net asset value
pursuant to this privilege, DDI may in its discretion pay dealers and other
financial services firms a concession, payable quarterly, at an annual rate of
up to 0.25% of net assets attributable to such shares maintained and serviced
by the firm. A firm becomes eligible for the concession based upon assets in
accounts attributable to shares purchased under this privilege in the month
after the month of purchase and the concession continues until terminated by
DDI. The privilege of purchasing Class A shares of a fund at net asset value
under this privilege is not available if another net asset value purchase
privilege also applies.


The Class A CDSC for shares purchased through the Large Order NAV Purchase
Privilege will be waived in the event of:


(1)    redemptions by a participant-directed qualified retirement plan
       described in Internal Revenue Code of 1986, as amended (Code) Section
       401(a), a participant-directed non-qualified deferred compensation plan
       described in Code Section 457 or a participant-directed qualified
       retirement plan described in Code Section 403(b)(7) which is not
       sponsored by a K-12 school district;


(2)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(4)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);


(5)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account; and


(6)    redemptions for certain loan advances, hardship provisions or returns of
       excess contributions from retirement plans.



CLASS T SHARES

Class T shares may make sense for long-term investors. Exchanges from Class T
shares of a fund are not permitted to any other class of the fund or any other
Deutsche funds.


Class T shares are available only to investors through certain third party
financial intermediaries. Not all financial intermediaries make Class T shares
available to their clients. Consult a representative of your financial
intermediary about the availability of Class T shares of each fund and the
intermediary's policies, procedures, and other information.



                                       43
PROSPECTUS February 1, 2017                             Investing in the Funds


Class T shares have a 12b-1 plan, under which a distribution fee and/or
shareholder servicing fee of 0.25% is deducted from class assets each year.
Because the 12b-1 fee is continuous in nature, it may, over time, increase the
cost of your investment and may cost you more than paying other types of sales
charges.


Class T shares of each fund and all Deutsche funds that offer Class T have an
up-front sales charge that varies with the amount you invest:






                                 FRONT-END SALES         FRONT-END SALES
                                   CHARGE AS A %   CHARGE AS A % OF YOUR
YOUR INVESTMENT         OF OFFERING PRICE(1,2,3)       NET INVESTMENT(2)
--------------------  --------------------------  ----------------------

Under $250,000                    2.50%                     2.56%
--------------------              ----                      ----
$250,000-$499,999                 2.00                      2.04%
-----------------                 ----                      ----
$500,000-$999,999                 1.50                      1.52%
-----------------                 ----                      ----
$1 million or more                1.00                      1.01%
--------------------              ----                      ----



(1)   The "offering price", the price you pay to buy shares, includes the sales
      charge which will be deducted directly from your investment.
(2)   Because of rounding in the calculation of the offering price, the actual
      front-end sales charge paid by an investor may be higher or lower than
      the percentages noted.
(3)   Subsequent purchases cannot be aggregated with prior purchases to qualify
      for a reduced sales charge.


Information about sales charge discounts is available free of charge. Please
visit deutschefunds.com and refer to the section entitled "Purchase and
Redemption of Shares" in each fund's Statement of Additional Information or
consult with your financial advisor.


There are generally no sales charge waivers for Class T purchases. However, the
sales charge will be waived if you are reinvesting dividends or distributions.



Unlike Class A shares, purchases of Class T shares are not subject to any sales
charge reduction features such as Letters of Intent, Cumulative Discounts,
Combined Purchases or a Large Order NAV Purchase Privilege and a sales charge
will be assessed on each separate Class T purchase in any Deutsche fund.
Therefore, depending on the number and amount of purchases in Class T shares,
you could end up paying more in sales charges on Class T shares than you would
for similar purchases in Class A shares.



Class T shares are not subject to a deferred sales charge.



CLASS C SHARES

Class C shares may appeal to investors who aren't certain of their investment
time horizon.


With Class C shares, you pay no up-front sales charge to a fund. Class C shares
have a 12b-1 plan, under which a distribution fee of 0.75% and a shareholder
servicing fee of up to 0.25% are deducted from class assets each year. Because
of the distribution fee, the annual expenses for Class C shares are higher than
those for Class A and Class T shares (and the performance of Class C shares is
correspondingly lower than that of Class A and Class T shares).


Class C shares have a CDSC, but only on shares you sell within one year of
buying them:





YEAR AFTER YOU BOUGHT SHARES    CDSC ON SHARES YOU SELL
-----------------------------  ------------------------

First year                     1.00%
------------------------------ ----
Second year and later                             None
------------------------------                    ----



This CDSC is waived under certain circumstances described below.


(1)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


(2)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);


(4)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account;


(5)    redemption of shares by an employer-sponsored employee benefit plan that
       offers funds in addition to Deutsche funds and whose dealer of record
       has waived the advance of the first year administrative service and
       distribution fees applicable to such shares and agrees to receive such
       fees quarterly;


       (6)    redemption of shares purchased through a dealer-sponsored asset
       allocation program maintained on an omnibus record-keeping system
       provided the dealer of record had waived the advance of the first year
       administrative services and distribution fees applicable to such shares
       and has agreed to receive such fees quarterly;


(7)    redemptions made pursuant to any IRA systematic withdrawal based on the
       shareholder's life expectancy including, but not limited to,
       substantially equal periodic payments described in Code Section
       72(t)(2)(A)(iv) prior to age 59 1/2; and


(8)    redemptions to satisfy required minimum distributions after age 70 1/2
       from an IRA account (with the maximum amount subject to this waiver
       being based only upon the shareholder's Deutsche AM IRA accounts).


Your financial advisor or Shareholder Services can answer your questions and
help you determine if you're eligible for a CDSC waiver.



While Class C shares do not have an up-front sales charge, their higher annual
expenses mean that, over the years, you could end up paying more than the
equivalent of the maximum allowable up-front sales charge.



                                       44
PROSPECTUS February 1, 2017                             Investing in the Funds


Orders to purchase Class C shares in excess of $500,000 will be declined with
the exception of orders received from financial representatives acting for
clients whose shares are held in an omnibus account and certain employer-
sponsored employee benefit plans.


CLASS R SHARES

Class R shares have no initial sales charge or deferred sales charge. Class R
shares have a 12b-1 plan, under which a distribution fee of 0.25% and a
shareholder servicing fee of up to 0.25% are deducted from class assets each
year. Because distribution fees are continuous in nature, these fees may, over
time, increase the cost of your investment and may cost you more than paying
other types of sales charges.


ELIGIBILITY REQUIREMENTS. You may buy Class R shares if you are a participant
in certain retirement plan platforms that offer Class R shares of the fund
through a plan level or omnibus account, including:

o  Section 401(a) and 457 plans

o  Certain section 403(b)(7) plans

o  401(k), profit sharing, money purchase pension and defined benefit plans

o  Non-qualified deferred compensation plans

o  Individual Retirement Accounts (IRAs)


CLASS R6 SHARES

Class R6 shares have no initial sales charge, deferred sales charge or 12b-1
fees.


ELIGIBILITY REQUIREMENTS. You may buy Class R6 shares if you are a participant
in certain retirement plan platforms that offer Class R6 shares of the fund
through a plan level or omnibus account, including:

o  Section 401(a) and 457 plans

o  Certain section 403(b)(7) plans

o  401(k), profit sharing, money purchase pension and defined benefit plans

o  Non-qualified deferred compensation plans

Class R6 shares generally are not available to retail non-retirement accounts,
traditional individual retirement accounts (IRAs), Roth IRAs, Coverdell
education savings accounts, SEPs, SARSEPs, SIMPLE IRAs, or individual 403(b)
plans.


INSTITUTIONAL CLASS SHARES

Institutional Class shares have no initial sales charge, deferred sales charge
or 12b-1 fees.


You may buy Institutional Class shares through your securities dealer or
through any financial institution that is authorized to act as a shareholder
servicing agent ("financial advisor"). Contact them for details on how to place
and pay for your order.


ELIGIBILITY REQUIREMENTS. You may buy Institutional Class shares if you are any
of the following (subject to the applicable investment minimum):


o  An eligible institution (e.g., a financial institution, corporation, trust,
   estate or educational, religious or charitable institution).

o  An employee benefit plan.

o  A plan administered as a college savings plan under Section 529 of the
   Internal Revenue Code.

o  A registered investment advisor or financial planner purchasing on behalf of
     clients and charging an asset-based or hourly fee.

o  A client of the private banking division of Deutsche Bank AG.

o  A current or former director or trustee of the Deutsche mutual funds.

o  An employee, the employee's spouse or life partner and children or
   stepchildren age 21 or younger of Deutsche Bank or its affiliates or a
   subadvisor to any fund in the Deutsche funds or a broker-dealer authorized
   to sell shares in the funds.

INVESTMENT MINIMUM


The minimum initial investment is waived for:

o  Investment advisory affiliates of Deutsche Bank Securities, Inc. or Deutsche
   funds purchasing shares for the accounts of their investment advisory
   clients.

o  Employee benefit plans with assets of at least $50 million.

o  Clients of the private banking division of Deutsche Bank AG.

o  Institutional clients and qualified purchasers that are clients of a
   division of Deutsche Bank AG.

o  A current or former director or trustee of the Deutsche funds.

o  An employee, the employee's spouse or life partner and children or
   stepchildren age 21 or younger of Deutsche Bank or its affiliates or a
   subadvisor to any fund in the Deutsche funds or a broker-dealer authorized
   to sell shares of the funds.

o  Registered investment advisors who trade through platforms approved by the
   Advisor and whose client assets in the aggregate meet or, in the Advisor's
   judgment, will meet within a reasonable period of time, the $1,000,000
   minimum investment.

o  Employee benefit plan platforms approved by the Advisor that invest in a
   fund through an omnibus account that meets or, in the Advisor's judgment,
   will meet within a reasonable period of time, the $1,000,000 minimum
   investment.

o  Shareholders with existing accounts prior to August 13, 2004 who met the
   previous minimum investment eligibility requirement.

o  Deutsche Capital Growth Fund shareholders with existing Institutional Class
   accounts prior to July 23, 2007 who purchased shares through certain
   broker-dealers authorized to sell fund shares.

Each fund reserves the right to modify the above eligibility requirements and
investment minimum requirements at any time. In addition, each fund, in its
discretion, may



                                       45
PROSPECTUS February 1, 2017                             Investing in the Funds


waive the minimum initial investment for specific employee benefit plans (or
family of plans) whose aggregate investment in Institutional Class shares of a
fund equals or exceeds the minimum initial investment amount but where a
particular plan or program may not on its own meet such minimum amount.

CLASS S SHARES

Class S shares have no initial sales charge, deferred sales charge or 12b-1
fees.


Class S shares are principally available to new investors through fee-based
programs of investment dealers that have special agreements with each fund's
distributor, through certain group retirement plans and through certain
registered investment advisors. These dealers and advisors typically charge
ongoing fees for services they provide.


ELIGIBILITY REQUIREMENTS. Class S shares of a fund are offered at net asset
value without a sales charge to certain eligible investors as described below.
The following investors may purchase Class S shares of Deutsche funds either
(i) directly from DDI, each fund's principal underwriter; or (ii) through an
intermediary relationship with a financial services firm established with
respect to the Deutsche funds as of December 31, 2004:

o  Existing shareholders of Class S shares of any Deutsche fund and household
   members residing at the same address may purchase Class S shares of such
   fund and may open new individual accounts for Class S shares of any
   Deutsche fund. (This provision applies to persons who in the future become
   Class S shareholders under one of the eligibility provisions in this
   paragraph but is not applicable to investors or participants holding Class
   S shares through the fee-based, retirement or other programs or plans
   referred to in the next paragraph unless otherwise provided below.)

o  A person who certifies that they are a participant in a "Deutsche AM
   retirement plan" may purchase Class S shares apart from the participant's
   plan. For this purpose, a Deutsche AM retirement plan is defined as (i) an
   employer sponsored employee benefit plan made available through ADP, Inc.
   and/or its affiliates under an alliance between ADP, Inc. and Deutsche
   Asset Management or its affiliates; or (ii) a 403(b) plan for which
   ExpertPlan, Inc., a subsidiary of Ascensus, Inc., provides recordkeeping
   services and Deutsche AM Trust Company acts as the custodian.

o  A person who certifies that they are a participant who owns Class S shares
   of any Deutsche fund through a retirement, employee stock, bonus, pension
   or profit sharing plan may purchase Class S shares apart from the
   participant's plan.


o  Any participant in any employer sponsored retirement, employee stock, bonus,
   pension or profit sharing plan may purchase Class S shares in connection
   with a rollover of a distribution from a plan to a Deutsche AM IRA made
   through a rollover facilitator having a relationship with Deutsche Asset
   Management.

o  Any person that has an existing account with Deutsche Bank Wealth Management
   ("Deutsche Bank WM") but who no longer meets the eligibility requirements
   to maintain an account with Deutsche Bank WM may open a new account in
   Class S shares of any Deutsche fund.

o  Class S shares are available to accounts managed by the Advisor, any
   advisory products offered by the Advisor or DDI and to funds-of-funds
   managed by the Advisor or its affiliates.

o  A person who certifies that they are a former employee of the Advisor or one
   of its affiliates may purchase Class S shares in connection with a rollover
   of a distribution from a Deutsche Bank employee benefit plan to a Deutsche
   AM IRA.

o  Fund Board Members and their family members and full-time employees of
   the Advisor and its affiliates and their family members may purchase Class
   S shares.

The following additional investors may purchase Class S shares of Deutsche
funds in connection with certain programs or plans.

o  Broker-dealers, banks and registered investment advisors ("RIAs") in
   connection with a comprehensive or "wrap" fee program or other fee-based
   program.

o  Any group retirement, employee stock, bonus, pension or profit-sharing
   plans.

o  Plans administered as college savings plans under Section 529 of the
   Internal Revenue Code.

o  Persons who purchase shares through a Health Savings Account or a Voluntary
   Employees' Benefit Association ("VEBA") Trust.

DDI may, at its discretion, require appropriate documentation that shows an
investor is eligible to purchase Class S shares.


 BUYING, EXCHANGING AND SELLING CLASS A, CLASS C, INSTITUTIONAL CLASS AND CLASS
 S SHARES
TO CONTACT DEUTSCHE ASSET MANAGEMENT


BY PHONE

(800) 728-3337


                                       46
PROSPECTUS February 1, 2017                             Investing in the Funds


BY MAIL




TYPE               ADDRESS
-----------------  ---------------------------

EXPEDITED MAIL
  All Requests     Deutsche Asset Management
-----------------
                   210 West 10th Street
                   Kansas City, MO 64105-1614
                   ---------------------------
REGULAR MAIL
  New Accounts     Deutsche Asset Management
                   P.O. Box 219356
                   Kansas City, MO 64121-9356
  Additional       Deutsche Asset Management
  Investments      P.O. Box 219154
                   Kansas City, MO 64121-9154
  Exchanges and    Deutsche Asset Management
  Redemptions      P.O. Box 219557
                   Kansas City, MO 64121-9557




     HOW TO BUY SHARES
Please note that your account cannot be opened until we receive a completed
account application.


MINIMUM INITIAL INVESTMENT ($)




                                                         AUTOMATIC
                                        UGMAS/          INVESTMENT
             NON-IRA            IRAS     UTMAS               PLANS
        ------------  --------------  --------  ------------------

A C         1,000            500       1,000             500
------      -----            ---       -----             ---
INST    1,000,000           N/A         N/A             N/A
------  ---------           ----       -----            ----
S           2,500          1,000       1,000           1,000
------  ---------          -----       -----           -----


For participants in all group retirement plans, and in certain fee-based and
wrap programs approved by the Advisor, there is no minimum initial investment
and no minimum additional investment for Class A, C and S shares. For Section
529 college savings plans, there is no minimum initial investment and no
minimum additional investment for Class S shares. In certain instances, the
minimum initial investment may be waived for Institutional Class shares. There
is no minimum additional investment for Institutional Class shares. The minimum
additional investment in all other instances is $50.


THROUGH A FINANCIAL ADVISOR

Contact your financial advisor to obtain a new account application or for
instructions about how to set up a new account. Your financial advisor can also
assist with making additional investments into an existing account.


BY MAIL OR EXPEDITED MAIL

To establish an account, simply complete the appropriate application and mail
it to the address provided on the form. With your application, include your
check made payable to "Deutsche Asset Management" for the required initial
minimum investment for the share class you have selected.


Once your account is established, to make additional investments, send a check
made payable to "Deutsche Asset Management" and an investment slip to the
appropriate address. If you do not have an investment slip, include a letter
with your name, account number, the full fund name and share class, and your
investment instructions. If your check fails to clear, the fund has the right
to cancel your order, hold you liable or charge you or your account for any
losses or fees the fund or its agents have incurred.


BY AUTOMATIC INVESTMENT PLAN (NOT AVAILABLE FOR INSTITUTIONAL CLASS)


If you wish to take advantage of the lower initial investment minimums by
establishing an Automatic Investment Plan, make sure to complete that section
on the new account application and attach a voided check for the bank account
from which the funds will be drawn. Subsequent investments are made
automatically from the shareholder's account at a bank, savings and loan or
credit union into the shareholder's fund account. The maximum Automatic
Investment Plan investment is $250,000. Termination by a shareholder will
become effective within thirty days after Deutsche Asset Management has
received the request. Each fund may immediately terminate a shareholder's
Automatic Investment Plan in the event that any item is unpaid by the
shareholder's financial institution.


OTHER WAYS TO BUY SHARES

The following privileges must be established on your account before an
investment request is made. This can either be done by completing the
applicable section(s) on the new account application or by contacting a
customer service representative for instructions and any required paperwork.


BY PHONE USING QUICKBUY (FOR ADDITIONAL INVESTMENTS ONLY). Call Deutsche Asset
Management and use our automated system to place your QuickBuy purchase using
the Automated Clearing House system (ACH) or choose to be transferred to a
customer service representative to complete your request. Transactions take two
to three days to be completed and there is a $50 minimum and a $250,000
maximum.


ON THE INTERNET (FOR ADDITIONAL INVESTMENTS ONLY). Register at
deutschefunds.com to set up on-line access to your account(s), or log in to the
Web site if you have previously registered. Follow the instructions on the Web
site to request a purchase with money from the bank account you have
established on your Deutsche fund account(s).


BY WIRE (FOR ADDITIONAL INSTITUTIONAL CLASS INVESTMENTS ONLY). You may buy
shares by wire only if your account is authorized to do so. Please note that
you or your financial advisor must call us in advance of a wire transfer
purchase. After you inform us of the amount of your purchase, you will receive
a trade confirmation number. Instruct your bank to send payment by wire using
the wire instructions noted below. All wires must be received by 4:00 p.m.
Eastern time the next business day following your purchase. If your wire is not
received by 4:00 p.m. Eastern time on the next business day after the fund
receives your request to purchase shares, your transaction will be canceled at
your expense and risk.



                                       47
PROSPECTUS February 1, 2017                             Investing in the Funds


WIRE DETAILS




Bank name        State Street Bank Boston
---------------  --------------------------------
Routing Number   011000028
---------------- ---------
Attention        Deutsche Asset Management
---------------- --------------------------------
DDA Number       9903-5552
---------------- ---------
FBO              (Account name) (Account number)
---------------- --------------------------------
Credit           (Fund name, Fund number and, if
---------------- applicable, class name)
                 --------------------------------


Refer to your account statement for the account name and number. Wire transfers
normally take two or more hours to complete. Wire transfers may be restricted
on holidays and at certain other times.


     HOW TO EXCHANGE SHARES
REQUIREMENTS AND LIMITS




CLASS   EXCHANGING INTO ANOTHER FUND ($)
------- -----------------------------------------------

A C     1,000 minimum into new non-IRA accounts per
------- fund
        500 minimum into new IRA accounts per fund
        50 minimum into all existing accounts per fund
        -----------------------------------------------
INST    1,000,000 minimum into new accounts per fund
------- -----------------------------------------------
S       2,500 minimum into new non-IRA accounts per
------- fund
        1,000 minimum into new IRA and UTMA/UGMA
        accounts per fund
        50 minimum into all existing accounts per fund
        -----------------------------------------------


Exchanges between funds are allowed between like share classes only.


THROUGH A FINANCIAL ADVISOR

In addition to what is detailed below, your financial advisor can assist you
with exchanging shares. Please contact your financial advisor using the method
that is most convenient for you.


BY PHONE

Call Deutsche Asset Management and use our automated system to place your
exchange or choose to be transferred to a customer service representative to
complete your request. For accounts with $5,000 or more, you may also establish
a Systematic Exchange Plan of a minimum of $50 to another Deutsche fund on a
regular basis. A representative can assist you with establishing this
privilege.


ON THE INTERNET

Register at deutschefunds.com to set up on-line access to your account(s), or
log in to the Web site if you have previously registered. Follow the
instructions on the Web site to request an exchange to another Deutsche fund.


BY MAIL OR EXPEDITED MAIL

Write a letter that includes the following information: the name(s) of all
owners and address as they appear on your account, the fund name, share class,
and account number from which you want to exchange, the dollar amount or number
of shares you wish to exchange, and the name of the fund into which you want to
exchange. Also include a daytime telephone number if we have any questions. All
owners should sign the letter and it should be mailed to the appropriate
address for exchanges and redemptions.


     HOW TO SELL SHARES
REQUIREMENTS AND LIMITS




CLASS   SELLING SHARES ($)
------- --------------------------------------------

A C     Check redemption:
------- Up to 100,000. More than 100,000 see
        "Signature Guarantee"
        QuickSell to your bank: Minimum 50, maximum
        250,000
        Wire redemption to your bank: Minimum 1,000
        --------------------------------------------
INST    Same as Classes A and C
------- --------------------------------------------
S       Same as Classes A and C
------- --------------------------------------------


THROUGH A FINANCIAL ADVISOR

In addition to what is detailed below, your financial advisor can assist you
with selling shares. Please contact your financial advisor using the method
that is most convenient for you.


BY PHONE

Call Deutsche Asset Management and use our automated system or choose to be
transferred to a customer service representative to complete your request. You
may request a check for the redemption amount sent to the address on the
account. You may elect overnight delivery of your check for a $20 fee ($25 for
Saturday delivery), which will be paid by redeeming a portion of your shares
equal to the amount of the fee. Overnight delivery is not available to a P.O.
Box.


OTHER WAYS TO SELL SHARES

The following privileges must be established on your account before a
redemption request is made. This can either be done by completing the
applicable section(s) on the new account application when you establish your
account or by contacting a customer service representative for instructions and
any required paperwork to add them to an existing account. Depending on the
method you choose to request these redemptions, different transaction maximums
may apply.


BY PHONE USING QUICKSELL. Call Deutsche Asset Management and use our automated
system to request a QuickSell redemption or choose to be transferred to a
customer service representative (see table for applicable minimum and maximum
amounts). The proceeds are sent via the Automated Clearing House system (ACH)
to your bank. Transactions generally take two to three days to be completed.
For accounts with $5,000 or more, you may



                                       48
PROSPECTUS February 1, 2017                             Investing in the Funds


also establish a Systematic Withdrawal Plan of a minimum of $50 to be sent on a
regular basis as you direct. The $5,000 value does not apply to IRA accounts.

ON THE INTERNET. Register at deutschefunds.com to set up on-line access to your
account(s), or log in to the Web site if you have previously registered. Follow
the instructions on the Web site to request a redemption from your account
using the desired method from your available options.


BY MAIL OR EXPEDITED MAIL. Write a letter that includes the following
information: the name(s) of all owners and address as they appear on your
account, the fund name, share class, and account number from which you want to
sell shares, the dollar amount or number of shares you wish to sell, and a
daytime telephone number if we have questions. All owners should sign the
letter and it should be mailed to the appropriate address. You may elect
overnight delivery of your check for a $20 fee ($25 for Saturday delivery),
which will be paid by redeeming a portion of your shares equal to the amount of
the fee. Overnight delivery is not available to a P.O. Box.


Some redemptions can only be ordered in writing with a Medallion Signature
Guarantee. For more information, please contact Deutsche Asset Management (see
phone number on the back cover).


BY WIRE. You may sell shares by wire only if your account is authorized to do
so. You will be paid for redeemed shares by wire transfer of funds to your
financial advisor or bank upon receipt of a duly authorized redemption request.
For your protection, you may not change the destination bank account over the
phone. To sell by wire, call Deutsche Asset Management and either use the
automated system or speak with a customer service representative to request
your redemption. After you inform us of the amount of your redemption, you will
receive a trade confirmation number. We must receive your order by 4:00 p.m.
Eastern time to wire to your account the next business day.


     HOW TO BUY AND SELL CLASS T SHARES

THROUGH A FINANCIAL ADVISOR

Contact your financial advisor to obtain a new account application or for
instructions about how to set up a new account. Your financial advisor can also
assist with making additional investments into an existing account as well as
redemptions on your account.



Please note that your account cannot be opened until we receive a completed
account application.


MINIMUM INITIAL INVESTMENT ($)




                                    AUTOMATIC
                          UGMAS/   INVESTMENT
       NON-IRA    IRAS     UTMAS        PLANS
     ---------  ------  --------  -----------

T     1,000      500     1,000        500
---   -----      ---     -----        ---



For participants in all group retirement plans there is no minimum initial
investment and no minimum additional investment for Class T. The minimum
additional investment in all other instances is $50.


 HOW TO BUY, SELL AND EXCHANGE CLASS R
     SHARES
If your plan sponsor has selected Class R shares as an investment option, you
may buy Class R shares through your securities dealer or through any financial
institution that is authorized to act as a shareholder servicing agent
("shareholder servicing agent"). Contact them for details on how to enter and
pay for your order. Shareholder servicing agents include brokers, financial
representatives or any other bank, dealer or other institution that have a
sub-shareholder servicing agreement with the funds.


Shareholder servicing agents may charge additional fees to investors for those
services not otherwise included in their sub-distribution or servicing
agreement, such as cash management or special trust or retirement investment
reporting. In addition, the Advisor or administrator may provide compensation
to shareholder servicing agents for distribution, administrative and
promotional services.


There is no minimum investment with respect to Class R shares.


Instructions for buying and selling shares must generally be submitted by a
retirement plan administrator, not by plan participants for whose benefit the
shares are held. Please contact your shareholder servicing agent for more
information on how to open a fund account.


IRA ROLLOVERS. You may complete a direct rollover from a retirement plan
offering Class R shares to a Deutsche AM IRA account by reinvesting up to the
full amount of your distribution in Class A shares of any Deutsche fund at net
asset value. Subsequent purchases of Class A shares will be made at the public
offering price as described in the prospectus for Class A shares. Please note
that if you terminate your participation in a retirement plan and transfer all
of your Class R shares, you will lose the privilege of purchasing Class R
shares in the future. Rollovers to a Deutsche Class R share IRA are not
permitted.



                                       49
PROSPECTUS February 1, 2017                             Investing in the Funds



 HOW TO BUY, SELL AND EXCHANGE CLASS R6
     SHARES
If your retirement plan sponsor has selected Class R6 shares as an investment
option, you may buy Class R6 shares through your securities dealer or through
any financial institution that is authorized to act as a shareholder servicing
agent ("shareholder servicing agent"). Contact them for details on how to enter
and pay for your order.


Shareholder servicing agents may charge additional fees to investors for those
services, such as cash management or special trust or retirement investment
reporting.


There is no minimum investment with respect to Class R6 shares.


Instructions for buying and selling shares must generally be submitted by a
retirement plan administrator, not by plan participants for whose benefit the
shares are held. Please contact your shareholder servicing agent for more
information on how to open a fund account and how to buy, sell and exchange
Class R6 shares.


IRA ROLLOVERS. You may complete a direct rollover from a retirement plan
offering Class R6 shares to a Deutsche AM IRA account by reinvesting up to the
full amount of your distribution in Class A shares of any Deutsche fund at net
asset value. Subsequent purchases of Class A shares will be made at the public
offering price as described in the prospectus for Class A shares. Please note
that if you terminate your participation in a retirement plan and transfer all
of your Class R6 shares, you will lose the privilege of purchasing Class R6
shares in the future.



FINANCIAL INTERMEDIARY SUPPORT PAYMENTS (NOT APPLICABLE TO CLASS R6)


The Advisor, the Distributor and/or their affiliates may pay additional
compensation, out of their own assets and not as an additional charge to each
fund, to selected affiliated and unaffiliated brokers, dealers, participating
insurance companies or other financial intermediaries ("financial advisors") in
connection with the sale and/or distribution of fund shares or the retention
and/or servicing of fund investors and fund shares ("revenue sharing"). Such
revenue sharing payments are in addition to any distribution or service fees
payable under any Rule 12b-1 or service plan of each fund, any
recordkeeping/sub-transfer agency/


networking fees payable by each fund (generally through the Distributor or an
affiliate) and/or the Distributor or Advisor to certain financial advisors for
performing such services and any sales charges, commissions, non-cash
compensation arrangements expressly permitted under applicable rules of the
Financial Industry Regulatory Authority or other concessions described in the
fee table or elsewhere in this prospectus or the Statement of Additional
Information as payable to all financial advisors. For example, the Advisor, the
Distributor and/or their affiliates may compensate financial advisors for
providing a fund with "shelf space" or access to a third party platform or fund
offering list or other marketing programs, including, without limitation,
inclusion of the fund on preferred or recommended sales lists, mutual fund
"supermarket" platforms and other formal sales programs; granting the
Distributor access to the financial advisor's sales force; granting the
Distributor access to the financial advisor's conferences and meetings;
assistance in training and educating the financial advisor's personnel; and
obtaining other forms of marketing support. In addition, revenue sharing
payments may consist of the Distributor's and/or its affiliates' payment or
reimbursement of ticket charges that would otherwise be assessed by a financial
advisor on an investor's fund transactions.

The level of revenue sharing payments made to financial advisors may be a fixed
fee or based upon one or more of the following factors: gross sales, current
assets and/or number of accounts of each fund attributable to the financial
advisor, the particular fund or fund type or other measures as agreed to by the
Advisor, the Distributor and/or their affiliates and the financial advisors or
any combination thereof. The amount of these payments is determined at the
discretion of the Advisor, the Distributor and/or their affiliates from time to
time, may be substantial, and may be different for different financial advisors
based on, for example, the nature of the services provided by the financial
advisor.


The Advisor, the Distributor and/or their affiliates currently make revenue
sharing payments from their own assets in connection with the sale and/or
distribution of Deutsche fund shares or the retention and/or servicing of
investors to financial advisors in amounts that generally range from 0.01% up
to 0.52% of assets of each fund serviced and maintained by the financial
advisor, 0.05% to 0.25% of sales of each fund attributable to the financial
advisor, a flat fee of up to $120,000, or any combination thereof. These
amounts are annual figures typically paid on a quarterly basis and are subject
to change at the discretion of the Advisor, the Distributor and/or their
affiliates. Receipt of, or the prospect of receiving, this additional
compensation may influence your financial advisor's recommendation of each fund
or of any particular share class of each fund. You should review your financial
advisor's compensation disclosure and/or talk to your financial advisor to
obtain more information on how this compensation may have influenced your
financial advisor's recommendation of each fund. Additional information
regarding these revenue sharing payments is included in each fund's Statement
of Additional Information, which is available to you on request at no charge
(see the back cover of this prospectus for more information on how to request a
copy of the Statement of Additional Information).



The Advisor, the Distributor and/or their affiliates may also make such revenue
sharing payments to financial advisors under the terms discussed above in
connection with the distribution of both Deutsche funds and non-Deutsche



                                       50
PROSPECTUS February 1, 2017                             Investing in the Funds


funds by financial advisors to retirement plans that obtain recordkeeping
services from ADP, Inc. or to 403(b) plans that obtain recordkeeping services
from ExpertPlan Inc., a subsidiary of Ascensus, Inc., on the Deutsche
AM-branded retirement plan platform (the "Platform"). The level of revenue
sharing payments is based upon sales of both the Deutsche funds and the
non-Deutsche funds by the financial advisor on the Platform or current assets
of both the Deutsche funds and the non-Deutsche funds serviced and maintained
by the financial advisor on the Platform.

It is likely that broker-dealers that execute portfolio transactions for each
fund will include firms that also sell shares of the Deutsche funds to their
customers. However, the Advisor will not consider sales of Deutsche fund shares
as a factor in the selection of broker-dealers to execute portfolio
transactions for the Deutsche funds. Accordingly, the Advisor has implemented
policies and procedures reasonably designed to prevent its traders from
considering sales of Deutsche fund shares as a factor in the selection of
broker-dealers to execute portfolio transactions for each fund. In addition,
the Advisor, the Distributor and/or their affiliates will not use fund
brokerage to pay for their obligation to provide additional compensation to
financial advisors as described above.



POLICIES YOU SHOULD KNOW ABOUT


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


If you are investing through a financial advisor or through a retirement plan,
check the materials you received from them about how to buy and sell shares
because particular financial advisors or other intermediaries may adopt
policies, procedures or limitations that are separate from those described in
this prospectus. Please note that a financial advisor or other intermediary may
charge fees separate from those charged by a fund and may be compensated by a
fund.



POLICIES ABOUT TRANSACTIONS


EACH FUND IS OPEN FOR BUSINESS each day the New York Stock Exchange is open.
Each fund calculates its share price for each class every business day, as of
the close of regular trading on the New York Stock Exchange (typically 4:00
p.m. Eastern time, but sometimes earlier, as in the case of scheduled half-day
trading or unscheduled suspensions of trading). You can place an order to buy
or sell shares at any time.


In accordance with requirements under anti-money laundering regulations, we may
request additional information and/or documents to verify your identity. This
information includes, but is not limited to, your name, address, date of birth
and other identifying documentation. If after reasonable effort we are unable
to obtain this information to verify your identity, in accordance with federal
regulations, within the time frames established by each fund, we will provide
you with written notification and we may reject your application and order.


Each fund will not invest your purchase until all required and requested
identification information has been provided and your application has been
submitted in "good order." The specific requirements for good order depend on
the type of account and transaction and the method of purchase. Contact
Deutsche Asset Management if you have any questions. After we receive all the
information, your application is deemed to be in good order and we accept your
purchase, you will receive the share price next calculated.



In the exercise of its sole discretion, each fund at any time may, without
prior notice, refuse, cancel, limit or rescind any purchase; cancel or rescind
any purchase order placed through a financial intermediary no later than the
business day after the order is received by the financial intermediary; freeze
account activity; and/or involuntarily redeem and close an existing account.
Specifically, each fund reserves the right to involuntarily redeem an account
(i) in case of actual or suspected fraudulent, illegal or suspicious activity
by the account owner or any other individual associated with the account; or
(ii) if the account owner fails to provide legally required information,
including information and/or documentation related to identity verification, to
each fund. Each fund is not required to provide justification to a potential or
existing shareholder for taking any such action. Please be advised that if each
fund involuntarily redeems and closes your account, under tax laws, you may be
required to recognize a gain or a loss or otherwise incur tax consequences.



With certain limited exceptions, only US residents may invest in each fund.


Because orders placed through a financial advisor must be forwarded to the
transfer agent, you'll need to allow extra time for your order to be processed.
Your financial advisor should be able to tell you approximately when your order
will be processed. It is the responsibility of your financial advisor to
forward your order to the transfer agent in a timely manner.


SUB-MINIMUM BALANCES FOR CLASS A, T AND C. Each fund may close your account and
send you the proceeds if your balance falls below $1,000 ($500 for accounts
with an Automatic Investment Plan funded with $50 or more per month in
subsequent investments), or below $250 for retirement accounts. We will give
you 60 days' notice (90 days for retirement accounts) so you can either
increase your balance or close your account (these policies don't apply to
investors with $100,000 or more in Deutsche fund shares, investors in certain
fee-based and wrap programs offered through certain financial intermediaries
approved by the Advisor, or group retirement plans and certain other accounts
having lower minimum share balance requirements).



                                       51
PROSPECTUS February 1, 2017                             Investing in the Funds


SUB-MINIMUM BALANCES FOR INSTITUTIONAL CLASS. Each fund may redeem your shares
and close your account on 60 days' notice if it fails to meet the minimum
account balance requirement of $1,000,000 for any reason.


SUB-MINIMUM BALANCES FOR CLASS S. Each fund may close your account and send you
the proceeds if your balance falls below $2,500 ($1,000 with an Automatic
Investment Plan funded with $50 or more per month in subsequent investments);
or below $250 for retirement accounts. We will give you 60 days' notice (90
days for retirement accounts) so you can either increase your balance or close
your account (these policies don't apply to investors with $100,000 or more in
Deutsche fund shares, investors in certain fee-based and wrap programs offered
through certain financial intermediaries approved by the Advisor, or group
retirement plans and certain other accounts having lower minimum share balance
requirements).



ACCOUNT MAINTENANCE FEE FOR CLASSES A, C AND S. Each fund charges a $20 account
maintenance fee for each fund account that has a balance below $10,000. Except
as otherwise noted below, fund accounts are not aggregated by share class or
fund. The assessment will occur once per calendar year and may be assessed
through the automatic redemption of fund shares in your account. The fee will
be assessed on each fund account that falls below the minimum for any reason,
including market value fluctuations, redemptions or exchanges.



The account maintenance fee will not apply to: (i) accounts with an automatic
investment plan; (ii) accounts held in an omnibus account through a financial
services firm; (iii) accounts maintained on behalf of participants in certain
fee-based and wrap programs offered through certain financial intermediaries
approved by the Advisor; (iv) participant level accounts in group retirement
plans held on the records of a retirement plan record keeper; (v) accounts held
by shareholders who maintain $50,000 or more in aggregate assets in Deutsche
fund shares; (vi) shareholders who consent to electronic delivery for all
documents (which include statements, prospectuses, annual and semi-annual
reports, and other materials), except for tax forms; (vii) Uniform Gift to
Minors (UGMA) and Uniform Transfer to Minors (UTMA) accounts; (viii) Coverdell
Education Savings Account (ESA) accounts; and (ix) IRA accounts for
shareholders beginning in the year in which they turn age 70 1/2. You may elect
to receive electronic delivery of Deutsche fund materials by registering on
deutschefunds.com or by calling the telephone number on the back cover.


OVERNIGHT DELIVERY OF DEUTSCHE FUND MATERIALS. You may request to receive a
paper copy of any Deutsche fund materials via overnight delivery by calling the
telephone number on the back cover. If you request an overnight delivery you
will be charged a $20 fee ($25 for Saturday delivery) for each request, which
will be paid by redeeming a portion of your shares equal to the amount of the
fee. Overnight delivery is not available to a P.O. Box.


MARKET TIMING POLICIES AND PROCEDURES. Short-term and excessive trading of fund
shares may present risks to long-term shareholders, including potential
dilution in the value of fund shares, interference with the efficient
management of a fund's portfolio (including losses on the sale of investments),
taxable gains to remaining shareholders and increased brokerage and
administrative costs. These risks may be more pronounced if a fund invests in
certain securities, such as those that trade in foreign markets, are illiquid
or do not otherwise have "readily available market quotations." Certain
investors may seek to employ short-term trading strategies aimed at exploiting
variations in portfolio valuation that arise from the nature of the securities
held by a fund (e.g., "time zone arbitrage"). Each fund discourages short-term
and excessive trading and has adopted policies and procedures that are intended
to detect and deter short-term and excessive trading.



Each fund also reserves the right to reject or cancel a purchase or exchange
order for any reason without prior notice. For example, a fund may in its
discretion reject or cancel a purchase or an exchange order even if the
transaction is not subject to the specific roundtrip transaction limitation
described below if the Advisor believes that there appears to be a pattern of
short-term or excessive trading activity by a shareholder or deems any other
trading activity harmful or disruptive to a fund. Each fund, through its
Advisor and transfer agent, will monitor changes in investment direction (CID)
by a shareholder within a fund. A CID is a transaction opposite to the prior
transaction, which can be a purchase, redemption or exchange. Each fund may
take other trading activity into account if a fund believes such activity is of
an amount or frequency that may be harmful to long-term shareholders or
disruptive to portfolio management.


Shareholders are limited to four roundtrip transactions in the same Deutsche
fund (excluding money market funds) over a rolling 12-month period. A
"roundtrip" transaction is defined as any combination of purchase and
redemption activity (including exchanges) of the same fund's shares.
Shareholders with four or more roundtrip transactions in the same Deutsche fund
within a rolling 12-month period generally will be blocked from making
additional purchases of, or exchanges into, that Deutsche fund for 12 months.
Each fund reserves the right to extend or maintain a block beyond 12 months if
it deems that the shareholder's activity was harmful to the fund, or that the
pattern of activity suggests a pattern of abuse. The rights of a shareholder to
redeem shares of a Deutsche fund are not affected by the four roundtrip
transaction limitation.



Each fund may make exceptions to the roundtrip transaction policy for certain
types of transactions if, in the opinion of the Advisor, the transactions do
not represent short-term or excessive trading or are not abusive or harmful to


                                       52
PROSPECTUS February 1, 2017                             Investing in the Funds


a fund, such as, but not limited to, systematic transactions, required minimum
retirement distributions, transactions initiated by a fund or administrator and
transactions by certain qualified funds-of-funds.

In certain circumstances where shareholders hold shares of a fund through a
financial intermediary, a fund may rely upon the financial intermediary's
policy to deter short-term or excessive trading if the Advisor believes that
the financial intermediary's policy is reasonably designed to detect and deter
transactions that are not in the best interests of a fund. A financial
intermediary's policy relating to short-term or excessive trading may be more
or less restrictive than the Deutsche funds' policy, may permit certain
transactions not permitted by the Deutsche funds' policies, or prohibit
transactions not subject to the Deutsche funds' policies.


The Advisor may also accept undertakings from a financial intermediary to
enforce short-term or excessive trading policies on behalf of a fund that
provide a substantially similar level of protection for each fund against such
transactions. For example, certain financial intermediaries may have
contractual, legal or operational restrictions that prevent them from blocking
an account. In such instances, the financial intermediary may use alternate
techniques that the Advisor considers to be a reasonable substitute for such a
block.


In addition, if a fund invests some portion of its assets in foreign
securities, it has adopted certain fair valuation practices intended to protect
the fund from "time zone arbitrage" with respect to its foreign securities
holdings and other trading practices that seek to exploit variations in
portfolio valuation that arise from the nature of the securities held by a
fund. (See "How each fund calculates share price.")


There is no assurance that these policies and procedures will be effective in
limiting short-term and excessive trading in all cases. For example, the
Advisor may not be able to effectively monitor, detect or limit short-term or
excessive trading by underlying shareholders that occurs through omnibus
accounts maintained by broker-dealers or other financial intermediaries. The
Advisor reviews trading activity at the omnibus level to detect short-term or
excessive trading. If the Advisor has reason to suspect that short-term or
excessive trading is occurring at the omnibus level, the Advisor will contact
the financial intermediary to request underlying shareholder level activity.
Depending on the amount of fund shares held in such omnibus accounts (which may
represent most of a fund's shares) short-term and/or excessive trading of fund
shares could adversely affect long-term shareholders in a fund. If short-term
or excessive trading is identified, the Advisor will take appropriate action.


Each fund's market timing policies and procedures may be modified or terminated
at any time.



THE AUTOMATED INFORMATION LINE is available 24 hours a day by calling Deutsche
Asset Management at the phone number on the back cover. You can use our
automated phone service to get information on Deutsche funds generally and on
accounts held directly at Deutsche Asset Management. You can also use this
service to request share transactions.



TELEPHONE AND ELECTRONIC TRANSACTIONS. Generally, you are automatically
entitled to telephone redemption and exchange privileges, but you may elect not
to have them when you open your account or by calling the appropriate phone
number on the back cover.


Since many transactions may be initiated by telephone or electronically, it's
important to understand that as long as we take reasonable steps to ensure that
an order to purchase or redeem shares is genuine, such as recording calls or
requesting personal security information, we are not responsible for any losses
that may occur as a result. For transactions conducted over the Internet, we
recommend the use of a secure Internet browser. In addition, you should verify
the accuracy of your confirmation statements immediately after you receive
them.


EACH FUND DOES NOT ISSUE SHARE CERTIFICATES. However, if you currently have
shares in certificated form, you must include the share certificates properly
endorsed or accompanied by a duly executed stock power when exchanging or
redeeming shares. You may not exchange or redeem shares in certificate form by
telephone or via the Internet.


WHEN YOU ASK US TO SEND OR RECEIVE A WIRE, please note that while we don't
charge a fee to send or receive wires, it's possible that your bank may do so.
Wire transactions are generally completed within 24 hours. Each fund can only
send wires of $1,000 or more and accept wires of $50 or more.


EACH FUND ACCEPTS PAYMENT FOR SHARES ONLY IN US DOLLARS by a check drawn on a
US bank, a bank or Federal Funds wire transfer or an electronic bank transfer.
Each fund does not accept third party checks. A third party check is a check
made payable to one or more parties and offered as payment to one or more other
parties (e.g., a check made payable to you that you offer as payment to someone
else). Checks should be payable to Deutsche Asset Management and drawn by you
or a financial institution on your behalf with your name or account number
included with the check. If you pay for shares by check and the check fails to
clear, we have the right to cancel your order, hold you liable or charge you or
your account for any losses or fees each fund or its agents have incurred.


SIGNATURE GUARANTEE. When you want to sell more than $100,000 worth of shares
or send proceeds to a third party or to a new address, you'll usually need to
place your order in writing and have your signature guaranteed. However, if you
want money transferred electronically to a bank account that is already on file
with us, you don't need



                                       53
PROSPECTUS February 1, 2017                             Investing in the Funds


a signature guarantee. Also, generally you don't need a signature guarantee for
an exchange, although we may require one in certain other circumstances.

A signature guarantee is simply a certification of your signature - a valuable
safeguard against fraud. Deutsche Asset Management accepts Medallion Signature
Guarantees, which can be obtained from an eligible guarantor. Eligible
guarantor institutions include commercial banks, savings and loans, trust
companies, credit unions, member firms of a national stock exchange or any
member or participant of an approved signature guarantor program. A notarized
document cannot be accepted in lieu of a signature guarantee.


SELLING SHARES OF TRUST ACCOUNTS AND BUSINESS OR ORGANIZATION ACCOUNTS may
require additional documentation. Please call Deutsche Asset Management (see
phone number on the back cover) or contact your financial advisor for more
information.


WHEN YOU SELL SHARES THAT HAVE A CDSC, the CDSC is based on the original
purchase cost or current market value of the shares sold, whichever is less. In
processing orders to sell shares, the shares with the lowest CDSC are sold
first. For each investment you make, we use the first day of the month in which
you bought shares to calculate a CDSC on that particular investment. A CDSC is
not imposed when you exchange from one fund into another. When you sell shares
of the fund that you exchanged into that were originally purchased prior to
April 1, 2016, a CDSC may be imposed based on the CDSC schedule of the fund you
exchanged into, which may differ from the schedule for the fund you exchanged
out of; your shares will retain their original cost and purchase date. Shares
of the fund acquired in an exchange from shares of another fund purchased on or
after April 1, 2016 that were subject to a CDSC at the time of the exchange
will continue to be subject to the CDSC schedule of the shares of the fund you
originally purchased.



IF YOU SELL SHARES IN A DEUTSCHE FUND FOR WHICH YOU PAID A SALES CHARGE AND
THEN DECIDE TO INVEST WITH DEUTSCHE ASSET MANAGEMENT AGAIN WITHIN SIX MONTHS,
you may be able to take advantage of the "reinstatement feature." With this
feature, you can put your money back into the same class of a Deutsche fund at
its current net asset value and, for purposes of a sales charge, it will be
treated as if it had never left Deutsche Asset Management (this may result in a
tax liability for federal income tax purposes). You'll be reimbursed (in the
form of fund shares by the Distributor) for any CDSC you paid when you sold
shares in a Deutsche fund. Future CDSC calculations will be based on your
original investment date, rather than your reinstatement date.



The reinstatement feature is not available to Class T shareholders. You can
only use the reinstatement feature once for any given group of shares. To take
advantage of this feature, contact Shareholder Services or your financial
advisor.



CLASS A TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class A shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser, or who are transferring to such a program may
potentially become eligible to invest in Institutional Class shares by reason
of their participation in such a program. In such event, subject to the
discretion of the Distributor and the limitations noted below, such
shareholders may exchange their Class A shares for Institutional Class shares
of equal aggregate value of the same fund. No sales charges or other charges
will apply to any such exchange. Exchanges under this privilege will generally
be processed only as part of a pre-arranged, multiple-client transaction
through the particular financial services firm offering the comprehensive or
wrap program or other fee-based program where the Institutional Class shares
are available. Investors should contact their selling and/or servicing agents
to learn more about the details of this exchange feature. Shareholders
generally will not recognize a gain or loss for federal income tax purposes
upon the exchange of Class A shares of a fund for Institutional Class shares of
the same fund.



CLASS A TO CLASS S IN THE SAME FUND EXCHANGE PRIVILEGE. Investors who have
invested in Class A shares through a comprehensive or "wrap" fee program, or
other fee-based program sponsored by a broker-dealer, bank or registered
investment adviser, may become eligible to invest in Class S shares. Subject to
the discretion of the Distributor, such shareholders may exchange their Class A
shares for Class S shares of equal aggregate value of the same fund. No sales
charges or other charges will apply to any such exchanges. Investors should
contact their selling and/or servicing agents to learn more about the details
of this exchange feature. Shareholders generally will not recognize a gain or
loss for federal income tax purposes upon the exchange of Class A shares of a
fund for Class S shares of the same fund.


CLASS A OR CLASS C TO CLASS T IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class A or Class C shares through a broker-dealer or other
financial intermediary, bank or registered investment adviser, may become
eligible to invest in Class T shares. Subject to the discretion of the
Distributor, such shareholders may exchange their Class A or Class C shares for
Class T shares of equal aggregate value of the same fund. No sales charges or
other charges will apply to any such exchanges. Exchanges under this privilege
will be processed only in instances where the accounts are not currently
subject to a CDSC and only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm where the Class T
shares are available. Investors should contact their selling and/or servicing
agents to learn more about the details of this exchange feature. Shareholders
generally will not recognize a gain or loss for federal income tax purposes
upon the exchange of Class A or



                                       54
PROSPECTUS February 1, 2017                             Investing in the Funds



Class C shares of a fund for Class T shares of the same fund. Financial
intermediaries may have their own policies and procedures about exchanges into
Class T.

CLASS C TO CLASS A, CLASS S OR INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE
PRIVILEGE. Investors who either (i) have invested in Class C shares through a
comprehensive or "wrap" fee program or other fee-based program sponsored by a
broker-dealer, bank or registered investment adviser or (ii) have invested in
Class C shares and are in the process of transferring their shares to such a
program may potentially become eligible to invest in either Class A shares,
Class S shares or Institutional Class shares by reason of their participation
in such a program. In such event, subject to the discretion of the Distributor
and the limitations noted below, such shareholders may exchange their Class C
shares for Class A shares, Class S shares or Institutional Class shares (as
applicable) of equal aggregate value of the same fund. No sales charges or
other charges will apply to any such exchange. Exchanges under this privilege
will generally be processed only in instances where the accounts are not
currently subject to a CDSC and only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm offering the
comprehensive or wrap program or other fee-based program where the Class A
shares, Class S shares or Institutional Class shares are available. Investors
should contact their selling and/or servicing agents to learn more about the
details of this exchange feature. Shareholders generally will not recognize a
gain or loss for federal income tax purposes upon the exchange of Class C
shares of a fund for Class A shares, Class S shares or Institutional Class
shares of the same fund.



CLASS S TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class S shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser may potentially become eligible to invest in
Institutional Class shares by reason of their participation in such a program.
In such event, subject to the discretion of the Distributor and the limitations
noted below, such shareholders may exchange their Class S shares for
Institutional Class shares of equal aggregate value of the same fund. No sales
charges or other charges will apply to any such exchange. Exchanges under this
privilege will be processed only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm offering the
comprehensive or wrap program or other fee-based program where the
Institutional Class shares are available. Investors should contact their
selling and/or servicing agents to learn more about the details of this
exchange feature. Shareholders generally will not recognize a gain or loss for
federal income tax purposes upon the exchange of Class S shares of a fund for
Institutional Class shares of the same fund.


CLASS A, CLASS R, CLASS S OR INSTITUTIONAL CLASS TO CLASS R6 IN THE SAME FUND
EXCHANGE PRIVILEGE. Investors who have invested in Class A, Class R, Class S or
Institutional Class shares through a retirement plan platform with plan-level
or omnibus accounts held on the books of the fund may potentially become
eligible to invest in Class R6 shares by reason of their participation in such
a plan. Exchanges under this privilege are subject to the discretion of the
Distributor and will be processed only as part of a prearranged, plan-level
transaction with a qualifying retirement plan program. If an exchange by a
qualifying retirement plan program is approved, investors holding Class A,
Class R, Class S or Institutional Class shares through such retirement plan
will exchange those shares for Class R6 shares of equal aggregate value of the
same fund. No sales charges or other charges will apply to any such exchange.
Investors should contact their retirement plan servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class A, Class R, Class S or Institutional Class shares of a fund for Class R6
shares of the same fund.


MONEY FROM SHARES YOU SELL is normally sent out within one business day of when
your order is processed (not when it is received), although it could be delayed
for up to seven days. There are circumstances when it could be longer,
including, but not limited to, when you are selling shares you bought recently
by check or ACH (the funds will be placed under a 10 calendar day hold to
ensure good funds) or when unusual circumstances prompt the SEC to allow
further delays. Certain expedited redemption processes (e.g., redemption
proceeds by wire) may also be delayed or unavailable when you are selling
shares recently purchased or in the event of the closing of the Federal Reserve
wire payment system. Each fund reserves the right to suspend or postpone
redemptions as permitted pursuant to Section 22(e) of the 1940 Act. Generally,
those circumstances are when 1) the New York Stock Exchange is closed other
than customary weekend or holiday closings; 2) the SEC determines that trading
on the New York Stock Exchange is restricted; 3) the SEC determines that an
emergency exists which makes the disposal of securities owned by a fund or the
fair determination of the value of a fund's net assets not reasonably
practicable; or 4) the SEC, by order, permits the suspension of the right of
redemption. Redemption payments by wire may also be delayed in the event of a
non-routine closure of the Federal Reserve wire payment system. For additional
rights reserved by each fund, please see "Other Rights We Reserve."



HOW EACH FUND CALCULATES SHARE PRICE


To calculate net asset value, or NAV, each share class uses the following
equation:



                                       55
PROSPECTUS February 1, 2017                             Investing in the Funds





        TOTAL          TOTAL                 TOTAL NUMBER OF
               -                                               =    NAV
                                       /
  (                               )
       ASSETS       LIABILITIES            SHARES OUTSTANDING



The price at which you buy shares is based on the NAV per share calculated
after the order is received and accepted by the transfer agent, although for
Class A and Class T shares it will be adjusted to allow for any applicable
sales charge (see "Choosing a Share Class"). The price at which you sell shares
is also based on the NAV per share calculated after the order is received and
accepted by the transfer agent, although a CDSC may be taken out of the
proceeds (see "Choosing a Share Class"). To obtain the fund's most recent share
price, go to deutschefunds.com (the Web site does not form a part of this
prospectus) or call the phone number included in this prospectus.


WE TYPICALLY VALUE SECURITIES USING INFORMATION FURNISHED BY AN INDEPENDENT
PRICING SERVICE OR MARKET QUOTATIONS, WHERE APPROPRIATE. However, we may use
methods approved by the Board, such as a fair valuation model, which are
intended to reflect fair value when pricing service information or market
quotations are not readily available or when a security's value or a meaningful
portion of the value of a fund's portfolio is believed to have been materially
affected by a significant event, such as a natural disaster, an economic event
like a bankruptcy filing, or a substantial fluctuation in domestic or foreign
markets that has occurred between the close of the exchange or market on which
the security is principally traded (for example, a foreign exchange or market)
and the close of the New York Stock Exchange. In such a case, a fund's value
for a security is likely to be different from the last quoted market price or
pricing service information. In addition, due to the subjective and variable
nature of fair value pricing, it is possible that the value determined for a
particular asset may be materially different from the value realized upon such
asset's sale.



It is expected that the greater the percentage of fund assets that is invested
in non-US securities, the more extensive will be a fund's use of fair value
pricing. This is intended to reduce a fund's exposure to "time zone arbitrage"
and other harmful trading practices. (See "Market timing policies and
procedures.")


TO THE EXTENT THAT A FUND INVESTS IN SECURITIES THAT ARE TRADED PRIMARILY IN
FOREIGN MARKETS, the value of its holdings could change at a time when you
aren't able to buy or sell fund shares. This is because some foreign markets
are open on days or at times when a fund doesn't price its shares. (Note that
prices for securities that trade on foreign exchanges can change significantly
on days when the New York Stock Exchange is closed and you cannot buy or sell
fund shares. Price changes in the securities a fund owns may ultimately affect
the price of fund shares the next time the NAV is calculated.)



OTHER RIGHTS WE RESERVE


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


o  withdraw or suspend the offering of shares at any time

o  withhold a portion of your distributions and redemption proceeds if we have
   been notified by the Internal Revenue Service that you are subject to
   backup withholding, if you fail to provide us with the correct taxpayer ID
   number and certain certifications, including certification that you are not
   subject to backup withholding, or if you are otherwise subject to
   withholding

o  reject a new account application if you don't provide any required or
   requested identifying information, or for any other reason

o  refuse, cancel, limit or rescind any purchase or exchange order, without
   prior notice; freeze any account (meaning you will not be able to purchase
   fund shares in your account); suspend account services; and/or
   involuntarily redeem your account if we think that the account is being
   used for fraudulent or illegal purposes; one or more of these actions will
   be taken when, at our sole discretion, they are deemed to be in a fund's
   best interests or when a fund is requested or compelled to do so by
   governmental authority or by applicable law


o  close and liquidate your account if we are unable to verify your identity,
   or for other reasons; if we decide to close your account, your fund shares
   will be redeemed at the net asset value per share next calculated after we
   determine to close your account (less any applicable sales charges or
   CDSC); you may recognize a gain or loss on the redemption of your fund
   shares and you may incur a tax liability


o  pay you for shares you sell by "redeeming in kind," that is, by giving you
   securities (which are subject to market risk until sold, may incur taxes
   and typically will involve brokerage costs for you to liquidate) rather
   than cash, but which will be taxable to the same extent as a redemption for
   cash; a fund generally won't make a redemption in kind unless your requests
   over a 90-day period total more than $250,000 or 1% of the value of a
   fund's net assets, whichever is less

o  change, add or withdraw various services, fees and account policies (for
   example, we may adjust a fund's investment minimums at any time)



UNDERSTANDING DISTRIBUTIONS AND TAXES


Each fund intends to distribute to its shareholders virtually all of its net
earnings. Each fund can earn money in two ways: by receiving interest,
dividends or other income from investments it holds and by selling investments
for more than it paid for them. (Each fund's earnings are separate from any
gains or losses stemming from your own purchase and sale of fund shares.) Each
fund may not always pay a dividend or other distribution for a given period.


Deutsche Core Equity Fund intends to distribute investment income to its
shareholders in March, June, September and December; long-term and short-term
capital gains are normally paid in December. Deutsche



                                       56
PROSPECTUS February 1, 2017                             Investing in the Funds


Capital Growth Fund, Deutsche Mid Cap Growth Fund, Deutsche Small Cap Core Fund
and Deutsche Small Cap Growth Fund each intends to distribute both investment
income and long-term and short-term capital gains to its shareholders annually
in December. A fund may distribute at other times as needed.

Dividends declared and payable to shareholders of record in the last quarter of
a given calendar year are treated for federal income tax purposes as if they
were received by shareholders and paid by the fund on December 31 of that year,
if such dividends are actually paid in January of the following year.


For federal income tax purposes, income and capital gain dividends are
generally taxable to shareholders. However, dividends, regardless of character,
received by retirement plans qualifying for tax exemption under federal income
tax laws generally will not be currently taxable.


YOU CAN CHOOSE HOW TO RECEIVE YOUR DIVIDENDS, WHETHER ORDINARY OR CAPITAL GAIN
DIVIDENDS, AND OTHER DISTRIBUTIONS. You can have them all automatically
reinvested in fund shares (at NAV), all deposited directly to your bank account
or all sent to you by check, have one type reinvested and the other sent to you
by check or have them invested in a different fund. Tell us your preference on
your application. If you don't indicate a preference, your dividends and
distributions will all be reinvested in shares of the fund without a sales
charge (if applicable). Dividends and distributions are treated the same for
federal income tax purposes whether you receive them in cash or reinvest them
in additional shares.


BUYING, SELLING OR EXCHANGING FUND SHARES WILL USUALLY HAVE FEDERAL INCOME TAX
CONSEQUENCES FOR YOU (except in employer-sponsored qualified plans, IRAs or
other tax-advantaged accounts). Your sale of shares may result in a capital
gain or loss. The gain or loss will be long-term or short-term depending on how
long you owned the shares that were sold. For federal income tax purposes, an
exchange is treated the same as a sale. In addition, if shares are redeemed to
pay any account fees (e.g., an account maintenance fee), you may incur a tax
liability.


THE FEDERAL INCOME TAX STATUS of a fund's earnings you receive and transactions
involving your shares generally depends on their type:





GENERALLY TAXED AT NET CAPITAL      GENERALLY TAXED AT ORDINARY
GAIN RATES:                         INCOME RATES:

 FUND DISTRIBUTIONS
 o gains from the sale of securi-  o gains from the sale of securi-
   ties held (or treated as held)    ties held (or treated as held)
   by a fund for more than one       by a fund for one year or less
   year                            o all other taxable income
 o qualified dividend income
 TRANSACTIONS INVOLVING FUND
 SHARES
 o gains from selling fund         o gains from selling fund
   shares held for more than         shares held for one year or
   one year                          less



ANY DIRECT INVESTMENTS IN FOREIGN SECURITIES BY A FUND MAY BE SUBJECT TO
FOREIGN WITHHOLDING TAXES. In that case, a fund's yield on those securities
would generally be decreased. Shareholders generally will not be entitled to
claim a credit or deduction with respect to foreign taxes paid by a fund. In
addition, any investments in foreign securities or foreign currencies may
increase or accelerate a fund's recognition of ordinary income and may affect
the timing or amount of the fund's distributions. If you invest in a fund
through a taxable account, your after-tax return could be negatively affected.


Investments in certain debt obligations or other securities may cause a fund to
recognize income in excess of the cash generated by them. Thus, a fund could be
required at times to liquidate other investments in order to satisfy its
distribution requirements.


Each fund's use of derivatives, if any, may affect the amount, timing and
character of distributions to shareholders and, therefore, may increase the
amount of taxes payable by shareholders.


Distributions to individuals and other noncorporate shareholders of investment
income reported by a fund as derived from qualified dividend income are
eligible for taxation for federal income tax purposes at the more favorable net
capital gain rates. Qualified dividend income generally includes dividends
received by a fund from domestic and some foreign corporations. It does not
include income from investments in debt securities or, generally, from real
estate investment trusts. In addition, a fund must meet certain holding period
and other requirements with respect to the dividend-paying stocks in its
portfolio and the shareholder must meet certain holding period and other
requirements with respect to a fund's shares for the lower tax rates to apply.


YOUR FUND WILL SEND YOU DETAILED FEDERAL INCOME TAX INFORMATION EARLY EACH
YEAR. These statements tell you the amount and the federal income tax
classification of any dividends or distributions you received. They also have
certain details on your purchases and sales of shares.


A 3.8% Medicare contribution tax is imposed on the "net investment income" of
individuals, estates and trusts to the extent their income exceeds certain
threshold amounts. For this purpose, net investment income generally includes
taxable dividends, including any capital gain dividends paid by a fund, and net
gains recognized on the sale, redemption or exchange of shares of a fund.


IF YOU INVEST RIGHT BEFORE A FUND PAYS A DIVIDEND, you'll be getting some of
your investment back as a dividend, which may be taxable to you. You can avoid
this by investing after a fund pays a dividend. In tax-advantaged accounts you
generally do not need to worry about this.


If a fund's distributions exceed its current and accumulated earnings and
profits, the excess will be treated for federal income tax purposes as a
tax-free return of capital to the



                                       57
PROSPECTUS February 1, 2017                             Investing in the Funds


extent of your basis in your shares and thereafter as a capital gain. Because a
return of capital distribution reduces the basis of your shares, a return of
capital distribution may result in a higher capital gain or a lower capital
loss when you sell your shares held in a taxable account.

CORPORATIONS are taxed at the same rates on ordinary income and capital gains
but may be eligible for a dividends-received deduction to the extent of the
amount of eligible dividends received by a fund from domestic corporations for
the taxable year, provided certain holding period and other requirements are
met.


Because each shareholder's tax situation is unique, ask your tax professional
about the tax consequences of your investment, including any state and local
tax consequences. Special tax rules apply to individuals investing through
tax-advantaged investment plans. Please consult your own tax advisor with
respect to the tax consequences of an investment in a fund through such plan.


The above discussion summarizes certain federal income tax consequences for
shareholders who are US persons. If you are a non-US person, please consult
your own tax advisor with respect to the US tax consequences to you of an
investment in a fund. For more information, see "Taxes" in the Statement of
Additional Information.


                                       58
PROSPECTUS February 1, 2017                             Investing in the Funds



[GRAPHIC APPEARS HERE]



Financial Highlights



The financial highlights are designed to help you understand recent financial
performance. The figures in the first part of each table are for a single
share. The total return figures represent the percentage that an investor in a
fund would have earned (or lost), assuming all dividends and distributions were
reinvested. This information has been audited by PricewaterhouseCoopers LLP,
independent registered public accounting firm, whose reports, along with each
fund's financial statements, is included in each fund's annual report (see
"Shareholder reports" on the back cover). Because Class T shares of each fund
commenced operations as of the date of this prospectus, financial highlights
information is not available for Class T shares.


DEUTSCHE CAPITAL GROWTH FUND - CLASS A





                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  71.63     $  79.28     $  70.56     $  60.83     $  46.90
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 .16          .20          .10          .60          .20
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        7.46         3.29        13.31         9.63        13.91
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               7.62         3.49        13.41        10.23        14.11
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                        (  .19)      (  .10)      (  .21)      (  .50)      (  .18)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 7.72)      (11.04)      ( 4.48)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 7.91)      (11.14)      ( 4.69)      (  .50)      (  .18)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  71.34     $  71.63     $  79.28     $  70.56     $  60.83
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)(b)                             11.13         4.78        19.65        16.97        30.17
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ millions)              573          579          604          569          572
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                             .97          .97          .98         1.01         1.02
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)         .24          .27          .14          .94          .36
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        33           44           41           31           27
-------------------------------------------  --------     --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.

                                       59
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CAPITAL GROWTH FUND - CLASS C





                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------          -            -            -            -            -
NET ASSET VALUE, BEGINNING OF PERIOD         $  64.74     $  73.12     $  65.72     $  56.65     $  43.86
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)              (  .36)      (  .37)      (  .46)         .10       (  .21)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        6.68         3.03        12.34         9.01        13.00
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               6.32         2.66        11.88         9.11        12.79
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                             -            -            -       (  .04)           -
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 7.72)      (11.04)      ( 4.48)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 7.72)      (11.04)      ( 4.48)      (  .04)           -
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  63.34     $  64.74     $  73.12     $  65.72     $  56.65
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)(b)                             10.20         3.95        18.70        16.07        29.16
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ millions)               27           28           27           27           29
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                            1.79         1.78         1.78         1.79         1.78
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)      (  .58)      (  .53)      (  .66)         .17       (  .40)
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        33           44           41           31           27
-------------------------------------------  --------     --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.


DEUTSCHE CAPITAL GROWTH FUND - CLASS R





                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  70.94     $  78.80     $  70.24     $  60.62     $  46.74
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)              (  .11)      (  .10)      (  .20)         .34          .05
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        7.37         3.28        13.24         9.62        13.88
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               7.26         3.18        13.04         9.96        13.93
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                             -            -            -       (  .34)      (  .05)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 7.72)      (11.04)      ( 4.48)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 7.72)      (11.04)      ( 4.48)      (  .34)      (  .05)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  70.48     $  70.94     $  78.80     $  70.24     $  60.62
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)                                10.67         4.35        19.18        16.54        29.81
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)              7            7            7            7            6
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                            1.37         1.37         1.38         1.39         1.28
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)      (  .16)      (  .13)      (  .26)         .54          .09
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        33           44           41           31           27
-------------------------------------------  --------     --------     --------     --------     --------


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

                                       60
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CAPITAL GROWTH FUND - CLASS R6





                                             YEARS ENDED SEPTEMBER
                                                      30,              PERIOD ENDED
                                                2016         2015       9/30/14(A)
                                            -----------  -----------  -------------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  72.01     $  79.89      $  80.34
------------------------------------------   --------     --------      --------
Income (loss) from investment operations:
  Net investment income (loss)(b)                 .38          .18           .08
-------------------------------------------  --------     --------      --------
  Net realized and unrealized gain (loss)        7.48         3.40        (  .53)
-------------------------------------------  --------     --------      --------
  TOTAL FROM INVESTMENT OPERATIONS               7.86         3.58        (  .45)
-------------------------------------------  --------     --------      --------
Less distributions from:
  Net investment income                        (  .35)      (  .42)            -
-------------------------------------------  --------     --------      --------
  Net realized gains                           ( 7.72)      (11.04)            -
-------------------------------------------  --------     --------      --------
  TOTAL DISTRIBUTIONS                          ( 8.07)      (11.46)            -
-------------------------------------------  --------     --------      --------
NET ASSET VALUE, END OF PERIOD               $  71.80     $  72.01      $  79.89
-------------------------------------------  --------     --------      --------
Total Return (%)                                11.44         4.85        (  .56)**
-------------------------------------------  --------     --------      --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)           276           14            10
-------------------------------------------  --------     --------      --------
Ratio of expenses (%)                             .67          .77           .60*
-------------------------------------------  --------     --------      --------
Ratio of net investment income (loss) (%)         .54          .25          1.02*
-------------------------------------------  --------     --------      --------
Portfolio turnover rate (%)                        33           44            41(c)
-------------------------------------------  --------     --------      --------


a     For  the  period  from  August  25,  2014  (commencement of operations) to
      September 30, 2014.
b     Based on average shares outstanding during the period.
c     Represents the Fund's portfolio turnover rate for the year ended September
      30, 2014.
*     Annualized
**    Not annualized


DEUTSCHE CAPITAL GROWTH FUND - INSTITUTIONAL CLASS






                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  72.24     $  79.89     $  71.11     $  61.32     $  47.29
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 .35          .42          .31          .79          .39
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        7.53         3.29        13.40         9.70        13.99
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               7.88         3.71        13.71        10.49        14.38
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                        (  .41)      (  .32)      (  .45)      (  .70)      (  .35)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 7.72)      (11.04)      ( 4.48)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 8.13)      (11.36)      ( 4.93)      (  .70)      (  .35)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  71.99     $  72.24     $  79.89     $  71.11     $  61.32
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)                                11.42         5.05        19.98        17.34        30.58
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ millions)              213          216          197          206          226
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                             .70          .70          .71          .70          .69
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)         .50          .54          .40         1.23          .70
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        33           44           41           31           27
-------------------------------------------  --------     --------     --------     --------     --------



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

                                       61
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CAPITAL GROWTH FUND - CLASS S





                                                               YEARS ENDED SEPTEMBER 30,
                                                 2016         2015       2014         2013         2012
                                             -----------  -----------  ---------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------          -            -    ------             -            -
NET ASSET VALUE, BEGINNING OF PERIOD          $  72.29     $  79.94    $ 71.12     $  61.32     $  47.29
-------------------------------------------   --------     --------    -------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                  .35          .41       .30           .77          .35
-------------------------------------------   --------     --------    -------     --------     --------
  Net realized and unrealized gain (loss)         7.53         3.30     13.41          9.69        14.00
-------------------------------------------   --------     --------    -------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                7.88         3.71     13.71         10.46        14.35
-------------------------------------------   --------     --------    -------     --------     --------
Less distributions from:
  Net investment income                         (  .40)      (  .32)   (  .41)       (  .66)      (  .32)
-------------------------------------------   --------     --------    -------     --------     --------
  Net realized gains                            ( 7.72)      (11.04)   ( 4.48)            -            -
-------------------------------------------   --------     --------    -------     --------     --------
  TOTAL DISTRIBUTIONS                           ( 8.12)      (11.36)   ( 4.89)       (  .66)      (  .32)
-------------------------------------------   --------     --------    -------     --------     --------
NET ASSET VALUE, END OF PERIOD                $  72.05     $  72.29    $ 79.94     $  71.12     $  61.32
-------------------------------------------   --------     --------    -------     --------     --------
Total Return (%)                                 11.42         5.04     19.97         17.29        30.47
-------------------------------------------   --------     --------    -------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------
Net assets, end of year ($ millions)               697    693              716          649          624
-------------------------------------------   --------    ---------        ---     --------     --------
Ratio of expenses (%)                              .71          .71       .72           .75          .76
-------------------------------------------   --------    ---------    -------     --------     --------
Ratio of net investment income (loss) (%)          .49          .53       .40          1.20          .62
-------------------------------------------   --------    ---------    -------     --------     --------
Portfolio turnover rate (%)                         33           44    41                31           27
-------------------------------------------   --------    ---------    -------     --------     --------


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

                                       62
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CORE EQUITY FUND - CLASS A





                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  23.35     $  24.56     $  22.12     $  17.87     $  14.43
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 .20          .19          .10          .30          .17
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        2.66          .19         3.97         4.27         3.45
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               2.86          .38         4.07         4.57         3.62
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                        (  .18)      (  .12)      (  .11)      (  .32)      (  .18)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 1.82)      ( 1.47)      ( 1.52)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 2.00)      ( 1.59)      ( 1.63)      (  .32)      (  .18)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  24.21     $  23.35     $  24.56     $  22.12     $  17.87
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)(b)                             12.75         1.67        19.18        25.81        25.18
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)            325          315          326          299          262
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                             .88          .87          .89          .91          .93
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)         .87          .76          .42         1.52         1.02
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        27           38           44          282          302
-------------------------------------------  --------     --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.


DEUTSCHE CORE EQUITY FUND - CLASS C






                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  22.52     $  23.80     $  21.55     $  17.40     $  14.06
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 .03          .00*      (  .08)         .14          .04
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        2.55          .19         3.85         4.16         3.36
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               2.58          .19         3.77         4.30         3.40
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                        (  .01)           -            -       (  .15)      (  .06)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 1.82)      ( 1.47)      ( 1.52)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 1.83)      ( 1.47)      ( 1.52)      (  .15)      (  .06)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  23.27     $  22.52     $  23.80     $  21.55     $  17.40
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)(b)                             11.88          .91        18.22        24.90        24.21
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)             40           32           28           25           21
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                            1.64         1.64         1.66         1.69         1.70
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)         .11          .00*      (  .35)         .73          .26
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        27           38           44          282          302
-------------------------------------------  --------     --------     --------     --------     --------



(a)   Based on average shares outstanding during the period.
(b)   Total return does not reflect the effect of any sales charges.

*     Amount is less than $.005.

                                       63
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CORE EQUITY FUND - CLASS R






                                                                   YEARS ENDED SEPTEMBER 30,
                                                     2016          2015             2014             2013
                                                 ----------- ---------------- ---------------- ----------------

SELECTED PER SHARE DATA
----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD              $  23.57      $   24.76        $   22.31        $   18.02
------------------------------------------------  --------      ---------        ---------        ---------
Income (loss) from investment operations:
  Net investment income (loss)(b)                      .12            .16           (  .03)             .16
------------------------------------------------  --------      ---------        ---------        ---------
  Net realized and unrealized gain (loss)             2.68            .12             4.00             4.30
------------------------------------------------  --------      ---------        ---------        ---------
  TOTAL FROM INVESTMENT OPERATIONS                    2.80            .28             3.97             4.46
------------------------------------------------  --------      ---------        ---------        ---------
Less distributions from:
  Net investment income                             (  .13)        (  .00)***            -           (  .17)
------------------------------------------------  --------      ---------        ---------        ---------
  Net realized gains                                ( 1.82)        ( 1.47)          ( 1.52)               -
------------------------------------------------  --------      ---------        ---------        ---------
  TOTAL DISTRIBUTIONS                               ( 1.95)        ( 1.47)          ( 1.52)          (  .17)
------------------------------------------------  --------      ---------        ---------        ---------
NET ASSET VALUE, END OF PERIOD                    $  24.42      $   23.57        $   24.76        $   22.31
------------------------------------------------  --------      ---------        ---------        ---------
Total Return (%)                                     12.34           1.27 (c)        18.50 (c)        24.94 (c)
------------------------------------------------  --------      ---------        ---------        ---------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)              1,051            671                1                1
------------------------------------------------  --------      ---------        ---------        ---------
Ratio of expenses before expense reductions (%)       1.26           1.08             2.41             4.82
------------------------------------------------  --------      ---------        ---------        ---------
Ratio of expenses after expense reductions (%)        1.26           1.08             1.45             1.63
------------------------------------------------  --------      ---------        ---------        ---------
Ratio of net investment income (loss) (%)              .49            .63           (  .11)             .81
------------------------------------------------  --------      ---------        ---------        ---------
Portfolio turnover rate (%)                             27             38               44              282
------------------------------------------------  --------      ---------        ---------        ---------




                                                     PERIOD ENDED
                                                      9/30/12(A)
                                                 --------------------

SELECTED PER SHARE DATA
----------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $    17.94
-------------------------------------------------    ----------
Income (loss) from investment operations:
  Net investment income (loss)(b)                           .04
-------------------------------------------------    ----------
  Net realized and unrealized gain (loss)                   .06
-------------------------------------------------    ----------
  TOTAL FROM INVESTMENT OPERATIONS                          .10
-------------------------------------------------    ----------
Less distributions from:
  Net investment income                                  (  .02)
-------------------------------------------------    ----------
  Net realized gains                                          -
-------------------------------------------------    ----------
  TOTAL DISTRIBUTIONS                                    (  .02)
-------------------------------------------------    ----------
NET ASSET VALUE, END OF PERIOD                       $    18.02
-------------------------------------------------    ----------
Total Return (%)                                            .53 (c)**
-------------------------------------------------    ----------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------
Net assets, end of period ($ thousands)                       1
-------------------------------------------------    ----------
Ratio of expenses before expense reductions (%)            3.29*
-------------------------------------------------    ----------
Ratio of expenses after expense reductions (%)             1.63*
-------------------------------------------------    ----------
Ratio of net investment income (loss) (%)                   .52*
-------------------------------------------------    ----------
Portfolio turnover rate (%)                                 302(d)
-------------------------------------------------    ----------



(a)   For the period from May 1, 2012 (commencement of operations) to
      September 30, 2012.
(b)   Based on average shares outstanding during the period.
(c)   Total return would have been lower had certain expenses not been
      reduced.
(d)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2012.

*     Annualized


**    Not annualized


***   Amount is less than $.005.


                                       64
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CORE EQUITY FUND - CLASS R6






                                                   YEARS ENDED SEPTEMBER
                                                            30,              PERIOD ENDED
                                                      2016         2015       9/30/14(A)
                                                  -----------  -----------  -------------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  23.58     $  24.80      $  25.15
------------------------------------------------   --------     --------      --------
Income (loss) from investment operations:
  Net investment income (loss)(b)                       .30          .22           .03
------------------------------------------------   --------     --------      --------
  Net realized and unrealized gain (loss)              2.67          .22        (  .32)
------------------------------------------------   --------     --------      --------
  TOTAL FROM INVESTMENT OPERATIONS                     2.97          .44        (  .29)
------------------------------------------------   --------     --------      --------
Less distributions from:
  Net investment income                              (  .27)      (  .19)       (  .06)
------------------------------------------------   --------     --------      --------
  Net realized gains on investment transactions      ( 1.82)      ( 1.47)            -
-------------------------------------------------  --------     --------      --------
  TOTAL DISTRIBUTIONS                                ( 2.09)      ( 1.66)       (  .06)
-------------------------------------------------  --------     --------      --------
NET ASSET VALUE, END OF PERIOD                     $  24.46     $  23.58      $  24.80
-------------------------------------------------  --------     --------      --------
Total Return (%)                                      13.12         1.91        ( 1.16)**
-------------------------------------------------  --------     --------      --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    3          .89           .01
-------------------------------------------------  --------     --------      --------
Ratio of expenses                                       .50          .52           .48*
-------------------------------------------------  --------     --------      --------
Ratio of net investment income (loss) (%)              1.29          .85          1.11*
-------------------------------------------------  --------     --------      --------
Portfolio turnover rate (%)                              27           38            44(c)
-------------------------------------------------  --------     --------      --------



(a)   For the period from August 25, 2014 (commencement of operations) to
      September 30, 2014.
(b)   Based on average shares outstanding during the period.
(c)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2014.

*     Annualized


**    Not annualized



DEUTSCHE CORE EQUITY FUND - INSTITUTIONAL CLASS






                                                                          YEARS ENDED SEPTEMBER 30,
                                                      2016         2015         2014           2013              2012
                                                  -----------  -----------  -----------  ----------------  ----------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  23.60     $  24.80     $  22.33       $  18.03          $  14.56
------------------------------------------------   --------     --------     --------       --------          --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                       .28          .27          .19            .39               .24
------------------------------------------------   --------     --------     --------       --------          --------
  Net realized and unrealized gain (loss)              2.68          .21         4.00           4.31              3.48
------------------------------------------------   --------     --------     --------       --------          --------
  TOTAL FROM INVESTMENT OPERATIONS                     2.96          .48         4.19           4.70              3.72
------------------------------------------------   --------     --------     --------       --------          --------
Less distributions from:
  Net investment income                              (  .26)      (  .21)      (  .20)        (  .40)           (  .25)
------------------------------------------------   --------     --------     --------       --------          --------
  Net realized gains                                 ( 1.82)      ( 1.47)      ( 1.52)             -                 -
------------------------------------------------   --------     --------     --------       --------          --------
  TOTAL DISTRIBUTIONS                                ( 2.08)      ( 1.68)      ( 1.72)        (  .40)           (  .25)
------------------------------------------------   --------     --------     --------       --------          --------
NET ASSET VALUE, END OF PERIOD                     $  24.48     $  23.60     $  24.80       $  22.33          $  18.03
------------------------------------------------   --------     --------     --------       --------          --------
Total Return (%)                                      13.07         2.07        19.58          26.34 (b)         25.70 (b)
------------------------------------------------   --------     --------     --------       --------          --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   72           69           80             74               248
------------------------------------------------   --------     --------     --------       --------          --------
Ratio of expenses before expense reductions (%)         .56          .54          .53            .55               .55
-------------------------------------------------  --------     --------     --------       --------          --------
Ratio of expenses after expense reductions (%)          .56          .54          .53            .54               .54
-------------------------------------------------  --------     --------     --------       --------          --------
Ratio of net investment income (loss) (%)              1.20         1.10          .79           1.99              1.40
-------------------------------------------------  --------     --------     --------       --------          --------
Portfolio turnover rate (%)                              27           38           44            282               302
-------------------------------------------------  --------     --------     --------       --------          --------



(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.

                                       65
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE CORE EQUITY FUND - CLASS S






                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  23.55     $  24.76     $  22.30     $  18.01     $  14.54
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 .27          .26          .17          .37          .23
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        2.69          .19         4.00         4.30         3.47
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               2.96          .45         4.17         4.67         3.70
-------------------------------------------  --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                        (  .25)      (  .19)      (  .19)      (  .38)      (  .23)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 1.82)      ( 1.47)      ( 1.52)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                          ( 2.07)      ( 1.66)      ( 1.71)      (  .38)      (  .23)
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  24.44     $  23.55     $  24.76     $  22.30     $  18.01
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)                                13.09         1.96        19.48        26.20        25.61
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)          2,770        2,661        2,817        2,564        2,260
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                             .58          .59          .59          .61          .64
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)        1.16         1.05          .72         1.82         1.34
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        27           38           44          282          302
-------------------------------------------  --------     --------     --------     --------     --------



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

                                       66
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE MID CAP GROWTH FUND - CLASS A






                                                                       YEARS ENDED SEPTEMBER 30,
                                                      2016           2015            2014         2013         2012
                                                  -----------  ----------------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  18.29       $  20.86        $  18.87     $  14.84     $  12.65
------------------------------------------------   --------       --------        --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                    (  .06)        (  .10)         (  .11)      (  .06)      (  .08)
------------------------------------------------   --------       --------        --------     --------     --------
  Net realized and unrealized gain (loss)              1.00         (  .29)           2.43         4.09         2.27
------------------------------------------------   --------       --------        --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                      .94         (  .39)           2.32         4.03         2.19
------------------------------------------------   --------       --------        --------     --------     --------
Less distributions from:
  Net realized gains                                 ( 2.33)        ( 2.18)         (  .33)           -            -
------------------------------------------------   --------       --------        --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  16.90       $  18.29        $  20.86     $  18.87     $  14.84
------------------------------------------------   --------       --------        --------     --------     --------
Total Return (%)(c)                                    5.85         ( 2.34)(b)       12.47        27.16        17.31
------------------------------------------------   --------       --------        --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                  158            175             210          194          175
------------------------------------------------   --------       --------        --------     --------     --------
Ratio of expenses before expense reductions (%)        1.28           1.25            1.26         1.29         1.31
-------------------------------------------------  --------       --------        --------     --------     --------
Ratio of expenses after expense reductions (%)         1.28           1.23            1.26         1.29         1.31
-------------------------------------------------  --------       --------        --------     --------     --------
Ratio of net investment income (loss) (%)            (  .37)        (  .50)         (  .55)      (  .36)      (  .54)
-------------------------------------------------  --------       --------        --------     --------     --------
Portfolio turnover rate (%)                              60             53              46           44           70
-------------------------------------------------  --------       --------        --------     --------     --------



(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.

(c)        Total return does not reflect the effect of any sales charges.



DEUTSCHE MID CAP GROWTH FUND - CLASS C






                                                                       YEARS ENDED SEPTEMBER 30,
                                                      2016           2015            2014         2013         2012
                                                  -----------  ----------------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD              $ 16.27         $  18.92        $  17.29     $  13.71     $  11.77
------------------------------------------------  -------         --------        --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                 (  .16)           (  .23)         (  .25)      (  .18)      (  .18)
------------------------------------------------  -------         --------        --------     --------     --------
  Net realized and unrealized gain (loss)            .86            (  .24)           2.21         3.76         2.12
------------------------------------------------  -------         --------        --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                   .70            (  .47)           1.96         3.58         1.94
------------------------------------------------  -------         --------        --------     --------     --------
Less distributions from:
  Net realized gains                              ( 2.33)           ( 2.18)         (  .33)           -            -
------------------------------------------------  -------         --------        --------     --------     --------
NET ASSET VALUE, END OF PERIOD                    $ 14.64         $  16.27        $  18.92     $  17.29     $  13.71
------------------------------------------------  -------         --------        --------     --------     --------
Total Return (%)(c)                               5.01( b)          ( 3.07)(b)       11.52        26.11        16.48
------------------------------------------------  ---------       --------        --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                 8                10              11           11           10
------------------------------------------------  -------         --------        --------     --------     --------
Ratio of expenses before expense reductions (%)     2.14              2.05            2.07         2.10         2.13
------------------------------------------------- -------         --------        --------     --------     --------
Ratio of expenses after expense reductions (%)      2.05              1.98            2.07         2.10         2.13
------------------------------------------------- -------         --------        --------     --------     --------
Ratio of net investment income (loss) (%)         ( 1.14)           ( 1.25)         ( 1.36)      ( 1.17)      ( 1.36)
------------------------------------------------- -------         --------        --------     --------     --------
Portfolio turnover rate (%)                           60                53              46           44           70
------------------------------------------------- -------         --------        --------     --------     --------



(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.

(c)        Total return does not reflect the effect of any sales charges.


                                       67
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE MID CAP GROWTH FUND - INSTITUTIONAL CLASS






                                                               YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013         2012
                                            -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  19.04     $  21.57     $  19.45     $  15.25     $  12.94
------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)              (  .01)      (  .05)      (  .05)      (  .01)      (  .03)
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)        1.04       (  .30)        2.50         4.21         2.34
-------------------------------------------  --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS               1.03       (  .35)        2.45         4.20         2.31
-------------------------------------------  --------     --------     --------     --------     --------
  Net realized gains                           ( 2.33)      ( 2.18)      (  .33)           -            -
-------------------------------------------  --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD               $  17.74     $  19.04     $  21.57     $  19.45     $  15.25
-------------------------------------------  --------     --------     --------     --------     --------
Total Return (%)                                 6.19       ( 2.05)       12.77        27.54        17.85
-------------------------------------------  --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)              2            2            3            4            2
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses (%)                             .96          .97          .97          .97          .95
-------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)      (  .04)      (  .24)      (  .26)      (  .06)      (  .18)
-------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                        60           53           46           44           70
-------------------------------------------  --------     --------     --------     --------     --------




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



DEUTSCHE MID CAP GROWTH FUND - CLASS S






                                                              YEARS ENDED SEPTEMBER 30,
                                                2016         2015         2014         2013        2012
                                            -----------  -----------  -----------  -----------  ----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD         $  18.78     $  21.31     $  19.22     $  15.07       12.81
------------------------------------------   --------     --------     --------     --------      ------
Income (loss) from investment operations:
  Net investment income (loss)(a)              (  .01)      (  .05)      (  .06)      (  .01)     (  .04)
-------------------------------------------  --------     --------     --------     --------      ------
  Net realized and unrealized gain (loss)        1.02       (  .30)        2.48         4.16        2.30
-------------------------------------------  --------     --------     --------     --------      ------
  TOTAL FROM INVESTMENT OPERATIONS               1.01       (  .35)        2.42         4.15        2.26
-------------------------------------------  --------     --------     --------     --------      ------
Less distributions from:
  Net realized gains                           ( 2.33)      ( 2.18)      (  .33)           -           -
-------------------------------------------  --------     --------     --------     --------      ------
NET ASSET VALUE, END OF PERIOD               $  17.46     $  18.78     $  21.31     $  19.22     $ 15.07
-------------------------------------------  --------     --------     --------     --------     -------
Total Return (%)                                 6.16       ( 2.13)       12.77        27.54       17.64
-------------------------------------------  --------     --------     --------     --------     -------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)            144          149          163          158         140
-------------------------------------------  --------     --------     --------     --------     -------
Ratio of expenses (%)                            1.00          .98          .98         1.01        1.03
-------------------------------------------  --------     --------     --------     --------     -------
Ratio of net investment income (loss) (%)      (  .08)      (  .25)      (  .27)      (  .09)     (  .26)
-------------------------------------------  --------     --------     --------     --------     -------
Portfolio turnover rate (%)                        60           53           46           44          70
-------------------------------------------  --------     --------     --------     --------     -------




(a)        Based on average shares outstanding during period.


                                       68
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP CORE FUND - CLASS A






                                                                     YEARS ENDED SEPTEMBER 30,
                                                      2016         2015         2014         2013         2012
                                                  -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  25.01     $  24.39     $  24.02     $  18.63     $  13.84
------------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                       .09       (  .06)      (  .10)         .07          .03
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)              2.81         2.26          .86         5.42         4.76
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                     2.90         2.20          .76         5.49         4.79
------------------------------------------------   --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                                   -            -       (  .05)      (  .10)           -
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized gains                                 ( 2.00)      ( 1.58)      (  .34)           -            -
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                ( 2.00)      ( 1.58)      (  .39)      (  .10)           -
------------------------------------------------   --------     --------     --------     --------     --------
Redemption fees                                         .00*         .00*         .00*         .00*         .00*
------------------------------------------------   --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  25.91     $  25.01     $  24.39     $  24.02     $  18.63
------------------------------------------------   --------     --------     --------     --------     --------
Total Return (%)(b,c)                                 12.68         9.04         3.05        29.62        34.61
------------------------------------------------   --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   19           17           12            9            8
------------------------------------------------   --------     --------     --------     --------     --------
Ratio of expenses before expense reductions (%)        1.34         1.42         1.43         1.55         1.62
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses after expense reductions (%)         1.31         1.40         1.38         1.40         1.48
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)               .37       (  .22)      (  .39)         .31          .15
-------------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                              51           52           69          330          379
-------------------------------------------------  --------     --------     --------     --------     --------



(a)   Based on average shares outstanding during the period.
(b)   Total return does not reflect the effect of any sales charges.
(c)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.

                                       69
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP CORE FUND - CLASS C






                                                                     YEARS ENDED SEPTEMBER 30,
                                                      2016         2015         2014         2013         2012
                                                  -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  21.76     $  21.56     $  21.40     $  16.64     $  12.45
------------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                    (  .07)      (  .22)      (  .25)      (  .09)      (  .10)
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)              2.40         2.00          .75         4.86         4.29
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                     2.33         1.78          .50         4.77         4.19
------------------------------------------------   --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                                   -            -            -       (  .01)           -
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized gains                                 ( 2.00)      ( 1.58)      (  .34)           -            -
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                ( 2.00)      ( 1.58)      (  .34)      (  .01)           -
------------------------------------------------   --------     --------     --------     --------     --------
Redemption fees                                         .00*         .00*         .00*         .00*         .00*
------------------------------------------------   --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  22.09     $  21.76     $  21.56     $  21.40     $  16.64
------------------------------------------------   --------     --------     --------     --------     --------
Total Return (%)(b,c)                                 11.89         8.19         2.25        28.66        33.65
------------------------------------------------   --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    3            2            1            1            1
------------------------------------------------   --------     --------     --------     --------     --------
Ratio of expenses before expense reductions (%)        2.12         2.21         2.20         2.28         2.39
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses after expense reductions (%)         2.06         2.15         2.13         2.15         2.23
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)            (  .35)      (  .96)      ( 1.10)      (  .45)      (  .63)
-------------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                              51           52           69          330          379
-------------------------------------------------  --------     --------     --------     --------     --------



(a)   Based on average shares outstanding during the period.
(b)   Total return does not reflect the effect of any sales charges.
(c)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.



DEUTSCHE SMALL CAP CORE FUND - CLASS R6







                                                   PERIOD ENDED
                                                    9/30/16(A)
                                                  -------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $ 25.18
------------------------------------------------    -------
Income (loss) from investment operations:
  Net investment income (loss)(b)                       .10
------------------------------------------------    -------
  Net realized and unrealized gain (loss)              1.77
------------------------------------------------    -------
  TOTAL FROM INVESTMENT OPERATIONS                     1.87
------------------------------------------------    -------
NET ASSET VALUE, END OF PERIOD                      $ 27.05
------------------------------------------------    -------
Total Return (%)(c)                                    7.43**
------------------------------------------------    -------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------
Net assets, end of period ($ thousands)                  11
------------------------------------------------    -------
Ratio of expenses before expense reductions (%)        1.13*
-------------------------------------------------   -------
Ratio of expenses after expense reductions (%)         1.01*
-------------------------------------------------   -------
Ratio of net investment income (loss) (%)              1.18*
-------------------------------------------------   -------
Portfolio turnover rate (%)                              51(d)
-------------------------------------------------   -------




(a)   For the period from June 1, 2016 (commencement of operations) to
      September 30, 2016.
(b)   Based on average shares outstanding during the period.
(c)   Total return would have been lower had certain expenses not been
      reduced.
(d)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2016.
*     Annualized
**    Not annualized


                                       70
PROSPECTUS February 1, 2017                               Financial Highlights



DEUTSCHE SMALL CAP CORE FUND - INSTITUTIONAL CLASS







                                                   PERIOD ENDED
                                                    9/30/16(A)
                                                  -------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $ 25.18
------------------------------------------------    -------
Income (loss) from investment operations:
  Net investment income (loss)(b)                       .10
------------------------------------------------    -------
  Net realized and unrealized gain (loss)              1.77
------------------------------------------------    -------
  TOTAL FROM INVESTMENT OPERATIONS                     1.87
------------------------------------------------    -------
NET ASSET VALUE, END OF PERIOD                      $ 27.05
------------------------------------------------    -------
Total Return (%)(c)                                    7.43**
------------------------------------------------    -------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------
Net assets, end of period ($ thousands)                  11
------------------------------------------------    -------
Ratio of expenses before expense reductions (%)        1.06*
-------------------------------------------------   -------
Ratio of expenses after expense reductions (%)         1.01*
-------------------------------------------------   -------
Ratio of net investment income (loss) (%)              1.18*
-------------------------------------------------   -------
Portfolio turnover rate (%)                              51(d)
-------------------------------------------------   -------




(a)   For the period from June 1, 2016 (commencement of operations) to
      September 30, 2016.
(b)   Based on average shares outstanding during the period.
(c)   Total return would have been lower had certain expenses not been
      reduced.
(d)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2016.
*     Annualized
**    Not annualized



DEUTSCHE SMALL CAP CORE FUND - CLASS S






                                                                            YEARS ENDED SEPTEMBER 30,
                                                        2016            2015         2014           2013              2012
                                                  ----------------  -----------  -----------  ----------------  ----------------

SELECTED PER SHARE DATA
----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  25.96        $  25.20     $  24.82       $  19.24          $  14.26
------------------------------------------------     --------        --------     --------       --------          --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                         .16             .01       (  .02)           .12               .06
------------------------------------------------     --------        --------     --------       --------          --------
  Net realized and unrealized gain (loss)                2.93            2.33          .86           5.61              4.92
------------------------------------------------     --------        --------     --------       --------          --------
  TOTAL FROM INVESTMENT OPERATIONS                       3.09            2.34          .84           5.73              4.98
------------------------------------------------     --------        --------     --------       --------          --------
Less distributions from:
  Net investment income                                     -               -       (  .12)        (  .15)                -
------------------------------------------------     --------        --------     --------       --------          --------
  Net realized gains                                   ( 2.00)         ( 1.58)      (  .34)             -                 -
------------------------------------------------     --------        --------     --------       --------          --------
  TOTAL DISTRIBUTIONS                                  ( 2.00)         ( 1.58)      (  .46)        (  .15)                -
------------------------------------------------     --------        --------     --------       --------          --------
Redemption fees                                           .00*            .00*         .00*           .00*              .00*
------------------------------------------------     --------        --------     --------       --------          --------
NET ASSET VALUE, END OF PERIOD                       $  27.05        $  25.96     $  25.20       $  24.82          $  19.24
------------------------------------------------     --------        --------     --------       --------          --------
Total Return (%)                                        12.96 (b)        9.28         3.34          29.96 (b)         34.92 (b)
------------------------------------------------     --------        --------     --------       --------          --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    116              87           71             82                54
------------------------------------------------     --------        --------     --------       --------          --------
Ratio of expenses before expense reductions (%)          1.12            1.13         1.13           1.21              1.31
-------------------------------------------------    --------        --------     --------       --------          --------
Ratio of expenses after expense reductions (%)           1.09            1.13         1.13           1.15              1.23
-------------------------------------------------    --------        --------     --------       --------          --------
Ratio of net investment income (loss) (%)                 .65             .05       (  .08)           .55               .35
-------------------------------------------------    --------        --------     --------       --------          --------
Portfolio turnover rate (%)                                51              52           69            330               379
-------------------------------------------------    --------        --------     --------       --------          --------



(a)   Based on average shares outstanding during the period.
(b)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.

                                       71
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP GROWTH FUND - CLASS A






                                                                          YEARS ENDED SEPTEMBER 30,
                                                        2016            2015           2014            2013         2012
                                                  ----------------  -----------  ----------------  -----------  -----------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  28.22        $  30.49       $  32.30        $  24.37     $  19.28
------------------------------------------------     --------        --------       --------        --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .17)         (  .30)        (  .29)         (  .11)      (  .21)
------------------------------------------------     --------        --------       --------        --------     --------
  Net realized and unrealized gain (loss)                1.34            1.54           1.48            8.04         5.30
------------------------------------------------     --------        --------       --------        --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.17            1.24           1.19            7.93         5.09
------------------------------------------------     --------        --------       --------        --------     --------
Less distributions from:
  Net realized gains                                   ( 1.62)         ( 3.51)        ( 3.00)              -            -
------------------------------------------------     --------        --------       --------        --------     --------
Redemption fees                                           .00*            .00*           .00*            .00*         .00*
------------------------------------------------     --------        --------       --------        --------     --------
NET ASSET VALUE, END OF PERIOD                       $  27.77        $  28.22       $  30.49        $  32.30     $  24.37
------------------------------------------------     --------        --------       --------        --------     --------
Total Return (%)(b)                                      4.41 (c)        4.17           3.71 (c)       32.54        26.40
------------------------------------------------     --------        --------       --------        --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     36              35             32              31           29
------------------------------------------------     --------        --------       --------        --------     --------
Ratio of expenses before expense reductions (%)          1.37            1.40           1.41            1.47         1.46
-------------------------------------------------    --------        --------       --------        --------     --------
Ratio of expenses after expense reductions (%)           1.30            1.40           1.39            1.47         1.46
-------------------------------------------------    --------        --------       --------        --------     --------
Ratio of net investment income (loss) (%)              (  .64)         (  .97)        (  .92)         (  .41)      (  .91)
-------------------------------------------------    --------        --------       --------        --------     --------
Portfolio turnover rate (%)                                50              58             72              74           81
-------------------------------------------------    --------        --------       --------        --------     --------



(a)   Based on average shares outstanding during the period.
(b)   Total return does not reflect the effect of any sales charges.
(c)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.


DEUTSCHE SMALL CAP GROWTH FUND - CLASS C






                                                                          YEARS ENDED SEPTEMBER 30,
                                                        2016            2015           2014            2013         2012
                                                  ----------------  -----------  ----------------  -----------  -----------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  24.74        $  27.34       $  29.47        $  22.40     $  17.86
------------------------------------------------     --------        --------       --------        --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .32)         (  .46)        (  .48)         (  .29)      (  .36)
------------------------------------------------     --------        --------       --------        --------     --------
  Net realized and unrealized gain (loss)                1.16            1.37           1.35            7.36         4.90
------------------------------------------------     --------        --------       --------        --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                        .84             .91            .87            7.07         4.54
------------------------------------------------     --------        --------       --------        --------     --------
Less distributions from:
  Net realized gains                                   ( 1.62)         ( 3.51)        ( 3.00)              -            -
------------------------------------------------     --------        --------       --------        --------     --------
Redemption fees                                           .00*            .00*           .00*            .00*         .00*
------------------------------------------------     --------        --------       --------        --------     --------
NET ASSET VALUE, END OF PERIOD                       $  23.96        $  24.74       $  27.34        $  29.47     $  22.40
------------------------------------------------     --------        --------       --------        --------     --------
Total Return (%)(b)                                      3.65 (c)        3.37           2.93 (c)       31.56        25.42
------------------------------------------------     --------        --------       --------        --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                      7               8              5               5            4
------------------------------------------------     --------        --------       --------        --------     --------
Ratio of expenses before expense reductions (%)          2.14            2.14           2.19            2.22         2.22
-------------------------------------------------    --------        --------       --------        --------     --------
Ratio of expenses after expense reductions (%)           2.05            2.14           2.14            2.22         2.22
-------------------------------------------------    --------        --------       --------        --------     --------
Ratio of net investment income (loss) (%)              ( 1.39)         ( 1.70)        ( 1.67)         ( 1.16)      ( 1.68)
-------------------------------------------------    --------        --------       --------        --------     --------
Portfolio turnover rate (%)                                50              58             72              74           81
-------------------------------------------------    --------        --------       --------        --------     --------



(a)   Based on average shares outstanding during the period.
(b)   Total return does not reflect the effect of any sales charges.
(c)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.

                                       72
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP GROWTH FUND - CLASS R






                                                                    YEARS ENDED SEPTEMBER 30,
                                                       2016            2015           2014            2013
                                                 ---------------- -------------- -------------- ----------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $   27.94       $   30.30      $   32.18       $   24.33
------------------------------------------------    ---------       ---------      ---------       ---------
Income (loss) from investment operations:
  Net investment income (loss)(b)                      (  .23)         (  .39)        (  .37)         (  .25)
------------------------------------------------    ---------       ---------      ---------       ---------
  Net realized and unrealized gain (loss)                1.32            1.54           1.49            8.10
------------------------------------------------    ---------       ---------      ---------       ---------
  TOTAL FROM INVESTMENT OPERATIONS                       1.09            1.15           1.12            7.85
------------------------------------------------    ---------       ---------      ---------       ---------
Less distributions from:
  Net realized gains                                   ( 1.62)         ( 3.51)        ( 3.00)              -
------------------------------------------------    ---------       ---------      ---------       ---------
Redemption fees                                           .00***          .00***         .00***          .00***
------------------------------------------------    ---------       ---------      ---------       ---------
NET ASSET VALUE, END OF PERIOD                      $   27.41       $   27.94      $   30.30       $   32.18
------------------------------------------------    ---------       ---------      ---------       ---------
Total Return (%)                                         4.15 (c)        3.87           3.50           32.26 (c)
------------------------------------------------    ---------       ---------      ---------       ---------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                      4               3              1             .115
------------------------------------------------    ---------       ---------      ---------       ----------
Ratio of expenses before expense reductions (%)          1.69            1.71           1.63            1.81
------------------------------------------------    ---------       ---------      ---------       ----------
Ratio of expenses after expense reductions (%)           1.55            1.71           1.63            1.73
------------------------------------------------    ---------       ---------      ---------       ----------
Ratio of net investment income (loss) (%)              (  .89)         ( 1.28)        ( 1.18)         (  .88)
------------------------------------------------    ---------       ---------      ---------       ----------
Portfolio turnover rate (%)                                50              58             72              74
------------------------------------------------    ---------       ---------      ---------       ----------




                                                     PERIOD ENDED
                                                      9/30/12(A)
                                                 --------------------

SELECTED PER SHARE DATA
----------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $    24.40
-------------------------------------------------    ----------
Income (loss) from investment operations:
  Net investment income (loss)(b)                        (  .11)
-------------------------------------------------    ----------
  Net realized and unrealized gain (loss)                   .04
-------------------------------------------------    ----------
  TOTAL FROM INVESTMENT OPERATIONS                       (  .07)
-------------------------------------------------    ----------
Less distributions from:
  Net realized gains                                          -
-------------------------------------------------    ----------
Redemption fees                                             .00***
-------------------------------------------------    ----------
NET ASSET VALUE, END OF PERIOD                       $    24.33
-------------------------------------------------    ----------
Total Return (%)                                         (  .29)(c)**
-------------------------------------------------    ----------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------
Net assets, end of period ($ millions)                      .003
-------------------------------------------------    -----------
Ratio of expenses before expense reductions (%)            3.46*
-------------------------------------------------    -----------
Ratio of expenses after expense reductions (%)             1.76*
-------------------------------------------------    -----------
Ratio of net investment income (loss) (%)                ( 1.14)*
-------------------------------------------------    -----------
Portfolio turnover rate (%)                                  81(d)
-------------------------------------------------    -----------



(a)   For the period from May 1, 2012 (commencement of operations) to
      September 30, 2012.
(b)   Based on average shares outstanding during the period.
(c)   Total return would have been lower had certain expenses not been
      reduced.
(d)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2012.
*     Annualized
**    Not annualized
***   Amount is less than $.005.

                                       73
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP GROWTH FUND - CLASS R6






                                                      YEARS ENDED SEPTEMBER 30,        PERIOD ENDED
                                                        2016              2015          9/30/14(A)
                                                  ----------------  ----------------  -------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  28.29          $  30.50         $  31.79
------------------------------------------------     --------          --------         --------
Income (loss) from investment operations:
  Net investment income (loss)(b)                      (  .07)           (  .25)          (  .02)
------------------------------------------------     --------          --------         --------
  Net realized and unrealized gain (loss)                1.34              1.55           ( 1.27)
------------------------------------------------     --------          --------         --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.27              1.30           ( 1.29)
------------------------------------------------     --------          --------         --------
Less distributions from:
  Net realized gains                                   ( 1.62)           ( 3.51)
------------------------------------------------     --------          --------         --------
  Redemption fees                                         .00***            .00***           .00***
------------------------------------------------     --------          --------         --------
NET ASSET VALUE, END OF PERIOD                       $  27.94          $  28.29         $  30.50
------------------------------------------------     --------          --------         --------
Total Return (%)                                         4.77 (c)          4.37 (c)       ( 4.06)**
------------------------------------------------     --------          --------         --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)                   923                10               10
------------------------------------------------     --------          --------         --------
Ratio of expenses before expense reductions (%)           .96              1.36             1.02*
-------------------------------------------------    --------          --------         --------
Ratio of expenses after expense reductions (%)            .94              1.22             1.02*
-------------------------------------------------    --------          --------         --------
Ratio of net investment income (loss) (%)              (  .25)           (  .79)          (  .60)*
-------------------------------------------------    --------          --------         --------
Portfolio turnover rate (%)                                50                58               72(d)
-------------------------------------------------    --------          --------         --------



(a)   For the period from August 25, 2014 (commencement of operations) to
      September 30, 2014.
(b)   Based on average shares outstanding during the period.
(c)   Total return would have been lower had certain expenses not been
      reduced.
(d)   Represents the Fund's portfolio turnover rate for the year ended
      September 30, 2014.
*     Annualized
**    Not annualized
***   Amount is less than $.005.


DEUTSCHE SMALL CAP GROWTH FUND - INSTITUTIONAL CLASS






                                                                       YEARS ENDED SEPTEMBER 30,
                                                        2016            2015         2014         2013         2012
                                                  ----------------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  29.53        $  31.66     $  33.33     $  25.04     $  19.72
------------------------------------------------     --------        --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .09)         (  .20)      (  .21)         .13       (  .11)
------------------------------------------------     --------        --------     --------     --------     --------
  Net realized and unrealized gain (loss)                1.41            1.58         1.54         8.16         5.43
------------------------------------------------     --------        --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.32            1.38         1.33         8.29         5.32
------------------------------------------------     --------        --------     --------     --------     --------
Less distributions from:
  Net realized gains                                   ( 1.62)         ( 3.51)      ( 3.00)           -            -
------------------------------------------------     --------        --------     --------     --------     --------
Redemption fees                                           .00*            .00*         .00*         .00*         .00*
------------------------------------------------     --------        --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                       $  29.23        $  29.53     $  31.66     $  33.33     $  25.04
------------------------------------------------     --------        --------     --------     --------     --------
Total Return (%)                                         4.73 (b)        4.52         4.01        33.11        26.98
------------------------------------------------     --------        --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     11               2            1            1           10
------------------------------------------------     --------        --------     --------     --------     --------
Ratio of expenses before expense reductions (%)           .99            1.08         1.11         1.03          .99
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of expenses after expense reductions (%)            .96            1.08         1.11         1.03          .99
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of net investment income (loss) (%)              (  .32)         (  .64)      (  .64)         .49       (  .46)
-------------------------------------------------    --------        --------     --------     --------     --------
Portfolio turnover rate (%)                                50              58           72           74           81
-------------------------------------------------    --------        --------     --------     --------     --------



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

(b)   Total return would have been lower had certain expenses not been
      reduced.

*     Amount is less than $.005.

                                       74
PROSPECTUS February 1, 2017                               Financial Highlights


DEUTSCHE SMALL CAP GROWTH FUND - CLASS S






                                                                            YEARS ENDED SEPTEMBER 30,
                                                        2016            2015           2014              2013            2012
                                                  ----------------  -----------  ----------------  ----------------  -----------

SELECTED PER SHARE DATA
----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  29.20        $  31.36       $  33.06          $  24.88        $  19.64
------------------------------------------------     --------        --------       --------          --------        --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .11)         (  .23)        (  .22)           (  .05)         (  .16)
------------------------------------------------     --------        --------       --------          --------        --------
  Net realized and unrealized gain (loss)                1.40            1.58           1.52              8.23            5.40
------------------------------------------------     --------        --------       --------          --------        --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.29            1.35           1.30              8.18            5.24
------------------------------------------------     --------        --------       --------          --------        --------
Less distributions from:
  Net realized gains                                   ( 1.62)         ( 3.51)        ( 3.00)                -               -
------------------------------------------------     --------        --------       --------          --------        --------
Redemption fees                                           .00*            .00*           .00*              .00*            .00*
------------------------------------------------     --------        --------       --------          --------        --------
NET ASSET VALUE, END OF PERIOD                       $  28.87        $  29.20       $  31.36          $  33.06        $  24.88
------------------------------------------------     --------        --------       --------          --------        --------
Total Return (%)                                         4.68 (b)        4.43           3.98 (b)         32.88 (b)       26.68
------------------------------------------------     --------        --------       --------          --------        --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     79             103             78                72              63
------------------------------------------------     --------        --------       --------          --------        --------
Ratio of expenses before expense reductions (%)          1.16            1.15           1.16              1.23            1.24
-------------------------------------------------    --------        --------       --------          --------        --------
Ratio of expenses after expense reductions (%)           1.06            1.15           1.14              1.23            1.24
-------------------------------------------------    --------        --------       --------          --------        --------
Ratio of net investment income (loss) (%)              (  .40)         (  .72)        (  .67)           (  .16)         (  .69)
-------------------------------------------------    --------        --------       --------          --------        --------
Portfolio turnover rate (%)                                50              58             72                74              81
-------------------------------------------------    --------        --------       --------          --------        --------



(a)   Based on average shares outstanding during the period.
(b)   Total return would have been lower had certain expenses not been
      reduced.
*     Amount is less than $.005.

                                       75
PROSPECTUS February 1, 2017                               Financial Highlights



[GRAPHIC APPEARS HERE]



Appendix



HYPOTHETICAL EXPENSE SUMMARY


Using the annual fund operating expense ratios presented in the fee tables in
the fund prospectus, the Hypothetical Expense Summary shows the estimated fees
and expenses, in actual dollars, that would be charged on a hypothetical
investment of $10,000 in the fund held for the next 10 years and the impact of
such fees and expenses on fund returns for each year and cumulatively, assuming
a 5% return for each year. The historical rate of return for the fund may be
higher or lower than 5% and, for money market funds, is typically less than 5%.
The tables also assume that all dividends and distributions are reinvested. The
annual fund expense ratios shown are net of any contractual fee waivers or
expense reimbursements, if any, for the period of the contractual commitment.
The tables reflect the maximum initial sales charge, if any, but do not reflect
any contingent deferred sales charge, if any, which may be payable upon
redemption. If contingent deferred sales charges were shown, the "Hypothetical
Year-End Balance After Fees and Expenses" amounts shown would be lower and the
"Annual Fees and Expenses" amounts shown would be higher. Also, please note
that if you are investing through a third party provider, that provider may
have fees and expenses separate from those of the fund that are not reflected
here. Mutual fund fees and expenses fluctuate over time and actual expenses may
be higher or lower than those shown.



The Hypothetical Expense Summary should not be used or construed as an offer to
sell, a solicitation of an offer to buy or a recommendation or endorsement of
any specific mutual fund. You should carefully review the fund's prospectus to
consider the investment objective, risks, expenses and charges of the fund
prior to investing.


DEUTSCHE CAPITAL GROWTH FUND - CLASS A





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.97%        -1.95%      $  9,804.83     $   668.26
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         0.97%         2.00%      $ 10,199.96     $    97.02
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         0.97%         6.11%      $ 10,611.02     $   100.93
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         0.97%        10.39%      $ 11,038.64     $   105.00
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         0.97%        14.84%      $ 11,483.50     $   109.23
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         0.97%        19.46%      $ 11,946.29     $   113.63
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         0.97%        24.28%      $ 12,427.72     $   118.21
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         0.97%        29.29%      $ 12,928.56     $   122.98
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         0.97%        34.50%      $ 13,449.58     $   127.93
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         0.97%        39.92%      $ 13,991.60     $   133.09
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 1,696.28
---                                                                  ----------


                                       76
PROSPECTUS February 1, 2017                                           Appendix



DEUTSCHE CAPITAL GROWTH FUND - CLASS T







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.02%         1.38%       $ 10,138.05    $   351.43
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.02%         5.42%       $ 10,541.54    $   105.47
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.02%         9.61%       $ 10,961.10    $   109.66
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.02%        13.97%       $ 11,397.35    $   114.03
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.02%        18.51%       $ 11,850.96    $   118.57
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.02%        23.23%       $ 12,322.63    $   123.29
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.02%        28.13%       $ 12,813.07    $   128.19
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.02%        33.23%       $ 13,323.03    $   133.29
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.02%        38.53%       $ 13,853.29    $   138.60
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.02%        44.05%       $ 14,404.65    $   144.12
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,466.65
---                                                                  ----------




DEUTSCHE CAPITAL GROWTH FUND - CLASS C







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.79%         3.21%       $ 10,321.00    $   181.87
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.79%         6.52%       $ 10,652.30    $   187.71
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.79%         9.94%       $ 10,994.24    $   193.74
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.79%        13.47%       $ 11,347.16    $   199.96
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.79%        17.11%       $ 11,711.40    $   206.37
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.79%        20.87%       $ 12,087.34    $   213.00
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.79%        24.75%       $ 12,475.34    $   219.84
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.79%        28.76%       $ 12,875.80    $   226.89
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.79%        32.89%       $ 13,289.11    $   234.18
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.79%        37.16%       $ 13,715.69    $   241.69
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,105.25
---                                                                  ----------



                                       77
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CAPITAL GROWTH FUND - CLASS R





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.37%         3.63%       $ 10,363.00    $   139.49
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.37%         7.39%       $ 10,739.18    $   144.55
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.37%        11.29%       $ 11,129.01    $   149.80
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.37%        15.33%       $ 11,532.99    $   155.23
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.37%        19.52%       $ 11,951.64    $   160.87
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.37%        23.85%       $ 12,385.48    $   166.71
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.37%        28.35%       $ 12,835.08    $   172.76
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.37%        33.01%       $ 13,300.99    $   179.03
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.37%        37.84%       $ 13,783.82    $   185.53
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.37%        42.84%       $ 14,284.17    $   192.27
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,646.24
---                                                                  ----------


DEUTSCHE CAPITAL GROWTH FUND - CLASS R6






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.67%         4.33%       $ 10,433.00     $  68.45
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.67%         8.85%       $ 10,884.75     $  71.41
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.67%        13.56%       $ 11,356.06     $  74.51
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.67%        18.48%       $ 11,847.78     $  77.73
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.67%        23.61%       $ 12,360.78     $  81.10
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.67%        28.96%       $ 12,896.01     $  84.61
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.67%        34.54%       $ 13,454.40     $  88.27
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.67%        40.37%       $ 14,036.98     $  92.10
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.67%        46.45%       $ 14,644.78     $  96.08
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.67%        52.79%       $ 15,278.90     $ 100.24
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 834.50
---                                                                   --------



                                       78
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CAPITAL GROWTH FUND - INSTITUTIONAL CLASS





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.70%         4.30%       $ 10,430.00     $  71.51
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.70%         8.78%       $ 10,878.49     $  74.58
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.70%        13.46%       $ 11,346.27     $  77.79
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.70%        18.34%       $ 11,834.15     $  81.13
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.70%        23.43%       $ 12,343.02     $  84.62
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.70%        28.74%       $ 12,873.77     $  88.26
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.70%        34.27%       $ 13,427.35     $  92.05
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.70%        40.05%       $ 14,004.72     $  96.01
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.70%        46.07%       $ 14,606.92     $ 100.14
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.70%        52.35%       $ 15,235.02     $ 104.45
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 870.54
---                                                                   --------


DEUTSCHE CAPITAL GROWTH FUND - CLASS S





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.71%         4.29%       $ 10,429.00     $  72.52
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.71%         8.76%       $ 10,876.40     $  75.63
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.71%        13.43%       $ 11,343.00     $  78.88
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.71%        18.30%       $ 11,829.62     $  82.26
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.71%        23.37%       $ 12,337.11     $  85.79
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.71%        28.66%       $ 12,866.37     $  89.47
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.71%        34.18%       $ 13,418.34     $  93.31
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.71%        39.94%       $ 13,993.98     $  97.31
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.71%        45.94%       $ 14,594.32     $ 101.49
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.71%        52.20%       $ 15,220.42     $ 105.84
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 882.50
---                                                                   --------


                                       79
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CORE EQUITY FUND - CLASS A






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.88%        -1.87%      $  9,813.31     $   659.65
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         0.88%         2.18%      $ 10,217.62     $    88.14
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         0.88%         6.39%      $ 10,638.58     $    91.77
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         0.88%        10.77%      $ 11,076.89     $    95.55
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         0.88%        15.33%      $ 11,533.26     $    99.48
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         0.88%        20.08%      $ 12,008.43     $   103.58
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         0.88%        25.03%      $ 12,503.18     $   107.85
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         0.88%        30.18%      $ 13,018.31     $   112.29
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         0.88%        35.55%      $ 13,554.67     $   116.92
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         0.88%        41.13%      $ 14,113.12     $   121.74
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 1,596.97
---                                                                  ----------




DEUTSCHE CORE EQUITY FUND - CLASS T







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.90%         1.50%       $ 10,149.75    $   339.55
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.90%         5.66%       $ 10,565.89    $    93.22
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.90%         9.99%       $ 10,999.09    $    97.04
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.90%        14.50%       $ 11,450.05    $   101.02
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.90%        19.20%       $ 11,919.51    $   105.16
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.90%        24.08%       $ 12,408.21    $   109.47
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.90%        29.17%       $ 12,916.94    $   113.96
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.90%        34.47%       $ 13,446.54    $   118.64
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.90%        39.98%       $ 13,997.85    $   123.50
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.90%        45.72%       $ 14,571.76    $   128.56
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,330.12
---                                                                  ----------



                                       80
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CORE EQUITY FUND - CLASS C





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.64%         3.36%       $ 10,336.00    $   166.76
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.64%         6.83%       $ 10,683.29    $   172.36
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.64%        10.42%       $ 11,042.25    $   178.15
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.64%        14.13%       $ 11,413.27    $   184.14
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.64%        17.97%       $ 11,796.75    $   190.32
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.64%        21.93%       $ 12,193.12    $   196.72
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.64%        26.03%       $ 12,602.81    $   203.33
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.64%        30.26%       $ 13,026.27    $   210.16
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.64%        34.64%       $ 13,463.95    $   217.22
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.64%        39.16%       $ 13,916.34    $   224.52
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,943.68
---                                                                  ----------


DEUTSCHE CORE EQUITY FUND - CLASS R






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.26%         3.74%       $ 10,374.00    $   128.36
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.26%         7.62%       $ 10,761.99    $   133.16
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.26%        11.64%       $ 11,164.49    $   138.14
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.26%        15.82%       $ 11,582.04    $   143.30
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.26%        20.15%       $ 12,015.21    $   148.66
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.26%        24.65%       $ 12,464.57    $   154.22
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.26%        29.31%       $ 12,930.75    $   159.99
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.26%        34.14%       $ 13,414.36    $   165.97
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.26%        39.16%       $ 13,916.06    $   172.18
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.26%        44.37%       $ 14,436.52    $   178.62
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,522.60
---                                                                  ----------



                                       81
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CORE EQUITY FUND - CLASS R6






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.50%         4.50%       $ 10,450.00     $  51.13
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.50%         9.20%       $ 10,920.25     $  53.43
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.50%        14.12%       $ 11,411.66     $  55.83
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.50%        19.25%       $ 11,925.19     $  58.34
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.50%        24.62%       $ 12,461.82     $  60.97
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.50%        30.23%       $ 13,022.60     $  63.71
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.50%        36.09%       $ 13,608.62     $  66.58
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.50%        42.21%       $ 14,221.01     $  69.57
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.50%        48.61%       $ 14,860.95     $  72.70
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.50%        55.30%       $ 15,529.69     $  75.98
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 628.24
---                                                                   --------



DEUTSCHE CORE EQUITY FUND - INSTITUTIONAL CLASS






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.56%         4.44%       $ 10,444.00     $  57.24
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.56%         9.08%       $ 10,907.71     $  59.78
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.56%        13.92%       $ 11,392.02     $  62.44
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.56%        18.98%       $ 11,897.82     $  65.21
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.56%        24.26%       $ 12,426.08     $  68.11
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.56%        29.78%       $ 12,977.80     $  71.13
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.56%        35.54%       $ 13,554.02     $  74.29
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.56%        41.56%       $ 14,155.82     $  77.59
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.56%        47.84%       $ 14,784.33     $  81.03
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.56%        54.41%       $ 15,440.76     $  84.63
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 701.45
---                                                                   --------



                                       82
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE CORE EQUITY FUND - CLASS S






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.58%         4.42%       $ 10,442.00     $  59.28
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.58%         9.04%       $ 10,903.54     $  61.90
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.58%        13.85%       $ 11,385.47     $  64.64
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.58%        18.89%       $ 11,888.71     $  67.50
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.58%        24.14%       $ 12,414.19     $  70.48
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.58%        29.63%       $ 12,962.90     $  73.59
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.58%        35.36%       $ 13,535.86     $  76.85
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.58%        41.34%       $ 14,134.14     $  80.24
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.58%        47.59%       $ 14,758.87     $  83.79
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.58%        54.11%       $ 15,411.22     $  87.49
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 725.76
---                                                                   --------



DEUTSCHE MID CAP GROWTH FUND - CLASS A






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.24%        -2.21%      $  9,779.38     $   694.07
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.28%         1.43%      $ 10,143.17     $   127.50
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.28%         5.20%      $ 10,520.50     $   132.25
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.28%         9.12%      $ 10,911.86     $   137.17
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.28%        13.18%      $ 11,317.78     $   142.27
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.28%        17.39%      $ 11,738.80     $   147.56
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.28%        21.75%      $ 12,175.49     $   153.05
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.28%        26.28%      $ 12,628.42     $   158.74
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.28%        30.98%      $ 13,098.19     $   164.65
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.28%        35.85%      $ 13,585.45     $   170.78
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 2,028.04
---                                                                  ----------



                                       83
PROSPECTUS February 1, 2017                                           Appendix



DEUTSCHE MID CAP GROWTH FUND - CLASS T







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.24%         1.17%       $ 10,116.60    $   373.17
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.27%         4.94%       $ 10,493.95    $   130.88
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.27%         8.85%       $ 10,885.37    $   135.76
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.27%        12.91%       $ 11,291.40    $   140.82
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.27%        17.13%       $ 11,712.57    $   146.08
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.27%        21.49%       $ 12,149.45    $   151.52
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.27%        26.03%       $ 12,602.62    $   157.18
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.27%        30.73%       $ 13,072.70    $   163.04
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.27%        35.60%       $ 13,560.31    $   169.12
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.27%        40.66%       $ 14,066.11    $   175.43
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,743.00
---                                                                  ----------




DEUTSCHE MID CAP GROWTH FUND - CLASS C







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.99%         3.01%       $ 10,301.00    $   201.99
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.14%         5.96%       $ 10,595.61    $   223.59
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.14%         8.99%       $ 10,898.64    $   229.99
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.14%        12.10%       $ 11,210.34    $   236.57
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.14%        15.31%       $ 11,530.96    $   243.33
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.14%        18.61%       $ 11,860.75    $   250.29
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.14%        22.00%       $ 12,199.96    $   257.45
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.14%        25.49%       $ 12,548.88    $   264.81
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.14%        29.08%       $ 12,907.78    $   272.39
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.14%        32.77%       $ 13,276.94    $   280.18
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,460.59
---                                                                  ----------



                                       84
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE MID CAP GROWTH FUND - INSTITUTIONAL CLASS






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.96%         4.04%       $ 10,404.00    $    97.94
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.96%         8.24%       $ 10,824.32    $   101.90
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.96%        12.62%       $ 11,261.62    $   106.01
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.96%        17.17%       $ 11,716.59    $   110.30
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.96%        21.90%       $ 12,189.94    $   114.75
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.96%        26.82%       $ 12,682.42    $   119.39
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.96%        31.95%       $ 13,194.79    $   124.21
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.96%        37.28%       $ 13,727.86    $   129.23
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.96%        42.82%       $ 14,282.46    $   134.45
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.96%        48.59%       $ 14,859.47    $   139.88
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,178.06
---                                                                  ----------



DEUTSCHE MID CAP GROWTH FUND - CLASS S






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.99%         4.01%       $ 10,401.00    $   100.98
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.00%         8.17%       $ 10,817.04    $   106.09
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.00%        12.50%       $ 11,249.72    $   110.33
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.00%        17.00%       $ 11,699.71    $   114.75
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.00%        21.68%       $ 12,167.70    $   119.34
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.00%        26.54%       $ 12,654.41    $   124.11
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.00%        31.61%       $ 13,160.58    $   129.07
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.00%        36.87%       $ 13,687.01    $   134.24
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.00%        42.34%       $ 14,234.49    $   139.61
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.00%        48.04%       $ 14,803.87    $   145.19
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,223.71
---                                                                  ----------



                                       85
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP CORE FUND - CLASS A






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.26%        -2.23%      $  9,777.50     $   695.98
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.34%         1.35%      $ 10,135.35     $   133.42
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.34%         5.06%      $ 10,506.31     $   138.30
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.34%         8.91%      $ 10,890.84     $   143.36
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.34%        12.89%      $ 11,289.44     $   148.61
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.34%        17.03%      $ 11,702.63     $   154.05
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.34%        21.31%      $ 12,130.95     $   159.69
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.34%        25.75%      $ 12,574.94     $   165.53
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.34%        30.35%      $ 13,035.19     $   171.59
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.34%        35.12%      $ 13,512.27     $   177.87
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 2,088.40
---                                                                  ----------




DEUTSCHE SMALL CAP CORE FUND - CLASS T







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.26%         1.15%       $ 10,114.65    $   375.15
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.38%         4.81%       $ 10,480.80    $   142.11
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.38%         8.60%       $ 10,860.21    $   147.25
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.38%        12.53%       $ 11,253.34    $   152.58
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.38%        16.61%       $ 11,660.72    $   158.11
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.38%        20.83%       $ 12,082.83    $   163.83
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.38%        25.20%       $ 12,520.23    $   169.76
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.38%        29.73%       $ 12,973.46    $   175.91
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.38%        34.43%       $ 13,443.10    $   182.27
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.38%        39.30%       $ 13,929.74    $   188.87
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,855.84
---                                                                  ----------



                                       86
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP CORE FUND - CLASS C






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         2.01%         2.99%       $ 10,299.00    $   204.00
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.12%         5.96%       $ 10,595.61    $   221.48
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.12%         9.01%       $ 10,900.76    $   227.86
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.12%        12.15%       $ 11,214.71    $   234.42
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.12%        15.38%       $ 11,537.69    $   241.18
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.12%        18.70%       $ 11,869.98    $   248.12
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.12%        22.12%       $ 12,211.83    $   255.27
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.12%        25.64%       $ 12,563.53    $   262.62
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.12%        29.25%       $ 12,925.36    $   270.18
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.12%        32.98%       $ 13,297.61    $   277.96
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,443.09
---                                                                  ----------




DEUTSCHE SMALL CAP CORE FUND - CLASS R6







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.01%         3.99%       $ 10,399.00    $   103.01
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.13%         8.01%       $ 10,801.44    $   119.78
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.13%        12.19%       $ 11,219.46    $   124.42
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.13%        16.54%       $ 11,653.65    $   129.23
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.13%        21.05%       $ 12,104.65    $   134.23
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.13%        25.73%       $ 12,573.10    $   139.43
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.13%        30.60%       $ 13,059.67    $   144.83
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.13%        35.65%       $ 13,565.08    $   150.43
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.13%        40.90%       $ 14,090.05    $   156.25
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.13%        46.35%       $ 14,635.34    $   162.30
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,363.91
---                                                                  ----------



                                       87
PROSPECTUS February 1, 2017                                           Appendix



DEUTSCHE SMALL CAP CORE FUND - INSTITUTIONAL CLASS







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.01%         3.99%       $ 10,399.00    $   103.01
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.06%         8.09%       $ 10,808.72    $   112.40
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.06%        12.35%       $ 11,234.58    $   116.83
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.06%        16.77%       $ 11,677.23    $   121.43
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.06%        21.37%       $ 12,137.31    $   126.22
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.06%        26.16%       $ 12,615.52    $   131.19
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.06%        31.13%       $ 13,112.57    $   136.36
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.06%        36.29%       $ 13,629.21    $   141.73
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.06%        41.66%       $ 14,166.20    $   147.32
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.06%        47.24%       $ 14,724.35    $   153.12
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,289.61
---                                                                  ----------




DEUTSCHE SMALL CAP CORE FUND - CLASS S







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.01%         3.99%       $ 10,399.00    $   103.01
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.12%         8.02%       $ 10,802.48    $   118.73
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.12%        12.22%       $ 11,221.62    $   123.33
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.12%        16.57%       $ 11,657.02    $   128.12
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.12%        21.09%       $ 12,109.31    $   133.09
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.12%        25.79%       $ 12,579.15    $   138.26
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.12%        30.67%       $ 13,067.22    $   143.62
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.12%        35.74%       $ 13,574.23    $   149.19
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.12%        41.01%       $ 14,100.91    $   154.98
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.12%        46.48%       $ 14,648.02    $   160.99
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,353.32
---                                                                  ----------



                                       88
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP GROWTH FUND - CLASS A






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.17%        -2.14%      $  9,785.98     $   687.38
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.37%         1.41%      $ 10,141.21     $   136.50
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.37%         5.09%      $ 10,509.33     $   141.46
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.37%         8.91%      $ 10,890.82     $   146.59
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.37%        12.86%      $ 11,286.16     $   151.91
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.37%        16.96%      $ 11,695.85     $   157.43
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.37%        21.20%      $ 12,120.41     $   163.14
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.37%        25.60%      $ 12,560.38     $   169.06
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.37%        30.16%      $ 13,016.32     $   175.20
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.37%        34.89%      $ 13,488.81     $   181.56
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 2,110.23
---                                                                  ----------




DEUTSCHE SMALL CAP GROWTH FUND - CLASS T







            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.17%         1.23%       $ 10,123.43    $   366.26
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.35%         4.93%       $ 10,492.93    $   139.16
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.35%         8.76%       $ 10,875.92    $   144.24
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.35%        12.73%       $ 11,272.89    $   149.50
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.35%        16.84%       $ 11,684.35    $   154.96
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.35%        21.11%       $ 12,110.83    $   160.62
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.35%        25.53%       $ 12,552.88    $   166.48
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.35%        30.11%       $ 13,011.06    $   172.56
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.35%        34.86%       $ 13,485.96    $   178.85
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.35%        39.78%       $ 13,978.20    $   185.38
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,818.01
---                                                                  ----------



                                       89
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP GROWTH FUND - CLASS C






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.92%         3.08%       $ 10,308.00    $   194.96
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.14%         6.03%       $ 10,602.81    $   223.75
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.14%         9.06%       $ 10,906.05    $   230.14
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.14%        12.18%       $ 11,217.96    $   236.73
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.14%        15.39%       $ 11,538.80    $   243.50
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.14%        18.69%       $ 11,868.81    $   250.46
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.14%        22.08%       $ 12,208.25    $   257.62
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.14%        25.57%       $ 12,557.41    $   264.99
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.14%        29.17%       $ 12,916.55    $   272.57
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.14%        32.86%       $ 13,285.96    $   280.37
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,455.09
---                                                                  ----------



DEUTSCHE SMALL CAP GROWTH FUND - CLASS R






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.42%         3.58%       $ 10,358.00    $   144.54
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.69%         7.01%       $ 10,700.85    $   177.95
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.69%        10.55%       $ 11,055.05    $   183.84
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.69%        14.21%       $ 11,420.97    $   189.92
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.69%        17.99%       $ 11,799.00    $   196.21
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.69%        21.90%       $ 12,189.55    $   202.70
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.69%        25.93%       $ 12,593.03    $   209.41
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.69%        30.10%       $ 13,009.85    $   216.34
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.69%        34.40%       $ 13,440.48    $   223.51
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.69%        38.85%       $ 13,885.36    $   230.90
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,975.32
---                                                                  ----------



                                       90
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP GROWTH FUND - CLASS R6






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.92%         4.08%       $ 10,408.00    $    93.88
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.96%         8.28%       $ 10,828.48    $   101.94
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.96%        12.66%       $ 11,265.95    $   106.05
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.96%        17.21%       $ 11,721.10    $   110.34
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.96%        21.95%       $ 12,194.63    $   114.80
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.96%        26.87%       $ 12,687.29    $   119.43
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.96%        32.00%       $ 13,199.86    $   124.26
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.96%        37.33%       $ 13,733.13    $   129.28
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.96%        42.88%       $ 14,287.95    $   134.50
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.96%        48.65%       $ 14,865.19    $   139.94
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,174.42
---                                                                  ----------



DEUTSCHE SMALL CAP GROWTH FUND - INSTITUTIONAL CLASS






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.92%         4.08%       $ 10,408.00    $    93.88
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.99%         8.25%       $ 10,825.36    $   105.11
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.99%        12.59%       $ 11,259.46    $   109.32
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.99%        17.11%       $ 11,710.96    $   113.70
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.99%        21.81%       $ 12,180.57    $   118.26
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.99%        26.69%       $ 12,669.01    $   123.01
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.99%        31.77%       $ 13,177.04    $   127.94
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.99%        37.05%       $ 13,705.44    $   133.07
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.99%        42.55%       $ 14,255.03    $   138.40
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.99%        48.27%       $ 14,826.65    $   143.95
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,206.64
---                                                                  ----------



                                       91
PROSPECTUS February 1, 2017                                           Appendix


DEUTSCHE SMALL CAP GROWTH FUND - CLASS S






            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.92%         4.08%       $ 10,408.00    $    93.88
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.16%         8.08%       $ 10,807.67    $   123.05
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.16%        12.23%       $ 11,222.68    $   127.78
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.16%        16.54%       $ 11,653.63    $   132.68
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.16%        21.01%       $ 12,101.13    $   137.78
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.16%        25.66%       $ 12,565.82    $   143.07
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.16%        30.48%       $ 13,048.34    $   148.56
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.16%        35.49%       $ 13,549.40    $   154.27
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.16%        40.70%       $ 14,069.70    $   160.19
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.16%        46.10%       $ 14,609.97    $   166.34
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,387.60
---                                                                  ----------



ADDITIONAL INDEX INFORMATION


DEUTSCHE CAPITAL GROWTH FUND

RUSSELL 1000 (Reg. TM) GROWTH INDEX is an unmanaged index that consists of
those stocks in the Russell 1000 (Reg. TM) Index that have higher price-to-book
ratios and higher forecasted growth values. Russell 1000 (Reg. TM) Index is an
unmanaged price-only index of the 1,000 largest capitalized companies that are
domiciled in the US and whose common stocks are traded.


DEUTSCHE CORE EQUITY FUND

RUSSELL 1000 (Reg. TM) INDEX is an unmanaged index that measures the
performance of the 1,000 largest companies in the Russell 3000 (Reg. TM) Index,
which represents approximately 92% of the total market capitalization of the
Russell 3000 (Reg. TM) Index.


DEUTSCHE MID CAP GROWTH FUND

RUSSELL MIDCAP (Reg. TM) GROWTH INDEX is an unmanaged capitalization-weighted
index of medium and medium/small companies in the Russell 1000 (Reg. TM) Index
chosen for their growth orientation. Russell 1000 (Reg. TM) Index is an
unmanaged price-only index of the 1,000 largest capitalized companies that are
domiciled in the US and whose common stocks are traded.


DEUTSCHE SMALL CAP CORE FUND

RUSSELL 2000 (Reg. TM) INDEX is an unmanaged, capitalization-weighted measure
of approximately 2,000 of the smallest companies in the Russell 3000 (Reg. TM)
Index. The Russell 3000 (Reg. TM) Index is an unmanaged index that measures the
performance of the 3,000 largest US companies based on total market
capitalization, which represents approximately 98% of the investable US equity
market.


DEUTSCHE SMALL CAP GROWTH FUND

RUSSELL 2000 (Reg. TM) GROWTH INDEX is an unmanaged capitalization-weighted
measure of 2,000 of the smallest capitalized US companies with a
greater-than-average growth orientation and whose common stocks trade on the
NYSE, NYSE Alternext US (formerly known as "AMEX") and Nasdaq.


                                       92
PROSPECTUS February 1, 2017                                           Appendix


TO GET MORE INFORMATION

SHAREHOLDER REPORTS. Additional information about a fund's investments is
available in a fund's annual and semi-annual reports to shareholders. In the
annual report, you will find a discussion of the market conditions and
investment strategies that significantly affected fund performance during its
last fiscal year.


STATEMENT OF ADDITIONAL INFORMATION (SAI). This tells you more about a fund's
features and policies, including additional risk information. The SAI is
incorporated by reference into this document (meaning that it's legally part of
this prospectus).


For a free copy of any of these documents or to request other information about
a fund, contact Deutsche Asset Management ("Deutsche AM") at the phone number
or address listed below. SAIs and shareholder reports are also available
through the Deutsche AM Web site at deutschefunds.com. These documents and
other information about each fund are available from the EDGAR Database on the
SEC's Internet site at sec.gov. If you like, you may obtain copies of this
information, after paying a duplicating fee, by e-mailing a request to
publicinfo@sec.gov or by writing the SEC at the address listed below.


You can also review and copy these documents and other information about each
fund, including each fund's SAI, 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 the SEC at (202) 551-8090.


In order to reduce the amount of mail you receive and to help reduce expenses,
we generally send a single copy of any shareholder report and prospectus to
each household. If you do not want the mailing of these documents to be
combined with those for other members of your household, please contact your
financial advisor or call the number provided.


CONTACT INFORMATION




DEUTSCHE ASSET MANAGE-   PO Box 219151
MENT                     Kansas City, MO
                         64121-9151
                         deutschefunds.com
                         Shareholders:
                         (800) 728-3337
                         Investment professionals:
                         (800) 621-5027
SEC                      Public Reference Section
                         Washington, D.C. 20549-1520
                         SEC.GOV
DISTRIBUTOR              Deutsche AM Distributors, Inc.
                         222 South Riverside Plaza
                         Chicago, IL 60606-5808
                         (800) 621-1148
SEC FILE NUMBER          Deutsche Investment Trust
                         Deutsche Capital Growth Fund
                         811-00043
                         Deutsche Investment Trust
                         Deutsche Core Equity Fund
                         811-00043
                         Deutsche Investment Trust
                         Deutsche Mid Cap Growth Fund
                         811-00043
                         Deutsche Investment Trust
                         Deutsche Small Cap Core Fund
                         811-00043
                         Deutsche Investment Trust
                         Deutsche Small Cap Growth Fund
                         811-00043




                                                   Deutsche
                                                   Asset Management [DB Logo]



(02/01/17) DGF-1

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUS AND SUMMARY PROSPECTUS

Deutsche Small Cap Value Fund
The Board of Directors of Deutsche Value Series, Inc., on behalf of Deutsche Small Cap Value Fund (the “Acquired Fund”), has approved a proposal by Deutsche Investment Management Americas Inc. (the “Advisor”), the investment advisor of the Acquired Fund, to effect the merger of the Acquired Fund into Deutsche Small Cap Core Fund (the “Acquiring Fund”), a series of Deutsche Investment Trust, on or about December 4, 2017 (the “Merger Date”).
The proposal will be submitted for approval by shareholders of the Acquired Fund at a shareholder meeting to be held in the fourth quarter of 2017. Completion of the merger is subject to approval of the merger by shareholders of the Acquired Fund. Prior to the shareholder meeting, shareholders of record on the record date for the shareholder meeting will receive: (i) a Prospectus/Proxy Statement describing the proposed merger and the Board of Directors’ considerations in recommending that shareholders approve the merger, (ii) a proxy card and instructions on how to submit a vote, and (iii) a Prospectus for the Acquiring Fund.
If the proposed merger is approved by shareholders, the merger is expected to occur on or about December 4, 2017 and is expected to be a tax-free reorganization for federal income tax purposes. On the merger date, an investment in the Acquired Fund will, in effect, be exchanged for an investment with an equal aggregate net asset value in the Acquiring Fund. Therefore, as a result of the merger, shareholders of the Acquired Fund will become shareholders of the Acquiring Fund.
You can find information about the Acquiring Fund and its policies and risks, including a prospectus and a summary prospectus, online at www.deutschefunds.com/mutualpros. You can also get this information at no cost by emailing a request to service@db.com, by calling (800) 728-3337 or by asking your financial advisor.
The foregoing is not a solicitation of any proxy.
Please Retain This Supplement for Future Reference
July 20, 2017
PROSTKR-919

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES OF EACH OF THE LISTED FUNDS

 

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI ® Equity Dividend Fund

Deutsche Emerging Markets Equity Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche High Income Fund

Deutsche Latin America Equity Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund

Deutsche Real Estate Securities Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Short Duration Fund

Deutsche Short-Term Municipal Bond Fund

Deutsche Small Cap Core Fund

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche U.S. Bond Index Fund

Deutsche Unconstrained Income Fund

Deutsche World Dividend Fund

 

The following change is effective on September 7, 2017:

The following disclosure replaces existing disclosure under the “Class A NAV Sales” sub-heading under the “INVESTING IN THE FUNDS” section in each fund’s prospectus:

(12) Employer-sponsored retirement plans that are maintained by a fund at an omnibus level or are part of retirement plans or platforms offered by banks, broker-dealers, financial advisors or insurance companies or serviced by retirement recordkeepers (each, an “Employer-Sponsored Retirement Plan”). For purposes of this sales charge waiver, the term “Employer-Sponsored Retirement Plan” includes 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans, but does not include SEP IRAs, SIMPLE IRAs, or Salary Reduction Simplified Employee Pension Plans (SARSEPs) (each, an “Employer-Sponsored IRA”);

The following change is effective on August 7, 2017:

The following disclosure replaces existing disclosure under the “POLICIES ABOUT TRANSACTIONS” heading of the “INVESTING IN THE FUND” section in each fund’s prospectus, as applicable.

Class C to Class A or Institutional Class in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to such a program may potentially become eligible to invest in either Class A shares or Institutional Class shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares or Institutional Class shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares or Institutional Class shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares or Institutional Class shares of the same fund.

Class C to Class A or Class S in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to

 

July 7, 2017

PROSTKR-875


 

 
 

such a program may potentially become eligible to invest in either Class A shares or Class S shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares or Class S shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares or Class S shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares or Class S shares of the same fund.

Class C to Class A, Class S or Institutional Class in the Same Fund Exchange Privilege. Investors who either (i) have invested in Class C shares through a comprehensive or “wrap” fee program or other fee-based program sponsored by a broker-dealer, bank or registered investment adviser or (ii) have invested in Class C shares and are in the process of transferring their shares to such a program may potentially become eligible to invest in either Class A shares, Class S shares or Institutional Class shares by reason of their participation in such a program. In addition, investors who have invested in Class C shares as part of an Employer-Sponsored Retirement Plan or an Employer-Sponsored IRA may potentially become eligible to invest in Class A shares by reason of their investment in such Employer Sponsored Retirement Plan or Employer-Sponsored IRA. In such event, subject to the discretion of the Distributor and the limitations noted below, such shareholders may exchange their Class C shares for Class A shares, Class S shares or Institutional Class shares (as applicable) of equal aggregate value of the same fund. No sales charges or other charges will apply to any such exchange. Exchanges under this privilege will generally be processed only in instances where the accounts are not currently subject to a CDSC and only as part of a pre-arranged, multiple-client transaction through the particular financial services firm offering the comprehensive or wrap program or other fee-based program or involving the Employer-Sponsored Retirement Plan or Employer-Sponsored IRA where the Class A shares, Class S shares or Institutional Class shares (as applicable) are available. DDI may agree with financial intermediaries to allow this exchange privilege for accounts currently subject to a CDSC and outside of pre-arranged, multiple-client transactions. In such situations, the financial intermediary may reimburse DDI for a portion of any CDSC that DDI would have otherwise collected on the transaction or a portion of the distribution fees previously advanced by DDI to the financial intermediary in connection with the initial sale of the Class C shares. Investors should contact their selling and/or servicing agents to learn more about the details of this exchange feature. Shareholders generally will not recognize a gain or loss for federal income tax purposes upon the exchange of Class C shares of a fund for Class A shares, Class S shares or Institutional Class shares of the same fund.

Please Retain This Supplement for Future Reference

 

 

July 7, 2017

PROSTKR-875

 

2

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES AND STATEMENTS OF ADDITIONAL
                    INFORMATION OF EACH OF THE LISTED FUNDS

                                   --------

Deutsche Capital Growth Fund
Deutsche Core Fixed Income Fund
Deutsche Enhanced Emerging Markets Fixed Income Fund
Deutsche Enhanced Global Bond Fund

Deutsche Fixed Income Opportunities Fund
Deutsche Global Growth Fund
Deutsche Global Inflation Fund
Deutsche Health and Wellness Fund
Deutsche Latin America Equity Fund

Deutsche Mid Cap Growth Fund
Deutsche Mid Cap Value Fund
Deutsche Small Cap Growth Fund
Deutsche Small Cap Value Fund
Deutsche Unconstrained Income Fund




Class T shares are not available for purchase.




               Please Retain This Supplement for Future Reference




June 5, 2017
PRO_SAISTKR-339

                                                   Deutsche
                                                   Asset Management [DB Logo]






Deutsche
Asset Management




Prospectus
March 16, 2017







Deutsche CROCI (Reg. TM) Equity Dividend Fund
CLASS/TICKER                                  A   KDHAX   T   KDHUX   C   KDHCX   R




Deutsche CROCI (Reg. TM) Equity Dividend Fund
CLASS/TICKER                                  KDHRX   R6   KDHTX   INST   KDHIX   S   KDHSX


..............................................................................




Deutsche Mid Cap Value Fund
CLASS/TICKER                 A   MIDVX    T   MIDWX    C   MIDZX    R   MIDQX    R6   MIDUX    INST   MIDIX    S   MIDTX



..............................................................................




Deutsche Small Cap Value Fund
CLASS/TICKER                   A   KDSAX    T   KDSTX    C   KDSCX    R6   KDSZX    INST   KDSIX    S   KDSSX






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

                                                                       [DB Logo]








[GRAPHIC APPEARS HERE]



Table of Contents









DEUTSCHE CROCI (REG. TM) EQUITY DIVIDEND
FUND
Investment Objective...............................  1
Fees and Expenses of the Fund......................  1
Principal Investment Strategy......................  2
Main Risks.........................................  3
Past Performance...................................  4
Management.........................................  4
Purchase and Sale of Fund Shares...................  5
Tax Information....................................  5
Payments to Broker-Dealers and
Other Financial Intermediaries.....................  5
DEUTSCHE MID CAP VALUE FUND
Investment Objective...............................  6
Fees and Expenses of the Fund......................  6
Principal Investment Strategy......................  7
Main Risks.........................................  7
Past Performance...................................  8
Management.........................................  9
Purchase and Sale of Fund Shares...................  9
Tax Information.................................... 10
Payments to Broker-Dealers and
Other Financial Intermediaries..................... 10
DEUTSCHE SMALL CAP VALUE FUND
Investment Objective............................... 11
Fees and Expenses of the Fund...................... 11
Principal Investment Strategy...................... 12
Main Risks......................................... 12
Past Performance................................... 13
Management......................................... 13
Purchase and Sale of Fund Shares................... 14
Tax Information.................................... 14
Payments to Broker-Dealers and
Other Financial Intermediaries..................... 14





FUND DETAILS
Additional Information About Fund Strategies and
Risks.............................................. 15
Deutsche CROCI (Reg. TM) Equity Dividend Fund...... 15
Deutsche Mid Cap Value Fund........................ 18
Deutsche Small Cap Value Fund...................... 21
Other Policies and Risks........................... 23
Who Manages and Oversees the Funds................. 24
Management......................................... 25
INVESTING IN THE FUNDS
Choosing a Share Class............................. 27
Buying, Exchanging and Selling Class A, Class C,
Institutional Class and Class S Shares............. 33
How to Buy Shares.................................. 33
How to Exchange Shares............................. 35
How to Sell Shares................................. 35
How to Buy and Sell Class T Shares................. 36
How to Buy, Sell and Exchange Class R Shares....... 36
How to Buy, Sell and Exchange Class R6 Shares...... 36
Financial Intermediary Support Payments (not
applicable to Class R6)............................ 37
Policies You Should Know About..................... 38
Policies About Transactions........................ 38
How each Fund Calculates Share Price............... 43
Other Rights We Reserve............................ 43
Understanding Distributions and Taxes.............. 44
FINANCIAL HIGHLIGHTS............................... 46
APPENDIX A......................................... 63
Hypothetical Expense Summary....................... 63
Additional Index Information....................... 73
APPENDIX B......................................... 74
Sales Charge Waivers and Discounts Available
Through Intermediaries............................. 74


-------------------------------------------------------------------------------
 YOUR INVESTMENT IN A FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR
 GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT
 AGENCY, ENTITY OR PERSON.
-------------------------------------------------------------------------------



Deutsche
Asset Management
                                                                       [DB Logo]






Deutsche CROCI (Reg. TM) Equity Dividend Fund



INVESTMENT OBJECTIVE

The fund seeks to achieve a high rate of total return.



FEES AND EXPENSES OF THE FUND


These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 27), Sales
Charge Waivers and Discounts Available Through Intermediaries (Appendix B, p.
74) and Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).


SHAREHOLDER FEES (paid directly from your investment)




                                  A           T          C       R      R6    INST      S
                         ----------  ----------  ---------  ------  ------  ------  -----

Maximum sales
charge (load) imposed
on purchases, as % of
offering price                5.75       2.50      None     None    None    None    None
------------------------      ----       ----      --       ------  ------  ------  ---
Maximum deferred
sales charge (load), as
% of redemption
proceeds                    None        None     1.00       None    None    None    None
------------------------    ------      -----    ----       ------  ------  ------  ---
Account Maintenance
Fee (annually, for fund
account balances
below $10,000 and
subject to certain
exceptions)                $   20       None     $20        None    None    None    $20
------------------------   -------      -----    ----       ------  ------  ------  ---


ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)




                              A          T          C          R          R6        INST           S
                      ---------  ---------  ---------  ---------  ----------  ----------  ----------

Management fee1           0.61       0.61       0.61       0.61       0.61        0.61        0.61
---------------------     ----       ----       ----       ----       ----        ----        ----
Distribution/service
(12b-1) fees              0.24       0.25       1.00       0.50      None        None        None
---------------------     ----       ----       ----       ----      -----       -----       -----
Other expenses2           0.20       0.21       0.20       0.29       0.11        0.18        0.22
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES        1.05       1.07       1.81       1.40       0.72        0.79        0.83
---------------------     ----       ----       ----       ----      -----       -----       -----
Fee waiver/expense
reimbursement             0.01       0.03       0.02       0.11       0.00        0.00        0.04
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES
AFTER FEE WAIVER/
EXPENSE
REIMBURSEMENT             1.04       1.04       1.79       1.29       0.72        0.79        0.79
---------------------     ----       ----       ----       ----      -----       -----       -----


(1 )"Management fee" is restated to reflect the fund's new management fee rate
effective December 1, 2016.
(2) "Other expenses" for Class T are based on estimated amounts for the current
fiscal year.

The Advisor has contractually agreed through March 15, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.04%, 1.04%, 1.79%, 1.29%, and 0.79% for Class A, Class T, Class
C, Class R and Class S, respectively. The agreement may only be terminated with
the consent of the fund's Board.


EXAMPLE

This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
(including one year of capped expenses for Class A, Class



                                       1
PROSPECTUS March 16, 2017        Deutsche CROCI (Reg. TM) Equity Dividend Fund


T, Class C, Class R and Class S) remain the same. Although your actual costs
may be higher or lower, based on these assumptions your costs would be:




YEARS           A         T         C         R      R6    INST         S
-------  --------  --------  --------  --------  ------  ------  --------

1        $ 675     $ 353     $ 282     $ 131     $74     $81     $  81
--       -----     -----     -----     -----     ---     ---     -----
3          889       579       568       432     230     252       261
--       -----     -----     -----     -----     ---     ---     -----
5        1,120       823       978       755     401     439       457
--       -----     -----     -----     -----     ---     ---     -----
10       1,783     1,520     2,125     1,670     894     978     1,022
--       -----     -----     -----     -----     ---     ---     -----


You would pay the following expenses if you did not redeem your shares:





YEARS           A         T         C         R      R6    INST         S
-------  --------  --------  --------  --------  ------  ------  --------

1        $ 675     $ 353     $ 182     $ 131     $74     $81     $  81
--       -----     -----     -----     -----     ---     ---     -----
3          889       579       568       432     230     252       261
--       -----     -----     -----     -----     ---     ---     -----
5        1,120       823       978       755     401     439       457
--       -----     -----     -----     -----     ---     ---     -----
10       1,783     1,520     2,125     1,670     894     978     1,022
--       -----     -----     -----     -----     ---     ---     -----


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.


Portfolio turnover rate for fiscal year 2016: 55%.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
dividend-paying equity securities (mainly common stocks). Equity securities may
also include preferred stocks, depository receipts and other securities with
equity characteristics, such as convertible securities and warrants. Companies
are selected for the fund's portfolio using the Cash Return on Capital Invested
(CROCI (Reg. TM)) strategy as the primary factor, among other factors.
Portfolio management will select stocks from among the largest US companies
which are under CROCI (Reg. TM) coverage at any given time (while the number of
companies under CROCI (Reg. TM) coverage will vary, as of September 30, 2016,
approximately 345 companies were under CROCI (Reg. TM) coverage). Approximately
40 companies are identified from the selection universe for investment, though,
at times, the number of stocks held may be higher or lower than 40 stocks at
the discretion of portfolio management or as a result of corporate actions,
mergers or other events.


Although the fund can invest in stocks of any economic sector (which is
comprised of two or more industries), at times it may emphasize one or more
sectors and may invest more than 25% of total assets in a single sector. The
fund may invest up to 20% of total assets in foreign securities.


MANAGEMENT PROCESS. Portfolio management will select stocks that it believes
offer economic value utilizing the CROCI (Reg. TM) strategy as the primary
factor, among other factors, and will seek above average dividend yield. The
CROCI (Reg. TM) strategy is an investment process based on a proprietary
valuation technique that attempts to understand the value of a company by
converting financial statement data into a set of economic inputs that are used
to calculate a valuation metric called the CROCI (Reg. TM) Economic Price
Earnings Ratio which is comparable across markets, sectors and stocks. The
CROCI (Reg. TM) Economic Price Earnings Ratio seeks to measure the "real"
economic value rather than the "accounting" value of a company's invested
capital, and the economic returns thereof. Portfolio management believes that,
over time, companies with more favorable financial metrics, including CROCI
(Reg. TM) Economic Price Earnings Ratios, will outperform other companies.
Portfolio Management employs a US-specific strategy seeking to select
approximately the forty best value companies under CROCI (Reg. TM) coverage
(excluding financial companies) with additional screening on high dividend
yield, dividend sustainability and price volatility.


The fund is reviewed periodically and adjusted in accordance with the CROCI
(Reg. TM) strategy's rules (re-selecting approximately forty stocks that will
make up the fund). Portfolio Management targets low valuation combined with
higher dividends and excludes stocks with undesirable characteristics such as,
for example, high financial leverage, low cash returns and high volatility. All
CROCI (Reg. TM) financial metrics may be adjusted from time to time. Portfolio
management may also use factors other than the CROCI (Reg. TM) strategy in
selecting investments. Portfolio management actively manages portfolio changes
in an attempt to reduce market impact and transaction costs and to manage the
portfolio with tax efficiency in mind.


DERIVATIVES. Portfolio management generally may use futures contracts, which
are a type of derivative (a contract whose value is based on, for example,
indices, currencies or securities) as a substitute for direct investment in a
particular asset class or to keep cash on hand to meet shareholder redemptions.
Portfolio management generally may use structured notes to gain exposure to
certain foreign markets that may not permit direct investment.


The fund may also use other types of derivatives (i) for hedging purposes; (ii)
for risk management; (iii) for non-hedging purposes to seek to enhance
potential gains; or (iv) as a substitute for direct investment in a particular
asset class or to keep cash on hand to meet shareholder redemptions.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



                                       2
PROSPECTUS March 16, 2017        Deutsche CROCI (Reg. TM) Equity Dividend Fund


MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


CROCI (Reg. TM) RISK. The fund will be managed using the CROCI (Reg. TM)
Investment Process which is based on portfolio management's belief that, over
time, stocks which display more favorable financial metrics (for example, the
CROCI (Reg. TM)( )Economic P/E Ratio) as generated by this process may
outperform stocks which display less favorable metrics. This premise may not
prove to be correct and prospective investors should evaluate this assumption
prior to investing in the fund.


The calculation of financial metrics used by the fund (such as, among others,
the CROCI (Reg. TM) Economic P/E Ratio) are determined by the CROCI (Reg. TM)(
)Investment Strategy and Valuation Group using publicly available information.
This publicly available information is adjusted based on assumptions made by
the CROCI (Reg. TM) Investment Strategy and Valuation Group that, subsequently,
may prove not to have been correct. As financial metrics are calculated using
historical information, there can be no guarantee of the future performance of
the CROCI (Reg. TM) strategy.


DIVIDEND-PAYING STOCK RISK. As a category, dividend-paying stocks may
underperform non-dividend paying stocks (and the stock market as a whole) over
any period of time. In addition, issuers of dividend-paying stocks may have
discretion to defer or stop paying dividends for a stated period of time. If
the dividend-paying stocks held by the fund reduce or stop paying dividends,
the fund's ability to generate income may be adversely affected.


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal



                                       3
PROSPECTUS March 16, 2017        Deutsche CROCI (Reg. TM) Equity Dividend Fund


from the EU and the effects such withdrawal may have on the United Kingdom,
other EU countries and the global economy.

Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Prior to April 1, 2014, the fund had a different investment management team
that operated with a different investment strategy. Performance would have been
different if the fund's current strategy described above had been in effect.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of the fund's Institutional Class shares adjusted to
reflect the higher expenses and applicable sales charges of Class T.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]









  2007        2008       2009       2010       2011       2012       2013       2014      2015       2016
  -1.14       -45.50     23.44      12.42       -2.28     11.97      27.00      9.69       -7.16     19.18








                    RETURNS    PERIOD ENDING

 BEST QUARTER      20.07%      June 30, 2009
 WORST QUARTER     -23.21%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.





                                  CLASS           1           5         10
                              INCEPTION        YEAR       YEARS      YEARS
                            -----------  ----------  ----------  ---------

CLASS A before tax          3/18/1988        12.33       10.22       1.74
--------------------------  ---------        -----       -----       ----
  After tax on distribu-
  tions                                      11.82        9.75       1.21
  After tax on distribu-
  tions and sale of fund
  shares                                      7.36        8.12       1.34
--------------------------  ---------        -----       -----       ----
CLASS T before tax          3/15/2017        16.27       11.05       2.20
--------------------------  ---------        -----       -----       ----
CLASS C before tax          9/11/1995        18.31       10.70       1.58
--------------------------  ---------        -----       -----       ----
CLASS R before tax          10/1/2003        18.89       11.25       2.05
--------------------------  ---------        -----       -----       ----
INST CLASS before tax       8/19/2002        19.50       11.85       2.67
--------------------------  ---------        -----       -----       ----
CLASS S before tax          2/28/2005        19.51       11.81       2.55
--------------------------  ---------        -----       -----       ----
STANDARD & POOR'S 500
INDEX (S&P 500) (reflects
no deduction for fees,
expenses or taxes)                           11.96       14.66       6.95
--------------------------  ---------        -----       -----       ----






                                   CLASS           1       SINCE
                               INCEPTION        YEAR   INCEPTION
                             -----------  ----------  ----------

CLASS R6 before tax           3/2/2015        19.48       3.73
---------------------------   --------        -----       ----
STANDARD & POOR'S 500
INDEX (S&P 500)
(reflects no deduction for
fees, expenses or taxes)                      11.96       5.67
---------------------------  --------         -----       ----


MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


                                       4
PROSPECTUS March 16, 2017        Deutsche CROCI (Reg. TM) Equity Dividend Fund


PORTFOLIO MANAGER(S)

DI KUMBLE, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2014.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R               None              N/A         N/A             N/A
--           -----                ----       -----            ----
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for Class
R, Class R6 and Institutional Class shares. The minimum additional investment
in all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.


Class T shares are only available through certain financial intermediaries.
Class R and Class R6 shares are generally available only to certain retirement
plans, which may have their own policies or instructions for buying and selling
fund shares. Institutional Class shares are generally available only to
qualified institutions. Class S shares are only available to a limited group of
investors.



TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       5
PROSPECTUS March 16, 2017        Deutsche CROCI (Reg. TM) Equity Dividend Fund



Deutsche
Asset Management
                                                                       [DB Logo]






Deutsche Mid Cap Value Fund



INVESTMENT OBJECTIVE

The fund seeks long-term capital appreciation.



FEES AND EXPENSES OF THE FUND


These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 27), Sales
Charge Waivers and Discounts Available Through Intermediaries (Appendix B, p.
74) and Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).


SHAREHOLDER FEES (paid directly from your investment)




                                  A           T          C       R      R6    INST      S
                         ----------  ----------  ---------  ------  ------  ------  -----

Maximum sales
charge (load) imposed
on purchases, as % of
offering price                5.75       2.50      None     None    None    None    None
------------------------      ----       ----      --       ------  ------  ------  ---
Maximum deferred
sales charge (load), as
% of redemption
proceeds                    None        None     1.00       None    None    None    None
------------------------    ------      -----    ----       ------  ------  ------  ---
Account Maintenance
Fee (annually, for fund
account balances
below $10,000 and
subject to certain
exceptions)                $   20       None     $20        None    None    None    $20
------------------------   -------      -----    ----       ------  ------  ------  ---


ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)




                              A          T          C          R          R6        INST           S
                      ---------  ---------  ---------  ---------  ----------  ----------  ----------

Management fee            0.74       0.74       0.74       0.74       0.74        0.74        0.74
---------------------     ----       ----       ----       ----       ----        ----        ----
Distribution/service
(12b-1) fees              0.24       0.25       0.99       0.50      None        None        None
---------------------     ----       ----       ----       ----      -----       -----       -----
Other expenses1           0.25       0.27       0.27       0.35       0.14        0.23        0.28
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES        1.23       1.26       2.00       1.59       0.88        0.97        1.02
---------------------     ----       ----       ----       ----      -----       -----       -----
Fee waiver/expense
reimbursement             0.00       0.01       0.00       0.09       0.00        0.00        0.02
---------------------     ----       ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND
OPERATING EXPENSES
AFTER FEE WAIVER/
EXPENSE
REIMBURSEMENT             1.23       1.25       2.00       1.50       0.88        0.97        1.00
---------------------     ----       ----       ----       ----      -----       -----       -----


(1) "Other expenses" for Class T are based on estimated amounts for the current
fiscal year.

The Advisor has contractually agreed through March 15, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.25%, 1.50% and 1.00% for Class T, Class R and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board.


EXAMPLE

This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
(including one year of capped expenses for Class T, Class R and Class S) remain
the same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:



                                       6
PROSPECTUS March 16, 2017                          Deutsche Mid Cap Value Fund





YEARS           A         T         C         R        R6      INST         S
-------  --------  --------  --------  --------  --------  --------  --------

1        $ 693     $ 374     $ 303     $ 153     $  90     $  99     $ 102
--       -----     -----     -----     -----     -----     -----     -----
3          943       639       627       493       281       309       323
--       -----     -----     -----     -----     -----     -----     -----
5        1,212       923     1,078       857       488       536       561
--       -----     -----     -----     -----     -----     -----     -----
10       1,978     1,734     2,327     1,882     1,084     1,190     1,246
--       -----     -----     -----     -----     -----     -----     -----


You would pay the following expenses if you did not redeem your shares:





YEARS           A         T         C         R        R6      INST         S
-------  --------  --------  --------  --------  --------  --------  --------

1        $ 693     $ 374     $ 203     $ 153     $  90     $  99     $ 102
--       -----     -----     -----     -----     -----     -----     -----
3          943       639       627       493       281       309       323
--       -----     -----     -----     -----     -----     -----     -----
5        1,212       923     1,078       857       488       536       561
--       -----     -----     -----     -----     -----     -----     -----
10       1,978     1,734     2,327     1,882     1,084     1,190     1,246
--       -----     -----     -----     -----     -----     -----     -----


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.


Portfolio turnover rate for fiscal year 2016: 62%.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
common stocks of mid-cap companies that portfolio management believes are
undervalued, but have favorable prospects for appreciation. The fund defines
mid-cap companies as companies that have a market capitalization similar to the
companies included in the Russell Midcap (Reg. TM) Value Index. While the
market capitalization range of the Russell Midcap (Reg. TM) Value Index changes
throughout the year, as of January 31, 2017, the market capitalization range of
the Russell Midcap (Reg. TM) Value Index was between $625 million and $41.28
billion. The Russell Midcap (Reg. TM) Value Index is reconstituted annually
every June. The fund may invest up to 20% of net assets in foreign securities.


The fund may also invest in the equity securities of real estate investment
trusts (REITs).


MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies. Company research lies at the
heart of the investment process. Portfolio management emphasizes individual
selection of stocks across all economic sectors, focusing on companies that it
believes have strong management, identifiable catalysts (e.g., acquisitions or
new products), and valuations that offer an attractive risk/reward trade-off.


Portfolio management utilizes multiple sources for idea generation as it
believes quantitative screens by themselves are not robust enough to
consistently source attractive investment ideas. Portfolio management's
intensive proprietary research starts with thorough background research to gain
an understanding of a company's business model and financials. Management
meetings are generally conducted to assess corporate culture and the ability to
execute on the business model with a focus on capital allocation decisions.
Portfolio management then analyzes valuations by determining the appropriate
metric and establishing internal estimates. Portfolio management reviews a
stock's investment thesis, catalysts and risks to determine if the stock fits
into the portfolio. Portfolio management normally will sell a stock when it
believes the investment thesis proves incorrect, fundamentals weaken, catalysts
fail to materialize as expected, or if a stock becomes fully valued.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.



                                       7
PROSPECTUS March 16, 2017                          Deutsche Mid Cap Value Fund


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


REAL ESTATE SECURITIES RISK. The value of real estate securities in general,
and REITs in particular, are subject to the same risks as direct investments
and will depend on the value of the underlying properties or the underlying
loans or interest. The value of these securities will rise and fall in response
to many factors, including economic conditions, the demand for rental property
and interest rates. In particular, the value of these securities may decline
when interest rates rise and will also be affected by the real estate market
and by the management of the underlying properties. REITs may be more volatile
and/or more illiquid than other types of equity securities.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Prior to September 3, 2013, the fund had a sub-advisor and a different
investment management team that operated with a different investment strategy.
Performance would have been different if the fund's current investment strategy
had been in effect.


For Class R shares, historical performance prior to class inception is based on
the performance of the fund's Class A shares adjusted to reflect the higher
expenses of Class R.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of the fund's Institutional Class shares adjusted to
reflect the higher expenses and applicable sales charges of Class T.



                                       8
PROSPECTUS March 16, 2017                          Deutsche Mid Cap Value Fund


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]









  2007       2008       2009       2010       2011       2012       2013       2014      2015      2016
  5.35       -40.03     38.44      19.58       -6.07     17.02      38.57      8.91      1.80      11.37








                    RETURNS    PERIOD ENDING

 BEST QUARTER      22.25%      September 30, 2009
 WORST QUARTER     -23.99%     December 31, 2008


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.





                                  CLASS          1           5         10
                              INCEPTION       YEAR       YEARS      YEARS
                            -----------  ---------  ----------  ---------

CLASS A before tax           8/1/2005        4.97       13.54       6.37
--------------------------  ---------       -----       -----       ----
  After tax on distribu-
  tions                                      3.29       12.47       5.58
  After tax on distribu-
  tions and sale of fund
  shares                                     3.89       10.73       4.95
--------------------------  ---------       -----       -----       ----
CLASS T before tax          3/15/2017        8.56       14.30       6.76
--------------------------  ---------       -----       -----       ----
CLASS C before tax           8/1/2005       10.55       14.04       6.23
--------------------------  ---------       -----       -----       ----
CLASS R before tax           3/1/2011       11.11       14.55       6.73
--------------------------  ---------       -----       -----       ----
INST CLASS before tax        8/1/2005       11.66       15.21       7.34
--------------------------  ---------       -----       -----       ----
CLASS S before tax           8/1/2005       11.63       15.19       7.30
--------------------------  ---------       -----       -----       ----
RUSSELL MIDCAP VALUE
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                   20.00       15.70       7.59
--------------------------  ---------       -----       -----       ----






                                  CLASS           1       SINCE
                              INCEPTION        YEAR   INCEPTION
                            -----------  ----------  ----------

CLASS R6 before tax         8/25/2014        11.78       5.95
--------------------------  ---------        -----       ----
RUSSELL MIDCAP VALUE
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                    20.00       7.19
--------------------------  ---------        -----       ----


MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


PORTFOLIO MANAGER(S)

RICHARD HANLON, CFA, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2015.


MARY SCHAFER MAHRER, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R               None              N/A         N/A             N/A
--           -----                ----       -----            ----
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for Class
R, Class R6 and Institutional Class shares. The minimum additional investment
in all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.



                                       9
PROSPECTUS March 16, 2017                          Deutsche Mid Cap Value Fund


Class T shares are only available through certain financial intermediaries.
Class R and Class R6 shares are generally available only to certain retirement
plans, which may have their own policies or instructions for buying and selling
fund shares. Institutional Class shares are generally available only to
qualified institutions. Class S shares are only available to a limited group of
investors.



TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       10
PROSPECTUS March 16, 2017                          Deutsche Mid Cap Value Fund



Deutsche
Asset Management
                                                                       [DB Logo]






Deutsche Small Cap Value Fund



INVESTMENT OBJECTIVE

The fund seeks long-term capital appreciation.



FEES AND EXPENSES OF THE FUND


These are the fees and expenses you may pay when you buy and hold shares. You
may qualify for sales charge discounts if you and your immediate family invest,
or agree to invest in the future, at least $50,000 in Class A shares in
Deutsche funds or if you invest at least $250,000 in Class T shares in the
fund. More information about these and other discounts and waivers is available
from your financial professional and in Choosing a Share Class (p. 27), Sales
Charge Waivers and Discounts Available Through Intermediaries (Appendix B, p.
74) and Purchase and Redemption of Shares in the fund's Statement of Additional
Information (SAI) (p. II-16).


SHAREHOLDER FEES (paid directly from your investment)




                                         A           T          C      R6    INST      S
                                ----------  ----------  ---------  ------  ------  -----

Maximum sales charge (load)
imposed on purchases, as %
of offering price                    5.75       2.50      None     None    None    None
-------------------------------      ----       ----      --       ------  ------  ---
Maximum deferred sales
charge (load), as % of
redemption proceeds                None        None     1.00       None    None    None
-------------------------------    ------      -----    ----       ------  ------  ---
Account Maintenance Fee
(annually, for fund account
balances below $10,000 and
subject to certain exceptions)    $   20       None     $20        None    None    $20
-------------------------------   -------      -----    ----       ------  ------  ---


ANNUAL FUND OPERATING EXPENSES
(expenses that you pay each year as a % of the value of your investment)




                                      A          T          C          R6        INST           S
                              ---------  ---------  ---------  ----------  ----------  ----------

Management fee                    0.74       0.74       0.74       0.74        0.74        0.74
-----------------------------     ----       ----       ----       ----        ----        ----
Distribution/service (12b-1)
fees                              0.24       0.25       1.00      None        None        None
-----------------------------     ----       ----       ----      -----       -----       -----
Other expenses1                   0.27       0.25       0.26       0.16        0.16        0.23
-----------------------------     ----       ----       ----      -----       -----       -----
TOTAL ANNUAL FUND OPERATING
EXPENSES                          1.25       1.24       2.00       0.90        0.90        0.97
-----------------------------     ----       ----       ----      -----       -----       -----


(1) "Other expenses" for Class T are based on estimated amounts for the current
fiscal year.


EXAMPLE

This Example is intended to help you compare the cost of investing in the fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the fund for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs would be:





YEARS           A         T         C        R6      INST         S
-------  --------  --------  --------  --------  --------  --------

1        $ 695     $ 373     $ 303     $  92     $  92     $  99
--       -----     -----     -----     -----     -----     -----
3          949       634       627       287       287       309
--       -----     -----     -----     -----     -----     -----
5        1,222       914     1,078       498       498       536
--       -----     -----     -----     -----     -----     -----
10       1,999     1,712     2,327     1,108     1,108     1,190
--       -----     -----     -----     -----     -----     -----


You would pay the following expenses if you did not redeem your shares:





YEARS           A         T         C        R6      INST         S
-------  --------  --------  --------  --------  --------  --------

1        $ 695     $ 373     $ 203     $  92     $  92     $  99
--       -----     -----     -----     -----     -----     -----
3          949       634       627       287       287       309
--       -----     -----     -----     -----     -----     -----
5        1,222       914     1,078       498       498       536
--       -----     -----     -----     -----     -----     -----
10       1,999     1,712     2,327     1,108     1,108     1,190
--       -----     -----     -----     -----     -----     -----


PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells
securities (or "turns over" its portfolio). A higher portfolio turnover may
indicate higher transaction costs and may mean higher taxes if you are
investing in a taxable account. These costs are not reflected in annual fund
operating expenses or in the expense example, and can affect the fund's
performance.


Portfolio turnover rate for fiscal year 2016: 29%.


                                       11
PROSPECTUS March 16, 2017                        Deutsche Small Cap Value Fund


PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
undervalued common stocks of small US companies, which the fund defines as
companies that are similar in market value to those in the Russell 2000 (Reg.
TM) Value Index. While the market capitalization of the Russell 2000 (Reg. TM)
Value Index changes throughout the year, as of January 31, 2017, the market
capitalization range of the Russell 2000 (Reg. TM) Value Index was between $9
million and $9.60 billion. The Russell 2000 (Reg. TM) Value Index is
reconstituted annually every June. While the fund invests mainly in US stocks,
it could invest up to 20% of net assets in foreign securities.


MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies. Company research lies at the
heart of the investment process. Portfolio management emphasizes individual
selection of stocks across all economic sectors, focusing on companies that it
believes have strong management, identifiable catalysts (e.g., acquisitions or
new products), and valuations that offer an attractive risk/reward trade-off.


Portfolio management utilizes multiple sources for idea generation as it
believes quantitative screens by themselves are not robust enough to
consistently source attractive investment ideas. Portfolio management's
intensive proprietary research starts with thorough background research to gain
an understanding of a company's business model and financials. Management
meetings are generally conducted to assess corporate culture and the ability to
execute on the business model with a focus on capital allocation decisions.
Portfolio management then analyzes valuations by determining the appropriate
metric and establishing internal estimates. Portfolio management reviews a
stock's investment thesis, catalysts and risks to determine if the stock fits
into the portfolio. Portfolio management normally will sell a stock when it
believes the investment thesis proves incorrect, fundamentals weaken, catalysts
fail to materialize as expected, or if a stock becomes fully valued.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes



                                       12
PROSPECTUS March 16, 2017                        Deutsche Small Cap Value Fund


in currency exchange rates may affect the US dollar value of foreign securities
or the income or gain received on these securities.

PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.



PAST PERFORMANCE


How a fund's returns vary from year to year can give an idea of its risk; so
can comparing fund performance to overall market performance (as measured by an
appropriate market index). Past performance may not indicate future results.
All performance figures below assume that dividends and distributions were
reinvested. For more recent performance figures, go to deutschefunds.com (the
Web site does not form a part of this prospectus) or call the phone number
included in this prospectus.


Class T is a new class of shares and therefore does not have a full calendar
year of performance available. For Class T shares, performance is based on the
historical performance of the fund's Institutional Class shares adjusted to
reflect the higher expenses and applicable sales charges of Class T.


Prior to September 3, 2013, the fund had a sub-advisor and a different
investment management team that operated with a different investment strategy.
Performance would have been different if the fund's current investment strategy
had been in effect.


CALENDAR YEAR TOTAL RETURNS (%) (Class A)

These year-by-year returns do not include sales charges, if any, and would be
lower if they did. Returns for other classes were different and are not shown
here.



[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]









  2007       2008       2009       2010        2011       2012       2013       2014      2015       2016
  2.48       -29.62     30.25      19.27       -10.31     15.79      34.80      0.50       -7.41     16.79








                    RETURNS    PERIOD ENDING

 BEST QUARTER      22.64%      June 30, 2009
 WORST QUARTER     -22.90%     September 30, 2011


AVERAGE ANNUAL TOTAL RETURNS
(For periods ended 12/31/2016 expressed as a %)

After-tax returns (which are shown only for Class A and would be different for
other classes) reflect the historical highest individual federal income tax
rates, but do not reflect any state or local taxes. Your actual after-tax
returns may be different. After-tax returns are not relevant to shares held in
an IRA, 401(k) or other tax-advantaged investment plan.





                                     CLASS           1          5         10
                                 INCEPTION        YEAR      YEARS      YEARS
                               -----------  ----------  ---------  ---------

CLASS A before tax             5/22/1992        10.07       9.84       4.86
-----------------------------  ---------        -----      -----       ----
  After tax on distribu-
  tions                                         10.07       6.93       3.15
  After tax on distribu-
  tions and sale of fund
  shares                                         5.70       9.06       4.41
-----------------------------  ---------        -----      -----       ----
CLASS T before tax             3/15/2017        13.77      10.52       5.17
-----------------------------  ---------        -----      -----       ----
CLASS C before tax             9/11/1995        15.98      10.33       4.71
-----------------------------  ---------        -----      -----       ----
INST CLASS before tax          8/19/2002        17.19      11.56       5.89
-----------------------------  ---------        -----      -----       ----
CLASS S before tax             2/28/2005        17.13      11.40       5.69
-----------------------------  ---------        -----      -----       ----
RUSSELL (Reg. TM) 2000 VALUE
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                       31.74      15.07       6.26
-----------------------------  ---------        -----      -----       ----






                                     CLASS           1       SINCE
                                 INCEPTION        YEAR   INCEPTION
                               -----------  ----------  ----------

CLASS R6 before tax            8/25/2014        17.26       4.93
-----------------------------  ---------        -----      -----
RUSSELL (Reg. TM) 2000 VALUE
INDEX (reflects no deduc-
tion for fees, expenses
or taxes)                                       31.74      10.07
-----------------------------  ---------        -----      -----


MANAGEMENT


INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc.


                                       13
PROSPECTUS March 16, 2017                        Deutsche Small Cap Value Fund


PORTFOLIO MANAGER(S)

RICHARD HANLON, CFA, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.


MARY SCHAFER MAHRER, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.



PURCHASE AND SALE OF FUND SHARES


MINIMUM INITIAL INVESTMENT ($)




                                                               AUTOMATIC
                                              UGMAS/          INVESTMENT
                   NON-IRA            IRAS     UTMAS               PLANS
         -----------------  --------------  --------  ------------------

A T C        1,000                 500       1,000             500
-------      -----                 ---       -----             ---
R6              None              N/A         N/A             N/A
--           -----                ----       -----            ----
INST     1,000,000                N/A         N/A             N/A
--       ---------                ----       -----            ----
S            2,500               1,000       1,000           1,000
--       ---------               -----       -----           -----


For participants in all group retirement plans for Class A, T, C and S shares,
and in certain fee-based and wrap programs approved by the Advisor for Class A,
C and S shares, there is no minimum initial investment and no minimum
additional investment. For Section 529 college savings plans, there is no
minimum initial investment and no minimum additional investment for Class S
shares. In certain instances, the minimum initial investment may be waived for
Institutional Class shares. There is no minimum additional investment for
Institutional Class and Class R6 shares. The minimum additional investment in
all other instances is $50.



TO PLACE ORDERS




MAIL           New Accounts             Deutsche Asset Management
                                        PO Box 219356
                                        Kansas City, MO 64121-9356
               Additional Investments   Deutsche Asset Management
                                        PO Box 219154
                                        Kansas City, MO 64121-9154
               Exchanges and            Deutsche Asset Management
               Redemptions              PO Box 219557
                                        Kansas City, MO 64121-9557
EXPEDITED MAIL                          Deutsche Asset Management
                                        210 West 10th Street
                                        Kansas City, MO 64105-1614
WEB SITE                                deutschefunds.com
TELEPHONE                               (800) 728-3337, M - F 8 a.m. - 7 p.m. ET
TDD LINE                                (800) 972-3006, M - F 8 a.m. - 7 p.m. ET



The fund is generally open on days when the New York Stock Exchange is open for
regular trading. Initial investments must be sent by mail. You can make
additional investments or sell shares of the fund on any business day by
visiting our Web site, by mail, or by telephone; however you may have to elect
certain privileges on your initial account application. If you are working with
a financial advisor, contact your financial advisor for assistance with buying
or selling fund shares. A financial advisor separately may impose its own
policies and procedures for buying and selling fund shares.


Class T shares are only available through certain financial intermediaries.
Class R6 shares are generally available only to certain retirement plans, which
may have their own policies or instructions for buying and selling fund shares.
Institutional Class shares are generally available only to qualified
institutions. Class S shares are only available to a limited group of
investors.



TAX INFORMATION


The fund's distributions are generally taxable to you as ordinary income or
capital gains, except when your investment is in an IRA, 401(k), or other
tax-advantaged investment plan. Any withdrawals you make from such tax-
advantaged investment plans, however, may be taxable to you.



PAYMENTS TO BROKER-DEALERS AND

OTHER FINANCIAL INTERMEDIARIES

If you purchase the fund through a broker-dealer or other financial
intermediary (such as a bank), the fund, the Advisor, and/or the Advisor's
affiliates may pay the intermediary for the sale of fund shares and related
services. These payments may create a conflict of interest by influencing the
broker-dealer or other intermediary and your salesperson to recommend the fund
over another investment. Ask your salesperson or visit your financial
intermediary's Web site for more information.


No such payments are made with respect to Class R6 shares. To the extent the
fund makes such payments with respect to another class of its shares, the
expense is borne by the other share class.


                                       14
PROSPECTUS March 16, 2017                        Deutsche Small Cap Value Fund



[GRAPHIC APPEARS HERE]



Fund Details



ADDITIONAL INFORMATION ABOUT FUND STRATEGIES AND RISKS


     Deutsche CROCI (Reg. TM) Equity Dividend Fund

INVESTMENT OBJECTIVE


The fund seeks to achieve a high rate of total return.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
dividend-paying equity securities (mainly common stocks). Equity securities may
also include preferred stocks, depository receipts and other securities with
equity characteristics, such as convertible securities and warrants. Companies
are selected for the fund's portfolio using the Cash Return on Capital Invested
(CROCI (Reg. TM)) strategy as the primary factor, among other factors.
Portfolio management will select stocks from among the largest US companies
which are under CROCI (Reg. TM) coverage at any given time (while the number of
companies under CROCI (Reg. TM) coverage will vary, as of September 30, 2016,
approximately 345 companies were under CROCI (Reg. TM) coverage). Approximately
40 companies are identified from the selection universe for investment, though,
at times, the number of stocks held may be higher or lower than 40 stocks at
the discretion of portfolio management or as a result of corporate actions,
mergers or other events.


Although the fund can invest in stocks of any economic sector (which is
comprised of two or more industries), at times it may emphasize one or more
sectors and may invest more than 25% of total assets in a single sector. The
fund may invest up to 20% of total assets in foreign securities.


The fund intends to invest primarily in companies whose market capitalizations
fall within the normal range of the S&P 500 Index.


MANAGEMENT PROCESS. Portfolio management will select stocks that it believes
offer economic value utilizing the CROCI (Reg. TM) strategy as the primary
factor, among other factors, and will seek above average dividend yield. The
CROCI (Reg. TM) strategy is an investment process based on a proprietary
valuation technique that attempts to understand the value of a company by
converting financial statement data into a set of economic inputs that are used
to calculate a valuation metric called the CROCI (Reg. TM) Economic Price
Earnings Ratio which is comparable across markets, sectors and stocks. The
CROCI (Reg. TM) Economic Price Earnings Ratio seeks to measure the "real"
economic value rather than the "accounting" value of a company's invested
capital, and the economic returns thereof. Portfolio management believes that,
over time, companies with more favorable financial metrics, including CROCI
(Reg. TM) Economic Price Earnings Ratios, will outperform other companies.
Portfolio Management employs a US-specific strategy seeking to select
approximately the forty best value companies under CROCI (Reg. TM) coverage
(excluding financial companies) with additional screening on high dividend
yield, dividend sustainability and price volatility.


The fund is reviewed periodically and adjusted in accordance with the CROCI
(Reg. TM) strategy's rules (re-selecting approximately forty stocks that will
make up the fund). Portfolio Management targets low valuation combined with
higher dividends and excludes stocks with undesirable characteristics such as,
for example, high financial leverage, low cash returns and high volatility. All
CROCI (Reg. TM) financial metrics may be adjusted from time to time. Portfolio
management may also use factors other than the CROCI (Reg. TM) strategy in
selecting investments. Portfolio management actively manages portfolio changes
in an attempt to reduce market impact and transaction costs and to manage the
portfolio with tax efficiency in mind.


The CROCI (Reg. TM) strategy is supplied by the CROCI (Reg. TM) Investment
Strategy and Valuation Group, a unit of the Deutsche Bank Group, through a
licensing arrangement with the fund's Advisor.


CROCI (Reg. TM) INVESTMENT PROCESS. The CROCI (Reg. TM) Investment Process is
based on the belief that the data used in traditional valuations (i.e.
accounting data) does not accurately appraise assets, reflect all liabilities
or represent the real value of a company. This is because the accounting rules
are not always designed specifically for investors and often utilize widely
differing standards which can make measuring the real asset value of companies
difficult. The CROCI (Reg. TM) Investment Process seeks to generate data that
will enable valuation comparisons on a consistent basis,



                                       15
PROSPECTUS March 16, 2017                                         Fund Details


resulting in what portfolio management believes is an effective and efficient
sector and stock selection process targeting investment in real value.

DERIVATIVES. Portfolio management generally may use futures contracts, which
are a type of derivative (a contract whose value is based on, for example,
indices, currencies or securities) as a substitute for direct investment in a
particular asset class or to keep cash on hand to meet shareholder redemptions.
Portfolio management generally may use structured notes to gain exposure to
certain foreign markets that may not permit direct investment.


The fund may also use other types of derivatives (i) for hedging purposes; (ii)
for risk management; (iii) for non-hedging purposes to seek to enhance
potential gains; or (iv) as a substitute for direct investment in a particular
asset class or to keep cash on hand to meet shareholder redemptions.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


CROCI (Reg. TM) RISK. The fund will be managed using the CROCI (Reg. TM)
Investment Process which is based on portfolio management's belief that, over
time, stocks which display more favorable financial metrics (for example, the
CROCI (Reg. TM)( )Economic P/E Ratio) as generated by this process may
outperform stocks which display less favorable metrics. This premise may not
prove to be correct and prospective investors should evaluate this assumption
prior to investing in the fund.


The calculation of financial metrics used by the fund (such as, among others,
the CROCI (Reg. TM) Economic P/E Ratio) are determined by the CROCI (Reg. TM)(
)Investment Strategy and Valuation Group using publicly available information.
This publicly available information is adjusted based on assumptions made by
the CROCI (Reg. TM) Investment Strategy and Valuation Group that, subsequently,
may prove not to have been correct. As financial metrics are calculated using
historical information, there can be no guarantee of the future performance of
the CROCI (Reg. TM) strategy.


DIVIDEND-PAYING STOCK RISK. As a category, dividend-paying stocks may
underperform non-dividend paying stocks (and the stock market as a whole) over
any period of time. In addition, issuers of dividend-paying stocks may have
discretion to defer or stop paying dividends for a stated period of time. If
the dividend-paying stocks held by the fund reduce or stop paying dividends,
the fund's ability to generate income may be adversely affected.


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to



                                       16
PROSPECTUS March 16, 2017                                         Fund Details


honor its commitments. This could cause losses for the fund or could delay the
return or delivery of collateral or other assets to the fund.

LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations



                                       17
PROSPECTUS March 16, 2017                                         Fund Details


may be disrupted (e.g., cyber-attacks or operational failures may cause the
release of private shareholder information or confidential fund information,
interfere with the processing of shareholder transactions, impact the ability
to calculate the fund's NAV, and impede trading). In addition, cyber-attacks,
disruptions, or failures involving a fund counterparty could affect such
counterparty's ability to meet its obligations to the fund, which may result in
losses to the fund and its shareholders. Similar types of operational and
technology risks are also present for issuers of securities held by the fund,
which could have material adverse consequences for such issuers, and may cause
the fund's investments to lose value. Furthermore, as a result of
cyber-attacks, disruptions, or failures, an exchange or market may close or
issue trading halts on specific securities or the entire market, which may
result in the fund being, among other things, unable to buy or sell certain
securities or financial instruments or unable to accurately price its
investments.

While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.


     Deutsche Mid Cap Value Fund

INVESTMENT OBJECTIVE


The fund seeks long-term capital appreciation.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
common stocks of mid-cap companies that portfolio management believes are
undervalued, but have favorable prospects for appreciation. The fund defines
mid-cap companies as companies that have a market capitalization similar to the
companies included in the Russell Midcap (Reg. TM) Value Index. While the
market capitalization range of the Russell Midcap (Reg. TM) Value Index changes
throughout the year, as of January 31, 2017, the market capitalization range of
the Russell Midcap (Reg. TM) Value Index was between $625 million and $41.28
billion. The Russell Midcap (Reg. TM) Value Index is reconstituted annually
every June. The fund may invest up to 20% of net assets in foreign securities.


The fund may also invest in the equity securities of real estate investment
trusts (REITs).


The fund's equity investments are mainly common stocks, but may also include
other types of equities such as preferred or convertible stocks.


MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies. Company research lies at the
heart of the investment process. Portfolio management emphasizes individual
selection of stocks across all economic sectors, focusing on companies that it
believes have strong management, identifiable catalysts (e.g., acquisitions or
new products), and valuations that offer an attractive risk/reward trade-off.


Portfolio management utilizes multiple sources for idea generation as it
believes quantitative screens by themselves are not robust enough to
consistently source attractive investment ideas. Portfolio management's
intensive proprietary research starts with thorough background research to gain
an understanding of a company's business model and financials. Management
meetings are generally conducted to assess corporate culture and the ability to
execute on the business model with a focus on capital allocation decisions.
Portfolio management then analyzes valuations by determining the appropriate
metric and establishing internal estimates. Portfolio management reviews a
stock's investment thesis, catalysts and risks to determine if the stock fits
into the portfolio. Portfolio management normally will sell a stock when it
believes the investment thesis proves incorrect, fundamentals weaken, catalysts
fail to materialize as expected, or if a stock becomes fully valued.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not



                                       18
PROSPECTUS March 16, 2017                                         Fund Details


intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.

STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


MEDIUM-SIZED COMPANY RISK. Medium-sized company stocks tend to be more volatile
than large company stocks. Because stock analysts are less likely to follow
medium-sized companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on medium-sized companies,
since they lack the financial resources of larger companies. Medium-sized
company stocks are typically less liquid than large company stocks.


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally



                                       19
PROSPECTUS March 16, 2017                                         Fund Details


liquid securities may be affected by a degree of liquidity risk (i.e., if the
number and capacity of traditional market participants is reduced). This may
affect only certain securities or an overall securities market.

REAL ESTATE SECURITIES RISK. The value of real estate securities in general,
and REITs in particular, are subject to the same risks as direct investments
and will depend on the value of the underlying properties or the underlying
loans or interest. The value of these securities will rise and fall in response
to many factors, including economic conditions, the demand for rental property
and interest rates. In particular, the value of these securities may decline
when interest rates rise and will also be affected by the real estate market
and by the management of the underlying properties. REITs may be more volatile
and/or more illiquid than other types of equity securities.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.



                                       20
PROSPECTUS March 16, 2017                                         Fund Details


     Deutsche Small Cap Value Fund

INVESTMENT OBJECTIVE


The fund seeks long-term capital appreciation.



PRINCIPAL INVESTMENT STRATEGY


MAIN INVESTMENTS. Under normal circumstances, the fund invests at least 80% of
net assets, plus the amount of any borrowings for investment purposes, in
undervalued common stocks of small US companies, which the fund defines as
companies that are similar in market value to those in the Russell 2000 (Reg.
TM) Value Index. While the market capitalization of the Russell 2000 (Reg. TM)
Value Index changes throughout the year, as of January 31, 2017, the market
capitalization range of the Russell 2000 (Reg. TM) Value Index was between $9
million and $9.60 billion. The Russell 2000 (Reg. TM) Value Index is
reconstituted annually every June. While the fund invests mainly in US stocks,
it could invest up to 20% of net assets in foreign securities.


The fund intends to invest primarily in companies whose market capitalizations
fall within the normal range of the Russell 2000 (Reg. TM) Index. The fund's
equity investments are mainly common stocks, but may also include other types
of equities such as preferred or convertible stocks.


MANAGEMENT PROCESS. In choosing stocks, portfolio management focuses on
individual security selection rather than industry selection. Portfolio
management uses an active process that combines financial analysis with company
visits to evaluate management and strategies. Company research lies at the
heart of the investment process. Portfolio management emphasizes individual
selection of stocks across all economic sectors, focusing on companies that it
believes have strong management, identifiable catalysts (e.g., acquisitions or
new products), and valuations that offer an attractive risk/reward trade-off.


Portfolio management utilizes multiple sources for idea generation as it
believes quantitative screens by themselves are not robust enough to
consistently source attractive investment ideas. Portfolio management's
intensive proprietary research starts with thorough background research to gain
an understanding of a company's business model and financials. Management
meetings are generally conducted to assess corporate culture and the ability to
execute on the business model with a focus on capital allocation decisions.
Portfolio management then analyzes valuations by determining the appropriate
metric and establishing internal estimates. Portfolio management reviews a
stock's investment thesis, catalysts and risks to determine if the stock fits
into the portfolio. Portfolio management normally will sell a stock when it
believes the investment thesis proves incorrect, fundamentals weaken, catalysts
fail to materialize as expected, or if a stock becomes fully valued.


SECURITIES LENDING. The fund may lend securities (up to one-third of total
assets) to approved institutions.



OTHER INVESTMENT STRATEGIES


DERIVATIVES. The fund may use various types of derivatives (a contract whose
value is based on, for example, indices, currencies or securities) (i) for
hedging purposes; (ii) for risk management; (iii) for non-hedging purposes to
seek to enhance potential gains; or (iv) as a substitute for direct investment
in a particular asset class or to keep cash on hand to meet shareholder
redemptions.



MAIN RISKS


There are several risk factors that could hurt the fund's performance, cause
you to lose money or cause the fund's performance to trail that of other
investments. The fund may not achieve its investment objective, and is not
intended to be a complete investment program. An investment in the fund is not
a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other governmental agency.


STOCK MARKET RISK. When stock prices fall, you should expect the value of your
investment to fall as well. Stock prices can be hurt by poor management on the
part of the stock's issuer, shrinking product demand and other business risks.
These may affect single companies as well as groups of companies. In addition,
movements in financial markets may adversely affect a stock's price, regardless
of how well the company performs. The market as a whole may not favor the types
of investments the fund makes, which could affect the fund's ability to sell
them at an attractive price. To the extent the fund invests in a particular
capitalization or sector, the fund's performance may be affected by the general
performance of that particular capitalization or sector.


SECURITY SELECTION RISK. The securities in the fund's portfolio may decline in
value. Portfolio management could be wrong in its analysis of industries,
companies, economic trends, the relative attractiveness of different securities
or other matters.


VALUE INVESTING RISK. As a category, value stocks may underperform growth
stocks (and the stock market as a whole) over any period of time. In addition,
value stocks selected for investment by portfolio management may not perform as
anticipated.


SMALL COMPANY RISK. Small company stocks tend to be more volatile than
medium-sized or large company stocks. Because stock analysts are less likely to
follow small companies, less information about them is available to investors.
Industry-wide reversals may have a greater impact on small companies, since
they may lack the financial resources of larger companies. Small company stocks
are typically less liquid than large company stocks.



                                       21
PROSPECTUS March 16, 2017                                         Fund Details


FOCUS RISK. To the extent that the fund focuses its investments in particular
industries, asset classes or sectors of the economy, any market price
movements, regulatory or technological changes, or economic conditions
affecting companies in those industries, asset classes or sectors may have a
significant impact on the fund's performance.


FOREIGN INVESTMENT RISK. The fund faces the risks inherent in foreign
investing. Adverse political, economic or social developments could undermine
the value of the fund's investments or prevent the fund from realizing the full
value of its investments. In June 2016, citizens of the United Kingdom approved
a referendum to leave the European Union (EU), creating economic and political
uncertainty. Significant uncertainty exists regarding the timing of the United
Kingdom's anticipated withdrawal from the EU and the effects such withdrawal
may have on the United Kingdom, other EU countries and the global economy.


Financial reporting standards for companies based in foreign markets differ
from those in the US. Additionally, foreign securities markets generally are
smaller and less liquid than US markets. To the extent that the fund invests in
non-US dollar denominated foreign securities, changes in currency exchange
rates may affect the US dollar value of foreign securities or the income or
gain received on these securities.


Foreign governments may restrict investment by foreigners, limit withdrawal of
trading profit or currency from the country, restrict currency exchange or
seize foreign investments. The investments of the fund may also be subject to
foreign withholding or other taxes. Foreign brokerage commissions and other
fees are generally higher than those for US investments, and the transactions
and custody of foreign assets may involve delays in payment, delivery or
recovery of money or investments.


Foreign markets can have liquidity risks beyond those typical of US markets.
Because foreign exchanges generally are smaller and less liquid than US
exchanges, buying and selling foreign investments can be more difficult and
costly. Relatively small transactions can sometimes materially affect the price
and availability of securities. In certain situations, it may become virtually
impossible to sell an investment in an orderly fashion at a price that
approaches portfolio management's estimate of its value. For the same reason,
it may at times be difficult to value the fund's foreign investments.


PRICING RISK. If market conditions make it difficult to value some investments,
the fund may value these investments using more subjective methods, such as
fair value pricing. In such cases, the value determined for an investment could
be different from the value realized upon such investment's sale. As a result,
you could pay more than the market value when buying fund shares or receive
less than the market value when selling fund shares.


Secondary markets may be subject to irregular trading activity, wide bid/ask
spreads and extended trade settlement periods, which may prevent the fund from
being able to realize full value and thus sell a security for its full
valuation. This could cause a material decline in the fund's net asset value.


LIQUIDITY RISK. In certain situations, it may be difficult or impossible to
sell an investment and/or the fund may sell certain investments at a price or
time that is not advantageous in order to meet redemption requests or other
cash needs. Unusual market conditions, such as an unusually high volume of
redemptions or other similar conditions could increase liquidity risk for the
fund.


This risk can be ongoing for any security that does not trade actively or in
large volumes, for any security that trades primarily on smaller markets, and
for investments that typically trade only among a limited number of large
investors (such as certain types of derivatives or restricted securities). In
unusual market conditions, even normally liquid securities may be affected by a
degree of liquidity risk (i.e., if the number and capacity of traditional
market participants is reduced). This may affect only certain securities or an
overall securities market.


SECURITIES LENDING RISK. Any decline in the value of a portfolio security that
occurs while the security is out on loan is borne by the fund and will
adversely affect performance. Also, there may be delays in recovery of
securities loaned or even a loss of rights in the collateral should the
borrower of the securities fail financially while holding the security.


DERIVATIVES RISK. Risks associated with derivatives may include the risk that
the derivative is not well correlated with the security, index or currency to
which it relates; the risk that derivatives may result in losses or missed
opportunities; the risk that the fund will be unable to sell the derivative
because of an illiquid secondary market; the risk that a counterparty is
unwilling or unable to meet its obligation; and the risk that the derivative
transaction could expose the fund to the effects of leverage, which could
increase the fund's exposure to the market and magnify potential losses.


There is no guarantee that derivatives, to the extent employed, will have the
intended effect, and their use could cause lower returns or even losses to the
fund. The use of derivatives by the fund to hedge risk may reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements.


COUNTERPARTY RISK. A financial institution or other counterparty with whom the
fund does business, or that underwrites, distributes or guarantees any
investments or contracts that the fund owns or is otherwise exposed to, may
decline in financial health and become unable to honor its commitments. This
could cause losses for the fund or could delay the return or delivery of
collateral or other assets to the fund.



                                       22
PROSPECTUS March 16, 2017                                         Fund Details


OPERATIONAL AND TECHNOLOGY RISK. Cyber-attacks, disruptions, or failures that
affect the fund's service providers or counterparties, issuers of securities
held by the fund, or other market participants may adversely affect the fund
and its shareholders, including by causing losses for the fund or impairing
fund operations.


Cyber-attacks may include unauthorized attempts by third parties to improperly
access, modify, disrupt the operations of, or prevent access to the systems of
the fund's service providers or counterparties, issuers of securities held by
the fund or other market participants or data within them. In addition, power
or communications outages, acts of god, information technology equipment
malfunctions, operational errors, and inaccuracies within software or data
processing systems may also disrupt business operations or impact critical
data. Market events also may trigger a volume of transactions that overloads
current information technology and communication systems and processes,
impacting the ability to conduct the fund's operations.


Cyber-attacks, disruptions, or failures may adversely affect the fund and its
shareholders or cause reputational damage and subject the fund to regulatory
fines, litigation costs, penalties or financial losses, reimbursement or other
compensation costs, and/or additional compliance costs. For example, the fund's
or its service providers' assets or sensitive or confidential information may
be misappropriated, data may be corrupted, and operations may be disrupted
(e.g., cyber-attacks or operational failures may cause the release of private
shareholder information or confidential fund information, interfere with the
processing of shareholder transactions, impact the ability to calculate the
fund's NAV, and impede trading). In addition, cyber-attacks, disruptions, or
failures involving a fund counterparty could affect such counterparty's ability
to meet its obligations to the fund, which may result in losses to the fund and
its shareholders. Similar types of operational and technology risks are also
present for issuers of securities held by the fund, which could have material
adverse consequences for such issuers, and may cause the fund's investments to
lose value. Furthermore, as a result of cyber-attacks, disruptions, or
failures, an exchange or market may close or issue trading halts on specific
securities or the entire market, which may result in the fund being, among
other things, unable to buy or sell certain securities or financial instruments
or unable to accurately price its investments.


While the fund and its service providers may establish business continuity and
other plans and processes that seek to address the possibility of and fallout
from cyber-attacks, disruptions, or failures, there are inherent limitations in
such plans and systems, including that they do not apply to third parties, such
as fund counterparties, issuers of securities held by the fund, or other market
participants, as well as the possibility that certain risks have not been
identified or that unknown threats may emerge in the future and there is no
assurance that such plans and processes will address the possibility of and
fallout from cyber-attacks, disruptions, or failures. In addition, the fund
cannot directly control any cybersecurity plans and systems put in place by its
service providers, fund counterparties, issuers of securities held by the fund,
or other market participants.



OTHER POLICIES AND RISKS


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

o  Although major changes tend to be infrequent, each fund's Board could change
   a fund's investment objective without seeking shareholder approval.
   However, the Board will provide shareholders with at least 60 days' notice
   prior to making any changes to a fund's 80% investment policy as described
   herein.

o  When, in the Advisor's opinion, it is advisable to adopt a temporary
   defensive position because of unusual and adverse or other market
   conditions, up to 100% of each fund's assets may be held in cash or
   invested in money market securities or other short-term investments.
   Short-term investments consist of (1) foreign and domestic obligations of
   sovereign governments and their agencies and instrumentalities, authorities
   and political subdivisions; (2) other short-term high quality rated debt
   securities or, if unrated, determined to be of comparable quality in the
   opinion of the Advisor; (3) commercial paper; (4) bank obligations,
   including negotiable certificates of deposit, time deposits and bankers'
   acceptances; and (5) repurchase agreements. Short-term investments may also
   include shares of money market mutual funds. To the extent a fund invests
   in such instruments, the fund will not be pursuing its investment
   objective. However, portfolio management may choose to not use these
   strategies for various reasons, even in volatile market conditions.

o  Each fund may trade actively. This could raise transaction costs (thus
   lowering return) and could mean increased taxable distributions to
   shareholders and distributions that will be taxable to shareholders at
   higher federal income tax rates.

o  Certain Deutsche funds-of-funds are permitted to invest in each fund. As a
   result, a fund may have large inflows or outflows of cash from time to
   time. This could have adverse effects on a fund's performance if a fund
   were required to sell securities or invest cash at times when it otherwise
   would not do so. This activity could also accelerate the realization of
   capital gains and increase a fund's transaction costs.



                                       23
PROSPECTUS March 16, 2017                                         Fund Details


FOR MORE INFORMATION

This prospectus doesn't tell you about every policy or risk of investing in
each fund. If you want more information on each fund's allowable securities and
investment practices and the characteristics and risks of each one, you may
want to request a copy of the Statement of Additional Information (the back
cover tells you how to do this).


Keep in mind that there is no assurance that a fund will achieve its investment
objective.


A complete list of each fund's portfolio holdings as of the month-end is posted
on deutschefunds.com on or after the last day of the following month. More
frequent posting of portfolio holdings information may be made from time to
time on deutschefunds.com. The posted portfolio holdings information is
available by fund and generally remains accessible at least until the date on
which a fund files its Form N-CSR or N-Q with the Securities and Exchange
Commission for the period that includes the date as of which the posted
information is current. In addition, each fund's top ten equity holdings and
other fund information is posted on deutschefunds.com as of the calendar
quarter-end on or after the 10th calendar day following quarter-end. Each
fund's Statement of Additional Information includes a description of a fund's
policies and procedures with respect to the disclosure of a fund's portfolio
holdings.



WHO MANAGES AND OVERSEES THE FUNDS


THE INVESTMENT ADVISOR

Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), with
headquarters at 345 Park Avenue, New York, NY 10154, is the investment advisor
for each fund. Under the oversight of the Board, the Advisor, or a subadvisor,
makes investment decisions, buys and sells securities for each fund and
conducts research that leads to these purchase and sale decisions. The Advisor
is an indirect, wholly-owned subsidiary of Deutsche Bank AG. Deutsche Bank AG
is a major global banking institution that is engaged in a wide range of
financial services, including investment management, mutual funds, retail,
private and commercial banking, investment banking and insurance. The Advisor
and its predecessors have more than 80 years of experience managing mutual
funds and provide a full range of global investment advisory services to
institutional and retail clients.


Deutsche Asset Management represents the asset management activities conducted
by Deutsche Bank AG or any of its subsidiaries, including the Advisor and
Deutsche AM Distributors, Inc. ("DDI" or the "Distributor"). Deutsche Asset
Management is a global organization that offers a wide range of investing
expertise and resources, including hundreds of portfolio managers and analysts
and an office network that reaches the world's major investment centers. This
well-resourced global investment platform brings together a wide variety of
experience and investment insight across industries, regions, asset classes and
investing styles.


The Advisor may utilize the resources of its global investment platform to
provide investment management services through branch offices or affiliates
located outside the US. In some cases, the Advisor may also utilize its branch
offices or affiliates located in the US or outside the US to perform certain
services, such as trade execution, trade matching and settlement, or various
administrative, back-office or other services. To the extent services are
performed outside the US, such activity may be subject to both US and foreign
regulation. It is possible that the jurisdiction in which the Advisor or its
affiliate performs such services may impose restrictions or limitations on
portfolio transactions that are different from, and in addition to, those that
apply in the US.


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND

The Advisor has entered into an agreement with an affiliate of the Advisor to
license the fund's CROCI (Reg. TM) strategy. The Advisor, not the fund, is
responsible for paying the licensing fees.


CROCI (Reg. TM) INVESTMENT STRATEGY AND VALUATION GROUP. The CROCI (Reg. TM)
Investment Strategy and Valuation Group is part of Deutsche Asset Management, a
division of the Deutsche Bank Group. Prior to October 15, 2013 it was part of
the DB Research Group. The CROCI (Reg. TM) Investment Strategy and Valuation
Group is responsible for devising the CROCI (Reg. TM) strategy and calculating
the CROCI (Reg. TM) Economic P/E Ratios. The CROCI (Reg. TM) Investment
Strategy and Valuation Group is not responsible for the management of the fund
and does not act in a fiduciary capacity in relation to the fund or the
investors in the fund.


MANAGEMENT FEE. The Advisor receives a management fee from each fund. Below are
the actual rates paid by each fund for the most recent fiscal year, as a
percentage of each fund's average daily net assets.





FUND NAME                                  FEE PAID
----------------------------------------  ---------

Deutsche CROCI (Reg. TM)( )Equity Divi-
dend Fund                                 0.73%
----------------------------------------  ----
Deutsche Mid Cap Value Fund               0.74%
----------------------------------------  ----
Deutsche Small Cap Value
Fund                                      0.74% *
----------------------------------------  -------


* Reflecting the effect of expense limitations and/or fee waivers then in
effect.

Effective December 1, 2016, Deutsche CROCI (Reg. TM) Equity Dividend Fund pays
the Advisor a fee, calculated daily and paid monthly, at the annual rate of
0.630% to $250 million of the fund's average daily net assets, 0.600% on the
next $750 million, 0.580% on the next $1.5 billion, 0.560% on the next $2.5
billion, 0.530% on the next $2.5 billion, 0.520% on the next $2.5 billion,
0.510% on the next $2.5 billion, and 0.500% thereafter.



                                       24
PROSPECTUS March 16, 2017                                         Fund Details


The following waivers are currently in effect:


For Deutsche CROCI (Reg. TM) Equity Dividend Fund, the Advisor has
contractually agreed through March 15, 2018 to waive its fees and/or reimburse
fund expenses to the extent necessary to maintain the fund's total annual
operating expenses (excluding certain expenses such as extraordinary expenses,
taxes, brokerage and interest expenses) at ratios no higher than 1.04%, 1.04%,
1.79%, 1.29%, 0.79%, 0.79%, and 0.79% for Class A, Class T, Class C, Class R,
Class R6, Institutional Class and Class S, respectively. The agreement may only
be terminated with the consent of the fund's Board.

For Deutsche Mid Cap Value Fund, the Advisor has contractually agreed through
September 30, 2017 to waive its fees and/or reimburse fund expenses to the
extent necessary to maintain the fund's total annual operating expenses
(excluding certain expenses such as extraordinary expenses, taxes, brokerage
and interest expenses) at 1.25%, 2.00%, 1.00%, 1.00% for Class A, Class C,
Class R6 and Institutional Class, respectively; and for the period March 16,
2017 through March 15, 2018 at ratios no higher than 1.25%, 1.50% and 1.00% for
Class T, Class R and Class S, respectively. The agreement may only be
terminated with the consent of the fund's Board.


For Deutsche Small Cap Value Fund, the Advisor has contractually agreed through
September 30, 2017 to waive its fees and/or reimburse fund expenses to the
extent necessary to maintain the fund's total annual operating expenses
(excluding certain expenses such as extraordinary expenses, taxes, brokerage
and interest expenses) at 1.29%, 2.04%, 1.04%, 1.04% and 1.14% for Class A,
Class C, Class R6, Institutional Class and Class S, respectively; and for the
period March 16, 2017 through March 15, 2018 at 1.29% for Class T. The
agreement may only be terminated with the consent of the fund's Board. In
addition, the Advisor has voluntarily agreed to waive its fees and/or reimburse
certain operating expenses of Class R6 to the extent necessary to maintain the
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at 0.81%. The
Advisor, at its discretion, may revise or discontinue this arrangement at
anytime.


A discussion regarding the basis for the Board's approval of each fund's
investment management agreement is contained in the most recent shareholder
reports for the annual period ended November 30 or semi-annual period ended May
31 (see "Shareholder reports" on the back cover).


The funds each pay the Advisor for providing most of each fund's administrative
services under each fund's investment management agreement.


MULTI-MANAGER STRUCTURE. The Advisor, subject to the approval of the Board, has
ultimate responsibility to oversee any subadvisor to a fund and to recommend
the hiring, termination and replacement of subadvisors. Each fund and the
Advisor have received an order from the SEC that permits the Advisor to appoint
or replace certain subadvisors, to manage all or a portion of a fund's assets
and enter into, amend or terminate a subadvisory agreement with certain
subadvisors, in each case subject to the approval of a fund's Board but without
obtaining shareholder approval ("multi-manager structure"). The multi-manager
structure applies to subadvisors that are not affiliated with the fund or the
Advisor ("nonaffiliated subadvisors"), as well as subadvisors that are indirect
or direct, wholly-owned subsidiaries of the Advisor or Deutsche Bank AG
("wholly-owned subadvisors"). Pursuant to the SEC order, the Advisor, with the
approval of a fund's Board, has the discretion to terminate any subadvisor and
allocate and reallocate a fund's assets among any other nonaffiliated
subadvisors or wholly-owned subadvisors (including terminating a nonaffiliated
subadvisor and replacing it with a wholly-owned subadvisor). Each fund and the
Advisor are subject to the conditions imposed by the SEC order, including the
condition that within 90 days of hiring a new subadvisor pursuant to the
multi-manager structure, each fund will provide shareholders with an
information statement containing information about the new subadvisor. The
funds cannot rely on the SEC order until shareholders have approved the
multi-manager structure described herein.



MANAGEMENT


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND

DI KUMBLE, CFA, MANAGING DIRECTOR. Portfolio Manager of the fund. Began
managing the fund in 2014.

o  Joined Deutsche Asset Management in 2003 with seven years of industry
   experience. Prior to joining, she served as a Portfolio Manager at Graham
   Capital Management. Previously, she worked as a Quantitative Strategist at
   ITG Inc. and Morgan Stanley.

o  Senior Portfolio Manager, Head of Tax Managed Equities: New York.

o  PhD in Chemistry, Princeton University.


DEUTSCHE MID CAP VALUE FUND

RICHARD HANLON, CFA, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2015.

o  Joined Deutsche Asset Management in 2013 with 23 years of industry
   experience. Previously, he founded Glenville Capital Management, where he
   served as Managing Partner. Prior to that, he worked as a Partner and
   Co-Head of the Equity Group at Silvercrest Asset Management Group. Before
   joining Silvercrest, he was Director of Research and a portfolio manager at
   DLJ Asset Management.

o  BA in Economics, University at Albany, State University of New York.

MARY SCHAFER MAHRER, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.



                                       25
PROSPECTUS March 16, 2017                                         Fund Details


o  Joined Deutsche Asset Management in 2013 with 15 years of industry
   experience. Prior to joining, she was a Co-founder and Principal of
   Lockwell Investments. Previously, she worked as an Executive Director at
   Morgan Stanley Investment Management and as an Analyst at Lehman Brothers,
   Neuberger Berman and Deutsche Bank Securities.

o  BA in Molecular, Cellular and Developmental Biology, University of Colorado;
   MBA in Finance and Accounting, Columbia Business School.


DEUTSCHE SMALL CAP VALUE FUND

RICHARD HANLON, CFA, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.

o  Joined Deutsche Asset Management in 2013 with 23 years of industry
   experience. Previously, he founded Glenville Capital Management, where he
   served as Managing Partner. Prior to that, he worked as a Partner and
   Co-Head of the Equity Group at Silvercrest Asset Management Group. Before
   joining Silvercrest, he was Director of Research and a portfolio manager at
   DLJ Asset Management.

o  BA in Economics, University at Albany, State University of New York.

MARY SCHAFER MAHRER, DIRECTOR. Portfolio Manager of the fund. Began managing
the fund in 2016.

o  Joined Deutsche Asset Management in 2013 with 15 years of industry
   experience. Prior to joining, she was a Co-founder and Principal of
   Lockwell Investments. Previously, she worked as an Executive Director at
   Morgan Stanley Investment Management and as an Analyst at Lehman Brothers,
   Neuberger Berman and Deutsche Bank Securities.

o  BA in Molecular, Cellular and Developmental Biology, University of Colorado;
   MBA in Finance and Accounting, Columbia Business School.

Each fund's Statement of Additional Information provides additional information
about a portfolio manager's investments in each fund, a description of the
portfolio management compensation structure and information regarding other
accounts managed.


                                       26
PROSPECTUS March 16, 2017                                         Fund Details



[GRAPHIC APPEARS HERE]



Investing in the Funds



This prospectus offers the share classes noted on the front cover. All classes
of a fund have the same investment objective and investments, but each class
has its own fees and expenses, offering you a choice of cost structures:

o  CLASS A SHARES, CLASS T SHARES AND CLASS C SHARES are intended for investors
   seeking the advice and assistance of a financial advisor, who will
   typically receive compensation for those services.

o  CLASS R SHARES, CLASS R6 SHARES, INSTITUTIONAL CLASS SHARES AND CLASS S
   SHARES are only available to particular investors or through certain
   programs, as described below.

Your financial advisor may also charge you additional fees, commissions or
other charges.


The following pages tell you how to invest in a fund and what to expect as a
shareholder. The following pages also tell you about many of the services,
choices and benefits of being a shareholder. You'll also find information on
how to check the status of your account.


If you're investing directly with Deutsche Asset Management, all of this
information applies to you. If you're investing through a "third party
provider" - for example, a workplace retirement plan, financial supermarket or
financial advisor - your provider may have its own policies or instructions and
you should follow those.


You can find out more about the topics covered here by speaking with your
financial advisor or a representative of your workplace retirement plan or
other investment provider. For an analysis of the fees associated with an
investment in a fund or similar funds, please refer to
apps.finra.org/fundanalyzer/1/fa.aspx (this Web site does not form a part of
this prospectus).



CHOOSING A SHARE CLASS


Before you invest, take a moment to look over the characteristics of each share
class, so that you can be sure to choose the class that's right for you.


We describe each share class in detail on the following pages. But first, you
may want to look at the following table, which gives you a brief description
and comparison of the main features of each class. You should consult with your
financial advisor to determine which class of shares is appropriate for you.






CLASSES AND FEATURES                  POINTS TO HELP YOU COMPARE

 CLASS A
 o    Sales charge of up to 5.75%     o Some investors may be able to
      charged when you buy shares       reduce or eliminate their sales
                                        charge; see "Class A Shares"
 o    In most cases, no charge when
      you sell shares                 o Total annual expenses are
                                        lower than those for Class C

 o    Up to 0.25% annual share-       o Distributions are generally
      holder servicing fee              higher than Class C

 CLASS T
 o    Sales charge of up to 2.50%     o Only available through certain
      charged when you buy shares       financial intermediaries

 o    No charge when you sell         o Generally, lower sales charge
      shares                            than Class A when you buy
                                        shares
 o    0.25% annual distribution/
      shareholder servicing fee       o Total annual expenses are
                                        lower than those for Class C

                                      o Unlike Class A, Class T inves-
                                        tors are not able to reduce or
                                        eliminate their sales charge
                                        using any of the purchase privi-
                                        leges described in "Class A
                                        Shares"

                                      o No exchange privileges

                                      o Distributions are generally
                                        higher than Class C

 CLASS C
 o    No sales charge when you buy    o Unlike Class A and Class T,
      shares                            Class C does not have a sales
                                        charge when buying shares,
                                        but has higher annual expenses
 o    Deferred sales charge of          than those for Class A and
      1.00%, charged when you sell      Class T and a one year deferred
      shares you bought within the      sales charge
      last year
                                      o Distributions are generally
o    0.75% annual distribution fee      lower than Class A and Class T
     and up to 0.25% annual share-
     holder servicing fee             o Maximum investment applies

 CLASS R
 o    No sales charge when you buy    o Only available to participants in
      shares and no deferred sales      certain retirement plans
      charge when you sell shares
                                      o Distributions are generally
 o    0.25% annual distribution fee     higher than Class C but lower
      and up to 0.25% annual share-     than Class A, Class T, Class S or
      holder servicing fee              Institutional Class






                                       27
PROSPECTUS March 16, 2017                               Investing in the Funds





 CLASS R6
 o    No sales charge when you buy    o Only available to participants in
      shares and no deferred sales      certain retirement plans
      charge when you sell shares

 INSTITUTIONAL CLASS
 o    No sales charge when you buy    o Only available to certain institu-
      shares and no deferred sales      tional investors; typically
      charge when you sell shares       $1,000,000 minimum initial
                                        investment

                                      o Distributions are generally
                                        higher than Class A, T, C and R,
                                        and may be higher than Class
                                        S, depending on relative
                                        expenses

 CLASS S
 o    No sales charge when you buy    o Limited availability, see "Eligi-
      shares and no deferred sales      bility Requirements" under
      charge when you sell shares       "Class S Shares"



The sales charge on purchases of Class A and Class T shares and the contingent
deferred sales charge (CDSC) on redemptions of Class A and Class C shares are
paid to the fund's distributor, DDI, who may distribute all or a portion of the
sales charge to your financial advisor. In certain instances described below, a
sales charge may be waived by DDI or your financial advisor. If your financial
advisor agrees to waive any sales charge due to it from DDI, DDI will not
collect the sales charge on your investment or redemption.


The availability of certain sales charge waivers and discounts may depend on
whether you purchase your shares directly from each fund or through a financial
intermediary. Intermediaries may have different policies and procedures
regarding the availability of front-end sales load waivers or CDSC waivers. In
all instances, it is the shareholder's responsibility to notify a fund or the
purchaser's financial intermediary at the time of purchase of any relationship
or other facts qualifying the shareholder for sales charge waivers or
discounts. For waivers and discounts not available through a particular
intermediary, shareholders will have to purchase fund shares directly from each
fund or through another intermediary.


CLASS A SHARES

Class A shares may make sense for long-term investors, especially those who are
eligible for a reduced or eliminated sales charge.


Class A shares have a 12b-1 plan, under which a shareholder servicing fee of up
to 0.25% is deducted from class assets each year. Because the shareholder
servicing fee is continuous in nature, it may, over time, increase the cost of
your investment and may cost you more than paying other types of sales charges.


Class A shares have an up-front sales charge that varies with the amount you
invest:






                               FRONT-END SALES       FRONT-END SALES
                                   CHARGE AS %   CHARGE AS % OF YOUR
YOUR INVESTMENT         OF OFFERING PRICE(1,2)     NET INVESTMENT(2)
--------------------  ------------------------  --------------------

Under $50,000         5.75%                     6.10%
--------------------  -----                     -----
$  50,000-$99,999     4.50                      4.71
-----------------     -----                     -----
$100,000-$249,999     3.50                      3.63
-----------------     -----                     -----
$250,000-$499,999     2.60                      2.67
-----------------     -----                     -----
$500,000-$999,999     2.00                      2.04
-----------------     -----                     -----
$1 million or more                 see below              see below
--------------------  ------------------------  --------------------


(1)   The "offering price", the price you pay to buy shares, includes the sales
      charge which will be deducted directly from your investment.
(2)   Because of rounding in the calculation of the offering price, the actual
      front-end sales charge paid by an investor may be higher or lower than
      the percentages noted.

YOU MAY BE ABLE TO LOWER YOUR CLASS A SALES CHARGE IF:

o  you indicate your intent in writing to invest at least $50,000 in any share
   class of any retail Deutsche fund (excluding direct purchase of Deutsche
   money market funds) over the next 24 months (Letter of Intent);

o  your holdings in all share classes of any retail Deutsche fund (excluding
   shares in Deutsche money market funds for which a sales charge has not
   previously been paid and computed at the maximum offering price at the time
   of the purchase for which the discount is applicable for Class A shares)
   you already own plus the amount you're investing now in Class A shares is
   at least $50,000 (Cumulative Discount); or

o  you are investing a total of $50,000 or more in any share class of two or
   more retail Deutsche funds (excluding direct purchases of Deutsche money
   market funds) on the same day (Combined Purchases).

The point of these three features is to let you count investments made at other
times or in certain other funds for purposes of calculating your present sales
charge. Any time you can use the privileges to "move" your investment into a
lower sales charge category, it's generally beneficial for you to do so.


For purposes of determining whether you are eligible for a reduced Class A
sales charge, you and your immediate family (i.e., your spouse or life partner
and your children or stepchildren age 21 or younger) may aggregate your
investments in the Deutsche funds. This includes, for example, investments held
in a retirement account, an employee benefit plan or with a financial advisor
other than the one handling your current purchase. These combined investments
will be valued at their current offering price to determine whether your
current investment qualifies for a reduced sales charge.


To receive a reduction in your Class A initial sales charge, you must let your
financial advisor or Shareholder Services know at the time you purchase shares
that you qualify for such a reduction. You may be asked by your financial



                                       28
PROSPECTUS March 16, 2017                               Investing in the Funds


advisor or Shareholder Services to provide account statements or other
information regarding related accounts of you or your immediate family in order
to verify your eligibility for a reduced sales charge.

Information about sales charge discounts is available free of charge. Please
visit deutschefunds.com, refer to the section entitled "Purchase and Redemption
of Shares" in each fund's Statement of Additional Information or consult with
your financial advisor. Certain intermediaries may provide different sales
charge discounts which are described under "Sales Charge Waivers and Discounts
Available Through Intermediaries" in Appendix B to this prospectus.


IN CERTAIN CIRCUMSTANCES LISTED BELOW, YOU MAY BE ABLE TO BUY CLASS A SHARES
WITHOUT A SALES CHARGE. In addition, certain intermediaries may provide
different sales charge waivers. These waivers and the applicable intermediaries
are described under "Sales Charge Waivers and Discounts Available Through
Intermediaries" in Appendix B to this prospectus. Your financial advisor or
Shareholder Services can answer questions and help you determine if you are
eligible for any of the sales charge waivers.


CLASS A NAV SALES. Class A shares may be sold at net asset value without a
sales charge to:


(1)    investors investing $1 million or more, either as a lump sum or through
       the sales charge reduction features referred to above (collectively, the
       Large Order NAV Purchase Privilege). The Large Order NAV Purchase
       Privilege is not available if another net asset value purchase privilege
       is available. Purchases pursuant to the Large Order NAV Purchase
       Privilege may be subject to a CDSC of 1.00% if redeemed within 12 months
       of purchase and 0.50% if redeemed within the following six months. The
       CDSC is waived under certain circumstances (see below);


(2)    a current or former director or trustee of Deutsche mutual funds;


(3)    an employee (including the employee's spouse or life partner and
       children or stepchildren age 21 or younger) of Deutsche Bank AG or its
       affiliates or of a subadvisor to any fund in the Deutsche funds or of a
       broker-dealer authorized to sell shares of a fund or service agents of a
       fund;


(4)    certain professionals who assist in the promotion of Deutsche funds
       pursuant to personal services contracts with DDI, for themselves or
       immediate members of their families;


(5)    any trust, pension, profit-sharing or other benefit plan for only such
       persons listed under the preceding paragraphs (2) and (3);


(6)    persons who purchase such shares through bank trust departments that
       process such trades through an automated, integrated mutual fund
       clearing program provided by a third party clearing firm;


(7)    selected employees (including their spouses or life partners and
       children or stepchildren age 21 or younger) of banks and other financial
       services firms that provide administrative services related to order
       placement and payment to facilitate transactions in shares of a Deutsche
       fund for their clients pursuant to an agreement with DDI or one of its
       affiliates. Only those employees of such banks and other firms who as
       part of their usual duties provide services related to transactions in
       fund shares qualify;


(8)    unit investment trusts sponsored by Ranson & Associates, Inc. and
       unitholders of unit investment trusts sponsored by Ranson & Associates,
       Inc. or its predecessors through reinvestment programs described in the
       prospectuses of such trusts that have such programs;


(9)    persons who purchase such shares through certain investment advisors
       registered under the Investment Advisers Act of 1940 and other financial
       services firms acting solely as agent for their clients, that adhere to
       certain standards established by DDI, including a requirement that such
       shares be sold for the benefit of their clients participating in an
       investment advisory program or agency commission program under which
       such clients pay a fee to the investment advisor or other firm for
       portfolio management or agency brokerage services. Such shares are sold
       for investment purposes and on the condition that they will not be
       resold except through redemption or repurchase by a fund;


(10)   financial service firms that have entered into an agreement with DDI to
       offer Class A shares through a no-load network, platform or
       self-directed brokerage account that may or may not charge transaction
       fees to their clients.


(11)   Deutsche AM/ExpertPlan 403(b) Plans established prior to October 1,
       2003, provided that the Deutsche AM/ExpertPlan 403(b) Plan is a
       participant-directed plan that has not less than 200 eligible employees;


(12)   defined contribution investment only plans with a minimum of $1 million
       in plan assets regardless of the amount allocated to the Deutsche funds.
       For purposes of this sales charge waiver, "defined contribution
       investment only plans" do not include SEP IRAs, SIMPLE IRAs, or Salary
       Reduction Simplified Employee Pension Plans (SARSEPs);


In addition, Class A shares may be sold at net asset value without a sales
charge in connection with:


(13)   the acquisition of assets or merger or consolidation with another
       investment company, and under other circumstances deemed appropriate by
       DDI and consistent with regulatory requirements;


(14)   a direct "roll over" of a distribution from a Deutsche AM/ExpertPlan
       403(b) Plan or from participants in



                                       29
PROSPECTUS March 16, 2017                               Investing in the Funds


       employer sponsored employee benefit plans maintained on the OmniPlus
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates into a Deutsche
       AM IRA;

(15)   reinvestment of fund dividends and distributions;


(16)   exchanging an investment in Class A shares of another fund in the
       Deutsche funds for an investment in a fund; and


(17)   exchanging an investment in Class C shares of the fund for an investment
       in Class A shares of the same fund pursuant to one of the exchange
       privileges described in the prospectus.


Class A shares also may be purchased at net asset value without a sales charge
in any amount by members of the plaintiff class in the proceeding known as
Howard and Audrey Tabankin, et al. v. Kemper Short-Term Global Income Fund, et
al., Case No. 93 C 5231 (N.D. IL). This privilege is generally non-transferable
and continues for the lifetime of individual class members and has expired for
non-individual class members. To make a purchase at net asset value under this
privilege, the investor must, at the time of purchase, submit a written request
that the purchase be processed at net asset value pursuant to this privilege
specifically identifying the purchaser as a member of the "Tabankin Class."
Shares purchased under this privilege will be maintained in a separate account
that includes only shares purchased under this privilege. For more details
concerning this privilege, class members should refer to the Notice of (i)
Proposed Settlement with Defendants; and (ii) Hearing to Determine Fairness of
Proposed Settlement, dated August 31, 1995, issued in connection with the
aforementioned court proceeding. For sales of fund shares at net asset value
pursuant to this privilege, DDI may in its discretion pay dealers and other
financial services firms a concession, payable quarterly, at an annual rate of
up to 0.25% of net assets attributable to such shares maintained and serviced
by the firm. A firm becomes eligible for the concession based upon assets in
accounts attributable to shares purchased under this privilege in the month
after the month of purchase and the concession continues until terminated by
DDI. The privilege of purchasing Class A shares of a fund at net asset value
under this privilege is not available if another net asset value purchase
privilege also applies.


The Class A CDSC for shares purchased through the Large Order NAV Purchase
Privilege will be waived in the event of:


(1)    redemptions by a participant-directed qualified retirement plan
       described in Internal Revenue Code of 1986, as amended (Code) Section
       401(a), a participant-directed non-qualified deferred compensation plan
       described in Code Section 457 or a participant-directed qualified
       retirement plan described in Code Section 403(b)(7) which is not
       sponsored by a K-12 school district;


(2)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(4)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);


(5)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account; and


(6)    redemptions for certain loan advances, hardship provisions or returns of
       excess contributions from retirement plans.


In addition, certain intermediaries may provide different Class A CDSC waivers.
These waivers and the applicable intermediaries are described under "Sales
Charge Waivers and Discounts Available Through Intermediaries" in Appendix B to
this prospectus.


CLASS T SHARES

Class T shares may make sense for long-term investors. Exchanges from Class T
shares of a fund are not permitted to any other class of the fund or any other
Deutsche funds.


Class T shares are available only to investors through certain third party
financial intermediaries. Not all financial intermediaries make Class T shares
available to their clients. Consult a representative of your financial
intermediary about the availability of Class T shares of each fund and the
intermediary's policies, procedures, and other information.


Class T shares have a 12b-1 plan, under which a distribution fee and/or
shareholder servicing fee of 0.25% is deducted from class assets each year.
Because the 12b-1 fee is continuous in nature, it may, over time, increase the
cost of your investment and may cost you more than paying other types of sales
charges.


Class T shares of each fund and all Deutsche funds that offer Class T have an
up-front sales charge that varies with the amount you invest:





                                 FRONT-END SALES         FRONT-END SALES
                                   CHARGE AS A %   CHARGE AS A % OF YOUR
YOUR INVESTMENT         OF OFFERING PRICE(1,2,3)       NET INVESTMENT(2)
--------------------  --------------------------  ----------------------

Under $250,000                    2.50%                     2.56%
--------------------              ----                      ----
$250,000-$499,999                 2.00                      2.04%
-----------------                 ----                      ----
$500,000-$999,999                 1.50                      1.52%
-----------------                 ----                      ----
$1 million or more                1.00                      1.01%
--------------------              ----                      ----


                                       30
PROSPECTUS March 16, 2017                               Investing in the Funds


(1)   The "offering price", the price you pay to buy shares, includes the sales
      charge which will be deducted directly from your investment.
(2)   Because of rounding in the calculation of the offering price, the actual
      front-end sales charge paid by an investor may be higher or lower than
      the percentages noted.
(3)   Subsequent purchases cannot be aggregated with prior purchases to qualify
      for a reduced sales charge.

Information about sales charge discounts is available free of charge. Please
visit deutschefunds.com, refer to the section entitled "Purchase and Redemption
of Shares" in each fund's Statement of Additional Information or consult with
your financial advisor.


There are generally no sales charge waivers for Class T purchases. However, the
sales charge will be waived if you are reinvesting dividends or distributions.


Unlike Class A shares, purchases of Class T shares are not subject to any sales
charge reduction features such as Letters of Intent, Cumulative Discounts,
Combined Purchases or a Large Order NAV Purchase Privilege and a sales charge
will be assessed on each separate Class T purchase in any Deutsche fund.
Therefore, depending on the number and amount of purchases in Class T shares,
you could end up paying more in sales charges on Class T shares than you would
for similar purchases in Class A shares.


Class T shares are not subject to a deferred sales charge.


CLASS C SHARES

Class C shares may appeal to investors who aren't certain of their investment
time horizon.


With Class C shares, you pay no up-front sales charge to a fund. Class C shares
have a 12b-1 plan, under which a distribution fee of 0.75% and a shareholder
servicing fee of up to 0.25% are deducted from class assets each year. Because
of the distribution fee, the annual expenses for Class C shares are higher than
those for Class A and Class T shares (and the performance of Class C shares is
correspondingly lower than that of Class A and Class T shares).


Class C shares have a CDSC, but only on shares you sell within one year of
buying them:





YEAR AFTER YOU BOUGHT SHARES    CDSC ON SHARES YOU SELL
-----------------------------  ------------------------

First year                     1.00%
------------------------------ ----
Second year and later                             None
------------------------------                    ----


This CDSC is waived under certain circumstances described below.


(1)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


(2)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);


(4)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account;


(5)    redemption of shares by an employer-sponsored employee benefit plan that
       offers funds in addition to Deutsche funds and whose dealer of record
       has waived the advance of the first year administrative service and
       distribution fees applicable to such shares and agrees to receive such
       fees quarterly;


(6)    redemption of shares purchased through a dealer-sponsored asset
       allocation program maintained on an omnibus record-keeping system
       provided the dealer of record had waived the advance of the first year
       administrative services and distribution fees applicable to such shares
       and has agreed to receive such fees quarterly;


(7)    redemptions made pursuant to any IRA systematic withdrawal based on the
       shareholder's life expectancy including, but not limited to,
       substantially equal periodic payments described in Code Section
       72(t)(2)(A)(iv) prior to age 59 1/2; and


(8)    redemptions to satisfy required minimum distributions after age 70 1/2
       from an IRA account (with the maximum amount subject to this waiver
       being based only upon the shareholder's Deutsche AM IRA accounts).


Your financial advisor or Shareholder Services can answer your questions and
help you determine if you're eligible for a CDSC waiver. In addition, certain
intermediaries may provide different CDSC waivers. These waivers and the
applicable intermediaries are described under "Sales Charge Waivers and
Discounts Available Through Intermediaries" in Appendix B to this prospectus.


While Class C shares do not have an up-front sales charge, their higher annual
expenses mean that, over the years, you could end up paying more than the
equivalent of the maximum allowable up-front sales charge.


Orders to purchase Class C shares in excess of $500,000 will be declined with
the exception of orders received from financial representatives acting for
clients whose shares are held in an omnibus account and certain employer-
sponsored employee benefit plans.


CLASS R SHARES

Class R shares have no initial sales charge or deferred sales charge. Class R
shares have a 12b-1 plan, under which a distribution fee of 0.25% and a
shareholder servicing fee of up to 0.25% are deducted from class assets each
year. Because distribution fees are continuous in nature, these fees may, over
time, increase the cost of your investment and may cost you more than paying
other types of sales charges.



                                       31
PROSPECTUS March 16, 2017                               Investing in the Funds


ELIGIBILITY REQUIREMENTS. You may buy Class R shares if you are a participant
in certain retirement plan platforms that offer Class R shares of the fund
through a plan level or omnibus account, including:

o  Section 401(a) and 457 plans

o  Certain section 403(b)(7) plans

o  401(k), profit sharing, money purchase pension and defined benefit plans

o  Non-qualified deferred compensation plans

o  Individual Retirement Accounts (IRAs)


CLASS R6 SHARES

Class R6 shares have no initial sales charge, deferred sales charge or 12b-1
fees.


ELIGIBILITY REQUIREMENTS. You may buy Class R6 shares if you are a participant
in certain retirement plan platforms that offer Class R6 shares of the fund
through a plan level or omnibus account, including:

o  Section 401(a) and 457 plans

o  Certain section 403(b)(7) plans

o  401(k), profit sharing, money purchase pension and defined benefit plans

o  Non-qualified deferred compensation plans

Class R6 shares generally are not available to retail non-retirement accounts,
traditional individual retirement accounts (IRAs), Roth IRAs, Coverdell
education savings accounts, SEPs, SARSEPs, SIMPLE IRAs, or individual 403(b)
plans.


INSTITUTIONAL CLASS SHARES

Institutional Class shares have no initial sales charge, deferred sales charge
or 12b-1 fees.


You may buy Institutional Class shares through your securities dealer or
through any financial institution that is authorized to act as a shareholder
servicing agent ("financial advisor"). Contact them for details on how to place
and pay for your order.


ELIGIBILITY REQUIREMENTS. You may buy Institutional Class shares if you are any
of the following (subject to the applicable investment minimum):

o  An eligible institution (e.g., a financial institution, corporation, trust,
   estate or educational, religious or charitable institution).

o  An employee benefit plan.

o  A plan administered as a college savings plan under Section 529 of the
   Internal Revenue Code.

o  A registered investment advisor or financial planner purchasing on behalf of
     clients and charging an asset-based or hourly fee.

o  A client of the private banking division of Deutsche Bank AG.

o  A current or former director or trustee of the Deutsche mutual funds.


o  An employee, the employee's spouse or life partner and children or
   stepchildren age 21 or younger of Deutsche Bank or its affiliates or a
   subadvisor to any fund in the Deutsche funds or a broker-dealer authorized
   to sell shares in the funds.

INVESTMENT MINIMUM


The minimum initial investment is waived for:

o  Investment advisory affiliates of Deutsche Bank Securities, Inc. or Deutsche
   funds purchasing shares for the accounts of their investment advisory
   clients.

o  Employee benefit plans with assets of at least $50 million.

o  Clients of the private banking division of Deutsche Bank AG.

o  Institutional clients and qualified purchasers that are clients of a
   division of Deutsche Bank AG.

o  A current or former director or trustee of the Deutsche funds.

o  An employee, the employee's spouse or life partner and children or
   stepchildren age 21 or younger of Deutsche Bank or its affiliates or a
   subadvisor to any fund in the Deutsche funds or a broker-dealer authorized
   to sell shares of the funds.

o  Registered investment advisors who trade through platforms approved by the
   Advisor and whose client assets in the aggregate meet or, in the Advisor's
   judgment, will meet within a reasonable period of time, the $1,000,000
   minimum investment.

o  Employee benefit plan platforms approved by the Advisor that invest in a
   fund through an omnibus account that meets or, in the Advisor's judgment,
   will meet within a reasonable period of time, the $1,000,000 minimum
   investment.

o  Shareholders with existing accounts prior to August 13, 2004 who met the
   previous minimum investment eligibility requirement.

o  For Deutsche CROCI (Reg. TM) Equity Dividend Fund and Deutsche Small Cap
   Value Fund: Shareholders with existing Institutional Class accounts prior
     to July 23, 2007 who purchased shares through certain broker-dealers
authorized to sell fund shares.

Each fund reserves the right to modify the above eligibility requirements and
investment minimum requirements at any time. In addition, each fund, in its
discretion, may waive the minimum initial investment for specific employee
benefit plans (or family of plans) whose aggregate investment in Institutional
Class shares of a fund equals or exceeds the minimum initial investment amount
but where a particular plan or program may not on its own meet such minimum
amount.


CLASS S SHARES

Class S shares have no initial sales charge, deferred sales charge or 12b-1
fees.



                                       32
PROSPECTUS March 16, 2017                               Investing in the Funds


Class S shares are principally available to new investors through fee-based
programs of investment dealers that have special agreements with each fund's
distributor, through certain group retirement plans and through certain
registered investment advisors. These dealers and advisors typically charge
ongoing fees for services they provide.


ELIGIBILITY REQUIREMENTS. Class S shares of a fund are offered at net asset
value without a sales charge to certain eligible investors as described below.
The following investors may purchase Class S shares of Deutsche funds either
(i) directly from DDI, each fund's principal underwriter; or (ii) through an
intermediary relationship with a financial services firm established with
respect to the Deutsche funds as of December 31, 2004:

o  Existing shareholders of Class S shares of any Deutsche fund and household
   members residing at the same address may purchase Class S shares of such
   fund and may open new individual accounts for Class S shares of any
   Deutsche fund. (This provision applies to persons who in the future become
   Class S shareholders under one of the eligibility provisions in this
   paragraph but is not applicable to investors or participants holding Class
   S shares through the fee-based, retirement or other programs or plans
   referred to in the next paragraph unless otherwise provided below.)

o  A person who certifies that they are a participant in a "Deutsche AM
   retirement plan" may purchase Class S shares apart from the participant's
   plan. For this purpose, a Deutsche AM retirement plan is defined as (i) an
   employer sponsored employee benefit plan made available through ADP, Inc.
   and/or its affiliates under an alliance between ADP, Inc. and Deutsche
   Asset Management or its affiliates; or (ii) a 403(b) plan for which
   ExpertPlan, Inc., a subsidiary of Ascensus, Inc., provides recordkeeping
   services and Deutsche AM Trust Company acts as the custodian.

o  A person who certifies that they are a participant who owns Class S shares
   of any Deutsche fund through a retirement, employee stock, bonus, pension
   or profit sharing plan may purchase Class S shares apart from the
   participant's plan.

o  Any participant in any employer sponsored retirement, employee stock, bonus,
   pension or profit sharing plan may purchase Class S shares in connection
   with a rollover of a distribution from a plan to a Deutsche AM IRA made
   through a rollover facilitator having a relationship with Deutsche Asset
   Management.

o  Any person that has an existing account with Deutsche Bank Wealth Management
   ("Deutsche Bank WM") but who no longer meets the eligibility requirements
   to maintain an account with Deutsche Bank WM may open a new account in
   Class S shares of any Deutsche fund.

o  Class S shares are available to accounts managed by the Advisor, any
   advisory products offered by the Advisor or DDI and to funds-of-funds
   managed by the Advisor or its affiliates.


o  A person who certifies that they are a former employee of the Advisor or one
   of its affiliates may purchase Class S shares in connection with a rollover
   of a distribution from a Deutsche Bank employee benefit plan to a Deutsche
   AM IRA.

   o  Fund Board Members and their family members and full-time employees of
   the Advisor and its affiliates and their family members may purchase Class
   S shares.

The following additional investors may purchase Class S shares of Deutsche
funds in connection with certain programs or plans.

o  Broker-dealers, banks and registered investment advisors ("RIAs") in
   connection with a comprehensive or "wrap" fee program or other fee-based
   program.

o  Any group retirement, employee stock, bonus, pension or profit-sharing
   plans.

o  Plans administered as college savings plans under Section 529 of the
   Internal Revenue Code.

o  Persons who purchase shares through a Health Savings Account or a Voluntary
   Employees' Benefit Association ("VEBA") Trust.

DDI may, at its discretion, require appropriate documentation that shows an
investor is eligible to purchase Class S shares.


 BUYING, EXCHANGING AND SELLING CLASS A, CLASS C, INSTITUTIONAL CLASS AND CLASS
 S SHARES
TO CONTACT DEUTSCHE ASSET MANAGEMENT


BY PHONE

(800) 728-3337


BY MAIL




TYPE               ADDRESS
-----------------  ---------------------------

EXPEDITED MAIL
  All Requests     Deutsche Asset Management
-----------------
                   210 West 10th Street
                   Kansas City, MO 64105-1614
                   ---------------------------
REGULAR MAIL
  New Accounts     Deutsche Asset Management
                   P.O. Box 219356
                   Kansas City, MO 64121-9356
  Additional       Deutsche Asset Management
  Investments      P.O. Box 219154
                   Kansas City, MO 64121-9154
  Exchanges and    Deutsche Asset Management
  Redemptions      P.O. Box 219557
                   Kansas City, MO 64121-9557




     HOW TO BUY SHARES
Please note that your account cannot be opened until we receive a completed
account application.



                                       33
PROSPECTUS March 16, 2017                               Investing in the Funds


MINIMUM INITIAL INVESTMENT ($)




                                                         AUTOMATIC
                                        UGMAS/          INVESTMENT
             NON-IRA            IRAS     UTMAS               PLANS
        ------------  --------------  --------  ------------------

A C         1,000            500       1,000             500
------      -----            ---       -----             ---
INST    1,000,000           N/A         N/A             N/A
------  ---------           ----       -----            ----
S           2,500          1,000       1,000           1,000
------  ---------          -----       -----           -----


For participants in all group retirement plans, and in certain fee-based and
wrap programs approved by the Advisor, there is no minimum initial investment
and no minimum additional investment for Class A, C and S shares. For Section
529 college savings plans, there is no minimum initial investment and no
minimum additional investment for Class S shares. In certain instances, the
minimum initial investment may be waived for Institutional Class shares. There
is no minimum additional investment for Institutional Class shares. The minimum
additional investment in all other instances is $50.


THROUGH A FINANCIAL ADVISOR

Contact your financial advisor to obtain a new account application or for
instructions about how to set up a new account. Your financial advisor can also
assist with making additional investments into an existing account.


BY MAIL OR EXPEDITED MAIL

To establish an account, simply complete the appropriate application and mail
it to the address provided on the form. With your application, include your
check made payable to "Deutsche Asset Management" for the required initial
minimum investment for the share class you have selected.


Once your account is established, to make additional investments, send a check
made payable to "Deutsche Asset Management" and an investment slip to the
appropriate address. If you do not have an investment slip, include a letter
with your name, account number, the full fund name and share class, and your
investment instructions. If your check fails to clear, the fund has the right
to cancel your order, hold you liable or charge you or your account for any
losses or fees the fund or its agents have incurred.


BY AUTOMATIC INVESTMENT PLAN (NOT AVAILABLE FOR INSTITUTIONAL CLASS)


If you wish to take advantage of the lower initial investment minimums by
establishing an Automatic Investment Plan, make sure to complete that section
on the new account application and attach a voided check for the bank account
from which the funds will be drawn. Subsequent investments are made
automatically from the shareholder's account at a bank, savings and loan or
credit union into the shareholder's fund account. The maximum Automatic
Investment Plan investment is $250,000. Termination by a shareholder will
become effective within thirty days after Deutsche Asset Management has
received the request. Each fund may immediately terminate a shareholder's
Automatic Investment Plan in the event that any item is unpaid by the
shareholder's financial institution.


OTHER WAYS TO BUY SHARES

The following privileges must be established on your account before an
investment request is made. This can either be done by completing the
applicable section(s) on the new account application or by contacting a
customer service representative for instructions and any required paperwork.


BY PHONE USING QUICKBUY (FOR ADDITIONAL INVESTMENTS ONLY). Call Deutsche Asset
Management and use our automated system to place your QuickBuy purchase using
the Automated Clearing House system (ACH) or choose to be transferred to a
customer service representative to complete your request. Transactions take two
to three days to be completed and there is a $50 minimum and a $250,000
maximum.


ON THE INTERNET (FOR ADDITIONAL INVESTMENTS ONLY). Register at
deutschefunds.com to set up on-line access to your account(s), or log in to the
Web site if you have previously registered. Follow the instructions on the Web
site to request a purchase with money from the bank account you have
established on your Deutsche fund account(s).


BY WIRE (FOR ADDITIONAL INSTITUTIONAL CLASS INVESTMENTS ONLY). You may buy
shares by wire only if your account is authorized to do so. Please note that
you or your financial advisor must call us in advance of a wire transfer
purchase. After you inform us of the amount of your purchase, you will receive
a trade confirmation number. Instruct your bank to send payment by wire using
the wire instructions noted below. All wires must be received by 4:00 p.m.
Eastern time the next business day following your purchase. If your wire is not
received by 4:00 p.m. Eastern time on the next business day after the fund
receives your request to purchase shares, your transaction will be canceled at
your expense and risk.


WIRE DETAILS




Bank name        State Street Bank Boston
---------------  --------------------------------
Routing Number   011000028
---------------- ---------
Attention        Deutsche Asset Management
---------------- --------------------------------
DDA Number       9903-5552
---------------- ---------
FBO              (Account name) (Account number)
---------------- --------------------------------
Credit           (Fund name, Fund number and, if
----------------
                 applicable, class name)
                 --------------------------------


Refer to your account statement for the account name and number. Wire transfers
normally take two or more hours to complete. Wire transfers may be restricted
on holidays and at certain other times.



                                       34
PROSPECTUS March 16, 2017                               Investing in the Funds



     HOW TO EXCHANGE SHARES

REQUIREMENTS AND LIMITS




CLASS   EXCHANGING INTO ANOTHER FUND ($)
------- -----------------------------------------------

A C     1,000 minimum into new non-IRA accounts per
-------
        fund
        500 minimum into new IRA accounts per fund
        50 minimum into all existing accounts per fund
        -----------------------------------------------
INST    1,000,000 minimum into new accounts per fund
------- -----------------------------------------------
S       2,500 minimum into new non-IRA accounts per
-------
        fund
        1,000 minimum into new IRA and UTMA/UGMA
        accounts per fund
        50 minimum into all existing accounts per fund
        -----------------------------------------------


Exchanges between funds are allowed between like share classes only.


THROUGH A FINANCIAL ADVISOR

In addition to what is detailed below, your financial advisor can assist you
with exchanging shares. Please contact your financial advisor using the method
that is most convenient for you.


BY PHONE

Call Deutsche Asset Management and use our automated system to place your
exchange or choose to be transferred to a customer service representative to
complete your request. For accounts with $5,000 or more, you may also establish
a Systematic Exchange Plan of a minimum of $50 to another Deutsche fund on a
regular basis. A representative can assist you with establishing this
privilege.


ON THE INTERNET

Register at deutschefunds.com to set up on-line access to your account(s), or
log in to the Web site if you have previously registered. Follow the
instructions on the Web site to request an exchange to another Deutsche fund.


BY MAIL OR EXPEDITED MAIL

Write a letter that includes the following information: the name(s) of all
owners and address as they appear on your account, the fund name, share class,
and account number from which you want to exchange, the dollar amount or number
of shares you wish to exchange, and the name of the fund into which you want to
exchange. Also include a daytime telephone number if we have any questions. All
owners should sign the letter and it should be mailed to the appropriate
address for exchanges and redemptions.



     HOW TO SELL SHARES

REQUIREMENTS AND LIMITS




CLASS   SELLING SHARES ($)
------- --------------------------------------------

A C     Check redemption:
-------
        Up to 100,000. More than 100,000 see
        "Signature Guarantee"
        QuickSell to your bank: Minimum 50, maximum
        250,000
        Wire redemption to your bank: Minimum 1,000
        --------------------------------------------
INST    Same as Classes A and C
------- --------------------------------------------
S       Same as Classes A and C
------- --------------------------------------------


THROUGH A FINANCIAL ADVISOR

In addition to what is detailed below, your financial advisor can assist you
with selling shares. Please contact your financial advisor using the method
that is most convenient for you.


BY PHONE

Call Deutsche Asset Management and use our automated system or choose to be
transferred to a customer service representative to complete your request. You
may request a check for the redemption amount sent to the address on the
account. You may elect overnight delivery of your check for a $20 fee ($25 for
Saturday delivery), which will be paid by redeeming a portion of your shares
equal to the amount of the fee. Overnight delivery is not available to a P.O.
Box.


OTHER WAYS TO SELL SHARES

The following privileges must be established on your account before a
redemption request is made. This can either be done by completing the
applicable section(s) on the new account application when you establish your
account or by contacting a customer service representative for instructions and
any required paperwork to add them to an existing account. Depending on the
method you choose to request these redemptions, different transaction maximums
may apply.


BY PHONE USING QUICKSELL. Call Deutsche Asset Management and use our automated
system to request a QuickSell redemption or choose to be transferred to a
customer service representative (see table for applicable minimum and maximum
amounts). The proceeds are sent via the Automated Clearing House system (ACH)
to your bank. Transactions generally take two to three days to be completed.
For accounts with $5,000 or more, you may also establish a Systematic
Withdrawal Plan of a minimum of $50 to be sent on a regular basis as you
direct. The $5,000 value does not apply to IRA accounts.



                                       35
PROSPECTUS March 16, 2017                               Investing in the Funds


ON THE INTERNET. Register at deutschefunds.com to set up on-line access to your
account(s), or log in to the Web site if you have previously registered. Follow
the instructions on the Web site to request a redemption from your account
using the desired method from your available options.


BY MAIL OR EXPEDITED MAIL. Write a letter that includes the following
information: the name(s) of all owners and address as they appear on your
account, the fund name, share class, and account number from which you want to
sell shares, the dollar amount or number of shares you wish to sell, and a
daytime telephone number if we have questions. All owners should sign the
letter and it should be mailed to the appropriate address. You may elect
overnight delivery of your check for a $20 fee ($25 for Saturday delivery),
which will be paid by redeeming a portion of your shares equal to the amount of
the fee. Overnight delivery is not available to a P.O. Box.


Some redemptions can only be ordered in writing with a Medallion Signature
Guarantee. For more information, please contact Deutsche Asset Management (see
phone number on the back cover).


BY WIRE. You may sell shares by wire only if your account is authorized to do
so. You will be paid for redeemed shares by wire transfer of funds to your
financial advisor or bank upon receipt of a duly authorized redemption request.
For your protection, you may not change the destination bank account over the
phone. To sell by wire, call Deutsche Asset Management and either use the
automated system or speak with a customer service representative to request
your redemption. After you inform us of the amount of your redemption, you will
receive a trade confirmation number. We must receive your order by 4:00 p.m.
Eastern time to wire to your account the next business day.


     HOW TO BUY AND SELL CLASS T SHARES

THROUGH A FINANCIAL ADVISOR

Contact your financial advisor to obtain a new account application or for
instructions about how to set up a new account. Your financial advisor can also
assist with making additional investments into an existing account as well as
redemptions on your account.


Please note that your account cannot be opened until we receive a completed
account application.


MINIMUM INITIAL INVESTMENT ($)




                                    AUTOMATIC
                          UGMAS/   INVESTMENT
       NON-IRA    IRAS     UTMAS        PLANS
     ---------  ------  --------  -----------

T     1,000      500     1,000        500
---   -----      ---     -----        ---


For participants in all group retirement plans there is no minimum initial
investment and no minimum additional investment for Class T. The minimum
additional investment in all other instances is $50.


 HOW TO BUY, SELL AND EXCHANGE CLASS R
     SHARES
If your plan sponsor has selected Class R shares as an investment option, you
may buy Class R shares through your securities dealer or through any financial
institution that is authorized to act as a shareholder servicing agent
("shareholder servicing agent"). Contact them for details on how to enter and
pay for your order. Shareholder servicing agents include brokers, financial
representatives or any other bank, dealer or other institution that have a
sub-shareholder servicing agreement with the funds.


Shareholder servicing agents may charge additional fees to investors for those
services not otherwise included in their sub-distribution or servicing
agreement, such as cash management or special trust or retirement investment
reporting. In addition, the Advisor or administrator may provide compensation
to shareholder servicing agents for distribution, administrative and
promotional services.


There is no minimum investment with respect to Class R shares.


Instructions for buying and selling shares must generally be submitted by a
retirement plan administrator, not by plan participants for whose benefit the
shares are held. Please contact your shareholder servicing agent for more
information on how to open a fund account.


IRA ROLLOVERS. You may complete a direct rollover from a retirement plan
offering Class R shares to a Deutsche AM IRA account by reinvesting up to the
full amount of your distribution in Class A shares of any Deutsche fund at net
asset value. Subsequent purchases of Class A shares will be made at the public
offering price as described in the prospectus for Class A shares. Please note
that if you terminate your participation in a retirement plan and transfer all
of your Class R shares, you will lose the privilege of purchasing Class R
shares in the future. Rollovers to a Deutsche Class R share IRA are not
permitted.


 HOW TO BUY, SELL AND EXCHANGE CLASS R6
     SHARES
If your retirement plan sponsor has selected Class R6 shares as an investment
option, you may buy Class R6 shares through your securities dealer or through
any financial institution that is authorized to act as a shareholder servicing
agent ("shareholder servicing agent"). Contact them for details on how to enter
and pay for your order.


Shareholder servicing agents may charge additional fees to investors for those
services, such as cash management or special trust or retirement investment
reporting.


There is no minimum investment with respect to Class R6 shares.


Instructions for buying and selling shares must generally be submitted by a
retirement plan administrator, not by plan participants for whose benefit the
shares are held.



                                       36
PROSPECTUS March 16, 2017                               Investing in the Funds


Please contact your shareholder servicing agent for more information on how to
open a fund account and how to buy, sell and exchange Class R6 shares.

IRA ROLLOVERS. You may complete a direct rollover from a retirement plan
offering Class R6 shares to a Deutsche AM IRA account by reinvesting up to the
full amount of your distribution in Class A shares of any Deutsche fund at net
asset value. Subsequent purchases of Class A shares will be made at the public
offering price as described in the prospectus for Class A shares. Please note
that if you terminate your participation in a retirement plan and transfer all
of your Class R6 shares, you will lose the privilege of purchasing Class R6
shares in the future.



FINANCIAL INTERMEDIARY SUPPORT PAYMENTS (NOT APPLICABLE TO CLASS R6)


The Advisor, the Distributor and/or their affiliates may pay additional
compensation, out of their own assets and not as an additional charge to each
fund, to selected affiliated and unaffiliated brokers, dealers, participating
insurance companies or other financial intermediaries ("financial advisors") in
connection with the sale and/or distribution of fund shares or the retention
and/or servicing of fund investors and fund shares ("revenue sharing"). Such
revenue sharing payments are in addition to any distribution or service fees
payable under any Rule 12b-1 or service plan of each fund, any
recordkeeping/sub-transfer agency/
networking fees payable by each fund (generally through the Distributor or an
affiliate) and/or the Distributor or Advisor to certain financial advisors for
performing such services and any sales charges, commissions, non-cash
compensation arrangements expressly permitted under applicable rules of the
Financial Industry Regulatory Authority or other concessions described in the
fee table or elsewhere in this prospectus or the Statement of Additional
Information as payable to all financial advisors. For example, the Advisor, the
Distributor and/or their affiliates may compensate financial advisors for
providing a fund with "shelf space" or access to a third party platform or fund
offering list or other marketing programs, including, without limitation,
inclusion of the fund on preferred or recommended sales lists, mutual fund
"supermarket" platforms and other formal sales programs; granting the
Distributor access to the financial advisor's sales force; granting the
Distributor access to the financial advisor's conferences and meetings;
assistance in training and educating the financial advisor's personnel; and
obtaining other forms of marketing support. In addition, revenue sharing
payments may consist of the Distributor's and/or its affiliates' payment or
reimbursement of ticket charges that would otherwise be assessed by a financial
advisor on an investor's fund transactions.

The level of revenue sharing payments made to financial advisors may be a fixed
fee or based upon one or more of the following factors: gross sales, current
assets and/or number of accounts of each fund attributable to the financial
advisor, the particular fund or fund type or other measures as agreed to by the
Advisor, the Distributor and/or their affiliates and the financial advisors or
any combination thereof. The amount of these payments is determined at the
discretion of the Advisor, the Distributor and/or their affiliates from time to
time, may be substantial, and may be different for different financial advisors
based on, for example, the nature of the services provided by the financial
advisor.


The Advisor, the Distributor and/or their affiliates currently make revenue
sharing payments from their own assets in connection with the sale and/or
distribution of Deutsche fund shares or the retention and/or servicing of
investors to financial advisors in amounts that generally range from 0.01% up
to 0.52% of assets of each fund serviced and maintained by the financial
advisor, 0.05% to 0.25% of sales of each fund attributable to the financial
advisor, a flat fee of up to $120,000, or any combination thereof. These
amounts are annual figures typically paid on a quarterly basis and are subject
to change at the discretion of the Advisor, the Distributor and/or their
affiliates. Receipt of, or the prospect of receiving, this additional
compensation may influence your financial advisor's recommendation of each fund
or of any particular share class of each fund. You should review your financial
advisor's compensation disclosure and/or talk to your financial advisor to
obtain more information on how this compensation may have influenced your
financial advisor's recommendation of each fund. Additional information
regarding these revenue sharing payments is included in each fund's Statement
of Additional Information, which is available to you on request at no charge
(see the back cover of this prospectus for more information on how to request a
copy of the Statement of Additional Information).


The Advisor, the Distributor and/or their affiliates may also make such revenue
sharing payments to financial advisors under the terms discussed above in
connection with the distribution of both Deutsche funds and non-Deutsche funds
by financial advisors to retirement plans that obtain recordkeeping services
from ADP, Inc. or to 403(b) plans that obtain recordkeeping services from
ExpertPlan Inc., a subsidiary of Ascensus, Inc., on the Deutsche AM-branded
retirement plan platform (the "Platform"). The level of revenue sharing
payments is based upon sales of both the Deutsche funds and the non-Deutsche
funds by the financial advisor on the Platform or current assets of both the
Deutsche funds and the non-Deutsche funds serviced and maintained by the
financial advisor on the Platform.


It is likely that broker-dealers that execute portfolio transactions for each
fund will include firms that also sell shares of the Deutsche funds to their
customers. However, the Advisor will not consider sales of Deutsche fund shares
as a factor in the selection of broker-dealers to execute portfolio
transactions for the Deutsche funds. Accordingly, the



                                       37
PROSPECTUS March 16, 2017                               Investing in the Funds


Advisor has implemented policies and procedures reasonably designed to prevent
its traders from considering sales of Deutsche fund shares as a factor in the
selection of broker-dealers to execute portfolio transactions for each fund. In
addition, the Advisor, the Distributor and/or their affiliates will not use
fund brokerage to pay for their obligation to provide additional compensation
to financial advisors as described above.


POLICIES YOU SHOULD KNOW ABOUT


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


If you are investing through a financial advisor or through a retirement plan,
check the materials you received from them about how to buy and sell shares
because particular financial advisors or other intermediaries may adopt
policies, procedures or limitations that are separate from those described in
this prospectus. Please note that a financial advisor or other intermediary may
charge fees separate from those charged by a fund and may be compensated by a
fund.



POLICIES ABOUT TRANSACTIONS


EACH FUND IS OPEN FOR BUSINESS each day the New York Stock Exchange is open.
Each fund calculates its share price for each class every business day, as of
the close of regular trading on the New York Stock Exchange (typically 4:00
p.m. Eastern time, but sometimes earlier, as in the case of scheduled half-day
trading or unscheduled suspensions of trading). You can place an order to buy
or sell shares at any time.


In accordance with requirements under anti-money laundering regulations, we may
request additional information and/or documents to verify your identity. This
information includes, but is not limited to, your name, address, date of birth
and other identifying documentation. If after reasonable effort we are unable
to obtain this information to verify your identity, in accordance with federal
regulations, within the time frames established by each fund, we will provide
you with written notification and we may reject your application and order.


Each fund will not invest your purchase until all required and requested
identification information has been provided and your application has been
submitted in "good order." The specific requirements for good order depend on
the type of account and transaction and the method of purchase. Contact
Deutsche Asset Management if you have any questions. After we receive all the
information, your application is deemed to be in good order and we accept your
purchase, you will receive the share price next calculated.


In the exercise of its sole discretion, each fund at any time may, without
prior notice, refuse, cancel, limit or rescind any purchase; cancel or rescind
any purchase order placed through a financial intermediary no later than the
business day after the order is received by the financial intermediary; freeze
account activity; and/or involuntarily redeem and close an existing account.
Specifically, each fund reserves the right to involuntarily redeem an account
(i) in case of actual or suspected fraudulent, illegal or suspicious activity
by the account owner or any other individual associated with the account; or
(ii) if the account owner fails to provide legally required information,
including information and/or documentation related to identity verification, to
each fund. Each fund is not required to provide justification to a potential or
existing shareholder for taking any such action. Please be advised that if each
fund involuntarily redeems and closes your account, under tax laws, you may be
required to recognize a gain or a loss or otherwise incur tax consequences.


With certain limited exceptions, only US residents may invest in each fund.


Because orders placed through a financial advisor must be forwarded to the
transfer agent, you'll need to allow extra time for your order to be processed.
Your financial advisor should be able to tell you approximately when your order
will be processed. It is the responsibility of your financial advisor to
forward your order to the transfer agent in a timely manner.


SUB-MINIMUM BALANCES FOR CLASS A, T AND C. Each fund may close your account and
send you the proceeds if your balance falls below $1,000 ($500 for accounts
with an Automatic Investment Plan funded with $50 or more per month in
subsequent investments), or below $250 for retirement accounts. We will give
you 60 days' notice (90 days for retirement accounts) so you can either
increase your balance or close your account (these policies don't apply to
investors with $100,000 or more in Deutsche fund shares, investors in certain
fee-based and wrap programs offered through certain financial intermediaries
approved by the Advisor, or group retirement plans and certain other accounts
having lower minimum share balance requirements).


SUB-MINIMUM BALANCES FOR INSTITUTIONAL CLASS. Each fund may redeem your shares
and close your account on 60 days' notice if it fails to meet the minimum
account balance requirement of $1,000,000 for any reason.


SUB-MINIMUM BALANCES FOR CLASS S. Each fund may close your account and send you
the proceeds if your balance falls below $2,500 ($1,000 with an Automatic
Investment Plan funded with $50 or more per month in subsequent investments);
or below $250 for retirement accounts. We will give you 60 days' notice (90
days for retirement accounts) so you can either increase your balance or close
your account (these policies don't apply to investors with $100,000 or more in
Deutsche fund shares, investors in certain fee-based and wrap programs offered



                                       38
PROSPECTUS March 16, 2017                               Investing in the Funds


through certain financial intermediaries approved by the Advisor, or group
retirement plans and certain other accounts having lower minimum share balance
requirements).

ACCOUNT MAINTENANCE FEE FOR CLASSES A, C AND S. Each fund charges a $20 account
maintenance fee for each fund account that has a balance below $10,000. Except
as otherwise noted below, fund accounts are not aggregated by share class or
fund. The assessment will occur once per calendar year and may be assessed
through the automatic redemption of fund shares in your account. The fee will
be assessed on each fund account that falls below the minimum for any reason,
including market value fluctuations, redemptions or exchanges.


The account maintenance fee will not apply to: (i) accounts with an automatic
investment plan; (ii) accounts held in an omnibus account through a financial
services firm; (iii) accounts maintained on behalf of participants in certain
fee-based and wrap programs offered through certain financial intermediaries
approved by the Advisor; (iv) participant level accounts in group retirement
plans held on the records of a retirement plan record keeper; (v) accounts held
by shareholders who maintain $50,000 or more in aggregate assets in Deutsche
fund shares; (vi) shareholders who consent to electronic delivery for all
documents (which include statements, prospectuses, annual and semi-annual
reports, and other materials), except for tax forms; (vii) Uniform Gift to
Minors (UGMA) and Uniform Transfer to Minors (UTMA) accounts; (viii) Coverdell
Education Savings Account (ESA) accounts; and (ix) IRA accounts for
shareholders beginning in the year in which they turn age 70 1/2. You may elect
to receive electronic delivery of Deutsche fund materials by registering on
deutschefunds.com or by calling the telephone number on the back cover.


OVERNIGHT DELIVERY OF DEUTSCHE FUND MATERIALS. You may request to receive a
paper copy of any Deutsche fund materials via overnight delivery by calling the
telephone number on the back cover. If you request an overnight delivery you
will be charged a $20 fee ($25 for Saturday delivery) for each request, which
will be paid by redeeming a portion of your shares equal to the amount of the
fee. Overnight delivery is not available to a P.O. Box.


MARKET TIMING POLICIES AND PROCEDURES. Short-term and excessive trading of fund
shares may present risks to long-term shareholders, including potential
dilution in the value of fund shares, interference with the efficient
management of a fund's portfolio (including losses on the sale of investments),
taxable gains to remaining shareholders and increased brokerage and
administrative costs. These risks may be more pronounced if a fund invests in
certain securities, such as those that trade in foreign markets, are illiquid
or do not otherwise have "readily available market quotations." Certain
investors may seek to employ short-term trading strategies aimed at exploiting
variations in portfolio valuation that arise from the nature of the securities
held by a fund (e.g., "time zone arbitrage"). Each fund discourages short-term
and excessive trading and has adopted policies and procedures that are intended
to detect and deter short-term and excessive trading.


Each fund also reserves the right to reject or cancel a purchase or exchange
order for any reason without prior notice. For example, a fund may in its
discretion reject or cancel a purchase or an exchange order even if the
transaction is not subject to the specific roundtrip transaction limitation
described below if the Advisor believes that there appears to be a pattern of
short-term or excessive trading activity by a shareholder or deems any other
trading activity harmful or disruptive to a fund. Each fund, through its
Advisor and transfer agent, will monitor changes in investment direction (CID)
by a shareholder within a fund. A CID is a transaction opposite to the prior
transaction, which can be a purchase, redemption or exchange. Each fund may
take other trading activity into account if a fund believes such activity is of
an amount or frequency that may be harmful to long-term shareholders or
disruptive to portfolio management.


Shareholders are limited to four roundtrip transactions in the same Deutsche
fund (excluding money market funds) over a rolling 12-month period. A
"roundtrip" transaction is defined as any combination of purchase and
redemption activity (including exchanges) of the same fund's shares.
Shareholders with four or more roundtrip transactions in the same Deutsche fund
within a rolling 12-month period generally will be blocked from making
additional purchases of, or exchanges into, that Deutsche fund for 12 months.
Each fund reserves the right to extend or maintain a block beyond 12 months if
it deems that the shareholder's activity was harmful to the fund, or that the
pattern of activity suggests a pattern of abuse. The rights of a shareholder to
redeem shares of a Deutsche fund are not affected by the four roundtrip
transaction limitation.


Each fund may make exceptions to the roundtrip transaction policy for certain
types of transactions if, in the opinion of the Advisor, the transactions do
not represent short-term or excessive trading or are not abusive or harmful to
a fund, such as, but not limited to, systematic transactions, required minimum
retirement distributions, transactions initiated by a fund or administrator and
transactions by certain qualified funds-of-funds.


In certain circumstances where shareholders hold shares of a fund through a
financial intermediary, a fund may rely upon the financial intermediary's
policy to deter short-term or excessive trading if the Advisor believes that
the financial intermediary's policy is reasonably designed to detect and deter
transactions that are not in the best interests of a fund. A financial
intermediary's policy relating to short-term or excessive trading may be more
or less restrictive


                                       39
PROSPECTUS March 16, 2017                               Investing in the Funds


than the Deutsche funds' policy, may permit certain transactions not permitted
by the Deutsche funds' policies, or prohibit transactions not subject to the
Deutsche funds' policies.

The Advisor may also accept undertakings from a financial intermediary to
enforce short-term or excessive trading policies on behalf of a fund that
provide a substantially similar level of protection for each fund against such
transactions. For example, certain financial intermediaries may have
contractual, legal or operational restrictions that prevent them from blocking
an account. In such instances, the financial intermediary may use alternate
techniques that the Advisor considers to be a reasonable substitute for such a
block.


In addition, if a fund invests some portion of its assets in foreign
securities, it has adopted certain fair valuation practices intended to protect
the fund from "time zone arbitrage" with respect to its foreign securities
holdings and other trading practices that seek to exploit variations in
portfolio valuation that arise from the nature of the securities held by a
fund. (See "How each Fund Calculates Share Price.")


There is no assurance that these policies and procedures will be effective in
limiting short-term and excessive trading in all cases. For example, the
Advisor may not be able to effectively monitor, detect or limit short-term or
excessive trading by underlying shareholders that occurs through omnibus
accounts maintained by broker-dealers or other financial intermediaries. The
Advisor reviews trading activity at the omnibus level to detect short-term or
excessive trading. If the Advisor has reason to suspect that short-term or
excessive trading is occurring at the omnibus level, the Advisor will contact
the financial intermediary to request underlying shareholder level activity.
Depending on the amount of fund shares held in such omnibus accounts (which may
represent most of a fund's shares) short-term and/or excessive trading of fund
shares could adversely affect long-term shareholders in a fund. If short-term
or excessive trading is identified, the Advisor will take appropriate action.


Each fund's market timing policies and procedures may be modified or terminated
at any time.


THE AUTOMATED INFORMATION LINE is available 24 hours a day by calling Deutsche
Asset Management at the phone number on the back cover. You can use our
automated phone service to get information on Deutsche funds generally and on
accounts held directly at Deutsche Asset Management. You can also use this
service to request share transactions.


TELEPHONE AND ELECTRONIC TRANSACTIONS. Generally, you are automatically
entitled to telephone redemption and exchange privileges, but you may elect not
to have them when you open your account or by calling the appropriate phone
number on the back cover.


Since many transactions may be initiated by telephone or electronically, it's
important to understand that as long as we take reasonable steps to ensure that
an order to purchase or redeem shares is genuine, such as recording calls or
requesting personal security information, we are not responsible for any losses
that may occur as a result. For transactions conducted over the Internet, we
recommend the use of a secure Internet browser. In addition, you should verify
the accuracy of your confirmation statements immediately after you receive
them.


EACH FUND DOES NOT ISSUE SHARE CERTIFICATES. However, if you currently have
shares in certificated form, you must include the share certificates properly
endorsed or accompanied by a duly executed stock power when exchanging or
redeeming shares. You may not exchange or redeem shares in certificate form by
telephone or via the Internet.


WHEN YOU ASK US TO SEND OR RECEIVE A WIRE, please note that while we don't
charge a fee to send or receive wires, it's possible that your bank may do so.
Wire transactions are generally completed within 24 hours. Each fund can only
send wires of $1,000 or more and accept wires of $50 or more.


EACH FUND ACCEPTS PAYMENT FOR SHARES ONLY IN US DOLLARS by a check drawn on a
US bank, a bank or Federal Funds wire transfer or an electronic bank transfer.
Each fund does not accept third party checks. A third party check is a check
made payable to one or more parties and offered as payment to one or more other
parties (e.g., a check made payable to you that you offer as payment to someone
else). Checks should be payable to Deutsche Asset Management and drawn by you
or a financial institution on your behalf with your name or account number
included with the check. If you pay for shares by check and the check fails to
clear, we have the right to cancel your order, hold you liable or charge you or
your account for any losses or fees each fund or its agents have incurred.


SIGNATURE GUARANTEE. When you want to sell more than $100,000 worth of shares
or send proceeds to a third party or to a new address, you'll usually need to
place your order in writing and have your signature guaranteed. However, if you
want money transferred electronically to a bank account that is already on file
with us, you don't need a signature guarantee. Also, generally you don't need a
signature guarantee for an exchange, although we may require one in certain
other circumstances.


A signature guarantee is simply a certification of your signature - a valuable
safeguard against fraud. Deutsche Asset Management accepts Medallion Signature
Guarantees, which can be obtained from an eligible guarantor. Eligible
guarantor institutions include commercial banks, savings and loans, trust
companies, credit unions, member firms of a national stock exchange or any
member or participant of an approved signature guarantor program. A notarized
document cannot be accepted in lieu of a signature guarantee.



                                       40
PROSPECTUS March 16, 2017                               Investing in the Funds


SELLING SHARES OF TRUST ACCOUNTS AND BUSINESS OR ORGANIZATION ACCOUNTS may
require additional documentation. Please call Deutsche Asset Management (see
phone number on the back cover) or contact your financial advisor for more
information.


WHEN YOU SELL SHARES THAT HAVE A CDSC, the CDSC is based on the original
purchase cost or current market value of the shares sold, whichever is less. In
processing orders to sell shares, the shares with the lowest CDSC are sold
first. For each investment you make, we use the first day of the month in which
you bought shares to calculate a CDSC on that particular investment. A CDSC is
not imposed when you exchange from one fund into another. When you sell shares
of the fund that you exchanged into that were originally purchased prior to
April 1, 2016, a CDSC may be imposed based on the CDSC schedule of the fund you
exchanged into, which may differ from the schedule for the fund you exchanged
out of; your shares will retain their original cost and purchase date. Shares
of the fund acquired in an exchange from shares of another fund purchased on or
after April 1, 2016 that were subject to a CDSC at the time of the exchange
will continue to be subject to the CDSC schedule of the shares of the fund you
originally purchased.


IF YOU SELL SHARES IN A DEUTSCHE FUND FOR WHICH YOU PAID A SALES CHARGE AND
THEN DECIDE TO INVEST WITH DEUTSCHE ASSET MANAGEMENT AGAIN WITHIN SIX MONTHS,
you may be able to take advantage of the "reinstatement feature." With this
feature, you can put your money back into the same class of a Deutsche fund at
its current net asset value and, for purposes of a sales charge, it will be
treated as if it had never left Deutsche Asset Management (this may result in a
tax liability for federal income tax purposes). You'll be reimbursed (in the
form of fund shares by the Distributor) for any CDSC you paid when you sold
shares in a Deutsche fund. Future CDSC calculations will be based on your
original investment date, rather than your reinstatement date.


The reinstatement feature is not available to Class T shareholders. You can
only use the reinstatement feature once for any given group of shares. To take
advantage of this feature, contact Shareholder Services or your financial
advisor.


CLASS A TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class A shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser, or who are transferring to such a program may
potentially become eligible to invest in Institutional Class shares by reason
of their participation in such a program. In such event, subject to the
discretion of the Distributor and the limitations noted below, such
shareholders may exchange their Class A shares for Institutional Class shares
of equal aggregate value of the same fund. No sales charges or other charges
will apply to any such exchange. Exchanges under this privilege will generally
be processed only as part of a pre-arranged, multiple-client transaction
through the particular financial services firm offering the comprehensive or
wrap program or other fee-based program where the Institutional Class shares
are available. DDI may agree with financial intermediaries to allow this
exchange privilege outside of pre-arranged, multiple client transactions.
Investors should contact their selling and/or servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class A shares of a fund for Institutional Class shares of the same fund.


CLASS A TO CLASS S IN THE SAME FUND EXCHANGE PRIVILEGE. Investors who have
invested in Class A shares through a comprehensive or "wrap" fee program, or
other fee-based program sponsored by a broker-dealer, bank or registered
investment adviser or who are transferring to such a program, may become
eligible to invest in Class S shares. Subject to the discretion of the
Distributor, such shareholders may exchange their Class A shares for Class S
shares of equal aggregate value of the same fund. No sales charges or other
charges will apply to any such exchanges. Investors should contact their
selling and/or servicing agents to learn more about the details of this
exchange feature. Shareholders generally will not recognize a gain or loss for
federal income tax purposes upon the exchange of Class A shares of a fund for
Class S shares of the same fund.


CLASS A OR CLASS C TO CLASS T IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class A or Class C shares through a broker-dealer or other
financial intermediary, bank or registered investment adviser, may become
eligible to invest in Class T shares. Subject to the discretion of the
Distributor, such shareholders may exchange their Class A or Class C shares for
Class T shares of equal aggregate value of the same fund. No sales charges or
other charges will apply to any such exchanges. Exchanges under this privilege
will be processed only in instances where the accounts are not currently
subject to a CDSC and only as part of a pre-arranged, multiple-client
transaction through the particular financial services firm where the Class T
shares are available. Investors should contact their selling and/or servicing
agents to learn more about the details of this exchange feature. Shareholders
generally will not recognize a gain or loss for federal income tax purposes
upon the exchange of Class A or Class C shares of a fund for Class T shares of
the same fund. Financial intermediaries may have their own policies and
procedures about exchanges into Class T.


CLASS C TO CLASS A, CLASS S OR INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE
PRIVILEGE. Investors who either (i) have invested in Class C shares through a
comprehensive or "wrap" fee program or other fee-based program sponsored by a
broker-dealer, bank or registered investment adviser or (ii) have invested in
Class C shares and are



                                       41
PROSPECTUS March 16, 2017                               Investing in the Funds


in the process of transferring their shares to such a program may potentially
become eligible to invest in either Class A shares, Class S shares or
Institutional Class shares by reason of their participation in such a program.
In such event, subject to the discretion of the Distributor and the limitations
noted below, such shareholders may exchange their Class C shares for Class A
shares, Class S shares or Institutional Class shares (as applicable) of equal
aggregate value of the same fund. No sales charges or other charges will apply
to any such exchange. Exchanges under this privilege will generally be
processed only in instances where the accounts are not currently subject to a
CDSC and only as part of a pre-arranged, multiple-client transaction through
the particular financial services firm offering the comprehensive or wrap
program or other fee-based program where the Class A shares, Class S shares or
Institutional Class shares are available. DDI may agree with financial
intermediaries to allow this exchange privilege for accounts currently subject
to a CDSC and outside of pre-arranged, multiple-client transactions. In such
situations, the financial intermediary may reimburse DDI for a portion of any
CDSC that DDI would have otherwise collected on the transaction or a portion of
the distribution fees previously advanced by DDI to the financial intermediary
in connection with the initial sale of the Class C shares. Investors should
contact their selling and/or servicing agents to learn more about the details
of this exchange feature. Shareholders generally will not recognize a gain or
loss for federal income tax purposes upon the exchange of Class C shares of a
fund for Class A shares, Class S shares or Institutional Class shares of the
same fund.

Effective April 10, 2017, shareholders who have held their Class C shares for
10 years or more may request an exchange of their Class C shares for Class A
shares in the same fund. No sales charges or other charges will apply to any
such exchanges. You may be asked by your financial advisor or Shareholder
Services for certain documents to verify your eligibility for this exchange
privilege. Shareholders generally will not recognize a gain or loss for federal
income tax purposes upon the exchange of Class C shares for Class A shares in
the same fund.


CLASS S TO INSTITUTIONAL CLASS IN THE SAME FUND EXCHANGE PRIVILEGE. Investors
who have invested in Class S shares through a comprehensive or "wrap" fee
program or other fee-based program sponsored by a broker-dealer, bank or
registered investment adviser or who are transferring to such a program may
potentially become eligible to invest in Institutional Class shares by reason
of their participation in such a program. In such event, subject to the
discretion of the Distributor and the limitations noted below, such
shareholders may exchange their Class S shares for Institutional Class shares
of equal aggregate value of the same fund. No sales charges or other charges
will apply to any such exchange. Exchanges under this privilege will generally
be processed only as part of a pre-arranged, multiple-client transaction
through the particular financial services firm offering the comprehensive or
wrap program or other fee-based program where the Institutional Class shares
are available. DDI may agree with financial intermediaries to allow this
exchange privilege outside of pre-arranged, multiple-client transactions.
Investors should contact their selling and/or servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class S shares of a fund for Institutional Class shares of the same fund.


CLASS A, CLASS R, CLASS S OR INSTITUTIONAL CLASS TO CLASS R6 IN THE SAME FUND
EXCHANGE PRIVILEGE. Investors who have invested in Class A, Class R, Class S or
Institutional Class shares through a retirement plan platform with plan-level
or omnibus accounts held on the books of the fund may potentially become
eligible to invest in Class R6 shares by reason of their participation in such
a plan. Exchanges under this privilege are subject to the discretion of the
Distributor and will be processed only as part of a prearranged, plan-level
transaction with a qualifying retirement plan program. If an exchange by a
qualifying retirement plan program is approved, investors holding Class A,
Class R, Class S or Institutional Class shares through such retirement plan
will exchange those shares for Class R6 shares of equal aggregate value of the
same fund. No sales charges or other charges will apply to any such exchange.
Investors should contact their retirement plan servicing agents to learn more
about the details of this exchange feature. Shareholders generally will not
recognize a gain or loss for federal income tax purposes upon the exchange of
Class A, Class R, Class S or Institutional Class shares of a fund for Class R6
shares of the same fund.


MONEY FROM SHARES YOU SELL is normally sent out within one business day of when
your order is processed (not when it is received), although it could be delayed
for up to seven days. There are circumstances when it could be longer,
including, but not limited to, when you are selling shares you bought recently
by check or ACH (the funds will be placed under a 10 calendar day hold to
ensure good funds) or when unusual circumstances prompt the SEC to allow
further delays. Certain expedited redemption processes (e.g., redemption
proceeds by wire) may also be delayed or unavailable when you are selling
shares recently purchased or in the event of the closing of the Federal Reserve
wire payment system. Each fund reserves the right to suspend or postpone
redemptions as permitted pursuant to Section 22(e) of the 1940 Act. Generally,
those circumstances are when 1) the New York Stock Exchange is closed other
than customary weekend or holiday closings; 2) the SEC determines that trading
on the New York Stock Exchange is restricted; 3) the SEC determines that an
emergency exists which makes the disposal of securities owned by a fund or the
fair determination of the value of a fund's net assets not reasonably



                                       42
PROSPECTUS March 16, 2017                               Investing in the Funds


practicable; or 4) the SEC, by order, permits the suspension of the right of
redemption. Redemption payments by wire may also be delayed in the event of a
non-routine closure of the Federal Reserve wire payment system. For additional
rights reserved by each fund, please see "Other Rights We Reserve."


HOW EACH FUND CALCULATES SHARE PRICE


To calculate net asset value, or NAV, each share class uses the following
equation:





        TOTAL          TOTAL                 TOTAL NUMBER OF
               -                                               =    NAV
                                       /
  (                               )
       ASSETS       LIABILITIES            SHARES OUTSTANDING


The price at which you buy shares is based on the NAV per share calculated
after the order is received and accepted by the transfer agent, although for
Class A and Class T shares it will be adjusted to allow for any applicable
sales charge (see "Choosing a Share Class"). The price at which you sell shares
is also based on the NAV per share calculated after the order is received and
accepted by the transfer agent, although a CDSC may be taken out of the
proceeds (see "Choosing a Share Class"). To obtain the fund's most recent share
price, go to deutschefunds.com (the Web site does not form a part of this
prospectus) or call the phone number included in this prospectus.


WE TYPICALLY VALUE SECURITIES USING INFORMATION FURNISHED BY AN INDEPENDENT
PRICING SERVICE OR MARKET QUOTATIONS, WHERE APPROPRIATE. However, we may use
methods approved by the Board, such as a fair valuation model, which are
intended to reflect fair value when pricing service information or market
quotations are not readily available or when a security's value or a meaningful
portion of the value of a fund's portfolio is believed to have been materially
affected by a significant event, such as a natural disaster, an economic event
like a bankruptcy filing, or a substantial fluctuation in domestic or foreign
markets that has occurred between the close of the exchange or market on which
the security is principally traded (for example, a foreign exchange or market)
and the close of the New York Stock Exchange. In such a case, a fund's value
for a security is likely to be different from the last quoted market price or
pricing service information. In addition, due to the subjective and variable
nature of fair value pricing, it is possible that the value determined for a
particular asset may be materially different from the value realized upon such
asset's sale.


It is expected that the greater the percentage of fund assets that is invested
in non-US securities, the more extensive will be a fund's use of fair value
pricing. This is intended to reduce a fund's exposure to "time zone arbitrage"
and other harmful trading practices. (See "Market timing policies and
procedures.")


TO THE EXTENT THAT A FUND INVESTS IN SECURITIES THAT ARE TRADED PRIMARILY IN
FOREIGN MARKETS, the value of its holdings could change at a time when you
aren't able to buy or sell fund shares. This is because some foreign markets
are open on days or at times when a fund doesn't price its shares. (Note that
prices for securities that trade on foreign exchanges can change significantly
on days when the New York Stock Exchange is closed and you cannot buy or sell
fund shares. Price changes in the securities a fund owns may ultimately affect
the price of fund shares the next time the NAV is calculated.)



OTHER RIGHTS WE RESERVE


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

o  withdraw or suspend the offering of shares at any time

o  withhold a portion of your distributions and redemption proceeds if we have
   been notified by the Internal Revenue Service that you are subject to
   backup withholding, if you fail to provide us with the correct taxpayer ID
   number and certain certifications, including certification that you are not
   subject to backup withholding, or if you are otherwise subject to
   withholding

o  reject a new account application if you don't provide any required or
   requested identifying information, or for any other reason

o  refuse, cancel, limit or rescind any purchase or exchange order, without
   prior notice; freeze any account (meaning you will not be able to purchase
   fund shares in your account); suspend account services; and/or
   involuntarily redeem your account if we think that the account is being
   used for fraudulent or illegal purposes; one or more of these actions will
   be taken when, at our sole discretion, they are deemed to be in a fund's
   best interests or when a fund is requested or compelled to do so by
   governmental authority or by applicable law

o  close and liquidate your account if we are unable to verify your identity,
   or for other reasons; if we decide to close your account, your fund shares
   will be redeemed at the net asset value per share next calculated after we
   determine to close your account (less any applicable sales charges or
   CDSC); you may recognize a gain or loss on the redemption of your fund
   shares and you may incur a tax liability

o  pay you for shares you sell by "redeeming in kind," that is, by giving you
   securities (which are subject to market risk until sold, may incur taxes
   and typically will involve brokerage costs for you to liquidate) rather
   than cash, but which will be taxable to the same extent as a redemption for
   cash; a fund generally won't make a redemption in kind unless your requests
   over a 90-day period total more than $250,000 or 1% of the value of a
   fund's net assets, whichever is less

o  change, add or withdraw various services, fees and account policies (for
   example, we may adjust a fund's investment minimums at any time)



                                       43
PROSPECTUS March 16, 2017                               Investing in the Funds


UNDERSTANDING DISTRIBUTIONS AND TAXES


Each fund intends to distribute to its shareholders virtually all of its net
earnings. Each fund can earn money in two ways: by receiving interest,
dividends or other income from investments it holds and by selling investments
for more than it paid for them. (Each fund's earnings are separate from any
gains or losses stemming from your own purchase and sale of fund shares.) Each
fund may not always pay a dividend or other distribution for a given period.


Deutsche CROCI (Reg. TM) Equity Dividend Fund intends to pay dividends
quarterly to shareholders in March, June, September and December. Deutsche Mid
Cap Value Fund and Deutsche Small Cap Value Fund intend to pay dividends and
distributions to shareholders annually in December. Each fund also intends to
pay realized capital gains annually, usually in December, and may be paid at
other times as needed.


Dividends declared and payable to shareholders of record in the last quarter of
a given calendar year are treated for federal income tax purposes as if they
were received by shareholders and paid by the fund on December 31 of that year,
if such dividends are actually paid in January of the following year.


For federal income tax purposes, income and capital gain dividends are
generally taxable to shareholders. However, dividends, regardless of character,
received by retirement plans qualifying for tax exemption under federal income
tax laws generally will not be currently taxable.


YOU CAN CHOOSE HOW TO RECEIVE YOUR DIVIDENDS, WHETHER ORDINARY OR CAPITAL GAIN
DIVIDENDS, AND OTHER DISTRIBUTIONS. You can have them all automatically
reinvested in fund shares (at NAV), all deposited directly to your bank account
or all sent to you by check, have one type reinvested and the other sent to you
by check or have them invested in a different fund. Tell us your preference on
your application. If you don't indicate a preference, your dividends and
distributions will all be reinvested in shares of the fund without a sales
charge (if applicable). Dividends and distributions are treated the same for
federal income tax purposes whether you receive them in cash or reinvest them
in additional shares.


BUYING, SELLING OR EXCHANGING FUND SHARES WILL USUALLY HAVE FEDERAL INCOME TAX
CONSEQUENCES FOR YOU (except in employer-sponsored qualified plans, IRAs or
other tax-advantaged accounts). Your sale of shares may result in a capital
gain or loss. The gain or loss will be long-term or short-term depending on how
long you owned the shares that were sold. For federal income tax purposes, an
exchange is treated the same as a sale. In addition, if shares are redeemed to
pay any account fees (e.g., an account maintenance fee), you may incur a tax
liability.


THE FEDERAL INCOME TAX STATUS of a fund's earnings you receive and transactions
involving your shares generally depends on their type:





GENERALLY TAXED AT NET CAPITAL         GENERALLY TAXED AT ORDINARY
GAIN RATES:                            INCOME RATES:

 FUND DISTRIBUTIONS
 o    gains from the sale of securi-    o gains from the sale of securi-
      ties held (or treated as held)      ties held (or treated as held)
      by a fund for more than one         by a fund for one year or less
      year                              o all other taxable income
 o    qualified dividend income
 TRANSACTIONS INVOLVING FUND
 SHARES
 o    gains from selling fund           o gains from selling fund
      shares held for more than           shares held for one year or
      one year                            less



ANY DIRECT INVESTMENTS IN FOREIGN SECURITIES BY A FUND MAY BE SUBJECT TO
FOREIGN WITHHOLDING TAXES. In that case, a fund's yield on those securities
would generally be decreased. Shareholders generally will not be entitled to
claim a credit or deduction with respect to foreign taxes paid by a fund. In
addition, any investments in foreign securities or foreign currencies may
increase or accelerate a fund's recognition of ordinary income and may affect
the timing or amount of the fund's distributions. If you invest in a fund
through a taxable account, your after-tax return could be negatively affected.


Investments in certain debt obligations or other securities may cause a fund to
recognize income in excess of the cash generated by them. Thus, a fund could be
required at times to liquidate other investments in order to satisfy its
distribution requirements.


Each fund's use of derivatives, if any, may affect the amount, timing and
character of distributions to shareholders and, therefore, may increase the
amount of taxes payable by shareholders.


Distributions to individuals and other noncorporate shareholders of investment
income reported by a fund as derived from qualified dividend income are
eligible for taxation for federal income tax purposes at the more favorable net
capital gain rates. Qualified dividend income generally includes dividends
received by a fund from domestic and some foreign corporations. It does not
include income from investments in debt securities or, generally, from real
estate investment trusts. In addition, a fund must meet certain holding period
and other requirements with respect to the dividend-paying stocks in its
portfolio and the shareholder must meet certain holding period and other
requirements with respect to a fund's shares for the lower tax rates to apply.


YOUR FUND WILL SEND YOU DETAILED FEDERAL INCOME TAX INFORMATION EARLY EACH
YEAR. These statements tell you the amount and the federal income tax
classification of any dividends or distributions you received. They also have
certain details on your purchases and sales of shares.



                                       44
PROSPECTUS March 16, 2017                               Investing in the Funds


A 3.8% Medicare contribution tax is imposed on the "net investment income" of
individuals, estates and trusts to the extent their income exceeds certain
threshold amounts. For this purpose, net investment income generally includes
taxable dividends, including any capital gain dividends paid by a fund, and net
gains recognized on the sale, redemption or exchange of shares of a fund.


IF YOU INVEST RIGHT BEFORE A FUND PAYS A DIVIDEND, you'll be getting some of
your investment back as a dividend, which may be taxable to you. You can avoid
this by investing after a fund pays a dividend. In tax-advantaged accounts you
generally do not need to worry about this.


If a fund's distributions exceed its current and accumulated earnings and
profits, the excess will be treated for federal income tax purposes as a
tax-free return of capital to the extent of your basis in your shares and
thereafter as a capital gain. Because a return of capital distribution reduces
the basis of your shares, a return of capital distribution may result in a
higher capital gain or a lower capital loss when you sell your shares held in a
taxable account.


CORPORATIONS are taxed at the same rates on ordinary income and capital gains
but may be eligible for a dividends-received deduction to the extent of the
amount of eligible dividends received by a fund from domestic corporations for
the taxable year, provided certain holding period and other requirements are
met.


Because each shareholder's tax situation is unique, ask your tax professional
about the tax consequences of your investment, including any state and local
tax consequences. Special tax rules apply to individuals investing through
tax-advantaged investment plans. Please consult your own tax advisor with
respect to the tax consequences of an investment in a fund through such plan.


The above discussion summarizes certain federal income tax consequences for
shareholders who are US persons. If you are a non-US person, please consult
your own tax advisor with respect to the US tax consequences to you of an
investment in a fund. For more information, see "Taxes" in the Statement of
Additional Information.


                                       45
PROSPECTUS March 16, 2017                               Investing in the Funds



[GRAPHIC APPEARS HERE]



Financial Highlights



The financial highlights are designed to help you understand recent financial
performance. The figures in the first part of each table are for a single
share. The total return figures represent the percentage that an investor in a
fund would have earned (or lost), assuming all dividends and distributions were
reinvested. This information has been audited by Ernst & Young LLP, independent
registered public accounting firm, whose report, along with each fund's
financial statements, is included in each fund's annual report (see
"Shareholder reports" on the back cover). Because Class T shares of each fund
commenced operations as of the date of this prospectus, financial highlights
information is not available for Class T shares.


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS A





                                                                            YEARS ENDED NOVEMBER 30,
                                                       2016             2015             2014             2013           2012
                                                 ---------------- ---------------- ---------------- ---------------- -----------

SELECTED PER SHARE DATA
---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  43.59         $  46.79         $  42.20         $  34.83       $  31.54
------------------------------------------------    --------         --------         --------         --------       --------
Income (loss) from investment operations:
  Net investment income(a)                               .91              .79              .90              .75            .89
------------------------------------------------    --------         --------         --------         --------       --------
  Net realized and unrealized gain (loss)               4.76           ( 3.02)            4.50             7.59           3.09
------------------------------------------------    --------         --------         --------         --------       --------
  TOTAL FROM INVESTMENT OPERATIONS                      5.67           ( 2.23)            5.40             8.34           3.98
------------------------------------------------    --------         --------         --------         --------       --------
Less distributions from:
  Net investment income                               (  .88)          (  .97)          (  .81)          (  .97)        (  .69)
------------------------------------------------    --------         --------         --------         --------       --------
NET ASSET VALUE, END OF PERIOD                      $  48.38         $  43.59         $  46.79         $  42.20       $  34.83
------------------------------------------------    --------         --------         --------         --------       --------
Total Return (%)(b)                                    13.17 (c)       ( 4.79)(c)        12.94 (c)        24.36 (c)      12.72
------------------------------------------------    --------         --------         --------         --------       --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   847              829            1,007            1,013            958
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses before expense reductions (%)         1.17             1.16             1.17             1.18           1.20
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses after expense reductions (%)          1.07             1.11             1.09             1.17           1.20
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of net investment income (%)                      2.01             1.74             2.03             1.96           2.62
------------------------------------------------    --------         --------         --------         --------       --------
Portfolio turnover rate (%)                               55               64              132               75             58
------------------------------------------------    --------         --------         --------         --------       --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.


                                       46
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS C





                                                                            YEARS ENDED NOVEMBER 30,
                                                       2016             2015             2014             2013           2012
                                                 ---------------- ---------------- ---------------- ---------------- -----------

SELECTED PER SHARE DATA
---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  43.42         $  46.61         $  42.03         $  34.70       $  31.42
------------------------------------------------    --------         --------         --------         --------       --------
Income (loss) from investment operations:
  Net investment income(a)                               .57              .45              .56              .46            .63
------------------------------------------------    --------         --------         --------         --------       --------
  Net realized and unrealized gain (loss)               4.75           ( 3.01)            4.49             7.56           3.08
------------------------------------------------    --------         --------         --------         --------       --------
  TOTAL FROM INVESTMENT OPERATIONS                      5.32           ( 2.56)            5.05             8.02           3.71
------------------------------------------------    --------         --------         --------         --------       --------
Less distributions from:
  Net investment income                               (  .54)          (  .63)          (  .47)          (  .69)        (  .43)
------------------------------------------------    --------         --------         --------         --------       --------
NET ASSET VALUE, END OF PERIOD                      $  48.20         $  43.42         $  46.61         $  42.03       $  34.70
------------------------------------------------    --------         --------         --------         --------       --------
Total Return (%)(b)                                    12.34 (c)       ( 5.51)(c)        12.10 (c)        23.39 (c)      11.87
------------------------------------------------    --------         --------         --------         --------       --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   132              132              158              158            151
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses before expense reductions (%)         1.93             1.92             1.93             1.96           1.95
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses after expense reductions (%)          1.82             1.86             1.84             1.94           1.95
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of net investment income (%)                      1.26              .99             1.29             1.19           1.86
------------------------------------------------    --------         --------         --------         --------       --------
Portfolio turnover rate (%)                               55               64              132               75             58
------------------------------------------------    --------         --------         --------         --------       --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.


                                       47
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS R





                                                                     YEARS ENDED NOVEMBER 30,
                                                      2016         2015         2014         2013         2012
                                                  -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  43.48     $  46.67     $  42.09     $  34.73     $  31.45
------------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income(a)                              .79          .67          .73          .66          .79
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)              4.75       ( 3.00)        4.55         7.57         3.08
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                     5.54       ( 2.33)        5.28         8.23         3.87
------------------------------------------------   --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                              (  .76)      (  .86)      (  .70)      (  .87)      (  .59)
------------------------------------------------   --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  48.26     $  43.48     $  46.67     $  42.09     $  34.73
------------------------------------------------   --------     --------     --------     --------     --------
Total Return (%)(b)                                   12.89       ( 5.03)       12.67        24.06        12.39
------------------------------------------------   --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    3            3            4            5            5
------------------------------------------------   --------     --------     --------     --------     --------
Ratio of expenses before expense reductions (%)        1.52         1.56         1.54         1.53         1.53
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses after expense reductions (%)         1.32         1.36         1.34         1.42         1.49
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (%)                     1.77         1.49         1.66         1.71         2.32
-------------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                              55           64          132           75           58
-------------------------------------------------  --------     --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       48
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS R6





                                                     YEAR         PERIOD
                                                     ENDED         ENDED
                                                   11/30/16     11/30/15(A)
                                                  ----------  --------------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  43.62     $  48.04
------------------------------------------------   --------     --------
Income (loss) from investment operations:
  Net investment income(b)                             1.46          .73
------------------------------------------------   --------     --------
  Net realized and unrealized gain (loss)              4.32       ( 4.31)
------------------------------------------------   --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                     5.78       ( 3.58)
------------------------------------------------   --------     --------
Less distributions from:
  Net investment income                              ( 1.00)      (  .84)
------------------------------------------------   --------     --------
NET ASSET VALUE, END OF PERIOD                     $  48.40     $  43.62
------------------------------------------------   --------     --------
Total Return (%)(c)                                   13.43       ( 7.48)**
------------------------------------------------   --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------
Net assets, end of period ($ thousands)                 152            9
------------------------------------------------   --------     --------
Ratio of expenses before expense reductions (%)         .84         1.18*
-------------------------------------------------  --------     --------
Ratio of expenses after expense reductions (%)          .80          .85*
-------------------------------------------------  --------     --------
Ratio of net investment income (%)                     3.12         2.14*
-------------------------------------------------  --------     --------
Portfolio turnover rate (%)                              55           64(d)
-------------------------------------------------  --------     --------


(a)        For the period from March 2, 2015 (commencement of operations) to
           November 30, 2015.
(b)        Based on average shares outstanding during the period.
(c)        Total return would have been lower had certain expenses not been
           reduced.
(d)        Represents the Fund's portfolio turnover rate for the year ended
           November 30, 2015.
*          Annualized
**         Not annualized


                                       49
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - INSTITUTIONAL CLASS





                                                                            YEARS ENDED NOVEMBER 30,
                                                       2016             2015             2014             2013           2012
                                                 ---------------- ---------------- ---------------- ---------------- -----------

SELECTED PER SHARE DATA
---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  43.61         $  46.81         $  42.25         $  34.89       $  31.60
------------------------------------------------    --------         --------         --------         --------       --------
Income (loss) from investment operations:
  Net investment income(a)                              1.03              .94             1.06              .88           1.00
------------------------------------------------    --------         --------         --------         --------       --------
  Net realized and unrealized gain (loss)               4.75           ( 3.06)            4.45             7.59           3.11
------------------------------------------------    --------         --------         --------         --------       --------
  TOTAL FROM INVESTMENT OPERATIONS                      5.78           ( 2.12)            5.51             8.47           4.11
------------------------------------------------    --------         --------         --------         --------       --------
Less distributions from:
  Net investment income                               (  .99)          ( 1.08)          (  .95)          ( 1.11)        (  .82)
------------------------------------------------    --------         --------         --------         --------       --------
NET ASSET VALUE, END OF PERIOD                      $  48.40         $  43.61         $  46.81         $  42.25       $  34.89
------------------------------------------------    --------         --------         --------         --------       --------
Total Return (%)                                       13.45 (b)       ( 4.55)(b)        13.20 (b)        24.76 (b)      13.13
------------------------------------------------    --------         --------         --------         --------       --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    30               25               22               17             36
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses before expense reductions (%)          .91              .89              .89              .86            .83
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses after expense reductions (%)           .82              .86              .84              .86            .83
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of net investment income (%)                      2.28             2.07             2.41             2.30           2.94
------------------------------------------------    --------         --------         --------         --------       --------
Portfolio turnover rate (%)                               55               64              132               75             58
------------------------------------------------    --------         --------         --------         --------       --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       50
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS S





                                                                            YEARS ENDED NOVEMBER 30,
                                                       2016             2015             2014             2013           2012
                                                 ---------------- ---------------- ---------------- ---------------- -----------

SELECTED PER SHARE DATA
---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  43.60         $  46.80         $  42.21         $  34.84       $  31.54
------------------------------------------------    --------         --------         --------         --------       --------
Income (loss) from investment operations:
  Net investment income(a)                              1.04              .88             1.12              .84            .97
------------------------------------------------    --------         --------         --------         --------       --------
  Net realized and unrealized gain (loss)               4.74           ( 3.00)            4.38             7.59           3.10
------------------------------------------------    --------         --------         --------         --------       --------
  TOTAL FROM INVESTMENT OPERATIONS                      5.78           ( 2.12)            5.50             8.43           4.07
------------------------------------------------    --------         --------         --------         --------       --------
Less distributions from:
  Net investment income                               (  .99)          ( 1.08)          (  .91)          ( 1.06)        (  .77)
------------------------------------------------    --------         --------         --------         --------       --------
NET ASSET VALUE, END OF PERIOD                      $  48.39         $  43.60         $  46.80         $  42.21       $  34.84
------------------------------------------------    --------         --------         --------         --------       --------
Total Return (%)                                       13.45 (b)       ( 4.55)(b)        13.21 (b)        24.65 (b)      13.01
------------------------------------------------    --------         --------         --------         --------       --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    43               28               44               27             25
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses before expense reductions (%)          .95              .94              .92              .95            .96
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of expenses after expense reductions (%)           .82              .86              .84              .94            .96
------------------------------------------------    --------         --------         --------         --------       --------
Ratio of net investment income (%)                      2.28             1.95             2.55             2.19           2.84
------------------------------------------------    --------         --------         --------         --------       --------
Portfolio turnover rate (%)                               55               64              132               75             58
------------------------------------------------    --------         --------         --------         --------       --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       51
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - CLASS A





                                                                     YEARS ENDED NOVEMBER 30,
                                                      2016         2015         2014         2013         2012
                                                  -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  18.42      $ 17.96     $  15.80     $  11.87     $  10.56
------------------------------------------------   --------      -------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                       .11          .03          .00*         .10          .12
------------------------------------------------   --------      -------     --------     --------     --------
  Net realized and unrealized gain (loss)               .61         1.12         2.26         3.96         1.27
------------------------------------------------   --------      -------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                      .72         1.15         2.26         4.06         1.39
------------------------------------------------   --------      -------     --------     --------     --------
Less distributions from:
  Net investment income                              (  .01)      (  .00)*     (  .10)      (  .13)      (  .08)
------------------------------------------------   --------      -------     --------     --------     --------
  Net realized gain                                  ( 1.34)      (  .69)           -            -            -
------------------------------------------------   --------      -------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                ( 1.35)      (  .69)      (  .10)      (  .13)      (  .08)
------------------------------------------------   --------      -------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  17.79      $ 18.42     $  17.96     $  15.80     $  11.87
------------------------------------------------   --------      -------     --------     --------     --------
Total Return (%)(b,c)                                  4.80         6.67        14.38        34.54        13.34
------------------------------------------------   --------      -------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   90           78           54           50           38
------------------------------------------------   --------      -------     --------     --------     --------
Ratio of expenses before expense reductions (%)        1.23         1.25         1.28         1.31         1.33
-------------------------------------------------  --------      -------     --------     --------     --------
Ratio of expenses after expense reductions (%)         1.22         1.22         1.24         1.22         1.31
-------------------------------------------------  --------      -------     --------     --------     --------
Ratio of net investment income (loss) (%)               .69          .19          .01          .68         1.03
-------------------------------------------------  --------      -------     --------     --------     --------
Portfolio turnover rate (%)                              62           34           34           98           28
-------------------------------------------------  --------      -------     --------     --------     --------


(a)        Based on average shares outstanding during period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.
*          Amount is less than $.005.


                                       52
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - CLASS C





                                                                     YEARS ENDED NOVEMBER 30,
                                                      2016         2015         2014         2013         2012
                                                  -----------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
-------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  18.06     $  17.75     $  15.67     $  11.77     $  10.48
------------------------------------------------   --------     --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                       .01       (  .10)      (  .12)      (  .01)         .03
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized and unrealized gain (loss)               .58         1.10         2.23         3.95         1.27
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                      .59         1.00         2.11         3.94         1.30
------------------------------------------------   --------     --------     --------     --------     --------
Less distributions from:
  Net investment income                                   -            -       (  .03)      (  .04)      (  .01)
------------------------------------------------   --------     --------     --------     --------     --------
  Net realized gain                                  ( 1.34)      (  .69)           -            -            -
------------------------------------------------   --------     --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                ( 1.34)      (  .69)      (  .03)      (  .04)      (  .01)
------------------------------------------------   --------     --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                     $  17.31     $  18.06     $  17.75     $  15.67     $  11.77
------------------------------------------------   --------     --------     --------     --------     --------
Total Return (%)(b,c)                                  4.04         5.87        13.48        33.57        12.42
------------------------------------------------   --------     --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                   27           26           19           17           13
------------------------------------------------   --------     --------     --------     --------     --------
Ratio of expenses before expense reductions (%)        2.00         2.00         2.04         2.06         2.08
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of expenses after expense reductions (%)         1.99         1.97         1.99         1.97         2.07
-------------------------------------------------  --------     --------     --------     --------     --------
Ratio of net investment income (loss) (%)               .08       (  .57)      (  .74)      (  .07)         .27
-------------------------------------------------  --------     --------     --------     --------     --------
Portfolio turnover rate (%)                              62           34           34           98           28
-------------------------------------------------  --------     --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.


                                       53
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - CLASS R





                                                                        YEARS ENDED NOVEMBER 30,
                                                       2016         2015            2014           2013       2012
                                                   -----------  -----------  -------------------  ------  -----------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  18.40     $  17.98    $ 15.82      $ 11.87          $  10.55
-------------------------------------------------   --------     --------    -------      -------          --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                        .08       (  .01)    (  .03)        .05                .11
-------------------------------------------------   --------     --------    -------      -------          --------
  Net realized and unrealized gain (loss)                .60         1.12       2.25        3.99               1.26
-------------------------------------------------   --------     --------    -------      -------          --------
  TOTAL FROM INVESTMENT OPERATIONS                       .68         1.11       2.22        4.04               1.37
-------------------------------------------------   --------     --------    -------      -------          --------
Less distributions from:
  Net investment income                                    -            -     (  .06)     (  .09)            (  .05)
-------------------------------------------------   --------     --------    -------      -------          --------
  Net realized gain                                   ( 1.34)      (  .69)         -      -                       -
-------------------------------------------------   --------     --------    -------      -------          --------
  TOTAL DISTRIBUTIONS                                 ( 1.34)      (  .69)    (  .06)     (  .09)            (  .05)
-------------------------------------------------   --------     --------    -------      -------          --------
NET ASSET VALUE, END OF PERIOD                      $  17.74     $  18.40    $ 17.98      $ 15.82          $  11.87
-------------------------------------------------   --------     --------    -------      -------          --------
Total Return (%)(b)                                     4.49         6.42      14.08       34.30              13.08
-------------------------------------------------   --------     --------    -------      -------          --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    26           18         12      1                     .2
-------------------------------------------------   --------     --------    -------      -------          --------
Ratio of expenses before expense reductions (%)         1.59         1.64       1.59        1.61               1.64
-------------------------------------------------   --------     --------    -------      -------          --------
Ratio of expenses after expense reductions (%)          1.50         1.47       1.48        1.47               1.59
-------------------------------------------------   --------     --------    -------      -------          --------
Ratio of net investment income (loss) (%)                .48       (  .06)    (  .15)        .35                .96
-------------------------------------------------   --------     --------    -------      -------          --------
Portfolio turnover rate (%)                               62           34         34      98                     28
-------------------------------------------------   --------     --------    -------      -------          --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       54
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - CLASS R6





                                                           YEARS ENDED              PERIOD
                                                          NOVEMBER 30,               ENDED
                                                      2016           2015         11/30/14(A)
                                                  -----------  ----------------  ------------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  18.41       $  17.97         $ 17.89
------------------------------------------------   --------       --------         -------
Income (loss) from investment operations:
  Net investment income (loss)(b)                       .20            .09             .02
------------------------------------------------   --------       --------         -------
  Net realized and unrealized gain (loss)               .59           1.10             .06
------------------------------------------------   --------       --------         -------
  TOTAL FROM INVESTMENT OPERATIONS                      .79           1.19             .08
------------------------------------------------   --------       --------         -------
Less distributions from:
  Net investment income                              (  .06)        (  .06)              -
------------------------------------------------   --------       --------         -------
  Net realized gain                                  ( 1.34)        (  .69)              -
------------------------------------------------   --------       --------         -------
  TOTAL DISTRIBUTIONS                                ( 1.40)        (  .75)              -
------------------------------------------------   --------       --------         -------
NET ASSET VALUE, END OF PERIOD                     $  17.80       $  18.41         $ 17.97
------------------------------------------------   --------       --------         -------
Total Return (%)                                       5.15           6.94 (c)         .45**
------------------------------------------------   --------       --------         -------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    1            .20             .01
------------------------------------------------   --------       --------         -------
Ratio of expenses before expense reductions (%)         .88            .97             .91*
-------------------------------------------------  --------       --------         -------
Ratio of expenses after expense reductions (%)          .88            .97             .91*
-------------------------------------------------  --------       --------         -------
Ratio of net investment income (loss) (%)              1.19            .51             .33*
-------------------------------------------------  --------       --------         -------
Portfolio turnover rate (%)                              62             34              34(d)
-------------------------------------------------  --------       --------         -------


(a)        For the period from August 25, 2014 (commencement of operations) to
           November 30, 2014.
(b)        Based on average shares outstanding during the period.
(C)        Total return would have been lower had certain expenses not been
           reduced.
(d)        Represents the Fund's portfolio turnover rate for the year ended
           November 30, 2014.
*          Annualized
**         Not annualized


                                       55
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - INSTITUTIONAL CLASS





                                                                            YEARS ENDED NOVEMBER 30,
                                                       2016           2015          2014             2013             2012
                                                 ---------------- ----------- ---------------- ---------------- ----------------

SELECTED PER SHARE DATA
---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                $  18.44       $  17.97      $  15.81         $  11.89         $  10.59
------------------------------------------------    --------       --------      --------         --------         --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                        .15            .10           .04              .13              .16
------------------------------------------------    --------       --------      --------         --------         --------
  Net realized and unrealized gain (loss)                .62           1.11          2.26             3.96             1.26
------------------------------------------------    --------       --------      --------         --------         --------
  TOTAL FROM INVESTMENT OPERATIONS                       .77           1.21          2.30             4.09             1.42
------------------------------------------------    --------       --------      --------         --------         --------
Less distributions from:
  Net investment income                               (  .06)        (  .05)       (  .14)          (  .17)          (  .12)
------------------------------------------------    --------       --------      --------         --------         --------
  Net realized gain                                   ( 1.34)        (  .69)            -                -                -
------------------------------------------------    --------       --------      --------         --------         --------
  TOTAL DISTRIBUTIONS                                 ( 1.40)        (  .74)       (  .14)          (  .17)          (  .12)
------------------------------------------------    --------       --------      --------         --------         --------
NET ASSET VALUE, END OF PERIOD                      $  17.81       $  18.44      $  17.97         $  15.81         $  11.89
------------------------------------------------    --------       --------      --------         --------         --------
Total Return (%)                                        5.02 (b)       7.00         14.65 (b)        34.89 (b)        13.67 (b)
------------------------------------------------    --------       --------      --------         --------         --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    34             29             7                7               27
------------------------------------------------    --------       --------      --------         --------         --------
Ratio of expenses before expense reductions (%)          .97            .96          1.00              .98              .97
------------------------------------------------    --------       --------      --------         --------         --------
Ratio of expenses after expense reductions (%)           .97            .96           .99              .96              .97
------------------------------------------------    --------       --------      --------         --------         --------
Ratio of net investment income (loss) (%)                .92            .54           .26              .99             1.39
------------------------------------------------    --------       --------      --------         --------         --------
Portfolio turnover rate (%)                               62             34            34               98               28
------------------------------------------------    --------       --------      --------         --------         --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       56
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE MID CAP VALUE FUND - CLASS S





                                                                       YEARS ENDED NOVEMBER 30,
                                                      2016         2015         2014          2013           2012
                                                  -----------  -----------  -----------  --------------  -----------

SELECTED PER SHARE DATA
----------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD               $  18.43     $  17.97     $  15.81      $  11.87       $  10.57
------------------------------------------------   --------     --------     --------      --------       --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                       .17          .08          .04           .13            .15
------------------------------------------------   --------     --------     --------      --------       --------
  Net realized and unrealized gain (loss)               .60         1.12         2.26          3.97           1.26
------------------------------------------------   --------     --------     --------      --------       --------
  TOTAL FROM INVESTMENT OPERATIONS                      .77         1.20         2.30          4.10           1.41
------------------------------------------------   --------     --------     --------      --------       --------
Less distributions from:
  Net investment income                              (  .06)      (  .05)      (  .14)       (  .16)        (  .11)
------------------------------------------------   --------     --------     --------      --------       --------
  Net realized gain                                  ( 1.34)      (  .69)           -             -              -
------------------------------------------------   --------     --------     --------      --------       --------
  TOTAL DISTRIBUTIONS                                ( 1.40)      (  .74)      (  .14)       (  .16)        (  .11)
------------------------------------------------   --------     --------     --------      --------       --------
NET ASSET VALUE, END OF PERIOD                     $  17.80     $  18.43     $  17.97      $  15.81       $  11.87
------------------------------------------------   --------     --------     --------      --------       --------
Total Return (%)(b)                                    5.03         6.94        14.65         34.95 ()       13.56
------------------------------------------------   --------     --------     --------      --------       --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
----------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                  170          175          135           136            121
------------------------------------------------   --------     --------     --------      --------       --------
Ratio of expenses before expense reductions (%)        1.02         1.02         1.05          1.08           1.10
-------------------------------------------------  --------     --------     --------      --------       --------
Ratio of expenses after expense reductions (%)         1.00          .97          .99           .97           1.07
-------------------------------------------------  --------     --------     --------      --------       --------
Ratio of net investment income (loss) (%)              1.01          .44          .26           .96           1.29
-------------------------------------------------  --------     --------     --------      --------       --------
Portfolio turnover rate (%)                              62           34           34            98             28
-------------------------------------------------  --------     --------     --------      --------       --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.


                                       57
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE SMALL CAP VALUE FUND - CLASS A





                                                                        YEARS ENDED NOVEMBER 30,
                                                        2016            2015         2014         2013         2012
                                                  ----------------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  25.24        $  27.38      $ 47.55     $  36.23     $  32.95
------------------------------------------------     --------        --------      -------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .01)            .06       (  .00)*        .25          .27
------------------------------------------------     --------        --------      -------     --------     --------
  Net realized and unrealized gain (loss)                1.25             .31       (  .05)       12.39         3.64
------------------------------------------------     --------        --------      -------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.24             .37       (  .05)       12.64         3.91
------------------------------------------------     --------        --------      -------     --------     --------
Less distributions from:
  Net investment income                                (  .04)              -       (  .48)      (  .38)      (  .33)
------------------------------------------------     --------        --------      -------     --------     --------
  Net realized gains                                   ( 2.08)         ( 2.51)      (19.64)      (  .94)      (  .30)
------------------------------------------------     --------        --------      -------     --------     --------
  TOTAL DISTRIBUTIONS                                  ( 2.12)         ( 2.51)      (20.12)      ( 1.32)      (  .63)
------------------------------------------------     --------        --------      -------     --------     --------
Redemption fees                                           .00*            .00*         .00*         .00*         .00*
------------------------------------------------     --------        --------      -------     --------     --------
NET ASSET VALUE, END OF PERIOD                       $  24.36        $  25.24      $ 27.38     $  47.55     $  36.23
------------------------------------------------     --------        --------      -------     --------     --------
Total Return (%)(b)                                      6.10 (c)        1.35       (  .31)       35.95        12.21
------------------------------------------------     --------        --------      -------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                    274             343          442          869          871
------------------------------------------------     --------        --------      -------     --------     --------
Ratio of expenses before expense reductions (%)          1.25            1.17         1.19         1.19         1.19
-------------------------------------------------    --------        --------      -------     --------     --------
Ratio of expenses after expense reductions (%)           1.24            1.17         1.19         1.19         1.19
-------------------------------------------------    --------        --------      -------     --------     --------
Ratio of net investment income (loss) (%)              (  .04)            .23       (  .01)         .60          .78
-------------------------------------------------    --------        --------      -------     --------     --------
Portfolio turnover rate (%)                                29              26           17           98           27
-------------------------------------------------    --------        --------      -------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.
*          Amount is less than $.005.


                                       58
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE SMALL CAP VALUE FUND - CLASS C





                                                                        YEARS ENDED NOVEMBER 30,
                                                        2016            2015         2014         2013         2012
                                                  ----------------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  20.94        $  23.30     $  43.30     $  33.06     $  30.09
------------------------------------------------     --------        --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                      (  .14)         (  .11)      (  .18)      (  .06)         .02
------------------------------------------------     --------        --------     --------     --------     --------
  Net realized and unrealized gain (loss)                 .98             .26       (  .05)       11.34         3.34
------------------------------------------------     --------        --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                        .84             .15       (  .23)       11.28         3.36
------------------------------------------------     --------        --------     --------     --------     --------
Less distributions from:
  Net investment income                                     -               -       (  .13)      (  .10)      (  .09)
------------------------------------------------     --------        --------     --------     --------     --------
  Net realized gains                                   ( 2.08)         ( 2.51)      (19.64)      (  .94)      (  .30)
------------------------------------------------     --------        --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                  ( 2.08)         ( 2.51)      (19.77)      ( 1.04)      (  .39)
------------------------------------------------     --------        --------     --------     --------     --------
Redemption fees                                           .00*            .00*         .00*         .00*         .00*
------------------------------------------------     --------        --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                       $  19.70        $  20.94     $  23.30     $  43.30     $  33.06
------------------------------------------------     --------        --------     --------     --------     --------
Total Return (%)(b)                                      5.28 (c)         .56       ( 1.06)       34.99        11.38
------------------------------------------------     --------        --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     51              68           92          132          114
------------------------------------------------     --------        --------     --------     --------     --------
Ratio of expenses before expense reductions (%)          2.00            1.94         1.93         1.93         1.92
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of expenses after expense reductions (%)           1.99            1.94         1.93         1.93         1.92
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of net investment income (loss) (%)              (  .80)         (  .53)      (  .75)      (  .15)         .07
-------------------------------------------------    --------        --------     --------     --------     --------
Portfolio turnover rate (%)                                29              26           17           98           27
-------------------------------------------------    --------        --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return does not reflect the effect of any sales charges.
(c)        Total return would have been lower had certain expenses not been
           reduced.
*          Amount is less than $.005.


                                       59
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE SMALL CAP VALUE FUND - CLASS R6





                                                             YEARS ENDED                  PERIOD
                                                             NOVEMBER 30,                  ENDED
                                                        2016              2015          11/30/14(A)
                                                  ----------------  ----------------  --------------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  25.83          $  27.97         $  28.09
------------------------------------------------     --------          --------         --------
Income (loss) from investment operations:
  Net investment income (loss)(b)                         .07               .12              .02
------------------------------------------------     --------          --------         --------
  Net realized and unrealized gain (loss)                1.29               .33           (  .14)
------------------------------------------------     --------          --------         --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.36               .45           (  .12)
------------------------------------------------     --------          --------         --------
Less distributions from:
  Net investment income                                (  .10)           (  .08)               -
------------------------------------------------     --------          --------         --------
  Net realized gains                                   ( 2.08)           ( 2.51)               -
------------------------------------------------     --------          --------         --------
  TOTAL DISTRIBUTIONS                                  ( 2.18)           ( 2.59)               -
------------------------------------------------     --------          --------         --------
Redemption fees                                           .00***            .00***           .00***
------------------------------------------------     --------          --------         --------
NET ASSET VALUE, END OF PERIOD                       $  25.01          $  25.83         $  27.97
------------------------------------------------     --------          --------         --------
Total Return (%)                                         6.43 (c)          1.61 (c)       (  .43)**
------------------------------------------------     --------          --------         --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------
Net assets, end of period ($ thousands)                    47                10               10
------------------------------------------------     --------          --------         --------
Ratio of expenses before expense reductions (%)           .90              1.06              .77*
-------------------------------------------------    --------          --------         --------
Ratio of expenses after expense reductions (%)            .82               .93              .77*
-------------------------------------------------    --------          --------         --------
Ratio of net investment income (loss) (%)                 .32               .45              .26*
-------------------------------------------------    --------          --------         --------
Portfolio turnover rate (%)                                29                26               17(d)
-------------------------------------------------    --------          --------         --------



(a)        For the period from August 25, 2014 (commencement of operations) to
           November 30, 2014.
(b)        Based on average shares outstanding during the period.
(c)        Total return would have been lower had certain expenses not been
           reduced.
(d)        Represents the Fund's portfolio turnover rate for the year ended
           November 30, 2014.
*          Annualized
**         Not annualized
***        Amount is less than $.005.


                                       60
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE SMALL CAP VALUE FUND - INSTITUTIONAL CLASS





                                                                        YEARS ENDED NOVEMBER 30,
                                                        2016            2015         2014         2013         2012
                                                  ----------------  -----------  -----------  -----------  -----------

SELECTED PER SHARE DATA
------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  25.86        $  27.96     $  48.23     $  36.74     $  33.42
------------------------------------------------     --------        --------     --------     --------     --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                         .06             .17          .10          .41          .42
------------------------------------------------     --------        --------     --------     --------     --------
  Net realized and unrealized gain (loss)                1.29             .30       (  .05)       12.56         3.67
------------------------------------------------     --------        --------     --------     --------     --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.35             .47          .05        12.97         4.09
------------------------------------------------     --------        --------     --------     --------     --------
Less distributions from:
  Net investment income                                (  .14)         (  .06)      (  .68)      (  .54)      (  .47)
------------------------------------------------     --------        --------     --------     --------     --------
  Net realized gains                                   ( 2.08)         ( 2.51)      (19.64)      (  .94)      (  .30)
------------------------------------------------     --------        --------     --------     --------     --------
  TOTAL DISTRIBUTIONS                                  ( 2.22)         ( 2.57)      (20.32)      ( 1.48)      (  .77)
------------------------------------------------     --------        --------     --------     --------     --------
Redemption fees                                           .00*            .00*         .00*         .00*         .00*
------------------------------------------------     --------        --------     --------     --------     --------
NET ASSET VALUE, END OF PERIOD                       $  24.99        $  25.86     $  27.96     $  48.23     $  36.74
------------------------------------------------     --------        --------     --------     --------     --------
Total Return (%)                                         6.48 (b)        1.72          .03        36.50        12.65
------------------------------------------------     --------        --------     --------     --------     --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     24             136          355          541          559
------------------------------------------------     --------        --------     --------     --------     --------
Ratio of expenses before expense reductions (%)           .90             .81          .82          .81          .80
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of expenses after expense reductions (%)            .90             .81          .82          .81          .80
-------------------------------------------------    --------        --------     --------     --------     --------
Ratio of net investment income (loss) (%)                 .27             .66          .36          .98         1.20
-------------------------------------------------    --------        --------     --------     --------     --------
Portfolio turnover rate (%)                                29              26           17           98           27
-------------------------------------------------    --------        --------     --------     --------     --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.
*          Amount is less than $.005.


                                       61
PROSPECTUS March 16, 2017                                 Financial Highlights


DEUTSCHE SMALL CAP VALUE FUND - CLASS S





                                                                          YEARS ENDED NOVEMBER 30,
                                                        2016            2015         2014           2013            2012
                                                  ----------------  -----------  -----------  ----------------  -----------

SELECTED PER SHARE DATA
-----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD                 $  25.67        $  27.78     $  47.97       $  36.55        $  33.25
------------------------------------------------     --------        --------     --------       --------        --------
Income (loss) from investment operations:
  Net investment income (loss)(a)                         .05             .12          .07            .33             .34
------------------------------------------------     --------        --------     --------       --------        --------
  Net realized and unrealized gain (loss)                1.28             .32       (  .05)         12.49            3.66
------------------------------------------------     --------        --------     --------       --------        --------
  TOTAL FROM INVESTMENT OPERATIONS                       1.33             .44          .02          12.82            4.00
------------------------------------------------     --------        --------     --------       --------        --------
Less distributions from:
  Net investment income                                (  .11)         (  .04)      (  .57)        (  .46)         (  .40)
------------------------------------------------     --------        --------     --------       --------        --------
  Net realized gains                                   ( 2.08)         ( 2.51)      (19.64)        (  .94)         (  .30)
------------------------------------------------     --------        --------     --------       --------        --------
  TOTAL DISTRIBUTIONS                                  ( 2.19)         ( 2.55)      (20.21)        ( 1.40)         (  .70)
------------------------------------------------     --------        --------     --------       --------        --------
Redemption fees                                           .00*            .00*         .00*           .00*            .00*
------------------------------------------------     --------        --------     --------       --------        --------
NET ASSET VALUE, END OF PERIOD                       $  24.81        $  25.67     $  27.78       $  47.97        $  36.55
------------------------------------------------     --------        --------     --------       --------        --------
Total Return (%)                                         6.40 (b)        1.59       (  .05)         36.17 (b)       12.41
------------------------------------------------     --------        --------     --------       --------        --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ millions)                     57              93          135            159             306
------------------------------------------------     --------        --------     --------       --------        --------
Ratio of expenses before expense reductions (%)           .97             .94          .92           1.06            1.03
-------------------------------------------------    --------        --------     --------       --------        --------
Ratio of expenses after expense reductions (%)            .97             .94          .92           1.05            1.03
-------------------------------------------------    --------        --------     --------       --------        --------
Ratio of net investment income (loss) (%)                 .23             .46          .24            .80             .96
-------------------------------------------------    --------        --------     --------       --------        --------
Portfolio turnover rate (%)                                29              26           17             98              27
-------------------------------------------------    --------        --------     --------       --------        --------


(a)        Based on average shares outstanding during the period.
(b)        Total return would have been lower had certain expenses not been
           reduced.
*          Amount is less than $.005.

                                       62
PROSPECTUS March 16, 2017                                 Financial Highlights



[GRAPHIC APPEARS HERE]



Appendix A



HYPOTHETICAL EXPENSE SUMMARY

Using the annual fund operating expense ratios presented in the fee tables in
the fund prospectus, the Hypothetical Expense Summary shows the estimated fees
and expenses, in actual dollars, that would be charged on a hypothetical
investment of $10,000 in the fund held for the next 10 years and the impact of
such fees and expenses on fund returns for each year and cumulatively, assuming
a 5% return for each year. The historical rate of return for the fund may be
higher or lower than 5% and, for money market funds, is typically less than 5%.
The tables also assume that all dividends and distributions are reinvested. The
annual fund expense ratios shown are net of any contractual fee waivers or
expense reimbursements, if any, for the period of the contractual commitment.
The tables reflect the maximum initial sales charge, if any, but do not reflect
any contingent deferred sales charge, if any, which may be payable upon
redemption. If contingent deferred sales charges were shown, the "Hypothetical
Year-End Balance After Fees and Expenses" amounts shown would be lower and the
"Annual Fees and Expenses" amounts shown would be higher. Also, please note
that if you are investing through a third party provider, that provider may
have fees and expenses separate from those of the fund that are not reflected
here. Mutual fund fees and expenses fluctuate over time and actual expenses may
be higher or lower than those shown.


The Hypothetical Expense Summary should not be used or construed as an offer to
sell, a solicitation of an offer to buy or a recommendation or endorsement of
any specific mutual fund. You should carefully review the fund's prospectus to
consider the investment objective, risks, expenses and charges of the fund
prior to investing.


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS A





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.04%        -2.02%      $  9,798.23     $   674.96
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.05%         1.85%      $ 10,185.26     $   104.91
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.05%         5.88%      $ 10,587.58     $   109.06
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.05%        10.06%      $ 11,005.79     $   113.37
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.05%        14.41%      $ 11,440.52     $   117.84
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.05%        18.92%      $ 11,892.42     $   122.50
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.05%        23.62%      $ 12,362.17     $   127.34
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.05%        28.50%      $ 12,850.47     $   132.37
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.05%        33.58%      $ 13,358.07     $   137.59
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.05%        38.86%      $ 13,885.71     $   143.03
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 1,782.97
---                                                                  ----------


                                       63
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS T





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.04%         1.36%       $ 10,136.10    $   353.41
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.07%         5.34%       $ 10,534.45    $   110.59
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.07%         9.48%       $ 10,948.45    $   114.93
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.07%        13.79%       $ 11,378.73    $   119.45
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.07%        18.26%       $ 11,825.91    $   124.14
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.07%        22.91%       $ 12,290.67    $   129.02
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.07%        27.74%       $ 12,773.69    $   134.09
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.07%        32.76%       $ 13,275.70    $   139.36
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.07%        37.97%       $ 13,797.43    $   144.84
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.07%        43.40%       $ 14,339.67    $   150.53
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,520.36
---                                                                  ----------


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS C





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.79%         3.21%       $ 10,321.00    $   181.87
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.81%         6.50%       $ 10,650.24    $   189.79
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.81%         9.90%       $ 10,989.98    $   195.84
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.81%        13.41%       $ 11,340.56    $   202.09
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.81%        17.02%       $ 11,702.33    $   208.54
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.81%        20.76%       $ 12,075.63    $   215.19
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.81%        24.61%       $ 12,460.84    $   222.06
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.81%        28.58%       $ 12,858.34    $   229.14
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.81%        32.69%       $ 13,268.53    $   236.45
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.81%        36.92%       $ 13,691.79    $   243.99
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,124.96
---                                                                  ----------


                                       64
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS R





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.29%         3.71%       $ 10,371.00    $   131.39
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.40%         7.44%       $ 10,744.36    $   147.81
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.40%        11.31%       $ 11,131.15    $   153.13
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.40%        15.32%       $ 11,531.87    $   158.64
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.40%        19.47%       $ 11,947.02    $   164.35
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.40%        23.77%       $ 12,377.11    $   170.27
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.40%        28.23%       $ 12,822.69    $   176.40
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.40%        32.84%       $ 13,284.31    $   182.75
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.40%        37.63%       $ 13,762.54    $   189.33
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.40%        42.58%       $ 14,257.99    $   196.14
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,670.21
---                                                                  ----------


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS R6





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.72%         4.28%       $ 10,428.00     $  73.54
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.72%         8.74%       $ 10,874.32     $  76.69
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.72%        13.40%       $ 11,339.74     $  79.97
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.72%        18.25%       $ 11,825.08     $  83.39
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.72%        23.31%       $ 12,331.19     $  86.96
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.72%        28.59%       $ 12,858.97     $  90.68
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.72%        34.09%       $ 13,409.33     $  94.57
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.72%        39.83%       $ 13,983.25     $  98.61
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.72%        45.82%       $ 14,581.74     $ 102.83
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.72%        52.06%       $ 15,205.83     $ 107.24
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 894.48
---                                                                   --------


                                       65
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - INSTITUTIONAL CLASS





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.79%         4.21%       $ 10,421.00     $  80.66
 ---         -----          ----         -----        -----------     --------
   2         10.25%         0.79%         8.60%       $ 10,859.72     $  84.06
 ---         -----          ----         -----        -----------     --------
   3         15.76%         0.79%        13.17%       $ 11,316.92     $  87.60
 ---         -----          ----         -----        -----------     --------
   4         21.55%         0.79%        17.93%       $ 11,793.36     $  91.29
 ---         -----          ----         -----        -----------     --------
   5         27.63%         0.79%        22.90%       $ 12,289.86     $  95.13
 ---         -----          ----         -----        -----------     --------
   6         34.01%         0.79%        28.07%       $ 12,807.26     $  99.13
 ---         -----          ----         -----        -----------     --------
   7         40.71%         0.79%        33.46%       $ 13,346.45     $ 103.31
 ---         -----          ----         -----        -----------     --------
   8         47.75%         0.79%        39.08%       $ 13,908.34     $ 107.66
 ---         -----          ----         -----        -----------     --------
   9         55.13%         0.79%        44.94%       $ 14,493.88     $ 112.19
 ---         -----          ----         -----        -----------     --------
 10          62.89%         0.79%        51.04%       $ 15,104.07     $ 116.91
 ---         -----          ----         -----        -----------     --------
TOTAL                                                                 $ 977.94
---                                                                   --------


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND - CLASS S





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.79%         4.21%       $ 10,421.00    $    80.66
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.83%         8.56%       $ 10,855.56    $    88.30
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.83%        13.08%       $ 11,308.23    $    91.98
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.83%        17.80%       $ 11,779.79    $    95.82
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.83%        22.71%       $ 12,271.00    $    99.81
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.83%        27.83%       $ 12,782.70    $   103.97
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.83%        33.16%       $ 13,315.74    $   108.31
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.83%        38.71%       $ 13,871.01    $   112.83
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.83%        44.49%       $ 14,449.43    $   117.53
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.83%        50.52%       $ 15,051.97    $   122.43
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,021.64
---                                                                  ----------


                                       66
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE MID CAP VALUE FUND - CLASS A





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.23%        -2.20%      $  9,780.32     $   693.11
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.23%         1.49%      $ 10,149.04     $   122.57
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.23%         5.32%      $ 10,531.66     $   127.19
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.23%         9.29%      $ 10,928.70     $   131.98
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.23%        13.41%      $ 11,340.72     $   136.96
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.23%        17.68%      $ 11,768.26     $   142.12
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.23%        22.12%      $ 12,211.92     $   147.48
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.23%        26.72%      $ 12,672.31     $   153.04
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.23%        31.50%      $ 13,150.06     $   158.81
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.23%        36.46%      $ 13,645.82     $   164.79
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 1,978.05
---                                                                  ----------


DEUTSCHE MID CAP VALUE FUND - CLASS T





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.25%         1.16%       $ 10,115.63    $   374.16
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.26%         4.94%       $ 10,493.95    $   129.84
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.26%         8.86%       $ 10,886.42    $   134.70
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.26%        12.94%       $ 11,293.58    $   139.73
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.26%        17.16%       $ 11,715.96    $   144.96
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.26%        21.54%       $ 12,154.13    $   150.38
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.26%        26.09%       $ 12,608.70    $   156.01
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.26%        30.80%       $ 13,080.26    $   161.84
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.26%        35.69%       $ 13,569.46    $   167.89
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.26%        40.77%       $ 14,076.96    $   174.17
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,733.68
---                                                                  ----------


                                       67
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE MID CAP VALUE FUND - CLASS C





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         2.00%         3.00%       $ 10,300.00    $   203.00
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.00%         6.09%       $ 10,609.00    $   209.09
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.00%         9.27%       $ 10,927.27    $   215.36
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.00%        12.55%       $ 11,255.09    $   221.82
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.00%        15.93%       $ 11,592.74    $   228.48
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.00%        19.41%       $ 11,940.52    $   235.33
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.00%        22.99%       $ 12,298.74    $   242.39
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.00%        26.68%       $ 12,667.70    $   249.66
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.00%        30.48%       $ 13,047.73    $   257.15
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.00%        34.39%       $ 13,439.16    $   264.87
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,327.15
---                                                                  ----------


DEUTSCHE MID CAP VALUE FUND - CLASS R





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.50%         3.50%       $ 10,350.00    $   152.63
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.59%         7.03%       $ 10,702.94    $   167.37
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.59%        10.68%       $ 11,067.91    $   173.08
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.59%        14.45%       $ 11,445.32    $   178.98
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.59%        18.36%       $ 11,835.61    $   185.08
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.59%        22.39%       $ 12,239.20    $   191.39
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.59%        26.57%       $ 12,656.56    $   197.92
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.59%        30.88%       $ 13,088.15    $   204.67
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.59%        35.34%       $ 13,534.45    $   211.65
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.59%        39.96%       $ 13,995.98    $   218.87
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,881.64
---                                                                  ----------


                                       68
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE MID CAP VALUE FUND - CLASS R6





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.88%         4.12%       $ 10,412.00    $    89.81
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.88%         8.41%       $ 10,840.97    $    93.51
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.88%        12.88%       $ 11,287.62    $    97.37
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.88%        17.53%       $ 11,752.67    $   101.38
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.88%        22.37%       $ 12,236.88    $   105.55
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.88%        27.41%       $ 12,741.04    $   109.90
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.88%        32.66%       $ 13,265.97    $   114.43
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.88%        38.13%       $ 13,812.53    $   119.15
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.88%        43.82%       $ 14,381.61    $   124.05
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.88%        49.74%       $ 14,974.13    $   129.17
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,084.32
---                                                                  ----------


DEUTSCHE MID CAP VALUE FUND - INSTITUTIONAL CLASS





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.97%         4.03%       $ 10,403.00    $    98.95
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.97%         8.22%       $ 10,822.24    $   102.94
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.97%        12.58%       $ 11,258.38    $   107.09
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.97%        17.12%       $ 11,712.09    $   111.41
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.97%        21.84%       $ 12,184.09    $   115.90
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.97%        26.75%       $ 12,675.11    $   120.57
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.97%        31.86%       $ 13,185.91    $   125.43
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.97%        37.17%       $ 13,717.30    $   130.48
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.97%        42.70%       $ 14,270.11    $   135.74
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.97%        48.45%       $ 14,845.20    $   141.21
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,189.72
---                                                                  ----------


                                       69
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE MID CAP VALUE FUND - CLASS S





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.00%         4.00%       $ 10,400.00    $   102.00
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.02%         8.14%       $ 10,813.92    $   108.19
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.02%        12.44%       $ 11,244.31    $   112.50
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.02%        16.92%       $ 11,691.84    $   116.97
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.02%        21.57%       $ 12,157.17    $   121.63
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.02%        26.41%       $ 12,641.03    $   126.47
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.02%        31.44%       $ 13,144.14    $   131.50
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.02%        36.67%       $ 13,667.28    $   136.74
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.02%        42.11%       $ 14,211.24    $   142.18
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.02%        47.77%       $ 14,776.84    $   147.84
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,246.02
---                                                                  ----------


DEUTSCHE SMALL CAP VALUE FUND - CLASS A





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             5.75%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.25%        -2.22%      $  9,778.44     $   695.02
 ---         -----          ----        ------       -----------     ----------
   2         10.25%         1.25%         1.45%      $ 10,145.13     $   124.52
 ---         -----          ----        ------       -----------     ----------
   3         15.76%         1.25%         5.26%      $ 10,525.57     $   129.19
 ---         -----          ----        ------       -----------     ----------
   4         21.55%         1.25%         9.20%      $ 10,920.28     $   134.04
 ---         -----          ----        ------       -----------     ----------
   5         27.63%         1.25%        13.30%      $ 11,329.79     $   139.06
 ---         -----          ----        ------       -----------     ----------
   6         34.01%         1.25%        17.55%      $ 11,754.66     $   144.28
 ---         -----          ----        ------       -----------     ----------
   7         40.71%         1.25%        21.95%      $ 12,195.46     $   149.69
 ---         -----          ----        ------       -----------     ----------
   8         47.75%         1.25%        26.53%      $ 12,652.79     $   155.30
 ---         -----          ----        ------       -----------     ----------
   9         55.13%         1.25%        31.27%      $ 13,127.27     $   161.13
 ---         -----          ----        ------       -----------     ----------
 10          62.89%         1.25%        36.20%      $ 13,619.54     $   167.17
 ---         -----          ----        ------       -----------     ----------
TOTAL                                                                $ 1,999.40
---                                                                  ----------


                                       70
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE SMALL CAP VALUE FUND - CLASS T





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             2.50%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         1.24%         1.17%       $ 10,116.60    $   373.17
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         1.24%         4.97%       $ 10,496.98    $   127.80
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         1.24%         8.92%       $ 10,891.67    $   132.61
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         1.24%        13.01%       $ 11,301.20    $   137.60
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         1.24%        17.26%       $ 11,726.12    $   142.77
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         1.24%        21.67%       $ 12,167.02    $   148.14
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         1.24%        26.25%       $ 12,624.50    $   153.71
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         1.24%        30.99%       $ 13,099.19    $   159.49
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         1.24%        35.92%       $ 13,591.72    $   165.48
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         1.24%        41.03%       $ 14,102.76    $   171.71
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,712.48
---                                                                  ----------


DEUTSCHE SMALL CAP VALUE FUND - CLASS C





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         2.00%         3.00%       $ 10,300.00    $   203.00
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         2.00%         6.09%       $ 10,609.00    $   209.09
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         2.00%         9.27%       $ 10,927.27    $   215.36
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         2.00%        12.55%       $ 11,255.09    $   221.82
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         2.00%        15.93%       $ 11,592.74    $   228.48
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         2.00%        19.41%       $ 11,940.52    $   235.33
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         2.00%        22.99%       $ 12,298.74    $   242.39
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         2.00%        26.68%       $ 12,667.70    $   249.66
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         2.00%        30.48%       $ 13,047.73    $   257.15
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         2.00%        34.39%       $ 13,439.16    $   264.87
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 2,327.15
---                                                                  ----------


                                       71
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE SMALL CAP VALUE FUND - CLASS R6





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.90%         4.10%       $ 10,410.00    $    91.85
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.90%         8.37%       $ 10,836.81    $    95.61
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.90%        12.81%       $ 11,281.12    $    99.53
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.90%        17.44%       $ 11,743.65    $   103.61
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.90%        22.25%       $ 12,225.13    $   107.86
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.90%        27.26%       $ 12,726.37    $   112.28
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.90%        32.48%       $ 13,248.15    $   116.89
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.90%        37.91%       $ 13,791.32    $   121.68
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.90%        43.57%       $ 14,356.76    $   126.67
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.90%        49.45%       $ 14,945.39    $   131.86
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,107.84
---                                                                  ----------


DEUTSCHE SMALL CAP VALUE FUND - INSTITUTIONAL CLASS





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.90%         4.10%       $ 10,410.00    $    91.85
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.90%         8.37%       $ 10,836.81    $    95.61
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.90%        12.81%       $ 11,281.12    $    99.53
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.90%        17.44%       $ 11,743.65    $   103.61
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.90%        22.25%       $ 12,225.13    $   107.86
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.90%        27.26%       $ 12,726.37    $   112.28
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.90%        32.48%       $ 13,248.15    $   116.89
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.90%        37.91%       $ 13,791.32    $   121.68
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.90%        43.57%       $ 14,356.76    $   126.67
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.90%        49.45%       $ 14,945.39    $   131.86
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,107.84
---                                                                  ----------


                                       72
PROSPECTUS March 16, 2017                                           Appendix A


DEUTSCHE SMALL CAP VALUE FUND - CLASS S





            MAXIMUM        INITIAL HYPOTHETICAL             ASSUMED RATE
         SALES CHARGE:          INVESTMENT:                  OF RETURN:
             0.00%                $10,000                        5%
        ---------------  -------------------------  -----------------------------
                                                      HYPOTHETICAL
           CUMULATIVE      ANNUAL     CUMULATIVE        YEAR-END
         RETURN BEFORE      FUND     RETURN AFTER    BALANCE AFTER    ANNUAL FEES
             FEES &       EXPENSE       FEES &           FEES &            &
YEAR        EXPENSES       RATIOS      EXPENSES         EXPENSES       EXPENSES
------  ---------------  ---------  --------------  ---------------  ------------

   1          5.00%         0.97%         4.03%       $ 10,403.00    $    98.95
 ---         -----          ----         -----        -----------    ----------
   2         10.25%         0.97%         8.22%       $ 10,822.24    $   102.94
 ---         -----          ----         -----        -----------    ----------
   3         15.76%         0.97%        12.58%       $ 11,258.38    $   107.09
 ---         -----          ----         -----        -----------    ----------
   4         21.55%         0.97%        17.12%       $ 11,712.09    $   111.41
 ---         -----          ----         -----        -----------    ----------
   5         27.63%         0.97%        21.84%       $ 12,184.09    $   115.90
 ---         -----          ----         -----        -----------    ----------
   6         34.01%         0.97%        26.75%       $ 12,675.11    $   120.57
 ---         -----          ----         -----        -----------    ----------
   7         40.71%         0.97%        31.86%       $ 13,185.91    $   125.43
 ---         -----          ----         -----        -----------    ----------
   8         47.75%         0.97%        37.17%       $ 13,717.30    $   130.48
 ---         -----          ----         -----        -----------    ----------
   9         55.13%         0.97%        42.70%       $ 14,270.11    $   135.74
 ---         -----          ----         -----        -----------    ----------
 10          62.89%         0.97%        48.45%       $ 14,845.20    $   141.21
 ---         -----          ----         -----        -----------    ----------
TOTAL                                                                $ 1,189.72
---                                                                  ----------


ADDITIONAL INDEX INFORMATION


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND

STANDARD & POOR'S 500 INDEX (S&P 500) 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.


DEUTSCHE MID CAP VALUE FUND

RUSSELL MIDCAP (Reg. TM) VALUE INDEX is an unmanaged index measuring the
performance of those Russell Midcap companies with lower price-to-book ratios
and lower forecasted growth values. The stocks are also members of the Russell
1000 Value Index.


DEUTSCHE SMALL CAP VALUE FUND

RUSSELL 2000 (Reg. TM) VALUE INDEX is an unmanaged index measuring the
performance of those Russell 2000 companies with lower price-to-book ratios and
lower forecasted growth values.


                                       73
PROSPECTUS March 16, 2017                                           Appendix A



[GRAPHIC APPEARS HERE]



Appendix B



SALES CHARGE WAIVERS AND DISCOUNTS AVAILABLE THROUGH INTERMEDIARIES

The availability of certain sales charge waivers and discounts may depend on
whether you purchase your shares directly from the fund or through a financial
intermediary. Intermediaries may have different policies and procedures
regarding the availability of front-end sales load waivers or contingent
deferred (back-end) sales load ("CDSC") waivers. In all instances, it is the
shareholder's responsibility to notify the fund or the purchaser's financial
intermediary at the time of purchase of any relationship or other facts
qualifying the shareholder for sales charge waivers or discounts. For waivers
and discounts not available through a particular intermediary, shareholders
will have to purchase fund shares directly from the fund or through another
intermediary.


The financial intermediary sales charge waivers, discounts, policies or
procedures disclosed in this Appendix may vary from those disclosed elsewhere
in the fund's prospectus or SAI and are subject to change. This Appendix will
be updated based on information provided by the financial intermediaries.
Neither the fund, the Advisor nor the Distributor supervises the implementation
of financial intermediary sales charge waivers, discounts, policies or
procedures nor do they verify the intermediaries' administration of such
waivers, discounts, policies or procedures.



MERRILL LYNCH CLASS A AND C SALES CHARGE WAIVERS AND DISCOUNTS


Effective April 10, 2017, shareholders purchasing fund shares through a Merrill
Lynch platform or account will be eligible only for the following load waivers
(front-end sales charge waivers and contingent deferred, or back-end, sales
charge waivers) and discounts, which may differ from those disclosed elsewhere
in each fund's prospectus or SAI.


FRONT-END SALES LOAD WAIVERS ON CLASS A SHARES AVAILABLE AT MERRILL LYNCH

o Employer-sponsored retirement, deferred compensation and employee benefit
  plans (including health savings accounts) and trusts used to fund those plans,
  provided that the shares are not held in a commission-based brokerage account
  and shares are held for the benefit of the plan

o Shares purchased by or through a 529 Plan

o Shares purchased through a Merrill Lynch affiliated investment advisory
  program

o Shares purchased by third party investment advisors on behalf of their
  advisory clients through Merrill Lynch's platform

o Shares of funds purchased through the Merrill Lynch Edge Self-Directed
  platform (if applicable)

o Shares purchased through reinvestment of capital gains distributions and
  dividend reinvestment when purchasing shares of the same fund (but not any
  other fund within the fund family)

o Shares exchanged from Class C (i.e., level-load) shares of the same fund in
  the month of or following the 10-year anniversary of the purchase date

o Employees and registered representatives of Merrill Lynch or its affiliates
  and their family members

o Directors or Trustees of the fund, and employees of the fund's investment
  adviser or any of its affiliates, as described in this prospectus

o Shares purchased from the proceeds of redemptions within the same fund family,
  provided (1) the repurchase occurs within 90 days following the redemption,
  (2) the redemption and purchase occur in the same account, and (3) redeemed
  shares were subject to a front-end or deferred sales load (known as Rights of
  Reinstatement)


CDSC WAIVERS ON CLASS A AND C SHARES AVAILABLE AT MERRILL LYNCH

o Death or disability of the shareholder

o Shares sold as part of a systematic withdrawal plan as described in the fund's
  prospectus

o Return of excess contributions from an IRA Account

o Shares sold as part of a required minimum distribution for IRA and retirement
  accounts due to the shareholder reaching age 701/2

o Shares sold to pay Merrill Lynch fees but only if the transaction is initiated
  by Merrill Lynch


                                       74
PROSPECTUS March 16, 2017                                           Appendix B


o Shares acquired through a right of reinstatement

o Shares held in retirement brokerage accounts, that are exchanged for a lower
  cost share class due to transfer to certain fee based accounts or platforms
  (applicable to A and C shares only)


FRONT-END LOAD DISCOUNTS AVAILABLE AT MERRILL LYNCH: BREAKPOINTS, RIGHTS OF
 ACCUMULATION & LETTERS OF INTENT

o Breakpoints as described in this prospectus.

o Rights of Accumulation (ROA) which entitle shareholders to breakpoint
  discounts will be automatically calculated based on the aggregated holding of
  fund family assets held by accounts within the purchaser's household at
  Merrill Lynch. Eligible fund family assets not held at Merrill Lynch may be
  included in the ROA calculation only if the shareholder notifies his or her
  financial advisor about such assets

o Letters of Intent (LOI) which allow for breakpoint discounts based on
  anticipated purchases within a fund family, through Merrill Lynch, over a
  13-month period of time (if applicable)



                                       75
PROSPECTUS March 16, 2017                                           Appendix B


TO GET MORE INFORMATION

SHAREHOLDER REPORTS. Additional information about a fund's investments is
available in a fund's annual and semi-annual reports to shareholders. In the
annual report, you will find a discussion of the market conditions and
investment strategies that significantly affected fund performance during its
last fiscal year.


STATEMENT OF ADDITIONAL INFORMATION (SAI). This tells you more about a fund's
features and policies, including additional risk information. The SAI is
incorporated by reference into this document (meaning that it's legally part of
this prospectus).


For a free copy of any of these documents or to request other information about
a fund, contact Deutsche Asset Management ("Deutsche AM") at the phone number
or address listed below. SAIs and shareholder reports are also available
through the Deutsche AM Web site at deutschefunds.com. These documents and
other information about each fund are available from the EDGAR Database on the
SEC's Internet site at sec.gov. If you like, you may obtain copies of this
information, after paying a duplicating fee, by e-mailing a request to
publicinfo@sec.gov or by writing the SEC at the address listed below.


You can also review and copy these documents and other information about each
fund, including each fund's SAI, 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 the SEC at (202) 551-8090.


In order to reduce the amount of mail you receive and to help reduce expenses,
we generally send a single copy of any shareholder report and prospectus to
each household. If you do not want the mailing of these documents to be
combined with those for other members of your household, please contact your
financial advisor or call the number provided.


CONTACT INFORMATION




DEUTSCHE ASSET MANAGE-   PO Box 219151
MENT                     Kansas City, MO
                         64121-9151
                         deutschefunds.com
                         Shareholders:
                         (800) 728-3337
                         Investment professionals:
                         (800) 621-5027
SEC                      Public Reference Section
                         Washington, D.C. 20549-1520
                         SEC.GOV
DISTRIBUTOR              Deutsche AM Distributors, Inc.
                         222 South Riverside Plaza
                         Chicago, IL 60606-5808
                         (800) 621-1148
SEC FILE NUMBER          Deutsche Value Series, Inc.
                         Deutsche CROCI (Reg. TM)( )Equity Dividend Fund
                         811-5385
                         Deutsche Value Series, Inc.
                         Deutsche Mid Cap Value Fund
                         811-5385
                         Deutsche Value Series, Inc.
                         Deutsche Small Cap Value Fund
                         811-5385




                                                   Deutsche
                                                   Asset Management [DB Logo]





(03/16/17) DVF1-1

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENTS OF ADDITIONAL INFORMATION

 

Deutsche California Tax-Free Income Fund

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI ® Equity Dividend Fund

Deutsche CROCI ® International Fund

Deutsche CROCI ® Sector Opportunities Fund

Deutsche CROCI ® U.S. Fund

Deutsche Emerging Markets Equity Fund

Deutsche Emerging Markets Frontier Fund

Deutsche Enhanced Commodity Strategy Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche European Equity Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Floating Rate Fund

Deutsche Global Growth Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche Health and Wellness Fund

Deutsche High Income Fund

Deutsche Intermediate Tax/AMT Free Fund

Deutsche Large Cap Focus Growth Fund

Deutsche Latin America Equity Fund

Deutsche Managed Municipal Bond Fund

Deutsche Massachusetts Tax Free Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund

Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund

Deutsche Multi-Asset Moderate Allocation Fund

Deutsche New York Tax-Free Income Fund

Deutsche Real Assets Fund

Deutsche Real Estate Securities Fund

Deutsche Select Alternative Allocation Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Short Duration Fund

Deutsche Short-Term Municipal Bond Fund

Deutsche Small Cap Core Fund

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche Strategic High-Yield Tax Free Fund

Deutsche U.S. Bond Index Fund

Deutsche Unconstrained Income Fund

Deutsche World Dividend Fund

 
 

Effective September 7, 2017, the following disclosure replaces existing disclosure under the “Class A NAV Sales” sub-heading under the “PURCHASE AND REDEMPTION OF SHARES” heading in Part II of each fund’s Statement of Additional Information:

(12) Employer-sponsored retirement plans that are maintained by a fund at an omnibus level or are part of retirement plans or platforms offered by banks, broker-dealers, financial advisors or insurance companies or serviced by retirement recordkeepers (each, an “Employer-Sponsored Retirement Plan”). For purposes of this sales charge waiver, the term “Employer-Sponsored Retirement Plan” includes 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans, but does not include SEP IRAs, SIMPLE IRAs, or Salary Reduction Simplified Employee Pension Plans (SARSEPs) (each, an “Employer-Sponsored IRA”);

Please Retain This Supplement for Future Reference

 

 

 

 

 

 

 

 

 

 

July 7, 2017
SAISTKR-351

 

 

 

 

SUPPLEMENT TO THE CURRENTLY EFFECTIVE STATEMENTS OF ADDITIONAL INFORMATION

 

Cash Account Trust

Deutsche Government & Agency Securities Portfolio

Deutsche Tax–Exempt Portfolio

Deutsche California Tax–Free Income Fund

Deutsche Capital Growth Fund

Deutsche Communications Fund

Deutsche Core Equity Fund

Deutsche Core Fixed Income Fund

Deutsche Core Plus Income Fund

Deutsche CROCI® Equity Dividend Fund

Deutsche CROCI® International Fund

Deutsche CROCI® Sector Opportunities Fund

Deutsche CROCI® U.S. Fund

Deutsche EAFE® Equity Index Fund

Deutsche Emerging Markets Equity Fund

Deutsche Emerging Markets Frontier Fund

Deutsche Enhanced Commodity Strategy Fund

Deutsche Enhanced Emerging Markets Fixed Income Fund

Deutsche Enhanced Global Bond Fund

Deutsche Equity 500 Index Fund

Deutsche European Equity Fund

Deutsche Fixed Income Opportunities Fund

Deutsche Floating Rate Fund

Deutsche Global Growth Fund

Deutsche Global High Income Fund

Deutsche Global Income Builder Fund

Deutsche Global Inflation Fund

Deutsche Global Infrastructure Fund

Deutsche Global Macro Fund

Deutsche Global Real Estate Securities Fund

Deutsche Global Small Cap Fund

 

Deutsche GNMA Fund

Deutsche Gold & Precious Metals Fund

Deutsche Government Cash Management Fund

Deutsche Government Cash Reserves Fund Institutional

Deutsche Government Money Market Series

Deutsche Health and Wellness Fund

Deutsche High Income Fund

Deutsche Intermediate Tax/AMT Free Fund

Deutsche Large Cap Focus Growth Fund

Deutsche Latin America Equity Fund

Deutsche Limited Maturity Quality Income Fund

Deutsche Managed Municipal Bond Fund

Deutsche Massachusetts Tax–Free Fund

Deutsche Mid Cap Growth Fund

Deutsche Mid Cap Value Fund

Deutsche MLP & Energy Infrastructure Fund

Deutsche Money Market Prime Series

Deutsche Multi-Asset Conservative Allocation Fund

Deutsche Multi-Asset Global Allocation Fund

Deutsche Multi-Asset Moderate Allocation Fund

Deutsche New York Tax–Free Income Fund

Deutsche Real Assets Fund

Deutsche Real Estate Securities Fund

Deutsche S&P 500 Index Fund

Deutsche Science and Technology Fund

Deutsche Select Alternative Allocation Fund

Deutsche Short Duration Fund

Deutsche Short–Term Municipal Bond Fund

Deutsche Small Cap Core Fund

 

Deutsche Small Cap Growth Fund

Deutsche Small Cap Value Fund

Deutsche Strategic High Yield Tax–Free Fund

Deutsche U.S. Bond Index Fund

Deutsche U.S. Multi-Factor Fund

Deutsche Ultra–Short Investment Grade Fund

Deutsche Unconstrained Income Fund

Deutsche Variable NAV Money Fund

Deutsche World Dividend Fund

Investors Cash Trust

Deutsche Treasury Portfolio

Deutsche Variable Series I:

Deutsche Bond VIP

Deutsche Capital Growth VIP

Deutsche Core Equity VIP

Deutsche Global Small Cap VIP

Deutsche CROCI® International VIP

Deutsche Variable Series II:

Deutsche Alternative Asset Allocation VIP

Deutsche CROCI® U.S. VIP

Deutsche Global Equity VIP

Deutsche Global Growth VIP

Deutsche Global Income Builder VIP

Deutsche Government & Agency Securities VIP

Deutsche Government Money Market VIP

Deutsche High Income VIP

Deutsche Small Mid Cap Growth VIP

Deutsche Small Mid Cap Value VIP

Deutsche Unconstrained Income VIP

Deutsche Investments VIT Funds:

Deutsche Equity 500 Index VIP

Deutsche Small Cap Index VIP

     
 

The following information replaces similar disclosure under the “Financial Intermediary Support Payments” section of each fund’s/portfolio’s Statement of Additional Information:

Financial Intermediary Support Payments. The Advisor, the Distributor and their affiliates have undertaken to furnish certain additional information below regarding the level of payments made by them to selected affiliated and unaffiliated brokers, dealers, participating insurance companies or other financial intermediaries (financial advisors) in connection with the sale and/or distribution of fund shares or the retention and/or servicing of investors and fund shares (revenue sharing).

The Advisor, the Distributor and/or their affiliates may pay additional compensation, out of their own assets and not as an additional charge to each fund, to financial advisors in connection with the sale and/or distribution of fund shares or the retention and/or servicing of fund investors and fund shares. Such revenue sharing payments are in addition to any distribution or service fees payable under any Rule 12b-1 or service plan of any fund, any record keeping/sub-transfer agency/networking fees payable by each fund (generally through the Distributor or an affiliate) and/or the Distributor or Advisor to certain financial advisors for performing such services and any sales charges, commissions, non-cash compensation arrangements expressly permitted under applicable rules of FINRA or other concessions described in the fee table or elsewhere in the prospectuses or the SAI as payable to all financial advisors. For example, the Advisor, the Distributor and/or their affiliates may compensate financial advisors for providing each fund with “shelf space” or access to a third party platform or fund offering list, or other marketing programs including, without limitation, inclusion of each fund on preferred or recommended sales lists, mutual fund “supermarket” platforms and other formal sales programs; granting the Distributor access

 

 

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to the financial advisor’s sales force; granting the Distributor access to the financial advisor’s conferences and meetings; assistance in training and educating the financial advisor’s personnel; and, obtaining other forms of marketing support. In addition, revenue sharing payments may consist of the Distributor’s and/or its affiliates’ payment or reimbursement of ticket charges that would otherwise be assessed by a financial advisor on an investor’s fund transactions. The level of revenue sharing payments made to financial advisors may be a fixed fee or based upon one or more of the following factors: gross sales, current assets and/or number of accounts of each fund attributable to the financial advisor, the particular fund or fund type or other measures as agreed to by the Advisor, the Distributor and/or their affiliates and the financial advisors or any combination thereof. The amount of these payments is determined at the discretion of the Advisor, the Distributor and/or their affiliates from time to time, may be substantial, and may be different for different financial advisors based on, for example, the nature of the services provided by the financial advisor.

The Advisor, the Distributor and/or their affiliates currently make revenue sharing payments from their own assets in connection with the sale and/or distribution of Deutsche fund shares, or the retention and/or servicing of investors, to financial advisors in amounts that generally range from 0.01% up to 0.52% of assets of a fund serviced and maintained by the financial advisor, 0.05% to 0.25% of sales of a fund attributable to the financial advisor, a flat fee of up to $120,000, or any combination thereof. These amounts are annual figures typically paid on a quarterly basis and are subject to change at the discretion of the Advisor, the Distributor and/or their affiliates. Receipt of, or the prospect of receiving, this additional compensation, may influence your financial advisor’s recommendation of a fund or of any particular share class of a fund. You should review your financial advisor’s compensation disclosure and/or talk to your financial advisor to obtain more information on how this compensation may have influenced your financial advisor’s recommendation of a fund.

The Advisor, the Distributor and/or their affiliates may also make such revenue sharing payments to financial advisors under the terms discussed above in connection with the distribution of both Deutsche funds and non-Deutsche funds by financial advisors to retirement plans that obtain record keeping services from ADP, Inc. or to 403(b) plans that obtain record keeping services from ExpertPlan, Inc., a subsidiary of Ascensus, Inc., on the Deutsche AM-branded retirement plan platform (the Platform). The level of revenue sharing payments is based upon sales of both the Deutsche funds and the non-Deutsche funds by the financial advisor on the Platform or current assets of both the Deutsche funds and the non-Deutsche funds serviced and maintained by the financial advisor on the Platform.

As of the date hereof, each fund has been advised that the Advisor, the Distributor and their affiliates expect that the firms listed in Part II —Appendix II-E will receive revenue sharing payments at different points during the coming year as described above. Any additions, modifications or deletions to the list of financial advisors identified below that have occurred since March 31, 2017 are not reflected. You can ask your financial advisor if it receives revenue sharing payments from the Advisor, the Distributor and/or their affiliates.

The following information replaces similar disclosure in “APPENDIX II-E - FIRMS WITH WHICH DEUTSCHE ASSET MANAGEMENT HAS REVENUE SHARING ARRANGEMENTS” of each fund’s/portfolio’s Statement of Additional Information:

Channel: Broker-Dealers and Financial Advisors; Retirement

Advisor Group
Ameriprise
AXA Advisors
Cambridge Investment Research, Inc.
Cetera Financial Group
Citigroup Global Markets, Inc.
Commonwealth Financial Network
Deutsche Bank Group
Fidelity Brokerage Services LLC/National Financial Services LLC
Goldman Sachs
HD Vest Investment Securities, Inc.
Hooker & Holcombe Retirement Services, Inc.

 

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Huntington Investment Company
John Hancock Distributors LLC
Ladenburg Thalmann (Securities America, Investacorp, Triad Advisors, KMS Financial Services, Securities Service Network)
LPL Financial
Meridien Financial Group
Merrill Lynch, Pierce, Fenner & Smith Inc.
Morgan Stanley Wealth Management
Northwestern Mutual Investment Services
Oppenheimer & Co., Inc.
PlanMember Securities Corp.
PNC Investments LLC
Raymond James & Associates
Raymond James Financial Services
RBC Dain Rauscher, Inc.
Santander Securities LLC
UBS Financial Services
Voya Financial
Wells Fargo Advisors, LLC

Channel: Cash Product Platform

Allegheny Investments LTD
Bank of America/Merrill Lynch
Barclays Capital Inc.
BMO Capital Markets
BNY Mellon
Brown Brothers Harriman
Brown Investment Advisory & Trust Company
Cadaret Grant & Co. Inc.
Chicago Mercantile Exchange
Church Greg Adams Sec. Corp.
Citibank Global Markets
Computershare Trust Company
COR Clearing LLC
Deutsche Bank Group
Fiduciary Trust Co. – International
First Southwest Company
Goldman Sachs & Co.
Institutional Cash Distributors, LLC
J.P. Morgan Clearing Corp.
J.P. Morgan Securities LLC
Lincoln Investment Planning
LPL Financial
My Treasury
Pershing Choice Platform
Raymond James & Associates
SAMCO Capital Markets
State Street Bank & Trust Company
State Street Global Markets
Sungard Institutional Brokerage Inc.
Treasury Brokerage LLC
Union Bank

 

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US Bancorp
Ultimus Fund Solutions LLC
Weston Securities Corp.
William Blair & Company

Channel: Third Party Insurance Platforms

Allstate Life Insurance Company
Allstate Life Insurance Company of New York
American Maturity Life Insurance Company
Ameritas Life Insurance Group
Annuity Investors Life Insurance Company
CM Life Insurance Company
Columbus Life Insurance Company
Companion Life Insurance Company
Connecticut General Life Insurance Company
EquiTrust Life Insurance Company
Farm Bureau Life Insurance Company
Farmers New World Life Insurance Company
Fidelity Security Life Insurance Company
First Allmerica Financial Life Insurance Company
First Great West Life and Annuity Company
Genworth Life Insurance Company of New York
Genworth Life and Annuity Insurance Company
Great West Life and Annuity Insurance Company
Hartford Life Insurance Company
ICMG Registered Variable Life
Integrity Life Insurance Company
John Hancock Life Insurance Co. – Manulife Insurance Co.
Kemper Investors Life Insurance Company
Lincoln Benefit Life Insurance Company
Lincoln Financial Distributors
Lincoln Financial Group
Lincoln Life & Annuity Company of New York
Lincoln National Life Insurance Company
Massachusetts Mutual Life Insurance Company
MetLife Group
Minnesota Life Insurance Company
National Life Insurance Company
National Integrity Life Insurance Company
Nationwide Life Insurance Company & Its Affiliates
New York Life Insurance and Annuity Corporation
Phoenix Life Insurance Company
Protective Life Insurance
Prudential Insurance Company of America
RiverSource Life Insurance Company
Security Benefit Life Insurance Company
Sun Life Insurance Company
Symetra Life Insurance Company
Transamerica Life Insurance Company
Union Central Life Insurance Company
United of Omaha Life Insurance Company

 

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United Investors Life Insurance Company
Western Southern Life Assurance Company
Zurich American Life Insurance Company of New York

Any additions, modifications or deletions to the financial advisors identified above that have occurred since the date hereof are not reflected.

Please Retain This Supplement for Future Reference

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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5

SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES AND STATEMENTS OF ADDITIONAL
                    INFORMATION OF EACH OF THE LISTED FUNDS

                                   --------

Deutsche Capital Growth Fund
Deutsche Core Fixed Income Fund
Deutsche Enhanced Emerging Markets Fixed Income Fund
Deutsche Enhanced Global Bond Fund

Deutsche Fixed Income Opportunities Fund
Deutsche Global Growth Fund
Deutsche Global Inflation Fund
Deutsche Health and Wellness Fund
Deutsche Latin America Equity Fund

Deutsche Mid Cap Growth Fund
Deutsche Mid Cap Value Fund
Deutsche Small Cap Growth Fund
Deutsche Small Cap Value Fund
Deutsche Unconstrained Income Fund




Class T shares are not available for purchase.




               Please Retain This Supplement for Future Reference




June 5, 2017
PRO_SAISTKR-339

                                                   Deutsche
                                                   Asset Management [DB Logo]






Deutsche
Asset Management




Statement of Additional Information

March 16, 2017




DEUTSCHE VALUE SERIES, INC.





Deutsche CROCI (Reg. TM) Equity Dividend Fund
CLASS/TICKER                                  A   KDHAX   T   KDHUX   C   KDHCX   R




Deutsche CROCI (Reg. TM) Equity Dividend Fund
CLASS/TICKER                                  KDHRX   R6   KDHTX   INST   KDHIX   S   KDHSX



..............................................................................








Deutsche Mid Cap Value Fund
CLASS/TICKER                 A   MIDVX     T   MIDWX     C   MIDZX     R   MIDQX     R6   MIDUX     INST   MIDIX     S   MIDTX



..............................................................................






Deutsche Small Cap Value Fund
CLASS/TICKER                   A   KDSAX     T   KDSTX     C   KDSCX     R6   KDSZX     INST   KDSIX     S   KDSSX






This combined Statement of Additional Information ("SAI") is not a prospectus
and should be read in conjunction with the prospectus for each fund dated March
16, 2017, as supplemented, a copy of which may be obtained without charge by
calling (800) 728-3337; by visiting deutschefunds.com (the Web site does not
form a part of this SAI); or from the firm from which this SAI was obtained.
This SAI is incorporated by reference into the prospectus.



Portions of the Annual Report to Shareholders of each fund are incorporated
herein by reference, and are hereby deemed to be part of this SAI. Reports to
Shareholders may also be obtained without charge by calling the number provided
in the preceding paragraph.

This SAI is divided into two Parts - Part I and Part II. Part I contains
information that is specific to each fund, while Part II contains information
that generally applies to each of the funds in the Deutsche funds.


                                                                       [DB Logo]







STATEMENT OF ADDITIONAL INFORMATION (SAI) - PART I




                                                                                           PAGE

Part I...................................................................................   I-1
  Definitions............................................................................   I-1
  Fund Organization......................................................................   I-1
  Management of Each Fund................................................................   I-2
  Sales Charges and Distribution Plan Payments...........................................   I-2
  Portfolio Transactions and Brokerage Commissions.......................................   I-2
  Investments............................................................................   I-2
  Investment Restrictions................................................................   I-3
  Taxes..................................................................................   I-5
  Independent Registered Public Accounting Firm, Reports to Shareholders and Financial      I-5
    Statements............................................................................
  Additional Information.................................................................   I-5
  Part I: Appendix I-A - Board Member Share Ownership and Control Persons................   I-6
  Part I: Appendix I-B - Board Committees and Meetings...................................  I-16
  Part I: Appendix I-C - Board Member Compensation.......................................  I-20
  Part I: Appendix I-D - Portfolio Management............................................  I-22
  Part I: Appendix I-E - Service Provider Compensation...................................  I-25
  Part I: Appendix I-F - Sales Charges...................................................  I-27
  Part I: Appendix I-G - Distribution Plan Payments......................................  I-28
  Part I: Appendix I-H - Portfolio Transactions and Brokerage Commissions................  I-29
  Part I: Appendix I-I - Investments, Practices and Techniques, and Risks................  I-31
  Part I: Appendix I-J - Additional Information..........................................  I-33
Part II..................................................................................  II-1
Detailed Part II table of contents precedes page II-1





PART I

DEFINITIONS

"1934 Act" - the Securities Exchange Act of 1934, as amended


"1940 Act" - the Investment Company Act of 1940, as amended


"Code" - the Internal Revenue Code of 1986, as amended


"SEC" - the Securities and Exchange Commission


"DIMA" or "Advisor" or "Administrator" - Deutsche Investment Management
Americas Inc., 345 Park Avenue, New York, New York 10154



"DDI" or "Distributor" - Deutsche AM Distributors, Inc., 222 South Riverside
Plaza, Chicago, Illinois 60606


"DSC" or "Transfer Agent" - Deutsche AM Service Company, 210 W. 10th Street,
Kansas City, Missouri 64105-1614



"Deutsche funds" - the US registered investment companies advised by DIMA


"Board Members" - Members of the Board of Directors of the Corporation


"Board" - Board of Directors of the Corporation


"Independent Board Members"- Board Members who are not interested persons (as
defined in the 1940 Act) of the fund, the investment advisor or the distributor



"fund" or "series" - Deutsche CROCI/ (Reg. TM)/ Equity Dividend Fund, Deutsche
Mid Cap Value Fund and/or Deutsche Small Cap Value Fund as the context may
require



"Custodian" - State Street Bank and Trust Company, State Street Financial
Center, One Lincoln Street, Boston, Massachusetts 02111


"Fund Legal Counsel" - Vedder Price P.C., 222 North LaSalle Street, Chicago,
Illinois 60601


"Trustee/Director Legal Counsel" - Ropes & Gray LLP, Prudential Tower, 800
Boylston Street, Boston, Massachusetts 02199


"Corporation" - Deutsche Value Series, Inc.

"NRSRO"- a nationally recognized statistical rating organization


"S&P" - Standard & Poor's Ratings Services, an NRSRO


"Moody's" - Moody's Investors Service, Inc., an NRSRO


"Fitch" - Fitch Ratings, an NRSRO



FUND ORGANIZATION


Deutsche CROCI/ (Reg. TM)/ Equity Dividend Fund, Deutsche Mid Cap Value Fund
and Deutsche Small Cap Value Fund are series of Deutsche Value Series, Inc.
Deutsche Value Series, Inc. was organized as a Maryland corporation in October
1987. On February 6, 2006, Scudder Value Series, Inc. was renamed DWS Value
Series, Inc. and Scudder-Dreman High Return Equity Fund, Scudder-Dreman Mid Cap
Value Fund and Scudder-Dreman Small Cap Value Fund were renamed DWS Dreman High
Return Equity Fund, DWS Dreman Mid Cap Value Fund and DWS Dreman Small Cap
Value Fund, respectively. On June 1, 2009, DWS Dreman High Return Equity Fund
was renamed DWS Strategic Value Fund, and on March 1, 2012, DWS Strategic Value
Fund was renamed DWS Equity Dividend Fund. On March 1, 2013, DWS Dreman Mid Cap
Value Fund was renamed DWS Mid Cap Value Fund and DWS Dreman Small Cap Value
Fund was renamed DWS Small Cap Value Fund. On August 11, 2014, DWS Value
Series, Inc. was renamed Deutsche Value Series, Inc. and DWS Equity Dividend
Fund, DWS Mid Cap Value Fund and DWS Small Cap Value Fund were renamed Deutsche
Equity Dividend Fund, Deutsche Mid Cap Value Fund and Deutsche Small Cap Value
Fund, respectively. On March 1, 2015, Deutsche Equity Dividend Fund was renamed
Deutsche CROCI/ (Reg. TM)/ Equity Dividend Fund. The Corporation's charter
authorizes the issuance of shares of capital stock with a par value of $0.01
per share, which capital stock has been divided into the three series named
above. Each fund may be further divided into multiple share classes, which may
bear different expenses.



The Corporation is governed by Articles of Amendment and Restatement, as may be
further amended from time to time (the "Articles of Incorporation"). The
Articles of Incorporation were approved by shareholders in 2002. Additional
information about the Corporation is set forth in PART II under "Fund
Organization."


                                      I-1


MANAGEMENT OF EACH FUND


BOARD MEMBERS AND OFFICERS' IDENTIFICATION AND BACKGROUND

The identification and background of the Board Members and officers are set
forth in PART II - APPENDIX II-A.


BOARD COMMITTEES AND COMPENSATION

Compensation paid to the Independent Board Members, for certain specified
periods is set forth in PART I - APPENDIX I-C. Information regarding the
committees of the Board, is set forth in PART I - APPENDIX I-B.


BOARD MEMBER SHARE OWNERSHIP AND CONTROL PERSONS

Information concerning the ownership of fund shares by Board Members and
officers, as a group, as well as the dollar range value of each Board Member's
share ownership in each fund and, on an aggregate basis, in all Deutsche funds
overseen, by investors who control the fund, if any, and by investors who own
5% or more of any class of fund shares, if any, is set forth in PART I -
APPENDIX I-A.


PORTFOLIO MANAGEMENT

Information regarding each fund's portfolio manager(s), including other
accounts managed, compensation, ownership of fund shares and possible conflicts
of interest, is set forth in PART I - APPENDIX I-D and PART II - APPENDIX II-B.
This section does not apply to money market funds.


SERVICE PROVIDER COMPENSATION

Compensation paid by each fund to certain of its service providers for various
services, including investment advisory, administrative, transfer agency, and,
for certain funds, fund accounting services and subadvisory services, is set
forth in PART I - APPENDIX I-E. For information regarding payments made to DDI,
see PART I - APPENDIX I-F. The service provider compensation and underwriting
and sales commission information is not applicable to new funds that have not
completed a fiscal reporting period. Fee rates for services of the above-
referenced service providers are included in PART II - APPENDIX II-C.

SALES CHARGES AND DISTRIBUTION PLAN PAYMENTS


SALES CHARGES

Sales charges paid in connection with the purchase and sale of fund shares for
the three most recent fiscal years are set forth in PART I - APPENDIX I-F. This
information is not applicable to funds/classes that do not impose sales
charges, or to new funds/classes that have not completed a fiscal reporting
period.


DISTRIBUTION PLAN PAYMENTS

Payments made by each fund for the most recent fiscal year under each fund's
Rule 12b-1 Plans are set forth in PART I - APPENDIX I-G. This information is
not applicable to funds/classes that do not incur expenses paid in connection
with Rule 12b-1 Plans, or to new funds/  classes that have not completed a
fiscal reporting period.



PORTFOLIO TRANSACTIONS AND BROKERAGE COMMISSIONS


PORTFOLIO TURNOVER

The portfolio turnover rates for the two most recent fiscal years are set forth
in PART I - APPENDIX I-H. This section does not apply to money market funds or
to new funds that have not completed a fiscal reporting period.


BROKERAGE COMMISSIONS

Total brokerage commissions paid by each fund for the three most recent fiscal
years are set forth in PART I - APPENDIX I-H. This section does not apply to
new funds that have not completed a fiscal reporting period.


Each fund's policy with respect to portfolio transactions and brokerage is set
forth under "Portfolio Transactions" in PART II of this SAI.



INVESTMENTS

INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

PART I - APPENDIX I-I includes a list of the investments, practices and
techniques, and risks which each fund may employ (or be subject to) in pursuing
its investment objective. PART II - APPENDIX II-G includes a description of
these investments, practices and techniques, and risks.


                                      I-2


INVESTMENT RESTRICTIONS

Unless otherwise stated, the policies below apply to each fund.


Except as otherwise indicated, each fund's investment objective and policies
are not fundamental and may be changed without a vote of shareholders. There
can be no assurance that each fund's investment objective will be met.


Any investment restrictions herein which involve a maximum percentage of
securities or assets shall not be considered to be violated unless an excess
over the percentage occurs immediately after, and is caused by, an acquisition
or encumbrance of securities or assets of, or borrowings by, a fund.


Each fund has elected to be classified as a diversified series of an open-end
management investment company. A diversified fund may not, with respect to 75%
of total assets, invest more than 5% of total assets in the securities of a
single issuer (other than cash and cash items, US government securities or
securities of other investment companies) or invest in more than 10% of the
outstanding voting securities of such issuer. A fund's election to be
classified as diversified under the 1940 Act may not be changed without the
vote of a majority of the outstanding voting securities (as defined herein) of
the fund.


The following fundamental policies may not be changed without the approval of a
majority of the outstanding voting securities of a fund which, under the 1940
Act and the rules thereunder and as used in this SAI, means the lesser of (1)
67% or more of the voting securities present at such meeting, if the holders of
more than 50% of the outstanding voting securities of a fund are present or
represented by proxy, or (2) more than 50% of the outstanding voting securities
of a fund.


As a matter of fundamental policy, a fund may not do any of the following:


(1)    borrow money, except as permitted under the 1940 Act, as interpreted or
       modified by regulatory authority having jurisdiction, from time to time.



(2)    issue senior securities, except as permitted under the 1940 Act, as
       interpreted or modified by regulatory authority having jurisdiction,
       from time to time.



(3)    purchase physical commodities or contracts relating to physical
       commodities.



(4)    engage in the business of underwriting securities issued by others,
       except to the extent that the fund may be deemed to be an underwriter in
       connection with the disposition of portfolio securities.


(5)    purchase or sell real estate, which term does not include securities of
       companies which deal in real estate or mortgages or investments secured
       by real estate or interests therein, except that the fund reserves
       freedom of action to hold and to sell real estate acquired as a result
       of the fund's ownership of securities.


(6)    make loans except as permitted under the 1940 Act, as interpreted or
       modified by regulatory authority having jurisdiction, from time to time.


(7)    concentrate its investments in a particular industry, as that term is
       used in the 1940 Act, as interpreted or modified by regulatory authority
       having jurisdiction, from time to time.


The following is intended to help investors better understand the meaning of a
fund's fundamental policies by briefly describing limitations, if any, imposed
by the 1940 Act. References to the 1940 Act below may encompass rules,
regulations or orders issued by the SEC and, to the extent deemed appropriate
by the fund, interpretations and guidance provided by the SEC staff. These
descriptions are intended as brief summaries of such limitations as of the date
of this SAI; they are not comprehensive and they are qualified in all cases by
reference to the 1940 Act (including any rules, regulations or orders issued by
the SEC and any relevant interpretations and guidance provided by the SEC
staff). These descriptions are subject to change based on evolving guidance by
the appropriate regulatory authority and are not part of a fund's fundamental
policies.


The 1940 Act generally permits a fund to borrow money in amounts of up to
33 1-3% of its total assets from banks for any purpose. The 1940 Act requires
that after any borrowing from a bank, a fund shall maintain an asset coverage
of at least 300% for all of the fund's borrowings, and, in the event that such
asset coverage shall at any time fall below 300%, a fund must, within three
days thereafter (not including Sundays and holidays), reduce the amount of its
borrowings to an extent that the asset coverage of all of a fund's borrowings
shall be at least 300%. In addition, a fund may borrow up to 5% of its


                                      I-3


total assets from banks or other lenders for temporary purposes (a loan is
presumed to be for temporary purposes if it is repaid within 60 days and is not
extended or renewed). For additional information, see "Borrowing" in PART II -
APPENDIX II-G.


Under the 1940 Act, a senior security does not include any promissory note or
evidence of indebtedness where such loan is for temporary purposes only and in
an amount not exceeding 5% of the value of the total assets of a fund at the
time the loan is made (a loan is presumed to be for temporary purposes if it is
repaid within 60 days and is not extended or renewed). The SEC and/or its staff
has indicated that certain investment practices may raise senior security
issues unless a fund takes appropriate steps to segregate assets against, or
cover, its obligations. A fund is permitted to engage in the investment
practices described in its prospectus and in its SAI.


For additional information regarding the fund's asset segregation practices,
see "Asset Segregation" in PART II - APPENDIX II-G.


At present, the 1940 Act does not set forth a maximum percentage of a fund's
assets that may be invested in commodities.


Under the 1940 Act, a fund generally may not lend portfolio securities
representing more than one-third of its total asset value (including the value
of collateral received for loans of portfolio securities).



The SEC staff currently interprets concentration to mean investing more than
25% of a fund's assets in a particular industry or group of industries
(excluding US government securities).



OTHER INVESTMENT POLICIES. The Board has adopted certain additional
non-fundamental policies and restrictions which are observed in the conduct of
a fund's affairs. They differ from fundamental investment policies in that they
may be changed or amended by action of the Board without requiring prior notice
to, or approval of, the shareholders.


As a matter of non-fundamental policy:


(1)    the fund may not purchase illiquid securities, including time deposits
       and repurchase agreements maturing in more than seven days, if, as a
       result, more than 15% of the fund's net assets would be invested in such
       securities.

(2)    the fund may not acquire securities of registered open-end investment
       companies or registered unit investment trusts in reliance on Sections
       12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.


(3)    the fund may not acquire securities of other investment companies,
       except as permitted by the 1940 Act and the rules, regulations and any
       applicable exemptive order issued thereunder.


(4)    the fund may not purchase warrants if, as a result, such securities,
       taken at the lower of cost or market value, would represent more than 5%
       of the value of the fund's total assets (for this purpose, warrants
       acquired in units or attached to securities will be deemed to have no
       value).


(5)    the Board has the discretion to retain the current distribution
       arrangement for the fund while investing in a master fund in a
       master-feeder structure (this policy would permit the Board, without
       shareholder approval to convert the fund to a master-feeder structure).


(6)    the fund may not purchase options, unless the aggregate premiums paid on
       all such options held by the fund at any time do not exceed 20% of its
       total assets; or sell put options, if, as a result, the aggregate value
       of the obligations underlying such put options would exceed 50% of its
       total assets.


(7)    the fund will not sell put options if, as a result, more than 50% of the
       fund's total assets would be required to be segregated to cover its
       potential obligations under such put options other than those with
       respect to futures and options thereon.


(8)    the fund may engage in currency transactions primarily in order to
       hedge, or manage the risk of the value of portfolio holdings denominated
       in particular currencies against fluctuations in relative value.


(9)    the fund generally will not enter into a transaction to hedge currency
       exposure to an extent greater, after netting all transactions intended
       wholly or partially to offset other transactions, than the aggregate
       market value (at the time of entering into the transaction) of the
       securities held in its portfolio that are denominated or generally
       quoted in or currently convertible into such currency, other than with
       respect to proxy hedging or cross hedging.


                                      I-4


(10)   to the extent the fund engages in proxy hedging, the amount of the
       commitment or option would not exceed the value of the fund's securities
       denominated in correlated currencies.


(11)   the fund will not sell interest rate caps or floors where it does not
       own securities or other instruments providing the income stream the fund
       may be obligated to pay.


For purposes of non-fundamental policy (1), and for so long as it remains a
position of the SEC, fixed time deposits maturing in more than seven days that
cannot be traded on a secondary market and participation interests in loans
will be treated as illiquid. Restricted securities (including commercial paper
issued pursuant to Section 4(2) of the Securities Act of 1933) that the Board
has determined to be readily marketable will not be deemed to be illiquid for
purposes of non-fundamental policy (1).



TAXES

Important information concerning the tax consequences of an investment in each
fund is contained in PART II - APPENDIX II-H.



INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, REPORTS TO SHAREHOLDERS AND
FINANCIAL STATEMENTS

The financial highlights of each fund included in its prospectus and financial
statements incorporated by reference into this SAI have been so included or
incorporated by reference in reliance on the report of Ernst & Young LLP, 200
Clarendon Street, Boston, MA 02116. Ernst & Young LLP is an independent
registered public accounting firm. The report is given on the authority of said
firm as experts in auditing and accounting. The independent registered public
accounting firm audits the financial statements of each fund and provides other
audit, tax and related services. Shareholders will receive annual audited
financial statements and semi-annual unaudited financial statements.



The financial statements, together with the report of the Independent
Registered Public Accounting Firm, financial highlights and notes to financial
statements in the Annual Report to the Shareholders of each fund, dated
November 30, 2016, are incorporated herein by reference and are hereby deemed
to be a part of this combined SAI.


ADDITIONAL INFORMATION

For information on CUSIP numbers and fund fiscal year end information, see PART
I - APPENDIX I-J.


                                      I-5


PART I: APPENDIX I-A - BOARD MEMBER SHARE OWNERSHIP AND CONTROL PERSONS


BOARD MEMBER SHARE OWNERSHIP IN EACH FUND


The following tables show the dollar range of equity securities beneficially
owned by each Board Member in each fund and in Deutsche funds as of December
31, 2016.



DOLLAR RANGE OF BENEFICIAL OWNERSHIP/(1)/





                            DEUTSCHE CROCI (Reg. TM)     DEUTSCHE MID CAP VALUE     DEUTSCHE SMALL CAP
BOARD MEMBER                  EQUITY DIVIDEND FUND                FUND                  VALUE FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine                   None                        None                     None
Henry P. Becton, Jr.                 None                        None               $10,001 - $50,000
Dawn-Marie Driscoll                  None                  $10,001 - $50,000              None
Keith R. Fox                         None                        None                     None
Paul K. Freeman                $10,001 - $50,000                 None                     None
Kenneth C. Froewiss                  None                  $10,001 - $50,000              None
Richard J. Herring                   None                        None                     None
William McClayton                    None                        None                     None
Rebecca W. Rimel                     None                        None                 $1 - $10,000
William N. Searcy, Jr.               None                        None                     None
Jean Gleason Stromberg               None                        None                     None




AGGREGATE DOLLAR RANGE OF BENEFICIAL OWNERSHIP/(1)/





                             FUNDS OVERSEEN BY
                            BOARD MEMBER IN THE
                              DEUTSCHE FUNDS

INDEPENDENT BOARD MEMBER:
John W. Ballantine            Over $100,000
Henry P. Becton, Jr.          Over $100,000
Dawn-Marie Driscoll           Over $100,000
Keith R. Fox                  Over $100,000
Paul K. Freeman               Over $100,000
Kenneth C. Froewiss           Over $100,000
Richard J. Herring            Over $100,000
William McClayton             Over $100,000
Rebecca W. Rimel              Over $100,000
William N. Searcy, Jr.        Over $100,000
Jean Gleason Stromberg        Over $100,000





(1)   The dollar ranges are: None, $1 - $10,000, $10,001 - $50,000, $50,001 -
$100,000, or over $100,000.



OWNERSHIP IN SECURITIES OF THE ADVISOR AND RELATED COMPANIES


As reported to each fund, the information in the table below reflects ownership
by the Independent Board Members and their immediate family members of certain
securities as of December 31, 2016. An immediate family member can be a spouse,
children residing in the same household, including step and adoptive children,
and any dependents.



                                      I-6


The securities represent ownership in the Advisor or Distributor and any
persons (other than a registered investment company) directly or indirectly
controlling, controlled by, or under common control with the Advisor or
Distributor (including Deutsche Bank AG).





                               OWNER AND                                     VALUE OF           PERCENT OF
INDEPENDENT                 RELATIONSHIP TO                 TITLE OF     SECURITIES ON AN       CLASS ON AN
BOARD MEMBER                  BOARD MEMBER      COMPANY       CLASS       AGGREGATE BASIS     AGGREGATE BASIS

John W. Ballantine                               None
Henry P. Becton, Jr.                             None
Dawn-Marie Driscoll                              None
Keith R. Fox                                     None
Paul K. Freeman                                  None
Kenneth C. Froewiss                              None
Richard J. Herring                               None
William McClayton                                None
Rebecca W. Rimel                                 None
William N. Searcy, Jr.                           None
Jean Gleason Stromberg                           None





As of February 23, 2017, all Board Members and officers owned, as a group, less
than 1% of the outstanding shares of a fund.



25% OR GREATER OWNERSHIP


No investor beneficially owned 25% or more of a fund's shares as of February
23, 2017. Shareholders who beneficially own 25% or more of a fund's shares may
have a significant impact on any shareholder vote of the fund.



5% OR GREATER OWNERSHIP OF SHARE CLASSES


The following table identifies those investors who owned 5% or more of a fund
share class as of February 23, 2017. All holdings are of record, unless
otherwise indicated.



DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND





NAME AND ADDRESS OF INVESTOR                 SHARES          CLASS     PERCENTAGE

NATIONAL FINANCIAL SERVICES LLC            1,499,003.485      A           8.80%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
FIRST CLEARING LLC                         1,478,759.707      A           8.69%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
PERSHING LLC                               1,364,306.485      A           8.01%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001



                                       I-7






NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

FIRST CLEARING LLC                         365,089.374          C               13.66%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
MLPF&S FOR THE SOLE BENEFIT OF             297,998.661          C               11.15%
ITS CUSTOMERS
ATTN FUND ADMINISTRATION
SEC #XXXXX
4800 DEER LAKE DR EAST 2RD FL
JACKSONVILLE FL 32246-6484
PERSHING LLC                               252,358.004          C                9.44%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
MORGAN STANLEY SMITH BARNEY                226,881.009          C                8.49%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
RAYMOND JAMES                              213,250.904          C                7.98%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100
NATIONAL FINANCIAL SERVICES LLC            212,544.770          C                7.95%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
LPL FINANCIAL                              156,940.744          C                5.87%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
UBS WM USA                                 143,023.403          C                5.35%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761
FIRST CLEARING LLC                         280,712.697    Institutional         42.74%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
NATIONAL FINANCIAL SERVICES LLC            129,408.186    Institutional         19.70%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995



                                       I-8






NAME AND ADDRESS OF INVESTOR              SHARES             CLASS         PERCENTAGE

MLPF&S FOR THE SOLE BENEFIT OF           101,508.798    Institutional         15.45%
ITS CUSTOMERS
ATTN FUND ADM (XXXXX)
4800 DEER LAKE DR E FL 2
JACKSONVILLE FL 32246-6484
RAYMOND JAMES                             52,354.996    Institutional          7.97%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100
RELIANCE TRUST COMPANY CUST               15,556.034          R               31.36%
FBO MASSMUTUAL OMNIBUS PLL/SMF
PO BOX 48529
ATLANTA GA 30362-1529
HARTFORD LIFE INSURANCE                    8,730.766          R               17.60%
COMPANY SEPARATE ACCOUNT
PO BOX 2999
HARTFORD CT 06104-2999
WTRISC                                     4,735.008          R                9.55%
FBO ABINGTON HEMATOLOGY ONCOLOGY
ASSOCIATES INC PSP
35 IRON POINT CIRCLE
SUITE 300
ASCENSUS TR CO FBO                         4,212.864          R                8.49%
LEARSI & CO, INC 401K XXXXXX
PO BOX 10758
FARGO ND 58106-0758
ASCENSUS TRUST COMPANY FBO                 3,315.169          R                6.68%
HARRY KELLEHER & CO INC 401K P
PO BOX 10758
FARGO ND 58106-0758
DEUTSCHE AM TRUST COMPANY                  2,863.503          R                5.77%
FBO FAY & QUARTERMAINE MACHINING
401(K) PLAN
ATTN ASSET RECON DEPT# XXXXXX
PO BOX 1757
SALEM NH 03079-1143
UBS WM USA                                 3,007.948          R6              93.24%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761
DEUTSCHE INVESTMENT MANAGEMENT               217.985          R6               6.76%
AMERICAS
ATTN NANCY TANZIL CONTROLLING
60 WALL STREET 22ND FLOOR
MAILSTOP NYC60-2255
NEW YORK NY 10005-2836



                                       I-9






NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

UBS WM USA                                 239,979.922      S           27.11%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761
NATIONAL FINANCIAL SERVICES LLC            116,976.097      S           13.21%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
MORGAN STANLEY SMITH BARNEY                 83,690.350      S            9.45%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
LPL FINANCIAL                               77,271.011      S            8.73%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968





DEUTSCHE MID CAP VALUE FUND






NAME AND ADDRESS OF INVESTOR                 SHARES          CLASS     PERCENTAGE

AMERICAN ENTERPRISE INVESTMENT SVC         1,212,707.527      A           24.13%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
PERSHING LLC                                 670,051.206      A           13.33%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
RAYMOND JAMES                                525,856.211      A           10.46%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100
NATIONAL FINANCIAL SERVICES LLC              321,556.918      A            6.40%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
FIRST CLEARING LLC                           282,230.954      A            5.61%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
MLPF&S FOR THE SOLE BENEFIT OF               263,574.904      A            5.24%
ITS CUSTOMERS
ATTN FUND ADM XXXXX
4800 DEER LAKE DR E FL 2
JACKSONVILLE FL 32246-6484



                                      I-10






NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

PERSHING LLC                               198,271.384          C               12.69%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
FIRST CLEARING LLC                         177,033.391          C               11.33%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
MORGAN STANLEY SMITH BARNEY                174,148.597          C               11.15%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
AMERICAN ENTERPRISE INVESTMENT SVC         137,093.814          C                8.78%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
MLPF&S FOR THE SOLE BENEFIT OF             128,816.175          C                8.25%
ITS CUSTOMERS
ATTN FUND ADMINISTRATION XXXXX
4800 DEER LAKE DR EAST 2RD FL
JACKSONVILLE FL 32246-6484
LPL FINANCIAL                              117,293.558          C                7.51%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
NATIONAL FINANCIAL SERVICES LLC            107,566.666          C                6.89%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
RAYMOND JAMES                               97,537.863          C                6.24%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100
CHARLES SCHWAB & CO INC                     86,547.312          C                5.54%
SPECIAL CUSTODY ACCT FBO CUSTOMERS
ATTN MUTUAL FUNDS
101 MONTGOMERY STREET
SAN FRANCISCO CA 94104-4151
FIRST CLEARING LLC                         801,904.874    Institutional         42.52%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
PERSHING LLC                               599,463.856    Institutional         31.79%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001



                                      I-11






NAME AND ADDRESS OF INVESTOR                 SHARES             CLASS         PERCENTAGE

DEUTSCHE AM TRUST COMPANY TTEE              182,702.793    Institutional         9.69%
ROCKLAND TRUST CO EMPLOYEE
SAVINGS& P/S PLAN
ATTN: ASSET RECON
P.O. BOX 1757
SALEM NH 03079-1143
NATIONAL FINANCIAL SERVICES LLC             132,419.672    Institutional         7.02%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
SAMMONS FINANCIAL NETWORK LLC             1,133,844.589          R              66.83%
4546 CORPORATE DR STE 100
WEST DES MOINES IA 50266-5911
VOYA INSTITUTIONAL TRUST CO                 513,759.008          R              30.28%
1 ORANGE WAY
WINDSOR CT 06095-4773
VOYA RETIREMENT INSURANCE AND                16,855.658          R6             21.39%
ANNUITY CO
PO BOX 990065
HARTFORD CT 06199-0065
ASCENSUS TR CO FBO                           13,889.166          R6             17.63%
LAW FORUM LLC XXXXXX
PO BOX 10758
FARGO ND 58106-0758
NATIONAL FINANCIAL SERVICES LLC              13,403.509          R6             17.01%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
ASCENSUS TR CO FBO                           12,954.302          R6             16.44%
JONES & COMPANY, INC 401(K) PL
PO BOX 10758
FARGO ND 58106-0758
STATE STREET BANK & TR TTEE                   8,257.924          R6             10.48%
AND/OR CUST
FBO ADP ACCESS PRODUCT
1 LINCOLN ST
BOSTON MA 02111-2901
NATIONAL FINANCIAL SERVICES LLC             965,555.146          S              10.26%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995



                                      I-12






NAME AND ADDRESS OF INVESTOR          SHARES         CLASS     PERCENTAGE

CHARLES SCHWAB & CO INC              774,985.101      S           8.23%
REINVEST ACCOUNT
ATTN MUTUAL FUND DEPT
101 MONTGOMERY ST
SAN FRANCISCO CA 94104-4151
PERSHING LLC                         599,931.754      S           6.37%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
LPL FINANCIAL                        500,628.630      S           5.32%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968




DEUTSCHE SMALL CAP VALUE FUND





NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

PERSHING LLC                               863,548.915      A           8.25%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001
FIRST CLEARING LLC                         710,199.150      A           6.78%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
NATIONAL FINANCIAL SERVICES LLC            708,085.598      A           6.76%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
MORGAN STANLEY SMITH BARNEY                691,117.599      A           6.60%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
AMERICAN ENTERPRISE INVESTMENT SVC         566,028.503      A           5.41%
707 2ND AVE S
MINNEAPOLIS MN 55402-2405
MLPF&S FOR THE SOLE BENEFIT OF             310,439.668      C          12.70%
ITS CUSTOMERS
ATTN FUND ADMINISTRATION XXXXXX
4800 DEER LAKE DR EAST 2ND FL
JACKSONVILLE FL 32246-6484
FIRST CLEARING LLC                         307,265.965      C          12.57%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
PERSHING LLC                               280,026.406      C          11.45%
1 PERSHING PLZ
JERSEY CITY NJ 07399-0001



                                      I-13






NAME AND ADDRESS OF INVESTOR                SHARES             CLASS         PERCENTAGE

LPL FINANCIAL                              194,158.426          C               7.94%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
NATIONAL FINANCIAL SERVICES LLC            189,256.995          C               7.74%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
MORGAN STANLEY SMITH BARNEY                175,657.197          C               7.18%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
RAYMOND JAMES                              136,575.568          C               5.59%
OMNIBUS FOR MUTUAL FUNDS
HOUSE ACCT FIRM XXXXXXXX
ATTN COURTNEY WALLER
880 CARILLON PARKWAY
ST PETERSBURG FL 33716-1100
FIRST CLEARING LLC                         519,662.344    Institutional        51.71%
SPECIAL CUSTODY ACCT FOR THE
EXCLUSIVE BENEFIT OF CUSTOMER
2801 MARKET ST
ST LOUIS MO 63103-2523
MLPF&S FOR THE SOLE BENEFIT OF             145,104.180    Institutional        14.44%
ITS CUSTOMERS
ATTN FUND ADM (XXXXX)
4800 DEER LAKE DR E FL 2
JACKSONVILLE FL 32246-6484
LPL FINANCIAL                               65,702.299    Institutional         6.54%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
UBS WM USA                                   1,446.124          R6             47.21%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761
PAI TR CO INC                                1,183.811          R6             38.65%
JJS CONSULTING ASSOC , INC 401K
1300 ENTERPRISE DR
DE PERE WI 54115-4934
DEUTSCHE INVESTMENT MANAGEMENT                 432.006          R6             14.10%
AMERICAS INC
ATTN NANCY TANZIL CONTROLLING
60 WALL STREET 22ND FLOOR
MAILSTOP NYC60-2255
NEW YORK NY 10005-2836



                                      I-14






NAME AND ADDRESS OF INVESTOR                SHARES         CLASS     PERCENTAGE

MORGAN STANLEY SMITH BARNEY                775,119.510      S           35.70%
HARBORSIDE FINANCIAL CENTER
PLAZA II 3RD FLOOR
JERSEY CITY NJ 07311
UBS WM USA                                 404,890.624      S           18.65%
OMNI ACCOUNT M/F
SPEC CDY A/C EXCL BEN CUST UBSFSI
1000 HARBOR BLVD
WEEHAWKEN NJ 07086-6761
NATIONAL FINANCIAL SERVICES LLC            243,402.979      S           11.21%
FOR EXCLUSIVE BENE OF OUR CUSTOMERS
ATTN MUTUAL FUNDS DEPT - 4TH FL
499 WASHINGTON BLVD
JERSEY CITY NJ 07310-1995
LPL FINANCIAL                              133,358.078      S            6.14%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968





                                      I-15


PART I: APPENDIX I-B - BOARD COMMITTEES AND MEETINGS


INFORMATION CONCERNING COMMITTEES AND MEETINGS OF THE BOARD


The Board oversees the operations of the Deutsche funds and meets periodically
to oversee fund activities, and to review fund performance and contractual
arrangements with fund service providers. The Board met 6 times during the most
recently completed calendar year.



BOARD LEADERSHIP STRUCTURE

A fund's Board is responsible for the general oversight of a fund's affairs and
for assuring that the fund is managed in the best interests of its
shareholders. The Board regularly reviews a fund's investment performance as
well as the quality of other services provided to a fund and its shareholders
by DIMA and its affiliates, including administration and shareholder servicing.
At least annually, the Board reviews and evaluates the fees and operating
expenses paid by a fund for these services and negotiates changes that it deems
appropriate. In carrying out these responsibilities, the Board is assisted by a
fund's auditors, independent counsel and other experts as appropriate, selected
by and responsible to the Board.


Independent Board Members are not considered "interested persons" (as defined
in the 1940 Act) of the fund or its investment adviser. These Independent Board
Members must vote separately to approve all financial arrangements and other
agreements with a fund's investment adviser and other affiliated parties. The
role of the Independent Board Members has been characterized as that of a
"watchdog" charged with oversight to protect shareholders' interests against
overreaching and abuse by those who are in a position to control or influence a
fund. A fund's Independent Board Members meet regularly as a group in executive
session without representatives of the investment adviser present. An
Independent Board Member currently serves as chairman of the Board.


Taking into account the number, the diversity and the complexity of the funds
overseen by the Board Members and the aggregate amount of assets under
management in the Deutsche funds, the Board has determined that the efficient
conduct of its affairs makes it desirable to delegate responsibility for
certain specific matters to committees of the Board. These committees, which
are described in more detail below, review and evaluate matters specified in
their charters and/or enabling resolutions, and take actions on those matters
and/or make recommendations to the Board as appropriate. Each committee may
utilize the resources of a fund's counsel and auditors as well as other
experts. The committees meet as often as necessary, either in conjunction with
regular meetings of the Board or otherwise. The membership and chair of each
committee are appointed by the Board upon recommendation of the Nominating and
Governance Committee. The membership and chair of each committee consists
exclusively of Independent Board Members.


The Board has determined that this committee structure also allows the Board to
focus more effectively on the oversight of risk as part of its broader
oversight of the fund's affairs. While risk management is the primary
responsibility of a fund's investment adviser, the Board regularly receives
reports regarding investment risks and compliance risks. The Board's committee
structure allows separate committees to focus on different aspects of these
risks and their potential impact on some or all of the Deutsche funds and to
discuss with the fund's investment adviser and administrator how it monitors
and controls such risks.


                                      I-16


BOARD COMMITTEES. The Board has established the following standing committees:
Audit Committee and Valuation Sub-Committee, Nominating and Governance
Committee, Contract Committee, Investment Oversight Committee, Operations
Committee and Dividend Committee.





                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                             CURRENT MEMBERS

AUDIT COMMITTEE             8         Assists the Board in fulfilling its responsibility    Paul K. Freeman (Chair),
                                      for oversight of (1) the integrity of the financial   William McClayton (Vice
                                      statements, (2) the fund's accounting and             Chair), John W. Ballantine,
                                      financial reporting policies and procedures, (3)      Henry P. Becton, Jr. and
                                      the fund's compliance with legal and regulatory       Richard J. Herring
                                      requirements related to accounting and
                                      financial reporting, (4) valuation of fund assets
                                      and securities and (5) the qualifications,
                                      independence and performance of the
                                      independent registered public accounting firm
                                      for the fund. Oversees the valuation of the
                                      fund's securities and other assets and
                                      determines, as needed, the fair value of fund
                                      securities or other assets under certain
                                      circumstances as described in the fund's
                                      Valuation Procedures. The Audit Committee
                                      has appointed a Valuation Sub-Committee,
                                      which may make determinations of fair value
                                      required when the Audit Committee is not in
                                      session. The current members of the fund's
                                      Valuation Sub-Committee are Paul K. Freeman,
                                      Richard J. Herring, John W. Ballantine
                                      (Alternate), Henry P. Becton, Jr. (Alternate) and
                                      William McClayton (Alternate). The Audit
                                      Committee also approves and recommends to
                                      the Board the appointment, retention or
                                      termination of the independent registered
                                      public accounting firm for the fund, reviews the
                                      scope of audit and internal controls, considers
                                      and reports to the Board on matters relating to
                                      the fund's accounting and financial reporting
                                      practices, and performs such other tasks as
                                      the full Board deems necessary or appropriate.



                                      I-17






                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                            CURRENT MEMBERS

NOMINATING AND              5         Recommends individuals for membership on             Rebecca W. Rimel (Chair),
GOVERNANCE                            the Board, nominates officers, Board and             Henry P. Becton, Jr. (Vice
COMMITTEE                             committee chairs, vice chairs and committee          Chair), Kenneth C. Froewiss
                                      members, and oversees the operations of the          and William McClayton
                                      Board. The Nominating and Governance
                                      Committee has not established specific,
                                      minimum qualifications that must be met by an
                                      individual to be considered by the Nominating
                                      and Governance Committee for nomination as
                                      a Board Member. The Nominating and
                                      Governance Committee may take into account
                                      a wide variety of factors in considering Board
                                      Member candidates, including, but not limited
                                      to: (i) availability and commitment of a
                                      candidate to attend meetings and perform his
                                      or her responsibilities to the Board, (ii) relevant
                                      industry and related experience, (iii)
                                      educational background, (iv) financial expertise,
                                      (v) an assessment of the candidate's ability,
                                      judgment and expertise, and (vi) the current
                                      composition of the Board. The Committee
                                      generally believes that the Board benefits from
                                      diversity of background, experience and views
                                      among its members, and considers this as a
                                      factor in evaluating the composition of the
                                      Board, but has not adopted any specific policy
                                      in this regard. The Nominating and Governance
                                      Committee reviews recommendations by
                                      shareholders for candidates for Board positions
                                      on the same basis as candidates
                                      recommended by other sources. Shareholders
                                      may recommend candidates for Board
                                      positions by forwarding their correspondence
                                      by US mail or courier service to Keith R. Fox,
                                      Deutsche Funds Board Chair, c/o Thomas R.
                                      Hiller, Ropes & Gray LLP, Prudential Tower, 800
                                      Boylston Street, Boston, MA 02199-3600.
CONTRACT                    6         Reviews at least annually, (a) the fund's            John W. Ballantine (Chair),
COMMITTEE                             financial arrangements with DIMA and its             Dawn-Marie Driscoll (Vice
                                      affiliates, and (b) the fund's expense ratios.       Chair), Paul K. Freeman,
                                                                                           Richard J. Herring, William
                                                                                           N. Searcy, Jr. and Jean
                                                                                           Gleason Stromberg
INVESTMENT                  5         Reviews the investment operations of the             William McClayton (Chair),
OVERSIGHT                             funds.                                               Richard J. Herring (Vice
COMMITTEE                                                                                  Chair), John W. Ballantine,
                                                                                           Henry P. Becton, Jr., Dawn-
                                                                                           Marie Driscoll, Paul K.
                                                                                           Freeman, Kenneth C.
                                                                                           Froewiss, Rebecca W.
                                                                                           Rimel, William N. Searcy, Jr.
                                                                                           and Jean Gleason
                                                                                           Stromberg



                                      I-18






                        NUMBER OF
                     MEETINGS IN LAST
NAME OF COMMITTEE     CALENDAR YEAR   FUNCTIONS                                          CURRENT MEMBERS

OPERATIONS                  5         Reviews the administrative operations and          William N. Searcy, Jr.
COMMITTEE                             general compliance matters of the fund.            (Chair), Kenneth C. Froewiss
                                      Reviews administrative matters related to the      (Vice Chair), Dawn-Marie
                                      operations of the fund, policies and procedures    Driscoll, Rebecca W. Rimel
                                      relating to portfolio transactions, custody        and Jean Gleason
                                      arrangements, fidelity bond and insurance          Stromberg
                                      arrangements and such other tasks as the full
                                      Board deems necessary or appropriate.
DIVIDEND                    0         Authorizes dividends and other distributions for   Keith R. Fox, Kenneth C.
COMMITTEE                             those funds that are organized as series of a      Froewiss, John W.
                                      Maryland corporation. Committee meets on an        Ballantine (Alternate), Henry
                                      as-needed basis. The Committee applies only        P. Becton, Jr. (Alternate),
                                      to the following corporations: Deutsche Global/    Dawn-Marie Driscoll
                                      International Fund, Inc., Deutsche Global High     (Alternate), Paul K. Freeman
                                      Income Fund, Inc., Deutsche International          (Alternate), Richard J.
                                      Fund, Inc., Deutsche High Income                   Herring (Alternate), William
                                      Opportunities Fund, Inc. and Deutsche Value        McClayton (Alternate),
                                      Series, Inc.                                       Rebecca W. Rimel
                                                                                         (Alternate), William N.
                                                                                         Searcy, Jr. (Alternate) and
                                                                                         Jean Gleason Stromberg
                                                                                         (Alternate)




AD HOC COMMITTEES. In addition to the standing committees described above, from
time to time the Board may also form ad hoc committees to consider specific
issues.





                                      I-19


PART I: APPENDIX I-C - BOARD MEMBER COMPENSATION

Each Independent Board Member receives compensation from each fund for his or
her services, which includes retainer fees and specified amounts for various
committee services and for the Board Chairperson and Vice Chairperson. No
additional compensation is paid to any Independent Board Member for travel time
to meetings, attendance at directors' educational seminars or conferences,
service on industry or association committees, participation as speakers at
directors' conferences or service on special fund industry director task forces
or subcommittees. Independent Board Members do not receive any employee
benefits such as pension or retirement benefits or health insurance from a fund
or any fund in the Deutsche fund complex.



Board Members who are officers, directors, employees or stockholders of
Deutsche Asset Management or its affiliates receive no direct compensation from
the fund, although they are compensated as employees of Deutsche Asset
Management, or its affiliates, and as a result may be deemed to participate in
fees paid by a fund. The following tables show, for each Independent Board
Member, compensation from each fund during its most recently completed fiscal
year, and aggregate compensation from all of the funds in the Deutsche fund
complex during calendar year 2016.



AGGREGATE COMPENSATION FROM EACH FUND





                            DEUTSCHE CROCI (Reg. TM)     DEUTSCHE MID CAP VALUE     DEUTSCHE SMALL CAP
BOARD MEMBER                  EQUITY DIVIDEND FUND                FUND                  VALUE FUND

INDEPENDENT BOARD MEMBER:
John W. Ballantine         $3,498                       $1,239                     $2,260
Henry P. Becton, Jr.       $3,200                       $1,144                     $2,073
Dawn-Marie Driscoll        $3,498                       $1,239                     $2,260
Keith R. Fox               $3,498                       $1,239                     $2,260
Paul K. Freeman            $3,498                       $1,239                     $2,260
Kenneth C. Froewiss        $4,394                       $1,524                     $2,820
Richard J. Herring         $3,200                       $1,144                     $2,073
William McClayton          $3,379                       $1,201                     $2,185
Rebecca W. Rimel           $3,498                       $1,239                     $2,260
William N. Searcy, Jr.     $3,200                       $1,144                     $2,073
Jean Gleason Stromberg     $3,200                       $1,144                     $2,073





                                      I-20


TOTAL COMPENSATION FROM DEUTSCHE FUND COMPLEX





                                  TOTAL COMPENSATION
                                  FROM EACH FUND AND
BOARD MEMBER                  DEUTSCHE FUND COMPLEX/(1)/

INDEPENDENT BOARD MEMBER:
John W. Ballantine/(4)/      $300,000
Henry P. Becton, Jr.         $275,000
Dawn-Marie Driscoll/(4)/     $300,000
Keith R. Fox/(4)/            $300,000
Paul K. Freeman/(4)/         $300,000
Kenneth C. Froewiss/(2)/     $375,000
Richard J. Herring           $275,000
William McClayton/(3)/       $290,000
Rebecca W. Rimel/(4)/        $300,000
William N. Searcy, Jr.       $275,000
Jean Gleason Stromberg       $275,000





(1)   For each Independent Board Member total compensation from the Deutsche
      fund complex represents compensation from 98 funds as of December 31,
      2016.


(2)   Includes  $100,000  in  annual  retainer  fees received by Mr. Froewiss as
      Chairperson of Deutsche funds.

(3)   Includes $15,000 in annual retainer fees received by Mr. McClayton as Vice
      Chairperson of Deutsche funds.


(4)   Includes  $25,000  in annual retainer fees for serving as Chairperson of a
      Board committee.


                                      I-21


PART I: APPENDIX I-D - PORTFOLIO MANAGEMENT


FUND OWNERSHIP OF PORTFOLIO MANAGERS

The following table shows the dollar range of shares owned beneficially and of
record by the portfolio management team for each fund as well as in all
Deutsche funds as a group, including investments by their immediate family
members sharing the same household and amounts invested through retirement and
deferred compensation plans. This information is provided as of each fund's
most recent fiscal year end.


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND




                                DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER      FUND SHARES OWNED          FUND SHARES OWNED

Di Kumble                     $0                         $50,001 - $100,000




DEUTSCHE MID CAP VALUE FUND






                                 DOLLAR RANGE OF      DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER       FUND SHARES OWNED          FUND SHARES OWNED

Richard Hanlon                $0                     $0
Mary Schafer Mahrer           $50,001 - $100,000          $100,001 - $500,000




DEUTSCHE SMALL CAP VALUE FUND





                                 DOLLAR RANGE OF       DOLLAR RANGE OF ALL DEUTSCHE
NAME OF PORTFOLIO MANAGER       FUND SHARES OWNED           FUND SHARES OWNED

Richard Hanlon                $0                      $0
Mary Schafer Mahrer           $100,001 - $500,000          $100,001 - $500,000




CONFLICTS OF INTEREST



In addition to managing the assets of each fund, a portfolio manager may have
responsibility for managing other client accounts. The tables below show, per
portfolio manager, the number and asset size of: (1) SEC registered investment
companies (or series thereof) other than each fund, (2) pooled investment
vehicles that are not registered investment companies and (3) other accounts
(e.g., accounts managed for individuals or organizations) managed by a
portfolio manager. Total assets attributed to a portfolio manager in the tables
below include total assets of each account managed, although a portfolio
manager may only manage a portion of such account's assets. For a fund
subadvised by subadvisors unaffiliated with the Advisor, total assets of funds
managed may only include assets allocated to the portfolio manager and not the
total assets of a fund managed. The tables also show the number of
performance-based fee accounts, as well as the total assets of the accounts for
which the advisory fee is based on the performance of the account. This
information is provided as of each fund's most recent fiscal year end.



DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                        NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                       REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER       COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Di Kumble                  9          $6,141,159,762               0                     $0





                                      I-22



DEUTSCHE MID CAP VALUE FUND



OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                          NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                         REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                  INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER         COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Richard Hanlon               2            $573,005,950               0                     $0
Mary Schafer Mahrer          2            $573,005,950               0                     $0




DEUTSCHE SMALL CAP VALUE FUND


OTHER SEC REGISTERED INVESTMENT COMPANIES MANAGED:





                          NUMBER OF     TOTAL ASSETS OF     NUMBER OF INVESTMENT
                         REGISTERED        REGISTERED         COMPANY ACCOUNTS       TOTAL ASSETS OF
NAME OF                  INVESTMENT        INVESTMENT        WITH PERFORMANCE-      PERFORMANCE-BASED
PORTFOLIO MANAGER         COMPANIES        COMPANIES             BASED FEE            FEE ACCOUNTS

Richard Hanlon               2            $513,211,442               0                     $0
Mary Schafer Mahrer          2            $513,211,442               0                     $0




DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                             NUMBER OF POOLED
                        NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                         POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER       VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Di Kumble                  0                  $0                    0                    $0





DEUTSCHE MID CAP VALUE FUND



OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                               NUMBER OF POOLED
                          NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                           POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                  INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER         VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Richard Hanlon               0                  $0                    0                    $0
Mary Schafer Mahrer          0                  $0                    0                    $0





                                      I-23


DEUTSCHE SMALL CAP VALUE FUND


OTHER POOLED INVESTMENT VEHICLES MANAGED:





                                                               NUMBER OF POOLED
                          NUMBER OF                           INVESTMENT VEHICLE     TOTAL ASSETS OF
                           POOLED        TOTAL ASSETS OF         ACCOUNTS WITH        PERFORMANCE-
NAME OF                  INVESTMENT     POOLED INVESTMENT        PERFORMANCE-           BASED FEE
PORTFOLIO MANAGER         VEHICLES           VEHICLES              BASED FEE            ACCOUNTS

Richard Hanlon               0                  $0                    0                    $0
Mary Schafer Mahrer          0                  $0                    0                    $0




DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND


OTHER ACCOUNTS MANAGED:





                                                              NUMBER OF OTHER     TOTAL ASSETS OF
                                            TOTAL ASSETS       ACCOUNTS WITH       PERFORMANCE-
NAME OF                   NUMBER OF           OF OTHER          PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER      OTHER ACCOUNTS         ACCOUNTS           BASED FEE           ACCOUNTS

Di Kumble                   20            $4,681,287,881            0                   $0





DEUTSCHE MID CAP VALUE FUND



OTHER ACCOUNTS MANAGED:





                                                             NUMBER OF OTHER     TOTAL ASSETS OF
                                            TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                     NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER        OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Richard Hanlon                 0                 $0                0                   $0
Mary Schafer Mahrer            0                 $0                0                   $0




DEUTSCHE SMALL CAP VALUE FUND


OTHER ACCOUNTS MANAGED:





                                                             NUMBER OF OTHER     TOTAL ASSETS OF
                                            TOTAL ASSETS      ACCOUNTS WITH       PERFORMANCE-
NAME OF                     NUMBER OF         OF OTHER         PERFORMANCE-         BASED FEE
PORTFOLIO MANAGER        OTHER ACCOUNTS       ACCOUNTS          BASED FEE           ACCOUNTS

Richard Hanlon                 0                 $0                0                   $0
Mary Schafer Mahrer            0                 $0                0                   $0




In addition to the accounts above, an investment professional may manage
accounts in a personal capacity that may include holdings that are similar to,
or the same as, those of each fund. The Advisor or Subadvisor, as applicable,
has in place a Code of Ethics that is designed to address conflicts of interest
and that, among other things, imposes restrictions on the ability of portfolio
managers and other "access persons" to invest in securities that may be
recommended or traded in each fund and other client accounts.


                                      I-24


PART I: APPENDIX I-E - SERVICE PROVIDER COMPENSATION


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                    $7,394,564            $0                   -                      -
2015                    $8,231,757            $0                   -                      -
2014                    $8,803,113            $0                   -                      -









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY      GROSS AMOUNT PAID TO       AMOUNT WAIVER BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER          DIMA FOR FUND            DIMA OF FUND
FISCAL YEAR ENDED         AGENCY SERVICES        AGENCY SERVICES     ACCOUNTING SERVICES/1/     ACCOUNTING SERVICES

2016                         $495,483               $495,476                   $0                       $0
2015                         $691,178               $558,170                   $0                       $0
2014                         $872,268               $871,217                   $0                       $0





DEUTSCHE MID CAP VALUE FUND






                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                    $2,534,547            $0                   -                      -
2015                    $1,894,786            $0                   -                      -
2014                    $1,664,867            $0                   -                      -









                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY      GROSS AMOUNT PAID TO       AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER          DIMA FOR FUND            DIMA FOR FUND
FISCAL YEAR ENDED         AGENCY SERVICES        AGENCY SERVICES     ACCOUNTING SERVICES/1/     ACCOUNTING SERVICES

2016                         $144,229               $ 49,693                 $51,240                    $0
2015                         $170,558               $ 98,445                 $37,979                    $0
2014                         $201,516               $119,630                 $33,297                    $0




DEUTSCHE SMALL CAP VALUE FUND





                       GROSS AMOUNT     AMOUNT WAIVED     GROSS AMOUNT PAID TO     AMOUNT WAIVED BY
                       PAID TO DIMA      BY DIMA FOR        DIMA FOR GENERAL       DIMA FOR GENERAL
                       FOR ADVISORY        ADVISORY          ADMINISTRATIVE         ADMINISTRATIVE
FISCAL YEAR ENDED        SERVICES          SERVICES             SERVICES               SERVICES

2016                    $3,409,463         $22,951                 -                      -
2015                    $5,910,798         $     0                 -                      -
2014                    $9,293,558         $     0                 -                      -



                                      I-25








                       GROSS AMOUNT PAID TO     AMOUNT WAIVED BY      GROSS AMOUNT PAID TO       AMOUNT WAIVED BY
                         DSC FOR TRANSFER       DSC FOR TRANSFER          DIMA FOR FUND            DIMA FOR FUND
FISCAL YEAR ENDED         AGENCY SERVICES        AGENCY SERVICES     ACCOUNTING SERVICES/1/     ACCOUNTING SERVICES

2016                         $164,909                $  542                    $0                       $0
2015                         $266,825                $1,524                    $0                       $0
2014                         $462,597                $    0                    $0                       $0




/1/ Currently, DIMA receives no fee for its services to Deutsche CROCI/ (Reg.
   TM)/ Equity Dividend Fund and Deutsche Small Cap Value Fund; however,
   subject to Board approval, DIMA may seek payment for its services under its
   agreement in the future. DIMA receives an annual fee from Deutsche Mid Cap
   Value Fund: 0.015% of average daily net assets.

THE FOLLOWING WAIVERS ARE CURRENTLY IN EFFECT:


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND:



The Advisor has contractually agreed through March 15, 2018 to waive its fees
and/or reimburse fund expenses to the extent necessary to maintain the fund's
total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at ratios no
higher than 1.04%, 1.04%, 1.79%, 1.29%, 0.79%, 0.79%, and 0.79% for Class A,
Class T, Class C, Class R, Class R6, Institutional Class and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board.


DEUTSCHE MID CAP VALUE FUND:


The Advisor has contractually agreed through September 30, 2017 to waive its
fees and/or reimburse fund expenses to the extent necessary to maintain the
fund's total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at 1.25%,
2.00%, 1.00%, 1.00% for Class A, Class C, Class R6 and Institutional Class,
respectively; and for the period March 16, 2017 through March 15, 2018 at
ratios no higher than 1.25%, 1.50% and 1.00% for Class T, Class R and Class S,
respectively. The agreement may only be terminated with the consent of the
fund's Board. In addition, the Advisor has voluntarily agreed to waive its fees
and/or reimburse certain operating expenses of Class R6 to the extent necessary
to maintain the total annual operating expenses (excluding certain expenses
such as extraordinary expenses, taxes, brokerage and interest expenses) at
0.96%. The Advisor, at its discretion, may revise or discontinue this
arrangement at anytime.



DEUTSCHE SMALL CAP VALUE FUND:



The Advisor has contractually agreed through September 30, 2017 to waive its
fees and/or reimburse fund expenses to the extent necessary to maintain the
fund's total annual operating expenses (excluding certain expenses such as
extraordinary expenses, taxes, brokerage and interest expenses) at 1.29%,
2.04%, 1.04%, 1.04% and 1.14% for Class A, Class C, Class R6, Institutional
Class and Class S, respectively; and for the period March 16, 2017 through
March 15, 2018 at a ratio no higher than 1.29% for Class T. The agreement may
only be terminated with the consent of the fund's Board. In addition, the
Advisor has voluntarily agreed to waive its fees and/or reimburse certain
operating expenses of Class R6 to the extent necessary to maintain the total
annual operating expenses (excluding certain expenses such as extraordinary
expenses, taxes, brokerage and interest expenses) at 0.81%. The Advisor, at its
discretion, may revise or discontinue this arrangement at anytime.



                                      I-26


PART I: APPENDIX I-F - SALES CHARGES

The following tables show the aggregate amount of underwriting commissions paid
to DDI, the amount in commissions it paid out to brokers and the amount of
underwriting commissions retained by DDI for the noted fiscal period(s).


CLASS A INITIAL SALES CHARGE:





                                                                                             AGGREGATE        AGGREGATE
                                                           AGGREGATE      AGGREGATE         COMMISSIONS      COMMISSIONS
                                                 FISCAL      SALES       COMMISSIONS    PAID TO AFFILIATED    RETAINED
                                                  YEAR    COMMISSIONS   PAID TO FIRMS          FIRMS           BY DDI

Deutsche CROCI (Reg. TM) Equity Dividend Fund    2016       $ 90,000       $ 63,000           $ 6,000          $21,000
                                                 2015       $117,000       $ 83,000           $27,000          $ 7,000
                                                 2014       $144,000       $102,000           $ 9,000          $33,000
Deutsche Mid Cap Value Fund                      2016       $ 21,000       $  8,000           $ 3,000          $10,000
                                                 2015       $ 24,000       $  8,000           $12,000          $14,000
                                                 2014       $ 14,000       $  9,000           $     0          $ 5,000
Deutsche Small Cap Value Fund                    2016       $ 17,000       $ 11,000           $ 1,000          $ 5,000
                                                 2015       $ 49,000       $ 40,000           $ 2,000          $ 7,000
                                                 2014       $ 37,000       $ 22,000           $ 5,000          $10,000




CDSC PAID TO DDI ON:





                                                   FISCAL
                                                    YEAR     CLASS A SHARES     CLASS B SHARES/(1)/     CLASS C SHARES

Deutsche CROCI (Reg. TM) Equity Dividend Fund      2016          $21,076               $   22              $ 3,032
                                                   2015          $ 2,783               $1,755              $ 6,011
                                                   2014          $ 1,330               $8,400              $27,123
Deutsche Mid Cap Value Fund                        2016          $ 9,605               $    0              $ 7,633
                                                   2015          $   997               $   49              $ 2,559
                                                   2014          $     4               $  635              $ 4,484
Deutsche Small Cap Value Fund                      2016          $   570               $   21              $ 3,083
                                                   2015          $   355               $  596              $ 4,012
                                                   2014          $22,148               $1,811              $10,656




/(1)/ Class B shares converted to Class A shares on February 10, 2016.

                                      I-27


PART I: APPENDIX I-G - DISTRIBUTION PLAN PAYMENTS

Expenses of each fund paid in connection with the Rule 12b-1 Plans for each
class of shares that has adopted a Rule 12b-1 Plan are set forth below for the
most recent fiscal year.


12B-1 COMPENSATION TO UNDERWRITER AND FIRMS:





                                                                         12B-1 DISTRIBUTION     12B-1 SHAREHOLDER
                                                                                FEES              SERVICES FEES

Deutsche CROCI (Reg. TM) Equity Dividend Fund/(1)/         Class A               N/A               $1,988,222
                                                        Class B/(3)/          $    677             $      213
                                                           Class C            $977,745             $  325,189
                                                           Class R            $  5,966             $    5,957
Deutsche Mid Cap Value Fund/(2)/                           Class A               N/A               $  201,014
                                                        Class B/(3)/          $     22             $        7
                                                           Class C            $197,703             $   64,566
                                                           Class R            $ 51,538             $   51,516
Deutsche Small Cap Value Fund/(4)/                         Class A               N/A               $  681,419
                                                        Class B/(3)/          $    243             $       79
                                                           Class C            $403,574             $  134,397






/(1)/ For  Deutsche  CROCI/  (Reg.  TM)/  Equity  Dividend Fund, $310,132, $210,
      $106,832  and $3,859 in Shareholder Services Fees were waived for Class A,
      Class B, Class C and Class R, respectively.


/(2)/ For  Deutsche  Mid  Cap Value Fund, $5 and $16,779 in Shareholder Services
      Fees were waived for Class B and Class R, respectively.



/(3)/ Class B shares converted to Class A shares on February 10, 2016.



/(4)/ For  Deutsche  Small  Cap Value Fund, $58 in Shareholder Services Fees was
      waived for Class B.


                                      I-28


PART I: APPENDIX I-H - PORTFOLIO TRANSACTIONS AND BROKERAGE COMMISSIONS

Variations to a fund's portfolio turnover rate may be due to, among other
things, a fluctuating volume of shareholder purchase and redemption orders,
market conditions, and/or changes in the Advisor's investment outlook. The
amount of brokerage commissions paid by a fund may change from year to year
because of, among other things, changing asset levels, shareholder activity
and/or portfolio turnover.


PORTFOLIO TURNOVER RATES





FUND                                               2016     2015

Deutsche CROCI (Reg. TM) Equity Dividend Fund      55%      64%
Deutsche Mid Cap Value Fund                        62%      34%
Deutsche Small Cap Value Fund                      29%      26%




BROKERAGE COMMISSIONS





                                                   FISCAL     BROKERAGE COMMISSIONS
                                                    YEAR          PAID BY FUND

Deutsche CROCI (Reg. TM) Equity Dividend Fund      2016            $  264,710
                                                   2015            $  400,873
                                                   2014            $  446,942
Deutsche Mid Cap Value Fund                        2016            $  340,376
                                                   2015            $  224,651
                                                   2014            $  126,119
Deutsche Small Cap Value Fund                      2016            $  704,264
                                                   2015            $  838,585
                                                   2014            $1,252,605




BROKERAGE COMMISSIONS PAID TO AFFILIATED BROKERS





                                                                       AGGREGATE                            % OF THE
                                                                       BROKERAGE                           AGGREGATE
                                                                      COMMISSIONS                            DOLLAR
                                        NAME OF                       PAID BY FUND     % OF THE TOTAL     VALUE OF ALL
                           FISCAL     AFFILIATED                     TO AFFILIATED        BROKERAGE        PORTFOLIO
                            YEAR        BROKER       AFFILIATION        BROKERS          COMMISSIONS      TRANSACTIONS

Deutsche                   2016      None                -               None                -                 -
CROCI (Reg. TM) Equity
Dividend Fund
                           2015      None                -               None                -                 -
                           2014      None                -               None                -                 -
Deutsche Mid               2016      None                -               None                -                 -
Cap Value Fund
                           2015      None                -               None                -                 -
                           2014      None                -               None                -                 -
Deutsche Small             2016      None                -               None                -                 -
Cap Value Fund
                           2015      None                -               None                -                 -
                           2014      None                -               None                -                 -





                                      I-29



Listed below are the regular brokers or dealers (as such term is defined in the
1940 Act) of each fund whose securities each fund held as of the end of its
most recent fiscal year and the dollar value of such securities.



DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND


The fund did not hold any securities of its regular brokers or dealers.



DEUTSCHE MID CAP VALUE FUND

The fund did not hold any securities of its regular brokers or dealers.


DEUTSCHE SMALL CAP VALUE FUND

The fund did not hold any securities of its regular brokers or dealers.


TRANSACTIONS FOR RESEARCH SERVICES

For the most recent fiscal year, each fund allocated the following amount of
transactions, and related commissions, to broker-dealer firms that have been
deemed by the Advisor to provide research services. The provision of research
services was not necessarily a factor in the placement of business with such
firms.





                                                                               COMMISSIONS PAID
                                                   AMOUNT OF TRANSACTIONS       ON TRANSACTIONS
FUND                                                 WITH RESEARCH FIRMS      WITH RESEARCH FIRMS

Deutsche CROCI (Reg. TM) Equity Dividend Fund           $612,430,375             $   81,295/(1)/
Deutsche Mid Cap Value Fund                             $351,767,555             $  222,464/(1)/
Deutsche Small Cap Value Fund                           $386,060,085             $  445,527/(1)/




/(1)/ The fund has commission sharing arrangements (CSA) in place with some
   broker-dealers pursuant to which a specified percentage of the total
   commissions paid on qualifying trades are contributed to a CSA pool. The
   Advisor may utilize the related commissions in the CSA pool to pay for
   market data, third-party research and research from certain other
   broker-dealers with whom the Advisor either does not trade or does not
   trade at significant levels.


                                      I-30


PART I: APPENDIX I-I - INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

Below is a list of headings related to investments, practices and techniques,
and risks which are further described in Appendix II-G.


DEUTSCHE CROCI (Reg. TM) EQUITY DIVIDEND FUND

Asset Segregation
Borrowing
Cash Management Vehicles
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Foreign Investment
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares
Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles

Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Privatized Enterprises
Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Warrants
When-Issued and Delayed-Delivery Securities

Zero Coupon Securities and Deferred Interest Bonds


DEUTSCHE MID CAP VALUE FUND

Asset Segregation
Borrowing
Cash Management Vehicles
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Foreign Investment
Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares
Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles

Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Privatized Enterprises
Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Warrants
When-Issued and Delayed-Delivery Securities
Zero Coupon Securities and Deferred Interest Bonds

DEUTSCHE SMALL CAP VALUE FUND

Asset Segregation
Borrowing
Cash Management Vehicles
Commodity Pool Operator Exclusion
Common Stock
Convertible Securities
Depositary Receipts
Derivatives
Foreign Investment

Illiquid Securities
Impact of Large Redemptions and Purchases of Fund Shares
Interfund Borrowing and Lending Program
Investment Companies and Other Pooled Investment Vehicles
Investment-Grade Bonds
IPO Risk
Lending of Portfolio Securities
Privatized Enterprises

                                      I-31


Real Estate Investment Trusts (REITs)
Repurchase Agreements
Reverse Repurchase Agreements
Short-Term Securities
Small Companies
Warrants
When-Issued and Delayed-Delivery Securities
Zero Coupon Securities and Deferred Interest Bonds

                                      I-32


PART I: APPENDIX I-J - ADDITIONAL INFORMATION





FUND                                              CLASS                   CUSIP NUMBER

Deutsche CROCI (Reg. TM) Equity Dividend Fund     Class A                 25159G811
Fiscal Year End: 11/30                            Class T                 25159G688
                                                  Class C                 25159G746
                                                  Class R                 25159G753
                                                  Class R6                25159G696
                                                  Class S                 25159G761
                                                  Institutional Class     25159G779
Deutsche Mid Cap Value Fund                       Class A                 25159G852
Fiscal Year End: 11/30                            Class T                 25159G670
                                                  Class C                 25159G878
                                                  Class R                 25159G605
                                                  Class R6                25159G720
                                                  Class S                 25159G886
                                                  Institutional Class     25159G704
Deutsche Small Cap Value Fund                     Class A                 25159G787
Fiscal Year End: 11/30                            Class T                 25159G662
                                                  Class C                 25159G829
                                                  Class R6                25159G712
                                                  Class S                 25159G837
                                                  Institutional Class     25159G845





                                      I-33



STATEMENT OF ADDITIONAL INFORMATION (SAI) - PART II




                                                                                             PAGE

Part II...................................................................................    II-1
  Management of the Funds.................................................................    II-1
   Board Members..........................................................................    II-6
  Fund Organization.......................................................................    II-9
  Purchase and Redemption of Shares.......................................................   II-16
   Purchases..............................................................................   II-17
   Redemptions............................................................................   II-21
   Exchanges..............................................................................   II-26
  Distribution and Service Agreements and Plans...........................................   II-31
  Investments.............................................................................   II-36
   Investments, Practices and Techniques, and Risks.......................................   II-36
  Portfolio Transactions..................................................................   II-37
  Portfolio Holdings Information..........................................................   II-39
  Net Asset Value.........................................................................   II-40
  Proxy Voting Policy and Guidelines......................................................   II-44
  Miscellaneous...........................................................................   II-44
  Ratings Of Investments..................................................................   II-44
  Part II: Appendix II-A - Board Members and Officers.....................................   II-51
  Part II: Appendix II-B - Portfolio Management Compensation..............................   II-57
  Part II: Appendix II-C - Fee Rates of Service Providers.................................   II-60
  Part II: Appendix II-D - Financial Services Firms' Compensation.........................   II-71
  Part II: Appendix II-E - Firms With Which Deutsche Asset Management Has Revenue Sharing    II-75
Arrangements..............................................................................
  Part II: Appendix II-F - Class A and Class T Sales Charge Schedule......................   II-78
  Part II: Appendix II-G - Investments, Practices and Techniques, and Risks...............   II-81
  Part II: Appendix II-H - Taxes..........................................................  II-143
  Part II: Appendix II-I - Proxy Voting Policy and Guidelines.............................  II-169





PART II

Part II of this SAI includes policies, investment techniques and information
that apply to the Deutsche funds. Unless otherwise noted, the use of the term
"fund" applies to all Deutsche funds.



MANAGEMENT OF THE FUNDS

INVESTMENT ADVISOR. Deutsche Investment Management Americas Inc. (DIMA or the
Advisor), with headquarters at 345 Park Avenue, New York, NY 10154, is the
investment advisor for the fund. Under the oversight of the Board, the Advisor
makes investment decisions, buys and sells securities for the fund and conducts
research that leads to these purchase and sale decisions. The Advisor is an
indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a
major global banking institution that is engaged in a wide range of financial
services, including investment management, mutual funds, retail, private and
commercial banking, investment banking and insurance. The Advisor and its
predecessors have more than 80 years of experience managing mutual funds and
provide a full range of global investment advisory services to institutional
and retail clients.


Deutsche Asset Management represents the asset management activities conducted
by Deutsche Bank AG or any of its subsidiaries, including the Advisor and
Deutsche AM Distributors, Inc. (DDI or the Distributor). Deutsche Asset
Management is a global organization that offers a wide range of investing
expertise and resources, including hundreds of portfolio managers and analysts
and an office network that reaches the world's major investment centers. This
well-resourced global investment platform brings together a wide variety of
experience and investment insight across industries, regions, asset classes and
investing styles.


The Advisor and its affiliates may utilize the resources of Deutsche Asset
Management's global investment platform to provide investment management
services through branch offices or affiliates located outside the US. In some
cases, the Advisor and its affiliates may also utilize Deutsche Asset
Management's branch offices or affiliates located in the US or outside the US
to perform certain services, such as trade execution, trade matching and
settlement, or various administrative, back-office or other services. The
delegation of trade execution, trade matching and settlement services to
Deutsche Asset Management's branch offices or affiliates will not result in
additional fees for a fund or a fund's shareholders. The branch offices or
affiliates receive a flat fee for their trade routing services, payable by the
Advisor, and do not have authority to select portfolio investments or otherwise
provide advice to a fund. Deutsche Asset Management's branch offices or
affiliates may have discretion to select intermediaries to execute trades and
to aggregate trade orders for a fund with those of other Deutsche funds as well
as non-Deutsche funds clients. The delegation of trade execution, trade
matching and settlement services to Deutsche Asset Management's branch offices
or affiliates may result in certain cost savings for the Advisor and its
affiliates through consolidation of functions and, as a result, may create a
conflict of interest between the Advisor and its affiliates and a fund. To the
extent services are performed outside the US, such activity may be subject to
both US and foreign regulation. It is possible that the jurisdiction in which
the Advisor or its affiliate performs such services may impose restrictions or
limitations on portfolio transactions that are different from, and in addition
to, those that apply in the US.


In some instances, the investments for a fund may be managed by the same
individuals who manage one or more other mutual funds advised by DIMA that have
similar names, objectives and investment styles. A fund may differ from these
other mutual funds in size, cash flow patterns, distribution arrangements,
expenses and tax matters. Accordingly, the holdings and performance of a fund
may be expected to vary from those of other mutual funds.


Certain investments may be appropriate for a fund and also for other clients
advised by DIMA. Investment decisions for a fund and other clients are made
with a view to achieving their respective investment objectives and after
consideration of such factors as their current holdings, availability of cash
for investment and the size of their investments generally. Frequently, a
particular security may be bought or sold for only one client or in different
amounts and at different times for more than one but less than all clients.
Likewise, a particular security may be bought for one or more clients when one
or more other clients are selling the security. In addition, purchases or sales
of the same security may be made for two or more clients on the same day. In
such event, such transactions will be allocated among the clients in a manner
believed by DIMA to be equitable to each. In some cases, this procedure could
have an adverse effect on the price or amount of the securities purchased or
sold by a fund.


                                      II-1


Purchase and sale orders for a fund may be combined with those of other clients
of DIMA in the interest of achieving the most favorable net results to a fund.


DIMA, its parent or its subsidiaries, or affiliates may have deposit, loan and
other commercial banking relationships with the issuers of obligations which
may be purchased on behalf of a fund, including outstanding loans to such
issuers which could be repaid in whole or in part with the proceeds of
securities so purchased. Such affiliates deal, trade and invest for their own
accounts in such obligations and are among the leading dealers of various types
of such obligations. DIMA has informed a fund that, in making its investment
decisions, it does not obtain or use material inside information in its
possession or in the possession of any of its affiliates. In making investment
recommendations for a fund, DIMA will not inquire or take into consideration
whether an issuer of securities proposed for purchase or sale by a fund is a
customer of DIMA, its parent or its subsidiaries or affiliates. Also, in
dealing with its customers, the Advisor, its parent, subsidiaries, and
affiliates will not inquire or take into consideration whether securities of
such customers are held by any fund managed by DIMA or any such affiliate.


Officers and employees of the Advisor from time to time may have transactions
with various banks, including a fund's custodian bank. It is the Advisor's
opinion that the terms and conditions of those transactions which have occurred
were not influenced by existing or potential custodial or other fund
relationships.


From time to time, DIMA, Deutsche Bank AG or their affiliates may at their sole
discretion invest their own assets in shares of a fund for such purposes it
deems appropriate, including investments designed to assist in the management
of a fund. Any such investment may be hedged by DIMA, Deutsche Bank AG or their
affiliates and, in that event, the return on such investment, net of the effect
of the hedge, would be expected to differ from the return of a fund. DIMA,
Deutsche Bank AG or their affiliates have no obligation to make any investment
in a fund and the amount of any such investment may or may not be significant
in comparison to the level of assets of a fund. In the event that such an
investment is made, except as otherwise required under the 1940 Act, DIMA,
Deutsche Bank AG or their affiliates would be permitted to redeem the
investment at such time that they deem appropriate.


TERMS OF THE INVESTMENT MANAGEMENT AGREEMENTS. Pursuant to the applicable
Investment Management Agreement, DIMA provides continuing investment management
of the assets of a fund. In addition to the investment management of the assets
of a fund, the Advisor determines the investments to be made for each fund,
including what portion of its assets remain uninvested in cash or cash
equivalents, and with whom the orders for investments are placed, consistent
with a fund's policies as stated in its prospectus and SAI, or as adopted by a
fund's Board. DIMA will also monitor, to the extent not monitored by a fund's
administrator or other agent, a fund's compliance with its investment and tax
guidelines and other compliance policies.


DIMA provides assistance to a fund's Board in valuing the securities and other
instruments held by a fund, to the extent reasonably required by valuation
policies and procedures that may be adopted by a fund.


Pursuant to the Investment Management Agreement, (unless otherwise provided in
the agreement or as determined by a fund's Board and to the extent permitted by
applicable law), DIMA pays the compensation and expenses of all the Board
members, officers, and executive employees of a fund, including a fund's share
of payroll taxes, who are affiliated persons of DIMA.


The Investment Management Agreement provides that a fund, except as noted
below, is generally responsible for expenses that include, but are not limited
to: fees payable to the Advisor; outside legal, accounting or auditing
expenses, including with respect to expenses related to negotiation,
acquisition or distribution of portfolio investments; maintenance of books and
records that are maintained by a fund, a fund's custodian, or other agents of a
fund; taxes and governmental fees; fees and expenses of a fund's accounting
agent, custodian, sub-custodians, depositories, transfer agents, dividend
reimbursing agents and registrars; payment for portfolio pricing or valuation
services to pricing agents, accountants, bankers and other specialists, if any;
brokerage commissions or other costs of acquiring or disposing of any portfolio
securities or other instruments of a fund; and litigation expenses and other
extraordinary expenses not incurred in the ordinary course of a fund's
business.


DIMA may enter into arrangements with affiliates and third party service
providers to perform various administrative, back-office and other services.
Such service providers may be located in the US or in non-US jurisdictions. The
costs and expenses of such arrangements are generally borne by DIMA, not by a
fund.


                                      II-2


Shareholders are not parties to, or intended (or "third party") beneficiaries
of the Investment Management Agreement, and the Investment Management Agreement
is not intended to create in any shareholder any right to enforce it or to seek
any remedy under it, either directly or on behalf of a fund.


For Deutsche Latin America Equity Fund, in rendering investment advisory
services, DIMA may use the resources of one or more foreign (non-US) affiliates
(the DIMA Overseas Affiliates) that are not registered under the Investment
Advisers Act of 1940, as amended (the Advisers Act), to provide portfolio
management and research services to the fund. Under a Participating Affiliates
Agreement, a DIMA Overseas Affiliate may be considered a Participating
Affiliate of DIMA as that term is used in relief granted by the staff of the
SEC allowing US-registered advisers to use investment advisory and trading
resources of unregistered advisory affiliates subject to the regulatory
supervision of the registered adviser. Each Participating Affiliate and any of
their respective employees who provide services to the fund are considered
under a Participating Affiliate Agreement to be an "associated person" of DIMA
as that term is defined in the Advisers Act for purposes of DIMA's required
supervision. Deutsche Bank S.A. - Banco Alemao (DB Brazil) is a Participating
Affiliate of DIMA. DB Brazil has appointed DIMA to act as its resident agent
for service of process in the US.


For Deutsche Mid Cap Value Fund, Deutsche Small Cap Value Fund and Deutsche
CROCI (Reg. TM) Equity Dividend Fund, the Investment Management Agreement also
provides that DIMA shall render administrative services (not otherwise provided
by third parties) necessary for a fund's operation as an open-end investment
company including, but not limited to, preparing reports and notices to the
Board and shareholders; supervising, negotiating contractual arrangements with,
and monitoring various third-party service providers to the Registrant (such as
the Registrant's transfer agent, pricing agents, custodian, accountants and
others); preparing and making filings with the SEC and other regulatory
agencies; assisting in the preparation and filing of the Registrant's federal,
state and local tax returns; preparing and filing the Registrant's federal
excise tax returns; assisting with investor and public relations matters;
monitoring the valuation of securities and the calculation of net asset value;
monitoring the registration of shares of the Registrant under applicable
federal and state securities laws; maintaining the Registrant's books and
records to the extent not otherwise maintained by a third party; assisting in
establishing accounting policies of the Registrant; assisting in the resolution
of accounting and legal issues; establishing and monitoring the Registrant's
operating budget; processing the payment of the Registrant's bills; assisting
the Registrant in, and otherwise arranging for, the payment of distributions
and dividends; and otherwise assisting the Registrant in the conduct of its
business, subject to the direction and control of the Board.


On behalf of Deutsche Mid Cap Value Fund, Deutsche Small Cap Value Fund and
Deutsche CROCI (Reg. TM) Equity Dividend Fund, pursuant to a sub-administration
agreement between DIMA and State Street Bank & Trust Company (SSB), DIMA has
delegated certain administrative functions for each of these funds to SSB under
the Investment Management Agreement. The costs and expenses of such delegation
are borne by DIMA, not by a fund.


The Investment Management Agreement allows DIMA to delegate any of its duties
under the Investment Management Agreement to a subadvisor, subject to a
majority vote of the Board, including a majority of the Board who are not
interested persons of a fund, and, if required by applicable law, subject to a
majority vote of a fund's shareholders.


The Investment Management Agreement provides that DIMA shall not be liable for
any error of judgment or mistake of law or for any loss suffered by a fund in
connection with matters to which the agreement relates, except a loss resulting
from willful malfeasance, bad faith or gross negligence on the part of DIMA in
the performance of its duties or from reckless disregard by DIMA of its
obligations and duties under the agreement. The Investment Management Agreement
may be terminated at any time, without payment of penalty, by either party or
by vote of a majority of the outstanding voting securities of a fund on 60
days' written notice.


The Investment Management Agreement continues in effect from year to year only
if its continuance is approved annually by the vote of a majority of the Board
Members who are not parties to such agreement or interested persons of any such
party, cast in person at a meeting called for the purpose of voting on such
approval, and either by a vote of the Board or of a majority of the outstanding
voting securities of a fund.


Under the Investment Management Agreement, a fund, except as otherwise noted,
pays DIMA a management fee calculated daily based on the prior day's net assets
and then aggregated for a particular month. For Deutsche Mid Cap Value Fund,
Deutsche Small Cap Value Fund and Deutsche CROCI (Reg. TM) Equity Dividend
Fund, the


                                      II-3


management fee paid to DIMA is calculated and payable monthly based on the
average daily net assets for the particular month. The annual management fee
rate for each fund is set forth in PART II - APPENDIX II-C.


CROCI (Reg. TM) INVESTMENT STRATEGY AND VALUATION GROUP (APPLICABLE ONLY TO
THOSE FUNDS THAT EMPLOY A CROCI (Reg. TM) STRATEGY). The CROCI (Reg. TM)
Investment Strategy and Valuation Group is a unit of the Deutsche Bank Group.
The CROCI (Reg. TM) Investment Strategy and Valuation Group is responsible for
devising the CROCI (Reg. TM) strategy and calculating the CROCI (Reg. TM)
Economic P/E Ratios. The CROCI (Reg. TM) Investment Strategy and Valuation
Group is not responsible for the management of the funds and does not act in a
fiduciary capacity in relation to the funds or the investors in the funds. The
CROCI (Reg. TM) strategy is provided without any representations or warranties
of any kind and the CROCI (Reg. TM) Investment Strategy and Valuation Group
shall not be responsible for any error or omissions in any CROCI (Reg. TM)
strategy.


The calculation of the CROCI (Reg. TM) Economic P/E Ratios is determined by the
CROCI (Reg. TM) Investment Strategy and Valuation Group using publicly
available information. This publicly available information is adjusted on
rules-based assumptions made by the CROCI (Reg. TM) Investment and Valuation
Group that, subsequently, may prove not to have been correct. As CROCI (Reg.
TM)Economic P/Es Ratios are calculated using historical information, there can
be no guarantee of the future performance of the CROCI (Reg. TM) strategy.


SUBADVISORS (APPLICABLE ONLY TO THOSE FUNDS THAT HAVE SUBADVISORY ARRANGEMENTS
AS DESCRIBED IN PART I). Each Subadvisor serves as subadvisor to a fund
pursuant to the terms of a subadvisory agreement between it and DIMA
(Subadvisory Agreement).


Deutsche Alternative Asset Management (Global) Limited (DAAM Global), formerly
known as RREEF Global Advisors Limited (RGAL), 1 Great Winchester Street,
London, United Kingdom, EC2N 2DB, serves as Subadvisor to all or a portion of
the assets of one or more funds. DAAM Global is an investment advisor
registered with the SEC. In addition, DAAM Global is an affiliate of DIMA and
an indirect, wholly owned subsidiary of Deutsche Bank AG.


Deutsche Asset Management (Hong Kong) Limited (DeAM HK), Level 52,
International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong, serves
as Subadvisor to all or a portion of the assets of one or more funds. DeAM HK
is an investment advisor registered with the SEC. DeAM HK is an affiliate of
DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG.


Deutsche Asset Management International GmbH (Deutsche AM International GmbH),
Mainzer Landstrasse 11-17, 60329 Frankfurt am Main, Germany, serves as
Subadvisor to all or a portion of the assets of one or more funds. Deutsche AM
International GmbH is an investment advisor registered with the SEC and is an
affiliate of DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG.


Northern Trust Investments, Inc. (NTI) 50 South LaSalle Street, Chicago, IL
60603, serves as Subadvisor to all or a portion of the assets of one or more
funds. NTI is an Illinois state banking corporation and an investment adviser
registered under the Investment Advisers Act of 1940, as amended. It primarily
manages assets for institutional and individual separately managed accounts,
investment companies and bank common and collective funds. Northern Trust
Corporation is regulated by the Board of Governors of the Federal Reserve
System as a financial holding company under the US Bank Holding Company Act of
1956, as amended.


RREEF America L.L.C. (RREEF), 222 South Riverside, Chicago, Illinois 60606,
serves as Subadvisor to all or a portion of the assets of one or more funds.
RREEF is an investment advisor registered with the SEC. RREEF is an affiliate
of DIMA and an indirect, wholly-owned subsidiary of Deutsche Bank AG. RREEF has
provided real estate investment management services to institutional investors
since 1975 and has been an investment advisor of real estate securities since
1993.


TERMS OF THE SUBADVISORY AGREEMENTS. Pursuant to the terms of the applicable
Subadvisory Agreement, a Subadvisor makes the investment decisions, buys and
sells securities, and conducts the research that leads to these purchase and
sale decisions for a fund. A Subadvisor is also responsible for selecting
brokers and dealers to execute portfolio transactions and for negotiating
brokerage commissions and dealer charges on behalf of a fund. Under the terms
of the Subadvisory Agreement, a Subadvisor manages the investment and
reinvestment of a fund's assets and provides such investment advice, research
and assistance as DIMA may, from time to time, reasonably request.


Each Subadvisory Agreement provides that the Subadvisor will not be liable for
any error of judgment or mistake of law or for any loss suffered by a fund in
connection with


                                      II-4


matters to which the Subadvisory Agreement relates, except a loss resulting
from (a) the subadvisor causing a fund to be in violation of any applicable
federal or state law, rule or regulation or any investment policy or
restriction set forth in a fund's prospectus or as may be provided in writing
by the Board or DIMA, or (b) willful misconduct, bad faith or gross negligence
on the part of the Subadvisor in the performance of its duties or from reckless
disregard by the Subadvisor of its obligations and duties under the Subadvisory
Agreement.


A Subadvisory Agreement continues from year to year only as long as such
continuance is specifically approved at least annually (a) by a majority of the
Board Members who are not parties to such agreement or interested persons of
any such party, and (b) by the shareholders or the Board of the Registrant. A
Subadvisory Agreement may be terminated at any time upon 60 days' written
notice by DIMA or by the Board of the Registrant or by majority vote of the
outstanding shares of a fund, and will terminate automatically upon assignment
or upon termination of a fund's Investment Management Agreement.


Under each Subadvisory Agreement between DIMA and a Subadvisor, DIMA, not a
fund, pays the Subadvisor a subadvisory fee based on the percentage of the
assets overseen by the Subadvisor or based on a percentage of the fee received
by DIMA from a fund. The Subadvisor fee is paid directly by DIMA at specific
rates negotiated between DIMA and the Subadvisor. No fund is responsible for
paying the Subadvisor.


SUB-SUBADVISORS (APPLICABLE ONLY TO THOSE FUNDS THAT HAVE SUB-SUBADVISORY
ARRANGEMENTS AS DESCRIBED IN PART I). Each Sub-Subadvisor serves as a
sub-subadvisor with respect to a fund pursuant to the terms of the applicable
sub-subadvisory agreement between it and the Subadvisor (Sub-Subadvisory
Agreement).


Deutsche Alternative Asset Management (Global) Limited (DAAM Global), formerly
known as RREEF Global Advisors Limited (RGAL), 1 Great Winchester Street,
London, United Kingdom, EC2N 2DB, serves as Sub-Subadvisor to a fund. DAAM
Global is an investment advisor registered with the SEC. In addition, DAAM
Global is an affiliate of DIMA and an indirect, wholly owned subsidiary of
Deutsche Bank AG.


Deutsche Investments Australia Limited (DIAL), Level 16, 126 Phillip Street,
Sydney NSW 200, Australia, serves as Sub-Subadvisor to a fund. DIAL is an
investment advisor registered with the SEC. In addition, DIAL is an affiliate
of DIMA and an indirect, wholly owned subsidiary of Deutsche Bank AG.


TERMS OF THE SUB-SUBADVISORY AGREEMENTS. Pursuant to the terms of the
applicable Sub-Subadvisory Agreement and under the oversight of the Board, DIMA
and the Subadvisor, the Sub-Subadvisors provide investment management services
with respect to a fund's assets related to specific foreign markets and
provides such investment advice, research and assistance as the Subadvisor may,
from time to time, reasonably request. The Subadvisor allocates, and
reallocates as it deems appropriate, each of a fund's assets among the
Sub-Subadvisors. A Sub-Subadvisor is also responsible for selecting brokers and
dealers to execute portfolio transactions and for negotiating brokerage
commissions and dealer charges on behalf of a fund. Under the terms of the
Sub-Subadvisory Agreement, a Sub-Subadvisor manages the investment and
reinvestment of a portion of a fund's assets.


Each Sub-Subadvisory Agreement provides that the Sub-Subadvisor shall not be
subject to any liability for any act or omission in the course of providing
investment management services to a fund, except a loss resulting from willful
misconduct, bad faith or gross negligence on the part of the Sub-Subadvisor in
the performance of its duties or from reckless disregard by the Sub-Subadvisor
of its obligations and duties under the Sub-Subadvisory Agreement.


A Sub-Subadvisory Agreement continues from year to year only as long as such
continuance is specifically approved at least annually (a) by a majority of the
Board Members who are not parties to such agreement or interested persons of
any such party, and (b) by the shareholders or the Board of the
Trust/Corporation. A Sub-Subadvisory Agreement may be terminated at any time
upon 60 days' written notice by the Board of the Trust/Corporation or by
majority vote of the outstanding shares of a fund, and will terminate
automatically upon assignment or upon termination of a fund's Subadvisory
Agreement.


Under the Sub-Subadvisory Agreements, the Subadvisor, not the fund, pays each
Sub-Subadvisor a sub-subadvisory fee based on the percentage of the assets
overseen by the Sub-Subadvisor from the fee received by the Subadvisor from
DIMA. The sub-subadvisory fee is paid directly by a Subadvisor at specific
rates negotiated between a Subadvisor and a Sub-Subadvisor. No fund is
responsible for paying a Sub-Subadvisor.


                                      II-5


AGREEMENT TO INDEMNIFY INDEPENDENT BOARD MEMBERS FOR CERTAIN EXPENSES. In
connection with litigation or regulatory action related to possible improper
market timing or other improper trading activity or possible improper marketing
and sales activity in certain Deutsche funds (Affected Funds), DIMA has agreed
to indemnify and hold harmless the Affected Funds (Fund Indemnification
Agreement) against any and all loss, damage, liability and expense, arising
from market timing or marketing and sales matters alleged in any enforcement
actions brought by governmental authorities involving or potentially affecting
the Affected Funds or DIMA (Enforcement Actions) or that are the basis for
private actions brought by shareholders of the Affected Funds against the
Affected Funds, their directors and officers, DIMA and/or certain other parties
(Private Litigation), or any proceedings or actions that may be threatened or
commenced in the future by any person (including governmental authorities),
arising from or similar to the matters alleged in the Enforcement Actions or
Private Litigation. In recognition of its undertaking to indemnify the Affected
Funds and in light of the rebuttable presumption generally afforded to
independent directors/trustees of investment companies that they have not
engaged in disabling conduct, DIMA has also agreed, subject to applicable law
and regulation, to indemnify certain (or, with respect to certain Affected
Funds, all) of the Independent Board Members of the Affected Funds, against
certain liabilities the Independent Board Members may incur from the matters
alleged in any Enforcement Actions or Private Litigation or arising from or
similar to the matters alleged in the Enforcement Actions or Private
Litigation, and advance expenses that may be incurred by the Independent Board
Members in connection with any Enforcement Actions or Private Litigation. DIMA
is not, however, required to provide indemnification and advancement of
expenses: (1) with respect to any proceeding or action which the Affected
Funds' Board determines that the Independent Board Members ultimately would not
be entitled to indemnification or (2) for any liability of the Independent
Board Members or their shareholders to which the Independent Board Member would
otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the Independent Board Member's duties as a
director or trustee of the Affected Funds as determined in a final adjudication
in such action or proceeding. The estimated amount of any expenses that may be
advanced to the Independent Board Members or indemnity that may be payable
under the indemnity agreements is currently unknown. These agreements by DIMA
will survive the termination of the Investment Management Agreements between
DIMA and the Affected Funds.

BOARD MEMBERS

BOARD MEMBERS AND OFFICERS' IDENTIFICATION AND BACKGROUND. The identification
and background of the Board Members and Officers of the Registrant are set
forth in PART II - APPENDIX II-A.


BOARD COMMITTEES AND COMPENSATION. Information regarding the Committees of the
Board, as well as compensation paid to the Independent Board Members and to
Board Members who are not officers of the Registrant, for certain specified
periods, is set forth in PART I - APPENDIX I-B AND PART I - APPENDIX I-C.


ADMINISTRATOR, FUND ACCOUNTING AGENT, TRANSFER AGENT AND SHAREHOLDER SERVICE
AGENT, AND CUSTODIAN


ADMINISTRATOR. DIMA serves as a fund's administrator pursuant to an
Administrative Services Agreement.


For its services under the Administrative Services Agreement, the Administrator
receives a fee at the rate set forth in PART II - APPENDIX II-C. The
Administrator will pay Accounting Agency fees out of the Administrative
Services fee.


Under the Administrative Services Agreement, the Administrator is obligated on
a continuous basis to provide such administrative services as the Board of a
fund reasonably deems necessary for the proper administration of a fund. The
Administrator provides a fund with personnel; arranges for the preparation and
filing of a fund's tax returns; prepares and submits reports and meeting
materials to the Board and the shareholders; prepares and files updates to a
fund's prospectus and statement of additional information as well as other
reports required to be filed by the SEC; maintains a fund's records; provides a
fund with office space, equipment and services; supervises, negotiates the
contracts of and monitors the performance of third parties contractors;
oversees the tabulation of proxies; monitors the valuation of portfolio
securities and monitors compliance with Board-approved valuation procedures;
assists in establishing the accounting and tax policies of a fund; assists in
the resolution of accounting issues that may arise with respect to a fund;
establishes and monitors a fund's operating expense budgets; reviews and
processes a fund's bills; assists in determining the amount of dividends and
distributions available to be paid by a fund, prepares and arranges dividend
notifications and provides information to agents to effect payments thereof;
provides to the Board periodic and special reports; provides assistance with
investor


                                      II-6


and public relations matters; and monitors the registration of shares under
applicable federal and state law. The Administrator also performs certain fund
accounting services under the Administrative Services Agreement.


The Administrative Services Agreement provides that the Administrator will not
be liable under the Administrative Services Agreement except for willful
misfeasance, bad faith or negligence in the performance of its duties or from
the reckless disregard by it of its duties and obligations thereunder. Pursuant
to an agreement between the Administrator and SSB, the Administrator has
delegated certain administrative functions to SSB. The costs and expenses of
such delegation are borne by the Administrator, not by a fund.


Pursuant to the Advisor's procedures, approved by the Board, proof of claim
forms are routinely filed on behalf of a fund by a third party service
provider, with certain limited exceptions. The Board receives periodic reports
regarding the implementation of these procedures. Under some circumstances, the
Advisor may decide that a fund should not participate in a class action, and
instead cause the fund to pursue alternative legal remedies. Where the rights
and interests of funds differ, the Advisor might take different approaches to
the same class action claim.


FUND ACCOUNTING AGENT. For Deutsche Mid Cap Value Fund, Deutsche CROCI (Reg.
TM) Equity Dividend Fund and Deutsche Small Cap Value Fund, DIMA, One Beacon
Street, Boston, Massachusetts 02108, is responsible for determining net asset
value per share and maintaining the portfolio and general accounting records
for a fund pursuant to a Fund Accounting Agreement. For its services under a
Fund Accounting Agreement, DIMA receives a fee at the rate set forth in PART II
APPENDIX II-C.


Pursuant to an agreement between DIMA and SSB, DIMA has delegated certain fund
accounting functions to SSB under the Fund Accounting Agreement.


TRANSFER AGENT AND SHAREHOLDER SERVICE AGENT. Deutsche AM Service Company
(DSC), 210 W. 10th Street, Kansas City, Missouri 64105-1614, an affiliate of
the Advisor, is each fund's transfer agent, dividend-paying agent and
shareholder service agent pursuant to a transfer agency and service agreement
(Transfer Agency and Services Agreement). Pursuant to a sub-transfer agency
agreement between DSC and DST Systems, Inc. (DST), DSC has delegated certain
transfer agent, dividend paying agent and shareholder servicing agent functions
to DST. The costs and expenses of such delegation are borne by DSC, not by a
fund. For its services under the Transfer Agency and Services Agreement, DSC
receives a fee at the rate set forth in PART II - APPENDIX II-C. Each fund, or
the Advisor (including any affiliate of the Advisor), or both, may pay
unaffiliated third parties for providing recordkeeping and other administrative
services with respect to accounts of participants in retirement plans or other
beneficial owners of shares whose interests are generally held in an omnibus
account.


CUSTODIAN. Under its custody agreement with a fund, the Custodian (i) maintains
separate accounts in the name of a fund, (ii) holds and transfers portfolio
securities on account of a fund, (iii) accepts receipts and makes disbursements
of money on behalf of a fund, and (iv) collects and receives all income and
other payments and distributions on account of a fund's portfolio securities.
The Custodian has entered into agreements with foreign subcustodians approved
by the Board pursuant to Rule 17f-5 under the 1940 Act.


In some instances, the Custodian may use Deutsche Bank AG or its affiliates, as
subcustodian (DB Subcustodian) in certain countries. To the extent a fund holds
any securities in the countries in which the Custodian uses a DB Subcustodian
as a subcustodian, those securities will be held by DB Subcustodian as part of
a larger omnibus account in the name of the Custodian (Omnibus Account). For
its services, DB Subcustodian receives (1) an annual fee based on a percentage
of the average daily net assets of the Omnibus Account and (2) transaction
charges with respect to transactions that occur within the Omnibus Account
(e.g., foreign exchange transactions or corporate transactions). To the extent
that a DB Subcustodian receives any brokerage commissions for any transactions,
such transactions and amount of brokerage commissions paid by the fund are set
forth in PART I - APPENDIX I-H.


The Custodian's fee may be reduced by certain earnings credits in favor of a
fund.


FUND LEGAL COUNSEL. Provides legal services to the funds.


TRUSTEE/DIRECTOR LEGAL COUNSEL. Serves as legal counsel to the Independent
Board Members.


PRINCIPAL UNDERWRITER AND DISTRIBUTION AGREEMENT. Pursuant to a distribution
agreement (Distribution Agreement) with a fund, DDI, 222 South Riverside Plaza,
Chicago, Illinois 60606, an affiliate of the Advisor, is the principal
underwriter and distributor for each class of shares of a fund and acts as
agent of a fund in the continuous offering of its shares. The Distribution
Agreement remains in effect for a class from year-to-year


                                      II-7


only if its continuance is approved for the class at least annually by a vote
of the Board, including the Board Members who are not parties to the
Distribution Agreement or interested persons of any such party.


The Distribution Agreement automatically terminates in the event of its
assignment and may be terminated for a class at any time without penalty by a
fund or by DDI upon 60 days' notice. Termination by a fund with respect to a
class may be by vote of (i) a majority of the Board Members who are not
interested persons of a fund and who have no direct or indirect financial
interest in the Distribution Agreement or any related agreement, or (ii) a
"majority of the outstanding voting securities" of the class of a fund, as
defined under the 1940 Act. All material amendments must be approved by the
Board in the manner described above with respect to the continuation of the
Distribution Agreement. The provisions concerning continuation, amendment and
termination of a Distribution Agreement are on a fund-by-fund and class-
by-class basis.


Under the Distribution Agreement, DDI uses reasonable efforts to sell shares of
a fund and may appoint various financial services firms to sell shares of a
fund and to provide ongoing shareholder services. DDI bears all of its expenses
of providing services pursuant to the Distribution Agreement, including the
payment of any commissions, concessions, and distribution and/or shareholder
service fees to financial services firms. A fund pays the cost of the
registration of its shares for sale under the federal securities laws and the
registration or qualification of its shares for sale under the securities laws
of the various states. A fund also pays the cost for the prospectus and
shareholder reports to be typeset and printed for existing shareholders, and
DDI, as principal underwriter, pays for the printing and distribution of copies
thereof used in connection with the offering of shares to prospective
investors. DDI also pays for supplementary sales literature and advertising
costs. DDI receives any sales charge upon the purchase of shares of a class
with an initial sales charge and pays commissions, concessions and distribution
fees to firms for the sale of a fund's shares. DDI also receives any contingent
deferred sales charges paid with respect to the redemption of any shares having
such a charge. DDI receives no compensation from a fund as principal
underwriter and distributor except with respect to certain fund classes in
amounts authorized by a Rule 12b-1 Plan adopted for a class by a fund (see
Distribution and Service Agreements and Plans).


SHAREHOLDER AND ADMINISTRATIVE SERVICES. Shareholder and administrative
services are provided to certain fund classes under a shareholder services
agreement (Services Agreement) with DDI. The Services Agreement continues in
effect for each class from year to year so long as such continuance is approved
for the class at least annually by a vote of the Board, including the Board
Members who are not interested persons of a fund and who have no direct or
indirect financial interest in the Services Agreement or in any related
agreement. The Services Agreement automatically terminates in the event of its
assignment and may be terminated for a class at any time without penalty by a
fund or by DDI upon 60 days' notice. Termination by a fund with respect to a
class may be by a vote of (i) the majority of the Board Members who are not
interested persons of a fund and who have no direct or indirect financial
interest in the Services Agreement or in any related agreement, or (ii) a
"majority of the outstanding voting securities" of the class of such fund, as
defined under the 1940 Act. The Services Agreement may not be amended for a
class to increase materially the fee to be paid by a fund without approval of a
majority of the outstanding voting securities of such class of a fund, and all
material amendments must in any event be approved by the Board in the manner
described above with respect to the continuation of the Services Agreement.


Under the Services Agreement, DDI provides, and may appoint various financial
services firms to provide, information and services to investors in certain
classes of a fund. Firms appointed by DDI provide such office space and
equipment, telephone facilities and personnel as is necessary or beneficial for
providing information and services to shareholders in the applicable classes of
a fund. Such services and assistance may include, but are not limited to,
establishing and maintaining accounts and records, processing purchase and
redemption transactions, answering routine inquiries regarding a fund,
providing assistance to clients in changing dividend and investment options,
account designations and addresses and such other administrative services as
may be agreed upon from time to time and permitted by applicable statute, rule
or regulation.


DDI bears all of its expenses of providing those services pursuant to the
Services Agreement, including the payment of any service fees to financial
services firms appointed by DDI to provide such services and DDI receives
compensation from a fund for its services under the Services Agreement in
amounts authorized by a Rule 12b-1 Plan adopted for a class by a fund (see
Distribution and Service Agreements and Plans).


                                      II-8


DDI may itself provide some of the above distribution and shareholder and
administrative services and may retain any portion of the fees received under
the Distribution Agreement and/or the Services Agreement not paid to financial
services firms to compensate itself for such distribution and shareholder and
administrative functions performed for a fund. Firms to which DDI may pay
commissions, concessions, and distribution fees or service fees or other
compensation may include affiliates of DDI.


CODES OF ETHICS. Each fund, the Advisor, each fund's principal underwriter and
distributor, and, if applicable, each fund's subadvisor(s) (and, if applicable,
sub-subadvisor(s)) have adopted codes of ethics under Rule 17j-1 under the 1940
Act. Board Members, officers of a Registrant and employees of the Advisor and
principal underwriter are permitted to make personal securities transactions,
including transactions in securities that may be purchased or held by a fund,
subject to requirements and restrictions set forth in the applicable Code of
Ethics. The Advisor's Code of Ethics contains provisions and requirements
designed to identify and address certain conflicts of interest between personal
investment activities and the interests of a fund. Among other things, the
Advisor's Code of Ethics prohibits certain types of transactions absent prior
approval, imposes time periods during which personal transactions may not be
made in certain securities, and requires the submission of duplicate broker
confirmations and quarterly reporting of securities transactions. Additional
restrictions apply to portfolio managers, traders, research analysts and others
involved in the investment advisory process. Exceptions to these and other
provisions of the Advisor's or subadvisors Codes of Ethics may be granted in
particular circumstances after review by appropriate personnel.



FUND ORGANIZATION

FOR EACH TRUST (EXCEPT DEUTSCHE ASSET ALLOCATION TRUST, DEUTSCHE PORTFOLIO
TRUST, DEUTSCHE TAX FREE TRUST AND CASH ACCOUNT TRUST)


The Board has the authority to divide the shares of the Trust into multiple
funds by establishing and designating two or more series of the Trust. The
Board also has the authority to establish and designate two or more classes of
shares of the Trust, or of any series thereof, with variations in the relative
rights and preferences between the classes as determined by the Board; provided
that all shares of a class shall be identical with each other and with the
shares of each other class of the same series except for such variations
between the classes, including bearing different expenses, as may be authorized
by the Board and not prohibited by the 1940 Act and the rules and regulations
thereunder. All shares issued and outstanding are transferable, have no
pre-emptive or conversion rights (except as may be determined by the Board) and
are redeemable as described in the SAI and in the prospectus. Each share has
equal rights with each other share of the same class of the fund as to voting,
dividends, exchanges, conversion features and liquidation. Shareholders are
entitled to one vote for each full share held and fractional votes for
fractional shares held.


A fund generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, shareholders only have the power to vote in
connection with the following matters and only to the extent and as provided in
the Declaration of Trust and as required by applicable law: (a) the election,
re-election or removal of one or more Trustees if a meeting of shareholders is
called by or at the direction of the Board for such purpose(s), provided that
the Board shall promptly call a meeting of shareholders for the purpose of
voting upon the question of removal of one or more Trustees as a result of a
request in writing by the holders of not less than 10% of the outstanding
shares of the Trust; (b) the termination of the Trust or a fund if, in either
case, the Board submits the matter to a vote of shareholders; (c) any amendment
of the Declaration of Trust that (i) would affect the rights of shareholders to
vote under the Declaration of Trust, (ii) requires shareholder approval under
applicable law or (iii) the Board submits to a vote of shareholders; and (d)
such additional matters as may be required by law or as the Board may determine
to be necessary or desirable. Shareholders also vote upon changes in
fundamental policies or restrictions.


The Declaration of Trust provides that shareholder meeting quorum requirements
shall be established in the By-laws. The By-laws of the Trust currently provide
that the presence in person or by proxy of the holders of 30% of the shares
entitled to vote at a meeting shall constitute a quorum for the transaction of
business at meetings of shareholders of the Trust (or of an individual series
or class if required to vote separately).


On any matter submitted to a vote of shareholders, all shares of the Trust
entitled to vote shall, except as otherwise provided in the By-laws, be voted
in the aggregate as a single class without regard to series or classes of
shares, except (a) when required by applicable law or when the Board has
determined that the matter affects one or more series or classes of shares


                                      II-9


materially differently, shares shall be voted by individual series or class;
and (b) when the Board has determined that the matter affects only the
interests of one or more series or classes, only shareholders of such series or
classes shall be entitled to vote thereon.


The Declaration of Trust provides that the Board may, in its discretion,
establish minimum investment amounts for shareholder accounts, impose fees on
accounts that do not exceed a minimum investment amount and involuntarily
redeem shares in any such account in payment of such fees. The Board, in its
sole discretion, also may cause the Trust to redeem all of the shares of the
Trust or one or more series or classes held by any shareholder for any reason,
to the extent permissible by the 1940 Act, including: (a) if the shareholder
owns shares having an aggregate net asset value of less than a specified
minimum amount; (b) if a particular shareholder's ownership of shares would
disqualify a series from being a regulated investment company; (c) upon a
shareholder's failure to provide sufficient identification to permit the Trust
to verify the shareholder's identity; (d) upon a shareholder's failure to pay
for shares or meet or maintain the qualifications for ownership of a particular
class or series of shares; (e) if the Board determines (or pursuant to policies
established by the Board it is determined) that share ownership by a particular
shareholder is not in the best interests of remaining shareholders; (f) when a
fund is requested or compelled to do so by governmental authority or applicable
law; and (g) upon a shareholder's failure to comply with a request for
information with respect to the direct or indirect ownership of shares or other
securities of the Trust. The Declaration of Trust also authorizes the Board to
terminate a fund or any class without shareholder approval, and the Trust may
suspend the right of shareholders to require the Trust to redeem shares to the
extent permissible under the 1940 Act.


The Declaration of Trust provides that, except as otherwise required by
applicable law, the Board may authorize the Trust or any series or class
thereof to merge, reorganize or consolidate with any corporation, association,
trust or series thereof (including another series or class of the Trust) or
other entity (in each case, the "Surviving Entity") or the Board may sell,
lease or exchange all or substantially all of the Trust property (or all or
substantially all of the Trust property allocated or belonging to a particular
series or class), including its good will, to any Surviving Entity, upon such
terms and conditions and for such consideration as authorized by the Board.
Such transactions may be effected through share-for-share exchanges, transfers
or sales of assets, in-kind redemptions and purchases, exchange offers or any
other method approved by the Board. The Board shall provide notice to affected
shareholders of each such transaction. The authority of the Board with respect
to the merger, reorganization or consolidation of any class of the Trust is in
addition to the authority of the Board to combine two or more classes of a
series into a single class. (For Deutsche Global Real Estate Securities Fund,
the fund's by-laws contain special provisions related to a reorganization of
the fund.)


Upon the termination of the Trust or any series, after paying or adequately
providing for the payment of all liabilities, which may include the
establishment of a liquidating trust or similar vehicle, and upon receipt of
such releases, indemnities and refunding agreements as they deem necessary for
their protection, the Board may distribute the remaining Trust property or
property of the series to the shareholders of the Trust or the series involved,
ratably according to the number of shares of the Trust or such series held by
the several shareholders of the Trust or such series on the date of
termination, except to the extent otherwise required or permitted by the
preferences and special or relative rights and privileges of any classes of
shares of a series involved, provided that any distribution to the shareholders
of a particular class of shares shall be made to such shareholders pro rata in
proportion to the number of shares of such class held by each of them. The
composition of any such distribution (e.g., cash, securities or other assets)
shall be determined by the Trust in its sole discretion and may be different
among shareholders (including differences among shareholders in the same series
or class).


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of a
fund. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the fund and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
a fund or a fund's trustees. Moreover, the Declaration of Trust provides for
indemnification out of fund property for all losses and expenses of any
shareholder held personally liable for the obligations of the fund, and the
fund may be covered by insurance which the Board considers adequate to cover
foreseeable tort claims. Thus, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which a
disclaimer is inoperative and a fund itself is unable to meet its obligations.


FOR DEUTSCHE ASSET ALLOCATION TRUST, DEUTSCHE PORTFOLIO TRUST AND DEUTSCHE TAX
FREE TRUST


                                     II-10


The Board has the authority to divide the shares of the Trust into multiple
funds by establishing and designating two or more series of the Trust. The
Board also has the authority to establish and designate two or more classes of
shares of the Trust, or of any series thereof, with variations in the relative
rights and preferences between the classes as determined by the Board; provided
that all shares of a class shall be identical with each other and with the
shares of each other class of the same series except for such variations
between the classes, including bearing different expenses, as may be authorized
by the Board and not prohibited by the 1940 Act and the rules and regulations
thereunder. All shares issued and outstanding are transferable, have no
pre-emptive or conversion rights (except as may be determined by the Board) and
are redeemable as described in the SAI and in the prospectus. Each share has
equal rights with each other share of the same class of the fund as to voting,
dividends, exchanges, conversion features and liquidation. Shareholders are
entitled to one vote for each full share held and fractional votes for
fractional shares held.


A fund generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, shareholders only have the power to vote in
connection with the following matters and only to the extent and as provided in
the Declaration of Trust and as required by applicable law: (a) the election,
re-election or removal of one or more Trustees if a meeting of shareholders is
called by or at the direction of the Board for such purpose(s), provided that
the Board shall promptly call a meeting of shareholders for the purpose of
voting upon the question of removal of one or more Trustees as a result of a
request in writing by the holders of not less than 10% of the outstanding
shares of the Trust; (b) the termination of the Trust or a fund if, in either
case, the Board submits the matter to a vote of shareholders; (c) any amendment
of the Declaration of Trust that (i) would change any right with respect to any
shares of the Trust or fund by reducing the amount payable thereon upon
liquidation of the Trust or fund or by diminishing or eliminating any voting
rights pertaining thereto, in which case the vote or consent of the holders of
two-thirds of the shares of the Trust or fund outstanding and entitled to vote
would be required (ii) requires shareholder approval under applicable law or
(iii) the Board submits to a vote of shareholders; and (d) such additional
matters as may be required by law or as the Board may determine to be necessary
or desirable. Shareholders also vote upon changes in fundamental policies or
restrictions.

In addition, under the Declaration of Trust, shareholders of the Trust also
have the power to vote in connection with the following matters to the extent
and as provided in the Declaration of Trust and as required by applicable law:
(a) to the same extent as the stockholders of a Massachusetts business
corporation as to whether or not a court action, proceeding or claims should or
should not be brought or maintained derivatively or as a class action on behalf
of the Trust or the shareholders; (b) with respect to any merger, consolidation
or sale of assets; (c) with respect to any investment advisory or management
contract entered into with respect to one or more funds; (d) with respect to
the incorporation of the Trust or a fund; (e) with respect to any plan adopted
pursuant to Rule 12b-1 (or any successor rule) under the 1940 Act; and (f) with
respect to such additional matters relating to the Trust as may be required by
the Declaration of Trust, the By-laws or any registration of the Trust with the
SEC as an investment company under the 1940 Act.


The Declaration of Trust provides that shareholder meeting quorum requirements
shall be established in the By-laws. The By-laws of the Trust currently provide
that the presence in person or by proxy of the holders of 30% of the shares
entitled to vote at a meeting shall constitute a quorum for the transaction of
business at meetings of shareholders of the Trust (or of an individual series
or class if required to vote separately).


On any matter submitted to a vote of shareholders, all shares of the Trust
entitled to vote shall, except as otherwise provided in the By-laws, be voted
in the aggregate as a single class without regard to series or classes of
shares, except (a) when required by applicable law or when the Board has
determined that the matter affects one or more series or classes of shares
materially differently, shares shall be voted by individual series or class;
and (b) when the Board has determined that the matter affects only the
interests of one or more series or classes, only shareholders of such series or
classes shall be entitled to vote thereon.


The Declaration of Trust provides that the Board may, in its discretion,
establish minimum investment amounts for shareholder accounts, impose fees on
accounts that do not exceed a minimum investment amount and involuntarily
redeem shares in any such account in payment of such fees. The Board, in its
sole discretion, also may cause the Trust to redeem all of the shares of the
Trust or one or more series or classes held by any shareholder for any reason,
to the extent permissible by the 1940 Act, including: (a) if the shareholder
owns shares having an aggregate net asset value of less than a


                                     II-11


specified minimum amount; (b) if a particular shareholder's ownership of shares
would disqualify a series from being a regulated investment company; (c) upon a
shareholder's failure to provide sufficient identification to permit the Trust
to verify the shareholder's identity; (d) upon a shareholder's failure to pay
for shares or meet or maintain the qualifications for ownership of a particular
class or series of shares; (e) if the Board determines (or pursuant to policies
established by the Board it is determined) that share ownership by a particular
shareholder is not in the best interests of remaining shareholders; (f) when a
fund is requested or compelled to do so by governmental authority or applicable
law; and (g) upon a shareholder's failure to comply with a request for
information with respect to the direct or indirect ownership of shares or other
securities of the Trust. The Declaration of Trust also authorizes the Board to
terminate a fund or any class without shareholder approval, and the Trust may
suspend the right of shareholders to require the Trust to redeem shares to the
extent permissible under the 1940 Act.


Upon the termination of the Trust or any series, after paying or adequately
providing for the payment of all liabilities, which may include the
establishment of a liquidating trust or similar vehicle, and upon receipt of
such releases, indemnities and refunding agreements as they deem necessary for
their protection, the Board may distribute the remaining Trust property or
property of the series to the shareholders of the Trust or the series involved,
ratably according to the number of shares of the Trust or such series held by
the several shareholders of the Trust or such series on the date of
termination, except to the extent otherwise required or permitted by the
preferences and special or relative rights and privileges of any classes of
shares of a series involved, provided that any distribution to the shareholders
of a particular class of shares shall be made to such shareholders pro rata in
proportion to the number of shares of such class held by each of them. The
composition of any such distribution (e.g., cash, securities or other assets)
shall be determined by the Trust in its sole discretion and may be different
among shareholders (including differences among shareholders in the same series
or class).


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of a
fund. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the fund and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
a fund or a fund's trustees. Moreover, the Declaration of Trust provides for
indemnification out of fund property for all losses and expenses of any
shareholder held personally liable for the obligations of the fund and the fund
may be covered by insurance which the Board considers adequate to cover
foreseeable tort claims. Thus, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which a
disclaimer is inoperative and a fund itself is unable to meet its obligations.


FOR CASH ACCOUNT TRUST


The Board Members have the authority to create additional funds and to
designate the relative rights and preferences as between the different funds.
The Board Members also may authorize the division of shares of a fund into
different classes, which may bear different expenses. All shares issued and
outstanding are fully paid and non-assessable, transferable, have no
pre-emptive or conversion rights and are redeemable as described in the funds'
prospectuses and SAIs. Each share has equal rights with each other share of the
same class of the fund as to voting, dividends, exchanges, conversion features
and liquidation. Shareholders are entitled to one vote for each full share held
and fractional votes for fractional shares held. The Board Members may also
terminate any fund or class by notice to the shareholders without shareholder
approval.


The Trust generally is not required to hold meetings of its shareholders. Under
the Declaration of Trust, however, shareholder meetings will be held in
connection with the following matters: (a) the election or removal of Board
Members if a meeting is called for such purpose; (b) the adoption of any
contract for which shareholder approval is required by the 1940 Act; (c) any
termination or reorganization of the Trust to the extent and as provided in the
Declaration of Trust; (d) any amendment of the Declaration of Trust (other than
amendments changing the name of the Trust or any fund, establishing a fund,
supplying any omission, curing any ambiguity or curing, correcting or
supplementing any defective or inconsistent provision thereof); and (e) such
additional matters as may be required by law, the Declaration of Trust, the
By-laws of the Trust, or any registration of the Trust with the Securities and
Exchange Commission or any state, or as the Board Members may consider
necessary or desirable. The shareholders also would vote upon changes in
fundamental investment objectives, policies or restrictions.


Subject to the Declaration of Trust, shareholders may remove Board Members.
Each Board Member serves until the next meeting of shareholders, if any, called
for the purpose of electing Board Members and until the


                                     II-12


election and qualification of a successor or until such Board Member sooner
dies, resigns, retires or is removed by a majority vote of the shares entitled
to vote (as described below) or a majority of the Board Members. In accordance
with the 1940 Act (a) the Trust will hold a shareholder meeting for the
election of Board Members at such time as less than a majority of the Board
Members have been elected by shareholders, and (b) if, as a result of a vacancy
in the Board, less than two-thirds of the Board Members have been elected by
the shareholders, that vacancy will be filled only by a vote of the
shareholders.


The Declaration of Trust provides that obligations of the Trust are not binding
upon the Board Members individually but only upon the property of the Trust,
that the Board Members and officers will not be liable for errors of judgment
or mistakes of fact or law, and that a Trust will indemnify its Board Members
and officers against liabilities and expenses incurred in connection with
litigation in which they may be involved because of their offices with a Trust
except if it is determined in the manner provided in the Declaration of Trust
that they have not acted in good faith in the reasonable belief that their
actions were in the best interests of the Trust. However, nothing in the
Declaration of Trust protects or indemnifies a Board Member or officer against
any liability to which he would otherwise be subject by reason of willful
misfeasance, bad faith, gross negligence, or reckless disregard of the duties
involved in the conduct of their office.


Board Members may be removed from office by a vote of the holders of a majority
of the outstanding shares at a meeting called for that purpose, which meeting
shall be held upon the written request of the holders of not less than 10% of
the outstanding shares. Upon the written request of ten or more shareholders
who have been such for at least six months and who hold shares constituting at
least 1% of the outstanding shares of the Trust stating that such shareholders
wish to communicate with the other shareholders for the purpose of obtaining
the signatures necessary to demand a meeting to consider removal of a trustee,
the Trust has undertaken to disseminate appropriate materials at the expense of
the requesting shareholders.


The Declaration of Trust provides that the presence at a shareholder meeting in
person or by proxy of at least 30% of the shares entitled to vote on a matter
shall constitute a quorum. Thus, a meeting of shareholders of a fund could take
place even if less than a majority of the shareholders were represented on its
scheduled date. Shareholders would in such a case be permitted to take action
which does not require a larger vote than a majority of a quorum, such as the
election of Board Members and ratification of the selection of auditors. Some
matters requiring a larger vote under the Declaration of Trust, such as
termination or reorganization of a fund and certain amendments of the
Declaration of Trust, would not be affected by this provision; nor would
matters which under the 1940 Act require the vote of a "majority of the
outstanding voting securities" as defined in the 1940 Act.


The Declaration of Trust specifically authorizes the Board to terminate the
Trust (or any fund or class) by notice to the shareholders without shareholder
approval.


Under Massachusetts law, shareholders of a Massachusetts business trust could,
under certain circumstances, be held personally liable for obligations of the
Trust. The Declaration of Trust, however, disclaims shareholder liability for
acts or obligations of the Trust and requires that notice of such disclaimer be
given in each agreement, obligation, or instrument entered into or executed by
the Trust or the Board Members. Moreover, the Declaration of Trust provides for
indemnification out of Trust property for all losses and expenses of any
shareholder held personally liable for the obligations of the Trust and the
Trust may be covered by insurance. Thus, the risk of a shareholder incurring
financial loss on account of shareholder liability is considered by the Advisor
remote and not material, since it is limited to circumstances in which a
disclaimer is inoperative and the Trust itself is unable to meet its
obligations.


FOR EACH CORPORATION (EXCEPT DEUTSCHE VALUE SERIES, INC.)


All shares issued and outstanding are fully paid and non-assessable,
transferable, have no pre-emptive rights (except as may be determined by the
Board of Directors) or conversion rights (except as described below) and are
redeemable as described in the SAI and in each fund's prospectus. Each share
has equal rights with each other share of the same class of a fund as to
voting, dividends, exchanges and liquidation. Shareholders are entitled to one
vote for each share held and fractional votes for fractional shares held.


The Board of Directors may determine that shares of a fund or a class of a fund
shall be automatically converted into shares of another fund of the Corporation
or of another class of the same or another fund based on the relative net
assets of such fund or class at the time of conversion. The Board of Directors
may also provide that the holders of shares of a fund or a class of a fund
shall have the


                                     II-13


right to convert or exchange their shares into shares of one or more other
funds or classes on terms established by the Board of Directors.


Each share of the Corporation may be subject to such sales loads or charges,
expenses and fees, account size requirements, and other rights and provisions,
which may be the same or different from any other share of the Corporation or
any other share of any fund or class of a fund (including shares of the same
fund or class as the share), as the Board of Directors may establish or change
from time to time and to the extent permitted under the 1940 Act.


The Corporation is not required to hold an annual meeting of shareholders in
any year in which the election of Directors is not required by the 1940 Act. If
a meeting of shareholders of the Corporation is required by the 1940 Act to
take action on the election of Directors, then an annual meeting shall be held
to elect Directors and take such other action as may come before the meeting.
Special meetings of the shareholders of the Corporation, or of the shareholders
of one or more funds or classes thereof, for any purpose or purposes, may be
called at any time by the Board of Directors or by the President, and shall be
called by the President or Secretary at the request in writing of shareholders
entitled to cast a majority of the votes entitled to be cast at the meeting.


Except as provided in the 1940 Act, the presence in person or by proxy of the
holders of one-third of the shares entitled to vote at a meeting shall
constitute a quorum for the transaction of business at meetings of shareholders
of the Corporation or of a fund or class.


On any matter submitted to a vote of shareholders, all shares of the
Corporation entitled to vote shall be voted in the aggregate as a single class
without regard to series or classes of shares, provided, however, that (a) when
applicable law requires that one or more series or classes vote separately,
such series or classes shall vote separately and, subject to (b) below, all
other series or classes shall vote in the aggregate; and (b) when the Board of
Directors determines that a matter does not affect the interests of a
particular series or class, such series or class shall not be entitled to any
vote and only the shares of the affected series or classes shall be entitled to
vote.


Notwithstanding any provision of Maryland corporate law requiring authorization
of any action by a greater proportion than a majority of the total number of
shares entitled to vote on a matter, such action shall be effective if
authorized by the majority vote of the outstanding shares entitled to vote.

Subject to the requirements of applicable law and any procedures adopted by the
Board of Directors from time to time, the holders of shares of the Corporation
or any one or more series or classes thereof may take action or consent to any
action by delivering a consent, in writing or by electronic transmission, of
the holders entitled to cast not less than the minimum number of votes that
would be necessary to authorize or take the action at a formal meeting.


The Articles of Incorporation provide that the Board of Directors may, in its
discretion, establish minimum investment amounts for shareholder accounts,
impose fees on accounts that do not exceed a minimum investment amount and
involuntarily redeem shares in any such account in payment of such fees. The
Board of Directors, in its sole discretion, also may cause the Corporation to
redeem all of the shares of the Corporation or one or more series or classes
held by any shareholder for any reason, to the extent permissible by the 1940
Act, including: (a) if the shareholder owns shares having an aggregate net
asset value of less than a specified minimum amount; (b) if the shareholder's
ownership of shares would disqualify a series from being a regulated investment
company; (c) upon a shareholder's failure to provide sufficient identification
to permit the Corporation to verify the shareholder's identity; (d) upon a
shareholder's failure to pay for shares or meet or maintain the qualifications
for ownership of a particular series or class; (e) if the Board of Directors
determines (or pursuant to policies established by the Board of Directors it is
determined) that share ownership by a shareholder is not in the best interests
of the remaining shareholders; (f) when the Corporation is requested or
compelled to do so by governmental authority or applicable law; or (g) upon a
shareholder's failure to comply with a request for information with respect to
the direct or indirect ownership of shares of the Corporation. By redeeming
shares the Corporation may terminate a fund or any class without shareholder
approval, and the Corporation may suspend the right of shareholders to require
the Corporation to redeem shares to the extent permissible under the 1940 Act.


Except as otherwise permitted by the Articles of Incorporation, upon
liquidation or termination of a fund or class, shareholders of such fund or
class of such fund shall be entitled to receive, pro rata in proportion to the
number of shares of such fund or class held by each of them, a share of the net
assets of such fund or class, and the holders of shares of any other particular
fund or class shall not be entitled to any such distribution, provided,
however, that the composition of any such payment (e.g.,


                                     II-14


cash, securities and/or other assets) to any shareholder shall be determined by
the Corporation in its sole discretion, and may be different among shareholders
(including differences among shareholders in the same fund or class).


FOR DEUTSCHE VALUE SERIES, INC.


All shares issued and outstanding are fully paid and non-assessable,
transferable, have no pre-emptive rights (except as may be determined by the
Board of Directors) or conversion rights (except as described below) and are
redeemable as described in the SAI and in each fund's prospectus. Each share
has equal rights with each other share of the same class of a fund as to
voting, dividends, exchanges and liquidation. Shareholders are entitled to one
vote for each share held and fractional votes for fractional shares held.


The Board of Directors may provide that the holders of shares of a fund or a
class of a fund shall have the right to convert or exchange their shares into
shares of one or more other funds or classes on terms established by the Board
of Directors.


Each share of the Corporation may be subject to such sales loads or charges,
expenses and fees, and account size requirements as the Board of Directors may
establish or change from time to time and to the extent permitted under the
1940 Act.


The Corporation is not required to hold an annual meeting of shareholders in
any year in which the election of Directors is not required by the 1940 Act. If
a meeting of shareholders of the Corporation is required by the 1940 Act to
take action on the election of Directors, then an annual meeting shall be held
to elect Directors and take such other action as may come before the meeting.
Special meetings of the shareholders of the Corporation, or of the shareholders
of one or more funds or classes thereof, for any purpose or purposes, may be
called at any time by the Board of Directors or by the President, and shall be
called by the President or Secretary at the request in writing of shareholders
entitled to cast a majority of the votes entitled to be cast at the meeting.


Except as provided in the 1940 Act, the presence in person or by proxy of the
holders of one-third of the shares entitled to vote at a meeting shall
constitute a quorum for the transaction of business at meetings of shareholders
of the Corporation or of a fund or class.

On any matter submitted to a vote of shareholders, all shares of the
Corporation entitled to vote shall be voted in the aggregate as a single class
without regard to series or classes of shares, provided, however, that (a) when
applicable law requires that one or more series or classes vote separately,
such series or classes shall vote separately and, subject to (b) below, all
other series or classes shall vote in the aggregate; and (b) when a matter does
not affect the interests of a particular series or class, such series or class
shall not be entitled to any vote and only the shares of the affected series or
classes shall be entitled to vote.


Notwithstanding any provision of Maryland corporate law requiring authorization
of any action by a greater proportion than a majority of the total number of
shares entitled to vote on a matter, such action shall be effective if
authorized by the majority vote of the outstanding shares entitled to vote.


The Board of Directors, in its sole discretion, may cause the Corporation to
redeem all of the shares of the Corporation or one or more series or classes
held by any shareholder for any reason, to the extent permissible by the 1940
Act. By redeeming shares the Corporation may terminate a fund or any class
without shareholder approval, and the Corporation may suspend the right of
shareholders to require the Corporation to redeem shares to the extent
permissible under the 1940 Act.


Except as otherwise permitted by the Articles of Incorporation, upon
liquidation or termination of a fund or class, shareholders of such fund or
class of such fund shall be entitled to receive, pro rata in proportion to the
number of shares of such fund or class held by each of them, a share of the net
assets of such fund or class, and the holders of shares of any other particular
fund or class shall not be entitled to any such distribution.


FOR MASTER/FEEDER ARRANGEMENTS


Deutsche Equity 500 Index Portfolio and Government Cash Management Portfolio
fund (the "Portfolios" and each a "Portfolio") are organized as master trust
funds under the laws of the State of New York. Each Portfolio serves as a
master fund in a master/feeder arrangement. References to a fund in this
section refer only to a fund that is a feeder fund in a master/feeder
arrangement. Each Portfolio's Declaration of Trust provides that a fund and
other entities investing in the Portfolio (e.g., other investment companies,
insurance company separate accounts and common and commingled trust funds) will
each be liable for all obligations of a Portfolio. However,


                                     II-15


the risk of a fund incurring financial loss on account of such liability is
limited to circumstances in which both inadequate insurance existed and a
Portfolio itself was unable to meet its obligations. Accordingly, the Board
believes that neither a fund nor its shareholders will be adversely affected by
reason of a fund's investing in a Portfolio. Whenever a fund is requested to
vote on a matter pertaining to a Portfolio, a fund will vote its shares without
a meeting of shareholders of a fund if the proposal is one, in which made with
respect to a fund, would not require the vote of shareholders of a fund as long
as such action is permissible under applicable statutory and regulatory
requirements. In addition, whenever a fund is requested to vote on matters
pertaining to the fundamental policies of a Portfolio, a fund will hold a
meeting of the fund's shareholders and will cast its vote as instructed by the
fund's shareholders. The percentage of a fund's votes representing fund
shareholders not voting will be voted by a fund in the same proportion as fund
shareholders who do, in fact, vote. For all other matters requiring a vote, a
fund will hold a meeting of shareholders of a fund and, at the meeting of
investors in a Portfolio, a fund will cast all of its votes in the same
proportion as the votes of a fund's shareholders even if all fund shareholders
did not vote. Even if a fund votes all its shares at the Portfolio meeting,
other investors with a greater pro rata ownership of a Portfolio could have
effective voting control of the operations of a Portfolio.



PURCHASE AND REDEMPTION OF SHARES

GENERAL INFORMATION. Policies and procedures affecting transactions in a fund's
shares can be changed at any time without notice, subject to applicable law.
Transactions may be contingent upon proper completion of application forms and
other documents by shareholders and their receipt by a fund's agents.
Transaction delays in processing (and changing account features) due to
circumstances within or beyond the control of a fund and its agents may occur.
Shareholders (or their financial services firms) are responsible for all losses
and fees resulting from bad checks, cancelled orders or the failure to
consummate transactions effected pursuant to instructions reasonably believed
to be genuine.


A fund may suspend (in whole or in part) or terminate the offering of its
shares at any time for any reason and may limit the amount of purchases by, and
refuse to sell to, any person. During the period of such suspension, a fund may
permit certain persons (for example, persons who are already shareholders of
the fund) to continue to purchase additional shares of a fund and to have
dividends reinvested.


Orders will be confirmed at a share price next calculated after receipt in good
order by DDI. Except as described below, orders received by certain dealers or
other financial services firms prior to the close of a fund's business day will
be confirmed at a price based on the net asset value determined on that day
(trade date).


USE OF FINANCIAL SERVICES FIRMS. Dealers and other financial services firms
provide varying arrangements for their clients to purchase and redeem a fund's
shares, including different minimum investments, and may assess transaction or
other fees. In addition, certain privileges with respect to the purchase and
redemption of shares or the reinvestment of dividends may not be available
through such firms. Firms may arrange with their clients for other investment
or administrative services. Such firms may independently establish and charge
additional amounts to their clients for such services. Firms also may hold a
fund's shares in nominee or street name as agent for and on behalf of their
customers. In such instances, the Shareholder Service Agent will have no
information with respect to or control over the accounts of specific
shareholders. Such shareholders may obtain access to their accounts and
information about their accounts only from their firm. Certain of these firms
may receive compensation from a fund through the Shareholder Service Agent for
record-keeping and other expenses relating to these nominee accounts. Some
firms may participate in a program allowing them access to their clients'
accounts for servicing including, without limitation, transfers of registration
and dividend payee changes; and may perform functions such as generation of
confirmation statements and disbursement of cash dividends. Such firms,
including affiliates of DDI, may receive compensation from a fund through the
Shareholder Service Agent for these services.


A fund has authorized one or more financial service institutions, including
certain members of the Financial Industry Regulatory Authority (FINRA) other
than DDI (i.e., financial institutions), to accept purchase and redemption
orders for a fund's shares. Such financial institutions may also designate
other parties, including plan administrator intermediaries, to accept purchase
and redemption orders on a fund's behalf. Orders for purchases or redemptions
will be deemed to have been received by a fund when such financial institutions
or, if applicable, their authorized designees accept the orders. Subject to the
terms of the contract between a fund and


                                     II-16


the financial institution, ordinarily orders will be priced at a fund's net
asset value next computed after acceptance by such financial institution or its
authorized designees. Further, if purchases or redemptions of a fund's shares
are arranged and settlement is made at an investor's election through any other
authorized financial institution, that financial institution may, at its
discretion, charge a fee for that service.


TAX-SHELTERED RETIREMENT PLANS. The Shareholder Service Agent and DDI provide
retirement plan services and documents and can establish investor accounts in
any of the following types of retirement plans:


o     Traditional, Roth and Education IRAs. This includes Savings Incentive
      Match Plan for Employees of Small Employers (SIMPLE), Simplified Employee
      Pension Plan (SEP) IRA accounts and prototype documents.


o     403(b)(7) Custodial Accounts. This type of plan is available to employees
      of most non-profit organizations.


o     Prototype money purchase pension and profit-sharing plans may be adopted
      by employers.


Materials describing these plans as well as model defined benefit plans, target
benefit plans, 457 plans, 401(k) plans, simple 401(k) plans and materials for
establishing them are available from the Shareholder Service Agent upon
request. DDI may pay commissions to dealers and other financial services firms
in connection with shares sold to retirement plans. For further information
about such compensation, see Compensation Schedules #1 and #2 as set forth in
PART II - APPENDIX II-D. Additional fees and transaction policies and
procedures may apply to such plans. Certain funds investing in municipal
securities may not be appropriate for such Tax-Sheltered Retirement Plans.
Investors should consult their own tax advisors before establishing a
retirement plan.


PURCHASES

A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to the
purchase of certain classes of shares is only applicable to funds offering such
classes of shares. For information regarding purchases of shares of Deutsche
Variable Series I, Deutsche Variable Series II and Deutsche Investments VIT
Funds, please see VARIABLE INSURANCE FUNDS below. For information regarding
purchases of money market funds, please see MONEY MARKET FUNDS below.

PURCHASE OF CLASS A SHARES. The public offering price of Class A shares is the
net asset value plus a sales charge based on investment amount, as set forth in
the relevant prospectus and the "Class A Sales Charge Schedule" set forth in
PART II - APPENDIX II-F. Class A shares are subject to a Rule 12b-1 fee, as
described in the relevant prospectus (see also the discussion of Rule 12b-1
Plans under Distribution and Service Agreements and Plans below).


CLASS A SHARES REDUCED SALES CHARGES

QUANTITY DISCOUNTS. An investor or the investor's dealer or other financial
services firm must notify the Shareholder Service Agent or DDI whenever a
quantity discount or reduced sales charge is applicable to a purchase. In order
to qualify for a lower sales charge, all orders from an organized group will
have to be placed through a single dealer or other firm and identified as
originating from a qualifying purchaser.


COMBINED PURCHASES. A fund's Class A shares may be purchased at the rate
applicable to the sales charge discount bracket attained by combining same day
investments in all share classes of two or more retail Deutsche funds
(excluding direct purchases of Deutsche money market funds).


CUMULATIVE DISCOUNT. Class A shares of a fund may also be purchased at the rate
applicable to the discount bracket attained by adding to the cost of shares
being purchased, the value of all share classes of retail Deutsche funds
(excluding shares in Deutsche money market funds for which a sales charge has
not previously been paid and computed at the maximum offering price at the time
of the purchase for which the discount is applicable for Class A shares)
already owned by the investor or his or her immediate family member (including
the investor's spouse or life partner and children or stepchildren age 21 or
younger).


LETTER OF INTENT. The reduced sales charges for Class A shares, as shown in the
relevant prospectus and the "Class A Sales Charge Schedule" set forth in PART
II - APPENDIX II-F, also apply to the aggregate amount of purchases of all
shares of retail Deutsche funds (excluding direct purchases of Deutsche money
market funds) made by any purchaser within a 24-month period under a written
Letter of Intent (Letter) provided to DDI. The Letter, which imposes no
obligation to purchase or sell additional Class A shares, provides for a price
adjustment depending upon the actual amount purchased within such period. The
Letter provides that the first purchase following execution of the Letter must
be at least 5% of the amount of the


                                     II-17


intended purchase, and that 5% of the amount of the intended purchase normally
will be held in escrow in the form of shares pending completion of the intended
purchase. If the total investments under the Letter are less than the intended
amount and thereby qualify only for a higher sales charge than actually paid,
the appropriate number of escrowed shares are redeemed and the proceeds used
toward satisfaction of the obligation to pay the increased sales charge. The
Letter for (i) an employer-sponsored employee benefit plan maintained on the
subaccount record keeping system available through ADP, Inc. under an alliance
between ADP, Inc. and DDI and its affiliates; or (ii) a 403(b) plan for which
ExpertPlan Inc., a subsidiary of Ascensus, Inc. provides recordkeeping services
and Deutsche AM Trust Company acts as the custodian ("Deutsche AM/ExpertPlan
403(b) Plan") may have special provisions regarding payment of any increased
sales charge resulting from a failure to complete the intended purchase under
the Letter. A shareholder may include the value (at the maximum offering price,
which is determined by adding the maximum applicable sales load charged to the
net asset value) of all shares of such Deutsche funds held of record as of the
initial purchase date under the Letter as an "accumulation credit" toward the
completion of the Letter, but no price adjustment will be made on such shares.


DEUTSCHE AM/EXPERTPLAN 403(B) PLANS. For purposes of the Combined Purchases,
Cumulative Discount and Letter of Intent features described above, Deutsche
AM/ExpertPlan 403(b) Plans may include: (a) Money Market funds as "Deutsche
funds," (b) all classes of shares of any Deutsche fund and (c) the value of any
other plan investments, such as guaranteed investment contracts and employer
stock, maintained on such subaccount record keeping system.


CLASS A NAV SALES. Class A shares may be sold at net asset value without a
sales charge to:



(1)    investors investing $1 million or more ($250,000 or more for Deutsche
       California Tax-Free Income Fund, Deutsche CROCI/ (Reg. TM)/ U.S. Fund,
       Deutsche Fixed Income Opportunities Fund, Deutsche Global Growth Fund,
       Deutsche GNMA Fund, Deutsche Intermediate Tax/AMT Free Fund, Deutsche
       Managed Municipal Bond Fund, Deutsche Massachusetts Tax-Free Fund,
       Deutsche New York Tax-Free Income Fund, Deutsche Real Assets Fund,
       Deutsche Short Duration Fund, Deutsche Strategic High Yield Tax-Free
       Fund, Deutsche Short-Term Municipal Bond Fund, Deutsche Select
       Alternative Allocation Fund, Deutsche Strategic Government Securities
       Fund and Deutsche Unconstrained Income Fund), either as a lump sum or
       through the Combined Purchases, Letter of Intent and Cumulative Discount
       features referred to above (collectively, the Large Order NAV Purchase
       Privilege). The Large Order NAV Purchase Privilege is not available if
       another net asset value purchase privilege is available;



(2)    a current or former director or trustee of Deutsche mutual funds;


(3)    an employee (including the employee's spouse or life partner and
       children or stepchildren age 21 or younger) of Deutsche Bank AG or its
       affiliates or of a subadvisor to any fund in the Deutsche funds or of a
       broker-dealer authorized to sell shares of a fund or service agents of a
       fund;


(4)    certain professionals who assist in the promotion of Deutsche funds
       pursuant to personal services contracts with DDI, for themselves or
       immediate members of their families;


(5)    any trust, pension, profit-sharing or other benefit plan for only such
       persons listed under the preceding paragraphs (2) and (3);


(6)    persons who purchase such shares through bank trust departments that
       process such trades through an automated, integrated mutual fund
       clearing program provided by a third party clearing firm;


(7)    selected employees (including their spouses or life partners and
       children or stepchildren age 21 or younger) of banks and other financial
       services firms that provide administrative services related to order
       placement and payment to facilitate transactions in shares of a Deutsche
       fund for their clients pursuant to an agreement with DDI or one of its
       affiliates. Only those employees of such banks and other firms who as
       part of their usual duties provide services related to transactions in
       fund shares qualify;


(8)    unit investment trusts sponsored by Ranson & Associates, Inc. and
       unitholders of unit investment trusts sponsored by Ranson & Associates,
       Inc. or its predecessors through reinvestment programs described in the
       prospectuses of such trusts that have such programs;


(9)    persons who purchase such shares through certain investment advisors
       registered under the Investment Advisers Act of 1940 and other financial


                                     II-18


       services firms acting solely as agent for their clients, that adhere to
       certain standards established by DDI, including a requirement that such
       shares be sold for the benefit of their clients participating in an
       investment advisory program or agency commission program under which
       such clients pay a fee to the investment advisor or other firm for
       portfolio management or agency brokerage services. Such shares are sold
       for investment purposes and on the condition that they will not be
       resold except through redemption or repurchase by a fund;


(10)   financial service firms that have entered into an agreement with DDI to
       offer Class A shares through a no-load network, platform or
       self-directed brokerage account that may or may not charge transaction
       fees to their clients;


(11)   Deutsche AM/ExpertPlan 403(b) Plans established prior to October 1,
       2003, provided that the Deutsche AM/ExpertPlan 403(b) Plan is a
       participant-directed plan that has not less than 200 eligible employees;


(12)   defined contribution investment only plans with a minimum of $1 million
       in plan assets regardless of the amount allocated to the Deutsche funds.
       For purposes of this sales charge waiver, "defined contribution
       investment only plans" do not include SEP IRAs, SIMPLE IRAs, or Salary
       Reduction Simplified Employee Pension Plans (SARSEPs);


In addition, Class A shares may be sold at net asset value without a sales
charge in connection with:


(13)   the acquisition of assets or merger or consolidation with another
       investment company, and under other circumstances deemed appropriate by
       DDI and consistent with regulatory requirements;


(14)   a direct "roll over" of a distribution from a Deutsche AM/ExpertPlan
       403(b) Plan or from participants in employer sponsored employee benefit
       plans maintained on the OmniPlus subaccount record keeping system made
       available through ADP, Inc. under an alliance between ADP, Inc. and DDI
       and its affiliates into a Deutsche AM IRA;



(15)   reinvestment of fund dividends and distributions;


(16)   exchanging an investment in Class A shares of another fund in the
       Deutsche funds for an investment in a fund; and

(17)   exchanging an investment in Class C shares of the fund for an investment
       in Class A of the same fund pursuant to one of the exchange privileges
       described in the prospectus.



Class A shares also may be purchased at net asset value without a sales charge
in any amount by members of the plaintiff class in the proceeding known as
Howard and Audrey Tabankin, et al. v. Kemper Short-Term Global Income Fund, et
al., Case No. 93 C 5231 (N.D. IL). This privilege is generally non-transferable
and continues for the lifetime of individual class members and has expired for
non-individual class members. To make a purchase at net asset value under this
privilege, the investor must, at the time of purchase, submit a written request
that the purchase be processed at net asset value pursuant to this privilege
specifically identifying the purchaser as a member of the "Tabankin Class."
Shares purchased under this privilege will be maintained in a separate account
that includes only shares purchased under this privilege. For more details
concerning this privilege, class members should refer to the Notice of (i)
Proposed Settlement with Defendants; and (ii) Hearing to Determine Fairness of
Proposed Settlement, dated August 31, 1995, issued in connection with the
aforementioned court proceeding. For sales of fund shares at net asset value
pursuant to this privilege, DDI may in its discretion pay dealers and other
financial services firms a concession, payable quarterly, at an annual rate of
up to 0.25% of net assets attributable to such shares maintained and serviced
by the firm. A firm becomes eligible for the concession based upon assets in
accounts attributable to shares purchased under this privilege in the month
after the month of purchase and the concession continues until terminated by
DDI. The privilege of purchasing Class A shares of a fund at net asset value
under this privilege is not available if another net asset value purchase
privilege also applies.



Certain intermediaries may provide different sales charge discounts and
waivers. If provided, such discounts and waivers and the applicable
intermediaries would be described under "Sales Charge Waivers and Discounts
Available Through Intermediaries" in Appendix B to a fund's prospectus.



PURCHASE OF CLASS T SHARES. The public offering price of Class T shares is the
net asset value plus a sales charge based on investment amount, as set forth in
the relevant prospectus and the "Class T Sales Charge Schedule" set forth in
PART II - APPENDIX II-F. Class T shares are subject


                                     II-19


to a Rule 12b-1 fee, as described in the relevant prospectus (see also the
discussion of Rule 12b-1 Plans under Distribution and Service Agreements and
Plans below).



CLASS T NAV SALES. There are generally no sales charge waivers for Class T
purchases. However, the sales charge will be waived if you are reinvesting
dividends and distributions. In addition, certain intermediaries may provide
sales charge waivers. If provided, such waivers and the applicable
intermediaries would be described under "Sales Charge Waivers and Discounts
Available Through Intermediaries" in Appendix B to a fund's prospectus.



PURCHASE OF CLASS C SHARES. Class C shares of a fund are offered at net asset
value. No initial sales charge is imposed, which allows the full amount of the
investor's purchase payment to be invested in Class C shares for his or her
account. Class C shares are subject to a contingent deferred sales charge of
1.00% (for shares sold within one year of purchase) and Rule 12b-1 fees, as
described in the relevant prospectus (see also the discussion of Rule 12b-1
Plans under Distribution and Service Agreements and Plans below).


PURCHASE OF CLASS R SHARES. Class R shares of a fund are offered at net asset
value. No initial sales charge is imposed, which allows the full amount of the
investor's purchase payment to be invested in Class R shares for his or her
account. Class R shares are subject to a Rule 12b-1 fee, as described in the
relevant prospectus (see also the discussion of Rule 12b-1 Plans under
Distribution and Service Agreements and Plans below).


The Shareholder Service Agent monitors transactions in Class R shares to help
to ensure that investors purchasing Class R shares meet the eligibility
requirements described in the prospectus. If the Shareholder Service Agent is
unable to verify that an investor meets the eligibility requirements for Class
R, either following receipt of a completed application form within time frames
established by a fund or as part of its ongoing monitoring, the Shareholder
Service Agent may take corrective action up to and including canceling the
purchase order or redeeming the account.


PURCHASE OF CLASS R6 SHARES. Class R6 shares of a fund are offered at net asset
value. Class R6 shares are generally available only to certain retirement
plans. If your plan sponsor has selected Class R6 shares as an investment
option, you may purchase Class R6 shares through your securities dealer or any
financial institution authorized to act as a shareholder servicing agent for
your plan. There is no minimum investment for Class R6 shares. Contact your
securities dealer or shareholder servicing agent for details on how to buy and
sell Class R6 shares.


PURCHASE OF INSTITUTIONAL CLASS SHARES. Institutional Class shares of a fund
are offered at net asset value without a sales charge to certain eligible
investors as described in the section entitled "Buying and Selling Shares" in a
fund's prospectus.


Investors may invest in Institutional Class shares by setting up an account
directly with the Shareholder Service Agent or through an authorized service
agent. Investors who establish shareholder accounts directly with the
Shareholder Service Agent should submit purchase and redemption orders as
described in the relevant prospectus.


PURCHASE OF CLASS S. Class S shares of a fund are offered at net asset value.
Class S shares are generally only available to new investors through fee-based
programs of investment dealers that have special agreements with a fund's
distributor, through certain group retirement plans and through certain
registered investment advisors. These dealers and advisors typically charge
ongoing fees for services they provide.


PURCHASE OF INSTITUTIONAL SHARES AND INVESTMENT CLASS SHARES (FOR DEUTSCHE
LIMITED MATURITY QUALITY INCOME FUND AND DEUTSCHE ULTRA-SHORT INVESTMENT GRADE
FUND ONLY). Shares of a fund are sold at net asset value without a sales charge
directly from a fund or through selected financial services firms, such as
broker-dealers and banks.


MULTI-CLASS SUITABILITY FOR CLASSES A AND C. DDI has established the following
procedures regarding the purchase of Class A and Class C shares. Orders to
purchase Class C shares of $500,000 or more (certain funds have a $250,000
maximum for Class C purchases, see the applicable fund's prospectus) will be
declined with the exception of orders received from (i) financial
representatives acting for clients whose shares are held in an omnibus account;
and (ii) Deutsche AM/ExpertPlan 403(b) Plans. The foregoing Class C order limit
of $500,000 or more is $250,000 or more for the certain funds, see the relevant
prospectus for additional information.


The following provisions apply to Deutsche AM/ExpertPlan 403(b) Plans.


(1)    Class C Share Deutsche AM/ExpertPlan 403(b) Plans. Orders to purchase
       Class C shares for a Deutsche AM/ExpertPlan 403(b) Plan, regardless


                                     II-20


       of when such plan was established on the system, will be invested
       instead in Class A shares at net asset value when the combined
       subaccount value in Deutsche funds or other eligible assets held by the
       plan is $1,000,000 or more. This provision will be imposed for the first
       purchase after eligible plan assets reach the $1,000,000 threshold. A
       later decline in assets below the $1,000,000 threshold will not affect
       the plan's ability to continue to purchase Class A shares at net asset
       value.


The procedures described above do not reflect in any way the suitability of a
particular class of shares for a particular investor and should not be relied
upon as such. A suitability determination must be made by investors with the
assistance of their financial representative.


PURCHASE PRIVILEGES FOR DEUTSCHE AM AFFILIATED INDIVIDUALS. Current or former
Board members of the Deutsche funds, employees, their spouses or life partners
and children or step-children age 21 or younger, of Deutsche Bank AG or its
affiliates or a subadvisor to any Deutsche fund or a broker-dealer authorized
to sell shares of a fund are generally eligible to purchase shares in the class
of a fund with the lowest expense ratio, usually the Institutional Class
shares. If a fund does not offer Institutional Class shares, these individuals
are eligible to buy Class A shares at NAV. Each fund also reserves the right to
waive the minimum account balance requirement for employee and director
accounts. Fees generally charged to IRA accounts will be charged to accounts of
employees and directors.


MONEY MARKET FUNDS. Shares of a fund are sold at net asset value directly from
a fund or through selected financial services firms, such as broker-dealers and
banks. Each fund seeks to have its investment portfolio as fully invested as
possible at all times in order to achieve maximum income. Since each fund will
be investing in instruments that normally require immediate payment in Federal
Funds (monies credited to a bank's account with its regional Federal Reserve
Bank), as described in the applicable prospectus, each fund has adopted
procedures for the convenience of its shareholders and to ensure that each fund
receives investable funds.


VARIABLE INSURANCE FUNDS. Shares of Deutsche Variable Series I, Deutsche
Variable Series II and Deutsche Investments VIT Funds are continuously offered
to separate accounts of participating insurance companies at the net asset
value per share next determined after a proper purchase request has been
received by the insurance company. The insurance companies offer to variable
annuity and variable life insurance contract owners units in its separate
accounts which directly correspond to shares in a fund. Each insurance company
submits purchase and redemption orders to a fund based on allocation
instructions for premium payments, transfer instructions and surrender or
partial withdrawal requests which are furnished to the insurance company by
such contract owners. Contract owners can send such instructions and requests
to the insurance companies in accordance with procedures set forth in the
prospectus for the applicable variable insurance product offered by the
insurance company.


PURCHASES IN-KIND. A fund may, at its own option, accept securities in payment
for shares. The securities delivered in payment for shares are valued by the
method described under "Net Asset Value" as of the day a fund receives the
securities. This is a taxable transaction to the shareholder. Securities may be
accepted in payment for shares only if they are, in the judgment of the
Advisor, appropriate investments for a fund. In addition, securities accepted
in payment for shares must: (i) meet the investment objective and policies of
the acquiring fund; (ii) be acquired by the applicable fund for investment and
not for resale; (iii) be liquid securities which are not restricted as to
transfer either by law or liquidity of market; and (iv) if stock, have a value
which is readily ascertainable as evidenced by a listing on a stock exchange,
over-the-counter market or by readily available market quotations from a dealer
in such securities. The shareholder will be charged the costs associated with
receiving or delivering the securities. These costs include security movement
costs and taxes and registration costs. A fund reserves the right to accept or
reject at its own option any and all securities offered in payment for its
shares.


REDEMPTIONS

A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to the
redemption of certain classes of shares is only applicable to funds offering
such classes of shares. Please consult the prospectus for the availability of
these redemption features for a specific fund. In addition, the information
provided below does not apply to contract holders in variable insurance
products. Contract owners should consult their contract prospectuses for
applicable redemption procedures.


A request for repurchase (confirmed redemption) may be communicated by a
shareholder through a financial services firm to DDI, which firms must promptly
submit orders to be effective.


                                     II-21


Redemption requests must be unconditional. Redemption requests (and a stock
power for certificated shares) must be duly endorsed by the account holder. As
specified in the relevant prospectus, signatures may need to be guaranteed by a
commercial bank, trust company, savings and loan association, federal savings
bank, member firm of a national securities exchange or other financial
institution permitted by SEC rule. Deutsche Asset Management accepts Medallion
Signature Guarantees. Additional documentation may be required, particularly
from institutional and fiduciary account holders, such as corporations,
custodians (e.g., under the Uniform Transfers to Minors Act), executors,
administrators, trustees or guardians.


WIRES. The ability to send wires is limited by the business hours and holidays
of the firms involved. A fund is not responsible for the efficiency of the
federal wire system or the account holder's financial services firm or bank.
The account holder is responsible for any charges imposed by the account
holder's firm or bank. To change the designated account to receive wire
redemption proceeds, send a written request to the Shareholder Service Agent
with signatures guaranteed as described above or contact the firm through which
fund shares were purchased.


SYSTEMATIC WITHDRAWAL PLAN. An owner of $5,000 or more of a class of a fund's
shares at the offering price (net asset value plus, in the case of Class A
shares, the initial sales charge) may provide for the payment from the owner's
account of any requested dollar amount to be paid to the owner or a designated
payee monthly, quarterly, semiannually or annually pursuant to a Systematic
Withdrawal Plan (the "Plan"). The $5,000 minimum account size is not applicable
to IRAs. The minimum periodic payment is $50. The maximum annual rate at which
shares subject to CDSC may be redeemed without the imposition of the CDSC is
12% of the net asset value of the account.


Non-retirement plan shareholders may establish a Plan to receive monthly,
quarterly or periodic redemptions from his or her account for any designated
amount of $50 or more. Shareholders may designate which day they want the
systematic withdrawal to be processed. If a day is not designated, the
withdrawal will be processed on the 25th day of the month to that the payee
should receive payment approximately on the first of the month. The check
amounts may be based on the redemption of a fixed dollar amount, fixed share
amount, percent of account value or declining balance. The Plan provides for
income dividends and capital gains distributions, if any, to be reinvested in
additional shares. Shares are then liquidated as necessary to provide for
withdrawal payments. Since the withdrawals are in amounts selected by the
investor and have no relationship to yield or income, payments received cannot
be considered as yield or income on the investment and the resulting
liquidations may deplete or possibly extinguish the initial investment and any
reinvested dividends and capital gains distributions. Any such requests must be
received by the Shareholder Service Agent ten days prior to the date of the
first systematic withdrawal. A Plan may be terminated at any time by the
shareholder, the Trust or its agent on written notice, and will be terminated
when all fund shares under the Plan have been liquidated or upon receipt by the
Trust of notice of death of the shareholder.


The purchase of Class A shares while participating in a Plan will ordinarily be
disadvantageous to the investor because the investor will be paying a sales
charge on the purchase of shares at the same time that the investor is
redeeming shares upon which a sales charge may have already been paid.
Therefore, an investor should consider carefully whether to make additional
investments in Class A shares if the investor is at the same time making
systematic withdrawals.


CONTINGENT DEFERRED SALES CHARGE (CDSC). The following example will illustrate
the operation of the CDSC for Class A (when applicable) and Class C shares, to
the extent applicable. Assume that an investor makes a single purchase of
$10,000 of a fund's Class C shares and then 11 months later the value of the
shares has grown by $1,000 through reinvested dividends and by an additional
$1,000 of share appreciation to a total of $12,000. If the investor were then
to redeem the entire $12,000 in share value, the CDSC would be payable only
with respect to $10,000 because neither the $1,000 of reinvested dividends nor
the $1,000 of share appreciation is subject to the charge. The charge would be
at the rate of 1.00% ($100).


The rate of the CDSC is determined by the length of the period of ownership.
Investments are tracked on a monthly basis. The period of ownership for this
purpose begins the first day of the month in which the order for the investment
is received. In the event no specific order is requested when redeeming shares
subject to a CDSC, the redemption will be made first from shares representing
reinvested dividends and then from the earliest purchase of shares. DDI
receives any CDSC directly. The CDSC will not be imposed upon redemption of
reinvested dividends or share appreciation.


                                     II-22


The Class A CDSC for shares purchased through the Large Order NAV Purchase
Privilege will be waived in the event of:


(1)    redemptions by a participant-directed qualified retirement plan
       described in Internal Revenue Code of 1986, as amended (Code) Section
       401(a), a participant-directed non-qualified deferred compensation plan
       described in Code Section 457 or a participant-directed qualified
       retirement plan described in Code Section 403(b)(7) which is not
       sponsored by a K-12 school district;


(2)    redemptions by (i) employer-sponsored employee benefit plans using the
       subaccount record keeping system made available through ADP, Inc. under
       an alliance between ADP, Inc. and DDI and its affiliates; or (ii)
       Deutsche AM/ExpertPlan 403(b) Plans;


(3)    redemption of shares of a shareholder (including a registered joint
       owner) who has died;


(4)    redemption of shares of a shareholder (including a registered joint
       owner) who after purchase of the shares being redeemed becomes totally
       disabled (as evidenced by a determination by the federal Social Security
       Administration);


(5)    redemptions under a fund's Systematic Withdrawal Plan at a maximum of
       12% per year of the net asset value of the account; and


(6)    redemptions for certain loan advances, hardship provisions or returns of
       excess contributions from retirement plans.


The Class C CDSC will be waived for the circumstances set forth in items (2),
(3), (4) and (5) above for Class A shares. In addition, this CDSC will be
waived for:


(i)        redemption of shares by an employer-sponsored employee benefit plan
           that offers funds in addition to Deutsche funds and whose dealer of
           record has waived the advance of the first year administrative
           service and distribution fees applicable to such shares and agrees
           to receive such fees quarterly;


(ii)       redemption  of  shares  purchased  through  a dealer-sponsored asset
           allocation  program  maintained  on an omnibus record-keeping system
           provided  the  dealer  of record had waived the advance of the first
           year  administrative  services  and  distribution fees applicable to
           such shares and has agreed to receive such fees quarterly;

(iii)      redemptions made pursuant to any IRA systematic withdrawal based on
           the shareholder's life expectancy including, but not limited to,
           substantially equal periodic payments described in Code Section
           72(t)(2)(A)(iv) prior to age 59 1/2; and


(iv)       redemptions to satisfy required minimum distributions after age 70
           1/2 from an IRA account (with the maximum amount subject to this
           waiver being based only upon the shareholder's Deutsche AM IRA
           accounts).



In addition, certain intermediaries may provide different CDSC waivers. If
provided, such waivers and the applicable intermediaries would be described
under "Sales Charge Waivers and Discounts Available Through Intermediaries" in
Appendix B to a fund's prospectus.


REDEMPTIONS IN-KIND. A fund reserves the right to honor any request for
redemption or repurchase by making payment in whole or in part in readily
marketable securities, which are subject to market risk until sold, may incur
taxes and may incur brokerage costs, rather than cash. These securities will be
chosen by a fund and valued as they are for purposes of computing a fund's net
asset value. A shareholder may incur transaction expenses in converting these
securities to cash. Please see the prospectus for any requirements that may be
applicable to certain funds to provide cash up to certain amounts. For the
following funds, this right may only be exercised upon the consent of the
shareholder: Deutsche Government & Agency Securities Portfolio, a series of
Cash Account Trust; Deutsche Government Cash Reserves Fund Institutional and
Deutsche Government Money Market Series, each a series of Deutsche Money Market
Trust; and Deutsche Treasury Portfolio and Deutsche Variable NAV Money Fund,
each a series of Investors Cash Trust.



CHECKWRITING (applicable to Deutsche Short Duration Fund, Deutsche Intermediate
Tax/AMT Free Fund and Deutsche Massachusetts Tax-Free Fund only). The
Checkwriting Privilege is not offered to new investors. The Checkwriting
Privilege is available for shareholders of Deutsche Intermediate Tax/AMT Free
Fund and DWS Short Term Bond Fund (which was acquired by Deutsche Short
Duration Fund) who previously elected this privilege prior to August 19, 2002,
and to shareholders of Deutsche Massachusetts Tax-Free Fund who were
shareholders of the Scudder Massachusetts Limited Term Tax Free Fund prior to
July 31, 2000. Checks may be used to pay any person, provided that each check
is for at least $100 and


                                     II-23


not more than $5 million. By using the checks, the shareholder will receive
daily dividend credit on his or her shares until the check has cleared the
banking system. Investors who purchased shares by check may write checks
against those shares only after they have been on a fund's book for 10 calendar
days. Shareholders who use this service may also use other redemption
procedures. No shareholder may write checks against certificated shares. A fund
pays the bank charges for this service. However, each fund will review the cost
of operation periodically and reserve the right to determine if direct charges
to the persons who avail themselves of this service would be appropriate. Each
fund, State Street Bank and Trust Company and the Transfer Agent reserve the
right at any time to suspend or terminate the Checkwriting procedure.


MONEY MARKET FUNDS ONLY

The following sections relate to certain Money Market Funds. Please consult the
prospectus for the availability of these redemption features for a specific
fund.


REDEMPTION BY CHECK/ACH DEBIT DISCLOSURE. A fund will accept Automated Clearing
House (ACH) debit entries for accounts that have elected the checkwriting
redemption privilege (see Redemptions by Draft below). Please consult the
prospectus for the availability of the checkwriting privilege for a specific
fund. An example of an ACH debit is a transaction in which you have given your
insurance company, mortgage company, credit card company, utility company,
health club, etc., the right to withdraw your monthly payment from your fund
account or the right to convert your mailed check into an ACH debit. Sometimes,
you may give a merchant from whom you wish to purchase goods the right to
convert your check to an ACH debit. You may also authorize a third party to
initiate an individual payment in a specific amount from your account by
providing your account information and authorization to such third party via
the Internet or telephone. You authorize a fund upon receipt of an ACH debit
entry referencing your account number, to redeem fund shares in your account to
pay the entry to the third party originating the debit. A fund will make the
payment on the basis of the account number that you provide to your merchant
and will not compare this account number with the name on the account. A fund,
the Shareholder Service Agent or any other person or system handling the
transaction are not required to determine if there is a discrepancy between the
name and the account number shown on the transfer instructions.


The payment of any ACH debit entry will be subject to sufficient funds being
available in the designated account; a fund will not be able to honor an ACH
debit entry if sufficient funds are not available. ACH debit entry transactions
to your fund account should not be initiated or authorized by you in amounts
exceeding the amount of Shares of a fund then in the account and available for
redemption. A fund may refuse to honor ACH debit entry transactions whenever
the right of redemption has been suspended or postponed, or whenever the
account is otherwise impaired. Your fund account statement will show any ACH
debit entries in your account; you will not receive any other separate notice.
(Merchants are permitted to convert your checks into ACH debits only with your
prior consent.)


You may authorize payment of a specific amount to be made from your account
directly by a fund to third parties on a continuing periodic basis. To arrange
for this service, you should contact the person or company you will be paying.
Any preauthorized transfers will be subject to sufficient funds being available
in the designated account. A preauthorized transfer will continue to be made
from the account in the same amount and frequency as initially established
until you terminate the preauthorized transfer instructions with the person or
company whom you have been paying. If regular preauthorized payments may vary
in amount, the person or company you are going to pay should tell you ten (10)
days before each payment will be made and how much the payment will be. If you
have told a fund in advance to make regular payments out of your account, you
may stop any of these payments by writing or calling the Shareholder Service
Agent at the address and telephone number listed in the next paragraph in time
for the Shareholder Service Agent to receive your request three (3) business
days or more before the payment is scheduled to be made. If you call, a fund
may also require that you put your request in writing so that a fund will
receive it within fourteen (14) days after you call. If you order a fund to
stop one of these payments three (3) business days or more before the transfer
is scheduled and a fund does not do so, a fund will be liable for your loss or
damages but not in an amount exceeding the amount of the payment. A stop
payment order will stop only the designated periodic payment. If you wish to
terminate the periodic preauthorized transfers, you should do so with the
person or company to whom you have been making payments.


IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ACH DEBIT ENTRY TRANSACTIONS please
telephone (see telephone number on front cover) or write (Deutsche AM Service
Company, P.O. Box 219151, Kansas City, MO 64121-9151) the Shareholder Service
Agent as soon as possible if you think your statement is wrong or shows an
improper transfer or if you need more information about a transfer


                                     II-24


listed on the statement. Our business days are Monday through Friday except
holidays. The Shareholder Service Agent must hear from you no later than sixty
(60) days after a fund sent you the first fund account statement on which the
problem or error appeared. If you do not notify the Shareholder Service Agent
within sixty (60) days after a fund sends you the account statement, you may
not get back any money you have lost, and you may not get back any additional
money you lose after the sixty (60) days if a fund or the Shareholder Service
Agent could have stopped someone from taking that money if you had notified the
Shareholder Service Agent in time.


Tell us your name and account number, describe the error or the transfer you
are unsure about, and explain why you believe it is an error or why you need
more information. Tell us the dollar amount of the suspected error. If you tell
the Shareholder Service Agent orally, the Shareholder Service Agent may require
that you send your complaint or questions in writing within ten (10) business
days. The Shareholder Service Agent will determine whether an error occurred
within ten (10) business days after it hears from you and will correct any
error promptly. If the Shareholder Service Agent needs more time, however, it
may take up to forty-five (45) days (or up to ninety (90) days for certain
types of transactions) to investigate your complaint or question. If the
Shareholder Service Agent decides to do this, your account will be credited
with escrowed fund shares within ten (10) business days for the amount you
think is in error so that you will have the use of the money during the time it
takes the Shareholder Service Agent to complete its investigation. If the
Shareholder Service Agent asks you to put your complaint or questions in
writing and the Shareholder Service Agent does not receive it within ten (10)
business days, your account may not be credited. The Shareholder Service Agent
will tell you the results within three (3) business days after completing its
investigation. If the Shareholder Service Agent determines that there was no
error, the Shareholder Service Agent will send you a written explanation. You
may ask for copies of documents that were used by the Shareholder Service Agent
in the investigation.


In the event a fund or the Shareholder Service Agent does not complete a
transfer from your account on time or in the correct amount according to a
fund's agreement with you, a fund may be liable for your losses or damages. A
fund will not be liable to you if: (i) there are not sufficient funds available
in your account; (ii) circumstances beyond our control (such as fire or flood
or malfunction of equipment) prevent the transfer; (iii) you or another
shareholder have supplied a merchant with incorrect account information; or
(iv) a merchant has incorrectly formulated an ACH debit entry. In any case, a
fund's liability shall not exceed the amount of the transfer in question.


A fund or the Shareholder Service Agent will disclose information to third
parties about your account or the transfers you make: (1) where it is necessary
for completing the transfers; (2) in order to verify the existence or condition
of your account for a third party such as a credit bureau or a merchant; (3) in
order to comply with government agencies or court orders; or (4) if you have
given a fund written permission.


The acceptance and processing of ACH debit entry transactions is established
solely for your convenience and a fund reserves the right to suspend, terminate
or modify your ability to redeem fund shares by ACH debit entry transactions at
any time. ACH debit entry transactions are governed by the rules of the
National Automated Clearing House Association (NACHA) Operating Rules and any
local ACH operating rules then in effect, as well as Regulation E of the
Federal Reserve Board.


REDEMPTIONS BY DRAFT. Upon request, shareholders of certain Money Market Funds
will be provided with drafts to be drawn on a fund (Redemption Checks). Please
consult the prospectus for the availability of the checkwriting redemption
privilege for a specific Money Market Fund. These Redemption Checks may be made
payable to the order of any person for not more than $5 million. When a
Redemption Check is presented for payment, a sufficient number of full and
fractional shares in the shareholder's account will be redeemed as of the next
determined net asset value to cover the amount of the Redemption Check. This
will enable the shareholder to continue earning dividends until a fund receives
the Redemption Check. A shareholder wishing to use this method of redemption
must complete and file an Account Application which is available from a fund or
firms through which shares were purchased. Redemption Checks should not be used
to close an account since the account normally includes accrued but unpaid
dividends. A fund reserves the right to terminate or modify this privilege at
any time. This privilege may not be available through some firms that
distribute shares of a fund. In addition, firms may impose minimum balance
requirements in order to offer this feature. Firms may also impose fees to
investors for this privilege or establish variations of minimum check amounts.


Unless more than one signature is required pursuant to the Account Application,
only one signature will be required on Redemption Checks. Any change in the


                                     II-25


signature authorization must be made by written notice to the Shareholder
Service Agent. Shares purchased by check or through certain ACH transactions
may not be redeemed by Redemption Check until the shares have been on a fund's
books for at least ten (10) days. Shareholders may not use this procedure to
redeem shares held in certificate form. A fund reserves the right to terminate
or modify this privilege at any time.


A fund may refuse to honor Redemption Checks whenever the right of redemption
has been suspended or postponed, or whenever the account is otherwise impaired.
A $10 service fee will be charged when a Redemption Check is presented to
redeem fund shares in excess of the value of a fund account or in an amount
less than the minimum Redemption Check amount specified in the prospectus; when
a Redemption Check is presented that would require redemption of shares that
were purchased by check or certain ACH transactions within ten (10) days; or
when "stop payment" of a Redemption Check is requested.


SPECIAL REDEMPTION FEATURES. Certain firms that offer Shares of the Money
Market Funds also provide special redemption features through charge or debit
cards and checks that redeem fund shares. Various firms have different charges
for their services. Shareholders should obtain information from their firm with
respect to any special redemption features, applicable charges, minimum balance
requirements and special rules of the cash management program being offered.


EXCHANGES

The exchange features may not be available to all funds. Please consult the
prospectus for the availability of exchanges for a specific fund. A fund may
offer only certain of the classes of shares referred to in the subsections
below. Thus, the information provided below in regard to the exchange of
certain classes of shares is only applicable to funds offering such classes of
shares. In addition, the information provided below does not apply to contract
holders in variable insurance products. Contract holders should consult their
contract prospectuses for applicable exchange procedures.


GENERAL. Shareholders may request a taxable exchange of their shares for shares
of the corresponding class of other Deutsche funds without imposition of a
sales charge, subject to the provisions below. When you sell shares of the fund
that you exchanged into that were originally purchased prior to April 1, 2016,
a CDSC may be imposed based on the CDSC schedule of the fund you exchanged
into, which may differ from the schedule for the fund you exchanged out of;
your shares will retain their original cost and purchase date. Shares of the
fund acquired in an exchange from shares of another fund purchased on or after
April 1, 2016 that were subject to a CDSC at the time of the exchange will
continue to be subject to the CDSC schedule of the shares of the fund you
originally purchased.


Shareholders who exchange their shares out of a Deutsche money market fund into
Class A shares of certain other Deutsche funds will generally be subject to the
applicable sales charge (not including shares acquired by dividend reinvestment
or shares that have previously paid a sales charge).


Certain Deutsche funds may not be available to shareholders on an exchange. To
learn more about which Deutsche funds may be available on exchange, please
contact your financial services firm or visit our Web site at:
deutschefunds.com (the Web site does not form a part of this Statement of
Additional Information) or call Deutsche Asset Management (see telephone number
on front cover).


Shareholders must obtain the prospectus of the Deutsche fund they are
exchanging into from dealers, other firms or DDI.


EXCHANGES INVOLVING CLASS T SHARES. Subject to certain limitations,
shareholders of certain classes may request an exchange into Class T shares of
the same fund.


EXCHANGES INVOLVING INSTITUTIONAL SHARES. The following persons may, subject to
certain limitations, exchange the Deutsche Money Market Fund shares of Deutsche
Money Market Prime Series, for shares of the institutional class of other
Deutsche mutual funds, and may exchange shares of the institutional class of
other Deutsche funds for Deutsche Money Market Fund shares: (1) a current or
former director or trustee of Deutsche mutual funds; and (2) an employee, the
employee's spouse or life partner and children or stepchildren age 21 or
younger of Deutsche Bank or its affiliates or a subadvisor to any fund in the
Deutsche mutual funds or a broker-dealer authorized to sell shares of a fund.


COMPENSATION OF FINANCIAL INTERMEDIARIES

INCENTIVE PLAN FOR DEUTSCHE AM DISTRIBUTORS, INC. PERSONNEL. DDI has adopted an
Incentive Plan (Plan) covering wholesalers that are regional vice presidents
(Deutsche AM Wholesalers). Generally, Deutsche AM Wholesalers market shares of
the Deutsche funds to financial advisors, who in turn may recommend that


                                     II-26


investors purchase shares of a Deutsche fund. The Plan is an incentive program
that combines a monthly incentive component with an annual outperformance award
potential, based on achieving certain sales and other performance metrics.
Under the Plan, Deutsche AM Wholesalers will receive a monetary monthly
incentive based on the amount of sales generated from their marketing of the
funds, and that incentive will differ depending on the product tier of a fund.
Each fund is assigned to one of four product tiers - taking into consideration,
among other things, the following criteria, where applicable:


o     a fund's consistency with Deutsche Asset Management's branding and
      long-term strategy


o     a fund's competitive performance


o     a fund's Morningstar rating


o     the length of time a fund's Portfolio Managers have managed a
      fund/strategy


o     market size for the fund tier


o     a fund's size, including sales and redemptions of a fund's shares


This information and other factors are discussed with senior representatives
from various groups within the asset management division, who review on a
regular basis the funds assigned to each product tier described above, and may
make changes to those assignments periodically. No one factor, whether positive
or negative, determines a fund's placement in a given product tier; all these
factors together are considered, and the designation of funds in a particular
tier represents management's judgment based on the above criteria. In addition,
management may consider a fund's profile over the course of several review
periods before making a change to its tier assignment. These tier assignments
will be posted to the Deutsche funds' Web site at deutschefunds.com/
EN/wholesaler-compensation.jsp. Deutsche AM Wholesalers receive the highest
compensation for Tier I funds, successively less for other tiers and the lowest
for Tier IV funds. The level of compensation among these product tiers may
differ significantly.


In the normal course of business, Deutsche Asset Management will from time to
time introduce new funds into the Deutsche family of funds. As a general rule,
new funds will be assigned to the product tier that is most appropriate to the
type of fund at the time of its launch based on the criteria described above.
As described above, the fund tier assignments are reviewed periodically and are
subject to change. The prospect of receiving, or the receipt of, additional
compensation by a Deutsche AM Wholesaler under the Plan may provide an
incentive to favor marketing funds in higher payout tiers over funds in lower
payout tiers. The Plan, however, will not change the price that investors pay
for shares of a fund. The Deutsche AM Compliance Department monitors Deutsche
AM Wholesaler sales and other activity in an effort to detect unusual activity
in the context of the compensation structure under the Plan. However, investors
may wish to take the Plan and the product tier of the fund into account when
considering purchasing a fund or evaluating any recommendations relating to
fund shares.


FINANCIAL SERVICES FIRMS' COMPENSATION. DDI may pay compensation to financial
intermediaries in connection with the sale of fund shares as described in PART
II - APPENDIX II-D. In addition, financial intermediaries may receive
compensation for post-sale administrative services from DDI or directly from a
fund as described in PART II - APPENDIX II-D.


COMPENSATION FOR RECORDKEEPING SERVICES. Certain financial institutions,
including affiliates of DDI, may receive compensation from a fund for
recordkeeping and other expenses relating to nominee accounts or for providing
certain services to their client accounts. Generally, payments by a fund to
financial institutions for providing such services are not expected to exceed
0.25% of shareholder assets for which such services are provided. Normally,
compensation for these financial institutions is paid by the Transfer Agent,
which is in turn reimbursed by the applicable fund. To the extent that record
keeping compensation in excess of the amount reimbursed by a fund is owed to a
financial institution, the Transfer Agent, Distributor or Advisor may pay
compensation from their own resources (see Financial Intermediary Support
Payments below).


COMPENSATION FOR RECORDKEEPING SERVICES: VARIABLE INSURANCE FUNDS. Technically,
the shareholders of Deutsche Variable Series I, Deutsche Variable Series II and
Deutsche Investments VIT Funds are the participating insurance companies that
offer shares of the funds as investment options for holders of certain variable
annuity contracts and variable life insurance policies. Effectively, ownership
of fund shares is passed through to insurance company contract and policy
holders. The holders of the shares of a fund on the records of a fund are the
insurance companies and no information concerning fund holdings of specific
contract and policy holders is maintained by a fund. The insurance companies


                                     II-27


place orders for the purchase and redemption of fund shares with a fund
reflecting the investment of premiums paid, surrender and transfer requests and
other matters on a net basis; they maintain all records of the transactions and
holdings of fund shares and distributions thereon for individual contract and
policy holders; and they prepare and mail to contract and policy holders
confirmations and periodic account statements reflecting such transactions and
holdings.


A fund may compensate certain insurance companies for record keeping and other
administrative services performed with regard to holdings of Class B shares as
an expense of the Class B shares up to 0.15%. These fees are included within
the "Other Expenses" category in the fee table for each portfolio in the Class
B Shares Prospectus (see How Much Investors Pay in the applicable fund's
prospectus). In addition, the Advisor may, from time to time, pay from its own
resources certain insurance companies for record keeping and other
administrative services related to Class A and Class B shares of the Portfolios
held by such insurance companies on behalf of their contract and policy holders
(see Financial Intermediary Support Payments below).


FINANCIAL INTERMEDIARY SUPPORT PAYMENTS (NOT APPLICABLE TO CLASS R6 SHARES).
The Advisor, the Distributor and their affiliates have undertaken to furnish
certain additional information below regarding the level of payments made by
them to selected affiliated and unaffiliated brokers, dealers, participating
insurance companies or other financial intermediaries (financial advisors) in
connection with the sale and/or distribution of fund shares or the retention
and/or servicing of investors and fund shares (revenue sharing).


The Advisor, the Distributor and/or their affiliates may pay additional
compensation, out of their own assets and not as an additional charge to each
fund, to financial advisors in connection with the sale and/or distribution of
fund shares or the retention and/or servicing of fund investors and fund
shares. Such revenue sharing payments are in addition to any distribution or
service fees payable under any Rule 12b-1 or service plan of any fund, any
record keeping/sub-transfer agency/networking fees payable by each fund
(generally through the Distributor or an affiliate) and/or the Distributor or
Advisor to certain financial advisors for performing such services and any
sales charges, commissions, non-cash compensation arrangements expressly
permitted under applicable rules of FINRA or other concessions described in the
fee table or elsewhere in the prospectuses or the SAI as payable to all
financial advisors. For example, the Advisor, the Distributor and/or their
affiliates may compensate financial advisors for providing each fund with
"shelf space" or access to a third party platform or fund offering list, or
other marketing programs including, without limitation, inclusion of each fund
on preferred or recommended sales lists, mutual fund "supermarket" platforms
and other formal sales programs; granting the Distributor access to the
financial advisor's sales force; granting the Distributor access to the
financial advisor's conferences and meetings; assistance in training and
educating the financial advisor's personnel; and, obtaining other forms of
marketing support. In addition, revenue sharing payments may consist of the
Distributor's and/or its affiliates' payment or reimbursement of ticket charges
that would otherwise be assessed by a financial advisor on an investor's fund
transactions. The level of revenue sharing payments made to financial advisors
may be a fixed fee or based upon one or more of the following factors: gross
sales, current assets and/or number of accounts of each fund attributable to
the financial advisor, the particular fund or fund type or other measures as
agreed to by the Advisor, the Distributor and/or their affiliates and the
financial advisors or any combination thereof. The amount of these payments is
determined at the discretion of the Advisor, the Distributor and/or their
affiliates from time to time, may be substantial, and may be different for
different financial advisors based on, for example, the nature of the services
provided by the financial advisor.


The Advisor, the Distributor and/or their affiliates currently make revenue
sharing payments from their own assets in connection with the sale and/or
distribution of Deutsche fund shares, or the retention and/or servicing of
investors, to financial advisors in amounts that generally range from 0.01% up
to 0.52% of assets of a fund serviced and maintained by the financial advisor,
0.05% to 0.25% of sales of a fund attributable to the financial advisor, a flat
fee of up to $120,000, or any combination thereof. These amounts are annual
figures typically paid on a quarterly basis and are subject to change at the
discretion of the Advisor, the Distributor and/or their affiliates. Receipt of,
or the prospect of receiving, this additional compensation, may influence your
financial advisor's recommendation of a fund or of any particular share class
of a fund. You should review your financial advisor's compensation disclosure
and/or talk to your financial advisor to obtain more information on how this
compensation may have influenced your financial advisor's recommendation of a
fund.


The Advisor, the Distributor and/or their affiliates may also make such revenue
sharing payments to financial advisors under the terms discussed above in
connection


                                     II-28


with the distribution of both Deutsche funds and non-Deutsche funds by
financial advisors to retirement plans that obtain record keeping services from
ADP, Inc. or to 403(b) plans that obtain record keeping services from
ExpertPlan, Inc., a subsidiary of Ascensus, Inc., on the Deutsche AM-branded
retirement plan platform (the Platform). The level of revenue sharing payments
is based upon sales of both the Deutsche funds and the non-Deutsche funds by
the financial advisor on the Platform or current assets of both the Deutsche
funds and the non-Deutsche funds serviced and maintained by the financial
advisor on the Platform.


As of the date hereof, each fund has been advised that the Advisor, the
Distributor and their affiliates expect that the firms listed in PART II -
APPENDIX II-E will receive revenue sharing payments at different points during
the coming year as described above.


The Advisor, the Distributor or their affiliates may enter into additional
revenue sharing arrangements or change or discontinue existing arrangements
with financial advisors at any time without notice.


The prospect of receiving, or the receipt of additional compensation or
promotional incentives described above by financial advisors may provide such
financial advisors and/or their salespersons with an incentive to favor sales
of shares of the Deutsche funds or a particular Deutsche fund over sales of
shares of mutual funds (or non-mutual fund investments) with respect to which
the financial advisor does not receive additional compensation or promotional
incentives, or receives lower levels of additional compensation or promotional
incentives. Similarly, financial advisors may receive different compensation or
incentives that may influence their recommendation of any particular share
class of a fund or of other funds. These payment arrangements, however, will
not change the price that an investor pays for fund shares or the amount that a
fund receives to invest on behalf of an investor and will not increase fund
expenses. You may wish to take such payment arrangements into account when
considering and evaluating any recommendations relating to fund shares and you
should discuss this matter with your financial advisor and review your
financial advisor's disclosures.


It is likely that broker-dealers that execute portfolio transactions for a fund
will include firms that also sell shares of the Deutsche funds to their
customers. However, the Advisor will not consider sales of Deutsche fund shares
as a factor in the selection of broker-dealers to execute portfolio
transactions for the Deutsche funds. Accordingly, the Advisor has implemented
policies and procedures reasonably designed to prevent its traders from
considering sales of Deutsche fund shares as a factor in the selection of
broker-dealers to execute portfolio transactions for a fund. In addition, the
Advisor, the Distributor and/or their affiliates will not use fund brokerage to
pay for their obligation to provide additional compensation to financial
advisors as described above.


Class R6 Shares. None of the above-described financial intermediary support
payments are made with respect to Class R6 shares. To the extent a fund makes
such payments with respect to another class of its shares, the expense is borne
by the other share class.


DIVIDENDS (FOR ALL FUNDS EXCEPT DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND AND
MONEY MARKET FUNDS). A fund, other than a money fund, intends to distribute, at
least annually: (i) substantially all of its investment company taxable income
(computed without regard to the dividends-paid deduction), which generally
includes taxable ordinary income and any excess of net realized short-term
capital gains over net realized long-term capital losses; (ii) net tax-exempt
income, if any; and (iii) the entire excess of net realized long-term capital
gains over net realized short-term capital losses. However, if a fund
determines that it is in the interest of its shareholders, a fund may decide to
retain all or part of its net realized long-term capital gains for
reinvestment, after paying the related federal taxes. In such a case,
shareholders will be treated for federal income tax purposes as having received
their share of such gains, but will then generally be able to claim a credit
against their federal income tax liability for the federal income tax a fund
pays on such gain. If a fund does not distribute the amount of ordinary income
and/or capital gain required to be distributed by an excise tax provision of
the Code, a fund may be subject to that excise tax on the undistributed
amounts. In certain circumstances, a fund may determine that it is in the
interest of shareholders to distribute less than the required amount.


A fund has a schedule for paying out any earnings to shareholders (see
Understanding Distributions and Taxes in each fund's prospectus). Additional
distributions may also be made in November or December (or treated as made on
December 31) if necessary to avoid an excise tax imposed under the Code.


Any dividends or capital gains distributions declared in October, November or
December with a record date in such a month and paid during the following
January will


                                     II-29


be treated by shareholders for federal income tax purposes as if received on
December 31 of the calendar year declared.


Dividends paid by a fund with respect to each class of its shares will be
calculated in the same manner, at the same time and on the same day.


The level of income dividends per share (as a percentage of net asset value)
will be lower for Class C shares than for other share classes primarily as a
result of the distribution services fee applicable to Class C shares.
Distributions of capital gains, if any, will be paid in the same amount for
each class.


Income dividends and capital gain dividends (see Taxation of US Shareholders -
Dividends and Distributions), if any, of a fund will be credited to shareholder
accounts in full and fractional shares of the same class of that fund at net
asset value on the reinvestment date, unless shareholders indicate to the
Shareholder Service Agent, that they wish to receive them in cash or in shares
of other Deutsche funds as provided in the fund's prospectus. Shareholders must
maintain the required minimum account balance in the fund distributing the
dividends in order to use this privilege of investing dividends of a fund in
shares of another Deutsche fund. A fund will reinvest dividend checks (and
future dividends) in shares of that same fund and class if checks are returned
as undeliverable. Dividends and other distributions of a fund in the aggregate
amount of $10 or less are automatically reinvested in shares of that fund and
class unless the shareholder requests that a check be issued for that
particular distribution. Shareholders who chose to receive distributions by
electronic transfer are not subject to this minimum.


Generally, if a shareholder has elected to reinvest any dividends and/or other
distributions, such distributions will be made in shares of that fund and
confirmations will be mailed to each shareholder. If a shareholder has chosen
to receive cash, a check will be sent. Distributions of investment company
taxable income and net realized capital gains are generally taxable, whether
made in shares or cash.


With respect to variable insurance products, all distributions will be
reinvested in shares of a fund unless we are informed by an insurance company
that they should be paid out in cash. The insurance companies will be informed
about the amount and character of distributions from the relevant fund for
federal income tax purposes.

Each distribution is accompanied by a brief explanation of the form and
character of the distribution. The characterization of distributions on such
correspondence may differ from the characterization for federal income tax
purposes. Early each year, a fund issues to each shareholder a statement of the
federal income tax status of all distributions in the prior calendar year.


A fund may at any time vary its foregoing distribution practices and,
therefore, reserves the right from time to time to either distribute or retain
for reinvestment such of its net investment income and its net short-term and
net long-term capital gains as its Board determines appropriate under the
then-current circumstances. In particular, and without limiting the foregoing,
a fund may make additional distributions of net investment income or net
realized capital gain in order to satisfy the minimum distribution requirements
contained in the Code.


DISTRIBUTIONS (DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND). The fund currently
anticipates making distributions to its shareholders each fiscal quarter
(February, May, August, and November) of substantially all of the fund's
distributable cash flow. Distributable cash flow means the amount received as
cash or pay-in-kind distributions from MLPs or their affiliates, interest
payments received on debt securities owned by the fund and other payments
received on securities owned by the fund less accrued operating expenses of the
fund and taxes on the fund's taxable income. The fund is not required to make
such distributions and, consequently may not make a distribution or may make a
distribution less than such amount for a given quarter. For more information
regarding the fund's distributions, see the "Understanding Distributions and
Taxes" section in the fund's prospectus.


DIVIDENDS (MONEY MARKET FUNDS). Dividends are declared daily and paid monthly.
Shareholders will receive dividends in additional shares unless they elect to
receive cash, as provided in a fund's prospectus. Dividends will be reinvested
monthly in shares of a fund at net asset value. Shareholders will receive all
unpaid dividends upon redeeming their entire account, unless they elect to
receive all unpaid dividends on the next monthly dividend payment date, as
provided in a fund's prospectus.


Each money fund calculates its dividends based on its daily net investment
income. For this purpose, the net investment income of a money fund generally
consists of (a) accrued interest income plus or minus amortized discount or
premium, (b) plus or minus all short-term realized gains and losses on
investments and (c) minus accrued expenses allocated to the applicable fund.


                                     II-30


Expenses of each money fund are accrued each day. Dividends are reinvested
monthly and shareholders will receive monthly confirmations of dividends and of
purchase and redemption transactions except that confirmations of dividend
reinvestment for Deutsche AM IRAs and other fiduciary accounts for which SSB
acts as trustee will be sent quarterly.


Distributions of a fund's net realized long-term capital gains in excess of net
realized short-term capital losses, if any, and any undistributed net realized
short-term capital gains in excess of net realized long-term capital losses are
normally declared and paid annually at the end of the fiscal year in which they
were earned to the extent they are not offset by any capital loss
carryforwards.


If the shareholder elects to receive dividends or distributions in cash, checks
will be mailed monthly, within five business days of the reinvestment date, to
the shareholder or any person designated by the shareholder. A fund reinvests
dividend checks (and future dividends) in shares of a fund if checks are
returned as undeliverable. Dividends and other distributions in the aggregate
amount of $10 or less are automatically reinvested in shares of a fund unless
the shareholder requests that a check be issued for that particular
distribution. Shareholders who chose to receive distributions by electronic
transfer are not subject to this minimum.


Dividends and distributions are treated the same for federal income tax
purposes, whether made in shares or cash.



DISTRIBUTION AND SERVICE AGREEMENTS AND PLANS

For information regarding distribution and service agreements and plans for
retail funds, see I. RETAIL FUNDS below.


For information regarding distribution and service agreements and plans for
money market funds, see II. MONEY MARKET FUNDS below.


For information regarding distribution and service agreements and plans for
variable insurance funds, see III. DEUTSCHE VARIABLE SERIES I AND DEUTSCHE
VARIABLE SERIES II; and IV. DEUTSCHE INVESTMENTS VIT FUNDS below.


I. RETAIL FUNDS

A fund may offer only certain of the classes of shares referred to in the
subsections below. Thus, the information provided below in regard to certain
classes of shares is only applicable to funds offering such classes of shares.


RULE 12B-1 PLANS. Certain funds, as described in the applicable prospectuses,
have adopted plans pursuant to Rule 12b-1 under the 1940 Act (each a Rule 12b-1
Plan) on behalf of their Class A, T, C and R shares, as applicable, that
authorize payments out of class assets for distribution and/or shareholder and
administrative services as described in more detail below. Because Rule 12b-1
fees are paid out of class assets on an ongoing basis, they will, over time,
increase the cost of an investment and may cost more than other types of sales
charges.


Rule 12b-1 Plans provide alternative methods for paying sales charges and
provide compensation to DDI or intermediaries for post-sale servicing, which
may help funds grow or maintain asset levels to provide operational
efficiencies and economies of scale. Each Rule 12b-1 Plan is approved and
reviewed separately for each applicable class in accordance with Rule 12b-1
under the 1940 Act, which regulates the manner in which an investment company
may, directly or indirectly, bear the expenses of distributing its shares. A
Rule 12b-1 Plan may not be amended to increase the fee to be paid by a fund
with respect to a class without approval by a majority of the outstanding
voting securities of such class.


If a Rule 12b-1 Plan is terminated in accordance with its terms, the obligation
of the applicable class to make payments to DDI pursuant to the Rule 12b-1 Plan
will cease and a fund will not be required to make any payments not previously
accrued past the termination date. Thus, there is no legal obligation for a
class to pay any expenses incurred by DDI other than fees previously accrued
and payable under a Rule 12b-1 Plan, if for any reason the Rule 12b-1 Plan is
terminated in accordance with its terms. Because the Rule 12b-1 Plans are
compensation plans, future fees under a Rule 12b-1 Plan may or may not be
sufficient to cover DDI for its expenses incurred. On the other hand, under
certain circumstances, DDI might collect in the aggregate over certain periods
more in fees under the applicable Rule 12b-1 Plan than it has expended over
that same period in providing distribution services for a fund. For example, if
Class C shares of a fund were to appreciate (resulting in greater asset base
against which Rule 12b-1 fees are charged) and sales of a fund's Class C shares
were to decline (resulting in lower expenditures by DDI under the Rule 12b-1
Plan), fees payable could exceed expenditures. Similarly, fees


                                     II-31


paid to DDI could exceed DDI's expenditures over certain periods shorter than
the life of the Rule 12b-1 Plan simply due to the timing of expenses incurred
by DDI that is not matched to the timing of revenues received. Under these or
other circumstances where DDI's expenses are less than the Rule 12b-1 fees, DDI
will retain its full fees and make a profit.


CLASS C AND CLASS R SHARES

FEES FOR DISTRIBUTION SERVICES. For its services under the Distribution
Agreement, DDI receives a fee from a fund under its Rule 12b-1 Plan, payable
monthly, at the annual rate of 0.75% of average daily net assets of a fund
attributable to Class C shares. This fee is accrued daily as an expense of
Class C shares. DDI currently advances to firms the first year distribution fee
at a rate of 0.75% of the purchase price of Class C shares. DDI does not
advance the first year distribution fee to firms for sales of Class C shares to
employer-sponsored employee benefit plans using the OmniPlus subaccount record
keeping system made available through ADP, Inc. under an alliance between ADP,
Inc. and DDI and its affiliates. For periods after the first year, DDI
currently pays firms for sales of Class C shares a distribution fee, payable
quarterly, at an annual rate of 0.75% of net assets attributable to Class C
shares maintained and serviced by the firm. This fee continues until terminated
by DDI or the applicable fund. Under the Distribution Agreement, DDI also
receives any contingent deferred sales charges paid with respect to Class C
shares.


For its services under the Distribution Agreement, DDI receives a fee from a
fund under its Rule 12b-1 Plan, payable monthly, at the annual rate of 0.25% of
average daily net assets of a fund attributable to Class R shares. This fee is
accrued daily as an expense of Class R shares. DDI currently pays firms for
sales of Class R shares a distribution fee, payable quarterly, at an annual
rate of 0.25% of net assets attributable to Class R shares maintained and
serviced by the firm. This fee continues until terminated by DDI or the
applicable fund.


CLASS A, CLASS C AND CLASS R SHARES

FEES FOR SHAREHOLDER SERVICES. For its services under the Services Agreement,
DDI receives a shareholder services fee from a fund under a Rule 12b-1 Plan,
payable monthly, at an annual rate of up to 0.25% of the average daily net
assets of Class A, C and R shares of a fund, as applicable.


With respect to Class A and Class R shares of a fund, DDI pays each firm a
service fee, payable quarterly, at an annual rate of up to 0.25% of the net
assets in fund accounts that it maintains and services attributable to Class A
and Class R shares of a fund, generally commencing with the month after
investment (for Class A shares) and immediately after investment (for Class R
shares). With respect to Class C shares of a fund, DDI currently advances to
firms the first-year service fee at a rate of up to 0.25% of the purchase price
of such shares. DDI does not advance the first year service fee to firms
attributable to Class C shares to employer-sponsored employee benefit plans
using the OmniPlus subaccount record keeping system made available through ADP,
Inc. under an alliance between ADP, Inc. and DDI and its affiliates. For
periods after the first year, DDI currently intends to pay firms a service fee
at a rate of up to 0.25% (calculated monthly and paid quarterly) of the net
assets attributable to Class C shares of a fund maintained and serviced by the
firm.


Firms to which administrative service fees may be paid include affiliates of
DDI. In addition DDI may, from time to time, pay certain firms from its own
resources additional amounts for ongoing administrative services and assistance
provided to their customers and clients who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund. Currently, the
shareholder services fee payable to DDI is payable at an annual rate of up to
0.25% of net assets based upon fund assets in accounts for which a firm
provides administrative services and at the annual rate of 0.15% of net assets
based upon fund assets in accounts for which there is no firm of record (other
than DDI) listed on a fund's records. The effective shareholder services fee
rate to be charged against all assets of each fund while this procedure is in
effect will depend upon the proportion of fund assets that is held in accounts
for which a firm of record provides shareholder services. The Board of each
fund, in its discretion, may approve basing the fee to DDI at the annual rate
of 0.25% on all fund assets in the future.


CLASS T SHARES


FEES FOR DISTRIBUTION SERVICES AND/OR SHAREHOLDER SERVICES. Pursuant to a Rule
12b-1 Plan for Class T shares, DDI receives a fee, payable monthly, at an
annual rate of up to 0.25% of the average daily net assets of Class T shares of
a fund for distribution and/or distribution related services, including
shareholder services. DDI currently expects to pay the Rule 12b-1 fee for Class
T shares to


                                     II-32


firms for distribution and/or distribution related services, including
shareholder services. DDI compensates firms for providing distribution and/or
distribution related services, including shareholder services, by paying the
firm a fee, payable quarterly, at an annual rate of 0.25% of net assets
attributable to Class T shares maintained and serviced by the firm commencing
immediately after investment. DDI may also, from time to time, pay certain
firms from its own resources additional amounts for ongoing administrative
services and assistance provided to their customers and clients who are
shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the Rule 12b-1 fee not paid to firms to compensate itself for services
performed for a fund. Currently, the Class T Rule 12b-1 fee payable to DDI is
payable at an annual rate of 0.25% of net assets of Class T shares of a fund
based upon fund assets in accounts for which a firm provides distribution
and/or distribution related services, including shareholder services, and at
the annual rate of 0.15% of net assets of Class T shares of a fund based upon
fund assets in accounts for which there is no firm of record (other than DDI)
listed on a fund's records. The effective Class T Rule 12b-1 fee rate to be
charged against all assets of Class T shares of a fund while this procedure is
in effect will depend upon the proportion of fund assets that is held in
accounts for which a firm of record provides services. The Board of each fund,
in its discretion, may approve basing the fee to DDI at the annual rate of
0.25% on all assets of Class T shares of a fund in the future.


INVESTMENT CLASS (DEUTSCHE LIMITED MATURITY QUALITY INCOME FUND AND DEUTSCHE
ULTRA-SHORT INVESTMENT GRADE FUND ONLY)


FEES FOR SHAREHOLDER SERVICES. For its services under the Services Agreement,
DDI receives an administrative service fee from a fund at an annual rate of up
to 0.25% of the average daily net assets of Investment Class shares of a fund.
With respect to Investment Class shares of a fund, DDI pays each financial
services firm an administrative service fee at an annual rate of up to 0.25% of
the net assets in fund accounts that it maintains and services attributable to
Investment Class of a fund immediately after investment. This administrative
service fee is not paid pursuant to a Rule 12b-1 Plan.


The administrative service fee is accrued daily as an expense of Investment
Class shares of a fund. DDI may enter into agreements with firms pursuant to
which the firms provide personal service and/or maintenance of shareholder
accounts including, but not limited to, establishing and maintaining
shareholder accounts and records, distributing monthly statements, processing
purchase and redemption transactions, answering routine client inquiries
regarding a fund, assistance to clients in changing dividend options, account
designations and addresses, aggregating trades of all the firm's clients,
providing account information to clients in client sensitive formats and such
other services as a fund may reasonably request. The service fee is not payable
for advertising, promotion or other distribution services.


Firms to which service fees may be paid include affiliates of DDI. In addition
DDI may, from time to time, pay certain firms from its own resources additional
amounts for ongoing administrative services and assistance provided to their
customers and clients who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund.


II. MONEY MARKET FUNDS (EXCEPT DEUTSCHE CASH INVESTMENT TRUST CLASS A AND
DEUTSCHE CASH INVESTMENT TRUST CLASS C SHARES, WHICH ARE ADDRESSED UNDER RETAIL
FUNDS ABOVE)


RULE 12B-1 PLANS. Certain Money Market Funds have adopted for certain classes
of shares a plan pursuant to Rule 12b-1 under the 1940 Act (each a Rule 12b-1
Plan) that provides for fees payable as an expense of the class that are used
by DDI to pay for distribution services for those classes. Additionally, in
accordance with the Rule 12b-1 Plan for certain classes, shareholder and
administrative services are provided to the applicable fund for the benefit of
the relevant classes under a fund's Services Agreement with DDI. With respect
to certain classes, shareholder and administrative services may be provided
outside of a Rule 12b-1 Plan either by DDI pursuant to the Services Agreement
or by financial services firms under a Shareholder Services Plan. Because Rule
12b-1 fees are paid out of fund assets on an ongoing basis, they will, over
time, increase the cost of an investment and may cost more than other types of
sales charges.


The Rule 12b-1 Plans provide alternative methods for paying for distribution
services and provide compensation to DDI or financial services firms for
post-sales servicing, which may help funds grow or maintain asset levels to
provide operational efficiencies and economies of scale. Each Rule 12b-1 Plan
is approved and reviewed


                                     II-33


separately for each such class in accordance with Rule 12b-1 under the 1940
Act, which regulates the manner in which an investment company may, directly or
indirectly, bear the expenses of distributing its shares. A Rule 12b-1 Plan may
not be amended to increase the fee to be paid by a fund with respect to a class
without approval by a majority of the outstanding voting securities of such
class of a fund.


If a Rule 12b-1 Plan is terminated in accordance with its terms, the obligation
of the applicable fund to make payments to DDI pursuant to the Rule 12b-1 Plan
will cease and a fund will not be required to make any payments not previously
accrued past the termination date. Thus, there is no legal obligation for a
fund to pay any expenses incurred by DDI other than fees previously accrued and
payable under a Rule 12b-1 Plan, if for any reason the Rule 12b-1 Plan is
terminated in accordance with its terms. Because the Rule 12b-1 Plans are
compensation plans, future fees under a Rule 12b-1 Plan may or may not be
sufficient to cover DDI for its expenses incurred. On the other hand, under
certain circumstances, DDI might collect in the aggregate over certain periods
more in fees under the applicable Rule 12b-1 Plan than it has expended over
that same period.


DISTRIBUTION AND SHAREHOLDER SERVICES

Service Shares - Cash Account Trust. The Distribution Agreement authorizes the
fund to pay DDI, as an expense of the Government & Agency Securities Portfolio
and the Tax-Exempt Portfolio of Cash Account Trust, a distribution services
fee, payable monthly, at an annual rate of 0.60% of average daily net assets of
the Service Shares of the applicable fund. This fee is paid pursuant to a Rule
12b-1 Plan. DDI normally pays firms a fee for distribution and administrative
services, payable monthly, at a maximum annual rate of up to 0.60% of average
daily net assets of Service Shares held in accounts that they maintain and
service.


Managed Shares - Cash Account Trust. The Services Agreement currently
authorizes a fund to pay DDI, as an expense of the Government Cash Managed
Shares class of the Government & Agency Securities Portfolio of Cash Account
Trust and the Tax-Exempt Cash Managed Shares class of the Tax-Exempt Portfolio
of Cash Account Trust, an administrative service fee, payable monthly, at an
annual rate of 0.15% of average daily net assets of the Managed Shares of a
fund. This fee is paid pursuant to a Rule 12b-1 Plan. The Rule 12b-1 Plan for
the Tax-Exempt Cash Managed Shares class authorizes the payment of up to 0.25%
of average daily net assets of the class and, at the discretion of the Board,
the administrative service fee may be increased from the current level to a
maximum of 0.25% of average daily net assets. The Rule 12b-1 Plan for the
Government Cash Managed Shares class authorizes the payment of up to 0.15% of
average daily net assets of the class. DDI normally pays firms a fee for
administrative services, payable monthly, at a maximum annual rate of up to
0.15% of average daily net assets of Managed Shares held in accounts that they
maintain and service.


Tax-Free Investment Class - Cash Account Trust and Investment Class - Investors
Cash Trust. The Distribution Agreement authorizes a fund to pay DDI, as an
expense of the Tax-Free Investment Class of the Tax-Exempt Portfolio of Cash
Account Trust and the Investment Class of the Treasury Portfolio of Investors
Cash Trust (collectively, Investment Class), a distribution services fee,
payable monthly, at an annual rate of 0.25% of average daily net assets of the
Investment Class shares of the applicable fund. This fee is paid pursuant to a
Rule 12b-1 Plan. DDI normally pays firms a fee for distribution services,
payable monthly, at a maximum annual rate of up to 0.25% of average daily net
assets of shares of the Investment Class held in accounts that they maintain
and service. The Services Agreement authorizes a fund to pay DDI, as an expense
of the Investment Class of the aforementioned funds, an administrative service
fee, payable monthly, at an annual rate of 0.07% of average daily net assets of
the Investment Class shares of the applicable fund. This administrative service
fee is not paid pursuant to a Rule 12b-1 Plan. DDI normally pays firms a fee
for administrative services, payable monthly, at a maximum annual rate of up to
0.07% of average daily net assets of shares of the Investment Class held in
accounts that they maintain and service.


Cash Reserve Government Shares - Cash Reserve Fund, Inc. The Distribution
Agreement authorizes the fund to pay DDI, as an expense of the Cash Reserve
Government Shares class of the Deutsche Government Series of Cash Reserve Fund
Inc., a distribution services fee, payable monthly, at an annual rate of 0.25%
of average daily net assets of the Cash Reserve Government Shares of the fund.
This fee is paid pursuant to a Rule 12b-1 Plan. DDI normally pays firms a fee
for distribution services, payable monthly, at a maximum annual rate of up to
0.25% of average daily net assets of shares of the Cash Reserve Government
Shares held in accounts that they maintain and service. The Distribution
Agreement also authorizes the fund to pay DDI, as an expense of the Cash
Reserve Government Shares, an administrative service fee, payable monthly, at
an annual rate of 0.07% of average daily net assets of the Cash Reserve
Government Shares of the


                                     II-34


fund. This administrative service fee is not paid pursuant to a Rule 12b-1
Plan. DDI normally pays firms a fee for administrative services, payable
monthly, at a maximum annual rate of up to 0.07% of average daily net assets of
shares of the Cash Reserve Government Shares held in accounts that they
maintain and service.


SERVICES AGREEMENT FOR TREASURY PORTFOLIO - INSTITUTIONAL SHARES AND DEUTSCHE
VARIABLE NAV MONEY FUND - INSTITUTIONAL SHARES, EACH A SERIES OF INVESTORS CASH
TRUST, AND DAILY ASSETS FUND - INSTITUTIONAL SHARES, A SERIES OF DEUTSCHE MONEY
MARKET TRUST. The Services Agreement authorizes each fund to pay DDI an
administrative services fee, payable monthly, at an annual rate of 0.05% of the
average daily net assets of the class specified for each fund (Class). The
administrative services fee for Treasury Portfolio - Institutional Shares may
be increased to 0.10% at the discretion of the Board. DDI normally pays firms
an administrative services fee, payable monthly, at a maximum annual rate up to
0.05% of the average daily net assets of the Class held in accounts that they
maintain and service. This administrative services fee is not paid pursuant to
a Rule 12b-1 Plan.


The administrative services fee is accrued daily as an expense of the Class.
DDI may enter into agreements with firms pursuant to which the firms provide
personal service and/or maintenance of shareholder accounts including, but not
limited to, establishing and maintaining shareholder accounts and records,
distributing monthly statements, processing purchase and redemption
transactions, answering routine client inquiries regarding a fund, assistance
to clients in changing dividend options, account designations and addresses,
aggregating trades of all the firm's clients, providing account information to
clients in client sensitive formats and such other services as a fund may
reasonably request. The administrative service fee is not payable for
advertising, promotion or other distribution services.


Firms to which administrative services fees may be paid include affiliates of
DDI. In addition DDI may, from time to time, pay certain firms from its own
resources additional amounts for ongoing administrative services and assistance
provided to their customers and clients who are shareholders of a fund.


DDI also may provide some of the above services and may retain any portion of
the fee under the Services Agreement not paid to firms to compensate itself for
shareholder or administrative functions performed for a fund.

SHAREHOLDER SERVICES PLAN FOR DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND -
INSTITUTIONAL CLASS AND DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL -
INSTITUTIONAL CLASS, EACH A SERIES AND CLASS OF DEUTSCHE MONEY MARKET TRUST.
Each fund has adopted for the classes specified (Class) a shareholder service
plan (Plan). Under the Plan, which is not a Rule 12b-1 Plan, a fund may pay
financial services firms a service fee at an annual rate of up to 0.25 of 1% of
the average daily net assets of shares of the Class held in accounts that the
firm maintains and services. The service fee is accrued daily as an expense of
the Class. A fund together with DDI may enter into agreements with firms
pursuant to which the firms provide personal service and/or maintenance of
shareholder accounts including, but not limited to, establishing and
maintaining shareholder accounts and records, distributing monthly statements,
processing purchase and redemption transactions, automatic investment in fund
shares of client account cash balances, answering routine client inquiries
regarding a fund, assistance to clients in changing dividend options, account
designations and addresses, aggregating trades of all the firm's clients,
providing account information to clients in client sensitive formats and such
other services as a fund may reasonably request. Service fees are not payable
for advertising, promotion or other distribution services.


The Plan continues in effect from year to year so long as its continuance is
approved at least annually by the vote of a majority of (a) the Board, and (b)
the Board Members who are not "interested persons" of a fund and who have no
direct or indirect financial interest in the operation of the Plan, or any
related agreements. The Plan may be terminated with respect to the Class at any
time by vote of the Board, including a vote by the Board Members who are not
"interested persons" of a fund and who have no direct or indirect financial
interest in the operation of the Plan, or any related agreements. The Plan may
not be amended to increase materially the amount of service fees provided for
in the Plan unless the amendment is approved in the manner provided for annual
continuance of the Plan discussed above. If the Plan is terminated or not
renewed, a fund will not be obligated to make any payments of service fees that
accrued after the termination date.


III. DEUTSCHE VARIABLE SERIES I AND DEUTSCHE VARIABLE SERIES II

RULE 12B-1 PLAN. Each fund of Deutsche Variable Series I and Deutsche Variable
Series II that has authorized the issuance of Class B shares has adopted a
distribution plan under Rule 12b-1 (Plan) that provides for fees payable


                                     II-35


as an expense of the Class B shares. Under the Plan, a fund may make quarterly
payments as reimbursement to DDI for distribution and shareholder servicing
related expenses incurred or paid by the Distributor or a participating
insurance company. No such payment shall be made with respect to any quarterly
period in excess of an amount determined for such period at the annual rate of
0.25% of the average daily net assets of Class B shares during that quarterly
period. The fee is payable by a fund, on behalf of Class B shares, of up to
0.25% of the average daily net assets attributable to Class B shares of the
fund. Because 12b-1 fees are paid out of fund assets on an ongoing basis, they
will, over time, increase the cost of investment and may cost more than other
types of sales charges. The Plan and any Rule 12b-1 related agreement that is
entered into by a fund or the Distributor in connection with the Plan will
continue in effect for a period of more than one year only so long as
continuance is specifically approved at least annually by a vote of a majority
of the Board, and of a majority of the Board Members who are not interested
persons (as defined in the 1940 Act) of a fund, cast in person at a meeting
called for the purpose of voting on the Plan, or the Rule 12b-1 related
agreement, as applicable. In addition, the Plan and any Rule 12b-1 related
agreement may be terminated as to Class B shares of a fund at any time, without
penalty, by vote of a majority of the outstanding Class B shares of that fund
or by vote of a majority of the Board Members who are not interested persons of
a fund and who have no direct or indirect financial interest in the operation
of the Plan or any Rule 12b-1 related agreement. The Plan provides that it may
not be amended to increase materially the amount that may be spent for
distribution of Class B shares of a fund without the approval of Class B
shareholders of that fund.


IV. DEUTSCHE INVESTMENTS VIT FUNDS

RULE 12B-1 PLAN. Deutsche Equity 500 Index VIP and Deutsche Small Cap Index VIP
of Deutsche Investments VIT Funds have each adopted a distribution plan under
Rule 12b-1 (Plan) that provides for fees payable as an expense of the Class B
shares and, in the case of the Deutsche Equity 500 Index VIP, the Class B2
shares. Under the Plan, a fund may make payments to DDI for remittance directly
or indirectly to a participating dealer, shareholder service agent, life
insurance company or other applicable party a fee in an amount not to exceed
the annual rate of 0.25% of the average daily net assets of the Class B shares
or Class B2 shares, as applicable, under a participation agreement, service
agreement, sub-distribution agreement or other similar agreement which provides
for Class B shares or Class B2 shares. DDI is authorized pursuant to the Plan
to pay for anything reasonably designed to enhance sales or retention of
shareholders and for the provision of services to shareholders of the Class B
shares or Class B2 shares. Because 12b-1 fees are paid out of fund assets on an
ongoing basis, they will, over time, increase the cost of investment in Class B
or Class B2 shares, and may cost more than other types of sales charges. The
Plan and any Rule 12b-1 related agreement that is entered into by a fund or the
Distributor in connection with the Plan will continue in effect for a period of
more than one year only so long as continuance is specifically approved at
least annually by a vote of a majority of the Board, and of a majority of the
Board Members who are not interested persons (as defined in the 1940 Act) of a
fund, cast in person at a meeting called for the purpose of voting on the Plan,
or the Rule 12b-1 related agreement, as applicable. In addition, the Plan and
any Rule 12b-1 related agreement may be terminated as to Class B shares or
Class B2 shares of a fund at any time, without penalty, by vote of a majority
of the outstanding Class B shares or Class B2 shares, as applicable, of that
fund or by vote of a majority of the Board Members who are not interested
persons of a fund and who have no direct or indirect financial interest in the
operation of the Plan or any Rule 12b-1 related agreement. The Plan provides
that it may not be amended to increase materially the amount that may be spent
for distribution of Class B shares or Class B2 shares of a fund without the
approval of the shareholders of such class.



INVESTMENTS

INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

PART II - APPENDIX II-G includes a description of the investment practices and
techniques which a fund may employ in pursuing its investment objective, as
well as the associated risks. Descriptions in this SAI of a particular
investment practice or technique in which a fund may engage (or a risk that a
fund may be subject to) are meant to describe the spectrum of investments that
the Advisor (and/or subadvisor or sub-subadvisor, if applicable) in its
discretion might, but is not required to, use in managing a fund. The Advisor
(and/or subadvisor or sub-subadvisor, if applicable) may in its discretion at
any time employ such practice and technique for one or more funds but not for
all funds advised by it. Furthermore, it is possible that certain types of
investment practices or techniques described herein may not be available,
permissible, economically feasible or effective for their intended purposes in
all markets. Certain practices, techniques


                                     II-36


or investments may not be principal activities of the fund, but, to the extent
employed, could from time to time have a material impact on a fund's
performance.


IT IS POSSIBLE THAT CERTAIN INVESTMENT PRACTICES AND/OR TECHNIQUES MAY NOT BE
PERMISSIBLE FOR A FUND BASED ON ITS INVESTMENT RESTRICTIONS, AS DESCRIBED
HEREIN (ALSO SEE PART I: INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS) AND
IN A FUND'S PROSPECTUS.



PORTFOLIO TRANSACTIONS

The Advisor is generally responsible for placing orders for the purchase and
sale of portfolio securities, including the allocation of brokerage. As
described in the Management of the Funds section above, the Advisor may
delegate trade execution, trade matching and settlement services to Deutsche
Asset Management's branch offices or affiliates located in the US or outside
the US. With respect to those funds for which a sub-investment advisor manages
a fund's investments, references in this section to the "Advisor" should be
read to mean the Subadvisor, except as noted below.


The policy of the Advisor in placing orders for the purchase and sale of
securities for a fund is to seek best execution, taking into account such
factors, among others, as price; commission (where applicable); the
broker-dealer's ability to ensure that securities will be delivered on
settlement date; the willingness of the broker-dealer to commit its capital and
purchase a thinly traded security for its own inventory; whether the
broker-dealer specializes in block orders or large program trades; the
broker-dealer's knowledge of the market and the security; the broker-dealer's
ability to maintain confidentiality; the broker-dealer's ability to provide
access to new issues; the broker-dealer's ability to provide support when
placing a difficult trade; the financial condition of the broker-dealer; and
whether the broker-dealer has the infrastructure and operational capabilities
to execute and settle the trade. The Advisor seeks to evaluate the overall
reasonableness of brokerage commissions with commissions charged on comparable
transactions and compares the brokerage commissions (if any) paid by the funds
to reported commissions paid by others. The Advisor routinely reviews
commission rates, execution and settlement services performed and makes
internal and external comparisons.


Commission rates on transactions in equity securities on US securities
exchanges are subject to negotiation. Commission rates on transactions in
equity securities on foreign securities exchanges are generally fixed.
Purchases and sales of fixed-income securities and certain over-the-counter
securities are effected on a net basis, without the payment of brokerage
commissions. Transactions in fixed income and certain over-the-counter
securities are generally placed by the Advisor with the principal market makers
for these securities unless the Advisor reasonably believes more favorable
results are available elsewhere. Transactions with dealers serving as market
makers reflect the spread between the bid and asked prices. Purchases of
underwritten issues will include an underwriting fee paid to the underwriter.
Money market instruments are normally purchased in principal transactions
directly from the issuer or from an underwriter or market maker.


It is likely that the broker-dealers selected based on the considerations
described in this section will include firms that also sell shares of the funds
to their customers. However, the Advisor does not consider sales of shares of
the funds as a factor in the selection of broker-dealers to execute portfolio
transactions for the funds and, accordingly, has implemented policies and
procedures reasonably designed to prevent its traders from considering sales of
shares of the funds as a factor in the selection of broker-dealers to execute
portfolio transactions for the funds.


The Advisor is permitted by Section 28(e) of the Securities Exchange Act of
1934, as amended (1934 Act), when placing portfolio transactions for a fund, to
cause a fund to pay brokerage commissions in excess of that which another
broker-dealer might charge for executing the same transaction in order to
obtain research and brokerage services if the Advisor determines that such
commissions are reasonable in relation to the overall services provided. The
Advisor may from time to time, in reliance on Section 28(e) of the 1934 Act,
execute portfolio transactions with broker-dealers that provide research and
brokerage services to the Advisor. Consistent with the Advisor's policy
regarding best execution, where more than one broker is believed to be capable
of providing best execution for a particular trade, the Advisor may take into
consideration the receipt of research and brokerage services in selecting the
broker-dealer to execute the trade. Although certain research and brokerage
services from broker-dealers may be useful to a fund and to the Advisor, it is
the opinion of the Advisor that such information only supplements its own
research effort since the information must still be analyzed, weighed and
reviewed by the Advisor's staff. To the extent that research and brokerage
services of value are received by the Advisor, the Advisor may avoid expenses
that it might otherwise incur. Research and brokerage services received from a
broker-dealer may be useful to the Advisor and its affiliates in providing
investment management


                                     II-37


services to all or some of its clients, which includes a fund. Services
received from broker-dealers that executed securities transactions for a fund
will not necessarily be used by the Advisor specifically to service that fund.


Research and brokerage services provided by broker-dealers may include, but are
not limited to, information on the economy, industries, groups of securities,
individual companies, statistical information, accounting and tax law
interpretations, political developments, legal developments affecting portfolio
securities, technical market action, pricing and appraisal services, credit
analysis, risk measurement analysis, performance analysis and measurement and
analysis of corporate responsibility issues. Research and brokerage services
are typically received in the form of written or electronic reports, access to
specialized financial publications, telephone contacts and personal meetings
with security analysts, but may also be provided in the form of access to
various computer software and meetings arranged with corporate and industry
representatives.


The Advisor may also select broker-dealers and obtain from them research and
brokerage services that are used in connection with executing trades provided
that such services are consistent with interpretations under Section 28(e) of
the 1934 Act. Typically, these services take the form of computer software
and/or electronic communication services used by the Advisor to facilitate
trading activity with those broker-dealers.


Research and brokerage services may include products obtained from third
parties if the Advisor determines that such product or service constitutes
brokerage and research as defined in Section 28(e) and interpretations
thereunder. Provided a Subadvisor is acting in accordance with any instructions
and directions of the Advisor or the Board, the Subadvisor is authorized to pay
to a broker or dealer who provides third party brokerage and research services
a commission for executing a portfolio transaction for a fund in excess of what
another broker or dealer may charge, if the Subadvisor determines in good faith
that such commission was reasonable in relation to the value of the third party
brokerage and research services provided by such broker or dealer.


The Advisor may use brokerage commissions to obtain certain brokerage products
or services that have a mixed use (i.e., it also serves a function that does
not relate to the investment decision-making process). In those circumstances,
the Advisor will make a good faith judgment to evaluate the various benefits
and uses to which it intends to put the mixed use product or service and will
pay for that portion of the mixed use product or service that it reasonably
believes does not constitute research and brokerage services with its own
resources.


The Advisor will monitor regulatory developments and market practice in the use
of client commissions to obtain research and brokerage services and may adjust
its portfolio transactions policies in response thereto.


Investment decisions for a fund and for other investment accounts managed by
the Advisor are made independently of each other in light of differing
conditions. However, the same investment decision may be made for two or more
of such accounts. In such cases, simultaneous transactions are inevitable. To
the extent permitted by law, the Advisor may aggregate the securities to be
sold or purchased for a fund with those to be sold or purchased for other
accounts in executing transactions. The Advisor has adopted policies and
procedures that are reasonably designed to ensure that when the Advisor
aggregates securities purchased or sold on behalf of accounts, the securities
are allocated among the participating accounts in a manner that the Advisor
believes to be fair and equitable. The Advisor may make allocations among
accounts based upon a number of factors that may include, but not limited to,
investment objectives and guidelines, risk tolerance, availability of other
investment opportunities and available cash for investment. With respect to
limited opportunities or initial public offerings, the Advisor may make
allocations among accounts on a pro-rata basis with consideration given to
suitability. While in some cases this practice could have a detrimental effect
on the price paid or received by, or on the size of the position obtained or
disposed of for, a fund, in other cases it is believed that the ability to
engage in volume transactions will be beneficial to a fund.


The Advisor and its affiliates and each fund's management team manage other
mutual funds and separate accounts, some of which use short sales of securities
as a part of its investment strategy. The simultaneous management of long and
short portfolios creates potential conflicts of interest including the risk
that short sale activity could adversely affect the market value of the long
positions (and vice versa), the risk arising from sequential orders in long and
short positions, and the risks associated with receiving opposing orders at the
same time. The Advisor has adopted procedures that it believes are reasonably
designed to mitigate these potential conflicts of interest. Incorporated in the
procedures are specific guidelines developed to ensure fair and equitable
treatment for all


                                     II-38


clients. The Advisor and the investment team have established monitoring
procedures and a protocol for supervisory reviews, as well as compliance
oversight to ensure that potential conflicts of interest relating to this type
of activity are properly addressed.


The Advisor may provide model portfolio recommendations for a variety of
investment styles. Model portfolios may relate to the same investment
strategies that are also offered or utilized through the Advisor's
discretionary accounts, including the Deutsche funds. The Advisor typically
provides model portfolio recommendations to model portfolio programs on a
non-discretionary basis; i.e., the Advisor provides its model portfolio
recommendations to third party model portfolio program sponsors (Sponsors) who
then execute securities transactions on behalf of their program clients. Model
portfolio related trading activity by Sponsors on behalf of their clients could
potentially result in the Advisor's discretionary clients, including the
Deutsche funds, receiving prices that are less favorable than prices that might
otherwise have been obtained absent the Sponsors' trading activity,
particularly for orders that are large in relation to a security's average
daily trading volume. The Advisor intends to take reasonable steps to minimize
the market impact on discretionary client accounts of orders associated with
model portfolio recommendations provided to Sponsors.


Deutsche Bank AG or one of its affiliates (or in the case of a Subadvisor, the
Subadvisor or one of its affiliates) may act as a broker for the funds and
receive brokerage commissions or other transaction-related compensation from
the funds in the purchase and sale of securities, options or futures contracts
when, in the judgment of the Advisor, and in accordance with procedures
approved by the Board, the affiliated broker will be able to obtain a price and
execution at least as favorable as those obtained from other qualified brokers
and if, in the transaction, the affiliated broker charges the funds a rate
consistent with that charged to comparable unaffiliated customers in similar
transactions.


PORTFOLIO TURNOVER. Portfolio turnover rate is defined by the SEC as the ratio
of the lesser of sales or purchases to the monthly average value of such
securities owned during the year, excluding all securities whose remaining
maturities at the time of acquisition were one year or less.


Higher levels of activity by a fund result in higher transaction costs and may
also result in the realization of taxable capital gains (including short-term
gains, which generally are taxed to individuals at ordinary income rates).
Purchases and sales are made whenever necessary, in the Advisor's discretion,
to meet a fund's objective.



PORTFOLIO HOLDINGS INFORMATION

In addition to the public disclosure of fund portfolio holdings through
required SEC quarterly filings (and monthly filings for money market funds),
each fund may make its portfolio holdings information publicly available on the
Deutsche funds' Web site as described in a fund's prospectus. Each fund does
not disseminate non-public information about portfolio holdings except in
accordance with policies and procedures adopted by a fund.


Each fund's procedures permit non-public portfolio holdings information to be
shared with Deutsche Asset Management and its affiliates, subadvisors, if any,
administrators, sub-administrators, fund accountants, custodians,
sub-custodians, independent registered public accounting firms, attorneys,
officers and trustees/directors and each of their respective affiliates and
advisers who require access to this information to fulfill their duties to the
fund and are subject to the duties of confidentiality, including the duty not
to trade on non-public information, imposed by law or contract, or by a fund's
procedures. This non-public information may also be disclosed, subject to the
requirements described below, to certain third parties, such as securities
lending agents, financial printers, proxy voting firms, mutual fund analysts,
rating and tracking agencies, and, on an ad hoc basis, transition managers, to
shareholders in connection with in-kind redemptions or, in connection with
investing in underlying funds, subadvisors to Deutsche funds of funds
(Authorized Third Parties).


Prior to any disclosure of a fund's non-public portfolio holdings information
to Authorized Third Parties, a person authorized by the Board must make a good
faith determination in light of the facts then known that a fund has a
legitimate business purpose for providing the information, that the disclosure
is in the best interest of a fund, and that the recipient assents or otherwise
has a duty to keep the information confidential and to not trade based on the
information received while the information remains non-public and that the
disclosure would be in compliance with all applicable laws and Deutsche AM's
and a subadvisor's fiduciary duties to a fund. No compensation is received by a
fund or Deutsche Asset Management for disclosing non-public holdings
information. Periodic reports regarding these procedures will be provided to
the Board.


                                     II-39


Portfolio holdings information distributed by the trading desks of Deutsche
Asset Management or a subadvisor for the purpose of facilitating efficient
trading of such securities and receipt of relevant research is not subject to
the foregoing requirements. Non-public portfolio holding information does not
include portfolio characteristics (other than holdings or subsets of holdings)
about a fund and information derived therefrom, including, but not limited to,
how the fund's investments are divided among various sectors, industries,
countries, value and growth stocks, bonds, small, mid and large cap stocks,
currencies and cash, types of bonds, bond maturities, duration, bond coupons
and bond credit quality ratings, alpha, beta, tracking error, default rate,
portfolio turnover, and risk and style characteristics so long as the identity
of the fund's holdings could not be derived from such information.


Registered investment companies that are subadvised by Deutsche Asset
Management may be subject to different portfolio holdings disclosure policies,
and neither Deutsche Asset Management nor the Board exercise control over such
policies. In addition, separate account clients of Deutsche Asset Management
have access to their portfolio holdings and are not subject to a fund's
portfolio holdings disclosure policy. The portfolio holdings of some of the
funds subadvised by Deutsche Asset Management and some of the separate accounts
managed by Deutsche Asset Management may substantially overlap with the
portfolio holdings of a fund.


Deutsche Asset Management also manages certain unregistered commingled trusts,
the portfolio holdings of which may substantially overlap with the portfolio
holdings of a fund. These trusts are not subject to a fund's portfolio holdings
disclosure policy. To the extent that investors in these commingled trusts may
receive portfolio holdings information of their trust on a different basis from
that on which fund portfolio holdings information is made public, Deutsche
Asset Management has implemented procedures reasonably designed to encourage
such investors to keep such information confidential, and to prevent those
investors from trading on the basis of non-public holdings information.


In addition, Deutsche Asset Management may, from time to time, provide model
portfolios to third party sponsors of model portfolio programs, which model
portfolios may substantially overlap with the portfolio holdings of a fund.
These model portfolios are not subject to a fund's portfolio holdings
disclosure policy. Deutsche Asset Management has adopted procedures that
require such third party sponsors to agree in writing to keep the model
portfolio information confidential and to limit their use of the information to
implementing their respective model portfolio programs.


There is no assurance that a fund's policies and procedures with respect to the
disclosure of portfolio holdings information will protect the fund from the
potential misuse of portfolio holdings information by those in possession of
that information.



NET ASSET VALUE

APPLICABLE TO FUNDS OTHER THAN MONEY MARKET FUNDS. The net asset value per
share of a fund is normally computed as of the close of regular trading on the
New York Stock Exchange (Exchange) on each day the Exchange is open for trading
(Value Time). The Exchange is scheduled to be closed on the following holidays:
New Year's Day, Dr. Martin Luther King, Jr. Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas, and on
the preceding Friday or subsequent Monday when one of these holidays falls on a
Saturday or Sunday, respectively. Net asset value per share is determined
separately for each class of shares by dividing the value of the total assets
of the fund attributable to the shares of that class, less all liabilities
attributable to that class, by the total number of shares of that class
outstanding. The per share net asset value may be lower for certain classes of
the fund because of higher expenses borne by these classes.


An equity security is valued at its most recent sale price on the security's
primary exchange or over-the-counter (OTC) market as of the Value Time. Lacking
any sales, the security is valued at the calculated mean between the most
recent bid quotation and the most recent asked quotation (Calculated Mean) on
such exchange or OTC market as of the Value Time. If it is not possible to
determine the Calculated Mean, the security is valued at the most recent bid
quotation on such exchange or OTC market as of the Value Time. In the case of
certain foreign exchanges or OTC markets, the closing price reported by the
foreign exchange or OTC market (which may sometimes be referred to by the
exchange or one or more pricing agents as the "official close" or the "official
closing price" or other similar term) will be considered the most recent sale
price.


Debt securities are valued as follows. Money market instruments, including
instruments purchased with an original or remaining maturity of 60 days or
less, shall be valued based on information obtained from an approved pricing
agent, or if such information is not available, the


                                     II-40


money market instruments shall be valued using the average of the most recent
reliable bid quotations or evaluated prices obtained from two or more broker-
dealers. Bank loans are valued at prices supplied by an approved pricing agent
(which are intended to reflect the mean between the bid and asked prices), if
available, and otherwise at the mean of the most recent bid and asked
quotations or evaluated prices, as applicable, based on quotations or evaluated
prices obtained from one or more broker-dealers. Privately placed debt
securities, other than Rule 144A debt securities, initially are valued at cost
and thereafter based on all relevant factors, including type of security, size
of holding and restrictions on disposition. Municipal debt securities are
valued at prices supplied by an approved pricing agent (which are intended to
reflect the mean between the bid and asked prices), if available, and otherwise
at the mean of the most recent bid and asked quotations or evaluated prices
obtained from a broker-dealer. Other debt securities are valued at prices
supplied by an approved pricing agent, if available, and otherwise at the most
recent bid quotation or evaluated price, as applicable, obtained from two or
more broker-dealers. If it is not possible to value a particular debt security
pursuant to the above methods, the security is valued on the basis of factors
including (but not limited to) maturity, coupon, creditworthiness, currency
denomination, and the movement of the market in which the security is normally
traded.


An exchange-traded option contract on securities, currencies and other
financial instruments is valued at its most recent sale price on the relevant
exchange. Lacking any sales, the option contract is valued at the Calculated
Mean. If it is not possible to determine the Calculated Mean, the option
contract is valued at the most recent bid quotation in the case of a purchased
option contract or the most recent asked quotation in the case of a written
option contract, in each case as of the Value Time. An option contract on
securities, currencies and other financial instruments traded in the OTC market
is valued as of the Value Time at a price supplied by an approved pricing
agent, if available, and otherwise at the evaluated price provided by the
broker-dealer with which it was traded. Futures contracts (and options thereon)
are valued at the most recent settlement price, if available, on the exchange
on which they are traded most extensively. With the exception of stock index
futures contracts which trade on the Chicago Mercantile Exchange, closing
settlement times are prior to the close of trading on the Exchange. For stock
index futures contracts which trade on the Chicago Mercantile Exchange, closing
settlement prices are normally available at approximately 4:20 pm Eastern time.
If no settlement price is available, the last traded price on such exchange
will be used.

If market quotations for a fund asset are not readily available or if the
Advisor believes that the value of a fund asset as determined in accordance
with Board-approved procedures is unreliable, the value of the fund asset is
taken to be an amount which, in the opinion of the Advisor's Pricing Committee
(or, in some cases, the Board's Valuation Committee), represents fair market
value. The value of other holdings is determined in a manner which is intended
to fairly reflect the fair market value of the asset on the valuation date,
based on valuation procedures adopted by the Board and overseen primarily by
the Advisor's Pricing Committee.


THE FOLLOWING PARAGRAPH APPLIES TO FUNDS THAT INVEST IN UNDERLYING MUTUAL
FUNDS. The net asset value of each underlying Deutsche mutual fund is
determined based upon the nature of the securities as set forth in the
prospectus and statement of additional information of such underlying Deutsche
mutual fund. Shares of each underlying Deutsche mutual fund in which the fund
may invest are valued at the net asset value per share of each underlying
Deutsche mutual fund as of the close of regular trading on the Exchange on each
day the Exchange is open for trading. The net asset value per share of the
underlying Deutsche mutual funds will be calculated and reported to the fund by
each underlying Deutsche mutual fund's accounting agent.


THE FOLLOWING ADDITIONAL PARAGRAPHS APPLY TO DEUTSCHE EQUITY 500 INDEX FUND AND
DEUTSCHE S&P 500 INDEX FUND (FEEDER FUNDS). Each feeder fund pursues its
investment objective by investing substantially all of its assets in a master
portfolio - the Deutsche Equity 500 Index Portfolio (Portfolio), which has the
same investment objective and is subject to the same investment risks as the
feeder fund.


Net asset value per share of a feeder fund is determined as of the Value Time
separately for each class of shares by dividing the value of the total assets
of the feeder fund (i.e., the value of the feeder fund's investment in the
Portfolio and any other assets) attributable to the shares of that class, less
all liabilities attributable to that class, by the total number of shares of
that class outstanding.


As of the Value Time, the Portfolio determines its net value (i.e., the value
of the Portfolio's portfolio instruments and any other assets less all
liabilities) using the valuation procedures for securities and other assets
described above.


                                     II-41


Each investor in the Portfolio, including a feeder fund, may add to or reduce
its investment in the Portfolio on each day that net asset value of the feeder
fund and the Portfolio are computed as described above. At the close of a Value
Time, the value of each investor's beneficial interest in the Portfolio will be
determined by multiplying the net value of the Portfolio, determined as
provided above, by the percentage, effective for that day, which represents
that investor's share of the aggregate beneficial interests in the Portfolio.
Any additions or withdrawals, which are to be effected as of the Value Time on
that day, will then be effected. The percentage of the aggregate beneficial
interests in the Portfolio held by each investor in the Portfolio, including a
feeder fund, will then be recomputed as the percentage equal to the fraction
(i) the numerator of which is the value of the investor's investment in the
Portfolio as of the Value Time on such day plus or minus, as the case may be,
the amount of net additions to or withdrawals from such investor's investment
in the Portfolio effected as of the Value Time on such day, and (ii) the
denominator of which is the aggregate net value of the Portfolio, determined as
provided above, as of the Value Time on such day plus or minus, as the case may
be, the amount of net additions to or withdrawals from the aggregate
investments in the Portfolio by all investors, including the feeder fund, in
the Portfolio. The percentage so determined for a feeder fund will then be
applied to determine the value of the feeder fund's interest in the Portfolio
as of the Value Time on the following day that net asset value is determined.


APPLICABLE TO MONEY MARKET FUNDS OTHER THAN DEUTSCHE GOVERNMENT MONEY MARKET
SERIES, DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND, DEUTSCHE GOVERNMENT CASH
RESERVES FUND INSTITUTIONAL, DEUTSCHE GOVERNMENT SERIES AND DEUTSCHE VARIABLE
NAV MONEY FUND. The net asset value (NAV) per share of a fund is calculated on
each day (Valuation Day) on which the fund is open for business as of the time
described in the fund's prospectus. A fund is open for business each day the
New York Stock Exchange (Exchange) is open for trading, and the fund may, but
is not required to, accept certain types of purchase and redemption orders (not
including exchanges) on days that the Exchange is not open or beyond an early
Exchange closing time, as described in the fund's prospectus. The Exchange is
scheduled to be closed on the following holidays: New Year's Day, Dr. Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving and Christmas, and on the preceding Friday or
subsequent Monday when one of these holidays falls on a Saturday or Sunday,
respectively. Net asset value per share is determined separately for each class
of shares by dividing the value of the total assets of the fund attributable to
the shares of that class, less all liabilities attributable to that class, by
the total number of shares of that class outstanding. Although there is no
guarantee, a fund's NAV per share will normally be $1.00.


A fund values its portfolio instruments at amortized cost, which does not take
into account unrealized capital gains or losses. This involves initially
valuing an instrument at its cost and thereafter assuming a constant
amortization to maturity of any discount or premium, regardless of the impact
of fluctuating interest rates on the market value of the instrument. While this
method provides certainty in valuation, it may result in periods during which
value, as determined by amortized cost, is higher or lower than the price the
fund would receive if it sold the instrument.


The Board has established procedures reasonably designed to stabilize a fund's
NAV per share at $1.00. Under the procedures, the Advisor will monitor and
notify the Board of circumstances where a fund's NAV per share calculated by
using market valuations may deviate from the $1.00 per share calculated using
amortized cost. If there were any deviation that the Board believed would
result in a material dilution or unfair result for investors or existing
shareholders, the Board would promptly consider what action, if any, should be
initiated. Such actions could include selling assets prior to maturity to
realize capital gains or losses; shortening the average maturity of a fund's
portfolio; adjusting the level of dividends; redeeming shares in kind; or
valuing assets based on market valuations. For example, if a fund's net asset
value per share (computed using market values) declined, or was expected to
decline, below $1.00 (computed using amortized cost), the fund might
temporarily reduce or suspend dividend payments in an effort to maintain the
net asset value at $1.00 per share. As a result of such reduction or suspension
of dividends or other action by the Board, an investor would receive less
income during a given period than if such a reduction or suspension had not
taken place. Such action could result in investors receiving no dividend for
the period during which they hold their shares and receiving, upon redemption,
a price per share lower than that which they paid. On the other hand, if a
fund's net asset value per share (computed using market values) were to
increase, or were anticipated to increase above $1.00 (computed using amortized
cost), a fund might supplement dividends in an effort to maintain the net asset
value at $1.00 per share.


                                     II-42


Market valuations are obtained by using actual quotations provided by market
makers, estimates of market value, or values obtained from yield data relating
to classes of money market instruments published by reputable sources at the
mean between the bid and asked prices for the instruments. In accordance with
procedures approved by the Board, in the event market quotations are not
readily available for certain portfolio assets the fair value of such portfolio
assets will be determined in good faith by the Advisor's Pricing Committee (or,
in some cases, the Board's Valuation Committee) based upon input from the
Advisor or other third parties.


THE FOLLOWING PARAGRAPH APPLIES TO DEUTSCHE VARIABLE NAV MONEY FUND ONLY. The
net asset value of shares of the fund is generally calculated on each day the
New York Stock Exchange is open for trading, as described in the fund's
prospectuses. Pursuant to Board approved valuation procedures, the fund
generally values its portfolio instruments using information furnished by an
independent pricing service or market quotations. Interactive Data Corporation
serves as the primary independent pricing service for the fund. In accordance
with Board approved procedures, in the event pricing service information or
market quotations are not readily available for certain portfolio assets, or
when the value of certain portfolio assets is believed to have been materially
affected by a significant event, the fair value of such portfolio assets will
be determined by the Advisor's Pricing Committee (or, in some cases, the
Board's Valuation Committee). In accordance with its procedures, the fund will
typically value newly acquired securities at cost on date of acquisition, and
thereafter using information furnished by an independent pricing service.


APPLICABLE TO THE FOLLOWING MONEY MARKET FUNDS (EACH, A FUND): DEUTSCHE
GOVERNMENT MONEY MARKET SERIES, DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND,
DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL AND DEUTSCHE GOVERNMENT
SERIES. Each of these funds pursues its investment objective by investing
substantially all of its assets in a master portfolio - the Government Cash
Management Portfolio (Portfolio), which has the same investment objective and
is subject to the same investment risks as a fund. The net asset value (NAV)
per share of a fund is calculated on each day (Valuation Day) on which a fund
is open for business as of the time described in a fund's prospectus. The fund
is open for business each day the New York Stock Exchange (Exchange) is open
for trading, and the fund may, but is not required to, accept certain types of
purchase and redemption orders (not including exchanges) on days that the
Exchange is not open or beyond an early Exchange closing time, as described in
a fund's prospectus. The Exchange is scheduled to be closed on the following
holidays: New Year's Day, Dr. Martin Luther King, Jr. Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and
Christmas, and on the preceding Friday or subsequent Monday when one of these
holidays falls on a Saturday or Sunday, respectively. Net asset value per share
is determined separately for each class of shares by dividing the value of the
total assets of the fund (i.e., the value of a fund's investment in the
Portfolio and any other assets) attributable to the shares of that class, less
all liabilities attributable to that class, by the total number of shares of
that class outstanding. Although there is no guarantee, a fund's NAV per share
will normally be $1.00.


On each Valuation Day, the Portfolio determines its net value (i.e., the value
of the Portfolio's portfolio instruments and any other assets less all
liabilities). The Portfolio values its portfolio instruments at amortized cost,
which does not take into account unrealized capital gains or losses. This
involves initially valuing an instrument at its cost and thereafter assuming a
constant amortization to maturity of any discount or premium, regardless of the
impact of fluctuating interest rates on the market value of the instrument.
While this method provides certainty in valuation, it may result in periods
during which value, as determined by amortized cost, is higher or lower than
the price the Portfolio would receive if it sold the instrument.


Each investor in the Portfolio, including a fund, may add to or reduce its
investment in the Portfolio on each Valuation Day. At the close of each such
Valuation Day, the value of each investor's beneficial interest in the
Portfolio will be determined by multiplying the net value of the Portfolio, as
determined by amortized cost, by the percentage, effective for that day, which
represents that investor's share of the aggregate beneficial interests in the
Portfolio. Any additions or withdrawals, which are to be effected as of the
close of business on that day, will then be effected. The percentage of the
aggregate beneficial interests in the Portfolio held by each investor in the
Portfolio, including a fund will then be recomputed as the percentage equal to
the fraction (i) the numerator of which is the value of the investor's
investment in the Portfolio as of the close of business on such day plus or
minus, as the case may be, the amount of net additions to or withdrawals from
such investor's investment in the Portfolio effected as of the close of
business on such day, and (ii) the denominator of which is the aggregate net
value of the Portfolio, as determined by amortized cost, as of the close of
business on such day plus or minus, as the case may be, the amount


                                     II-43


of net additions to or withdrawals from the aggregate investments in the
Portfolio by all investors, including a fund, in the Portfolio. The percentage
so determined for a fund will then be applied to determine the value of a
fund's interest in the Portfolio as of the close of the following Valuation
Day.


The Board has established procedures reasonably designed to stabilize a fund's
NAV per share at $1.00. Under the procedures, the Advisor will monitor and
notify the Board of circumstances where a fund's NAV per share calculated based
on valuing the fund's investment in the Portfolio and the fund's other assets
using market valuations may deviate from the $1.00 per share calculated based
on valuing a fund's investment in the Portfolio and a fund's other assets using
amortized cost. If there were any deviation that the Board believed would
result in a material dilution or unfair result for investors or existing
shareholders, the Board would promptly consider what action, if any, should be
initiated. Such actions could include selling assets prior to maturity to
realize capital gains or losses; shortening average maturity of the investment
portfolio; adjusting the level of dividends; redeeming shares in kind; or
valuing assets based on market valuations. For example, if a fund's net asset
value per share (computed using market values) declined, or was expected to
decline, below $1.00 (computed using amortized cost), the fund might
temporarily reduce or suspend dividend payments in an effort to maintain the
net asset value at $1.00 per share. As a result of such reduction or suspension
of dividends or other action by the Board, an investor would receive less
income during a given period than if such a reduction or suspension had not
taken place. Such action could result in investors receiving no dividend for
the period during which they hold their shares and receiving, upon redemption,
a price per share lower than that which they paid. On the other hand, if a
fund's net asset value per share (computed using market values) were to
increase, or were anticipated to increase above $1.00 (computed using amortized
cost), a fund might supplement dividends in an effort to maintain the net asset
value at $1.00 per share. Because a fund invests substantially all of its
assets in the Portfolio, certain of these actions could be implemented at the
Portfolio level at the discretion of its Board.


Market valuations are obtained by using actual quotations provided by market
makers, estimates of market value, or values obtained from yield data relating
to classes of money market instruments published by reputable sources at the
mean between the bid and asked prices for the instruments. In accordance with
procedures approved by the Board, in the event market quotations are not
readily available for certain portfolio assets the fair value of such portfolio
assets will be determined in good faith by the Advisor's Pricing Committee (or,
in some cases, the Board's Valuation Committee) based upon input from the
Advisor or other third parties.



PROXY VOTING POLICY AND GUIDELINES

Each fund has delegated proxy voting responsibilities to the Advisor, subject
to the Board's general oversight. A fund has delegated proxy voting to the
Advisor with the direction that proxies should be voted consistent with the
fund's best economic interests. The Advisor has adopted its own Proxy Voting
Policy and Guidelines (Policy) for this purpose. The Policy addresses, among
other things, conflicts of interest that may arise between the interests of a
fund, and the interests of the Advisor and its affiliates, including a fund's
principal underwriter. The Policy is included in PART II - APPENDIX II-I.


You may obtain information about how a fund voted proxies related to its
portfolio securities during the 12-month period ended June 30 by visiting the
Securities and Exchange Commission's Web site at www.sec.gov or by visiting our
Web site at deutschefunds.com (click on "proxy voting" at the bottom of the
page).



MISCELLANEOUS

A fund's prospectus(es) and this SAI omit certain information contained in the
Registration Statement which a fund has filed with the SEC under the Securities
Act of 1933 and reference is hereby made to the Registration Statement for
further information with respect to a fund and the securities offered hereby.
This Registration Statement and its amendments are available for inspection by
the public at the SEC's Public Reference Room in Washington, D.C.



RATINGS OF INVESTMENTS


BONDS AND COMMERCIAL PAPER RATINGS

Set forth below are descriptions of ratings which represent opinions as to the
quality of the securities. It should be emphasized, however, that ratings are
relative and subjective and are not absolute standards of quality.


                                     II-44


MOODY'S INVESTORS SERVICE, INC.'S LONG-TERM OBLIGATION RATINGS

Moody's long-term ratings are assigned to issuers or obligations with an
original maturity of one year or more and reflect both on the likelihood of a
default on contractually promised payments and the expected financial loss
suffered in the event of default.


AAA Obligations rated Aaa are judged to be of the highest quality, subject to
the lowest level of credit risk.


AA Obligations rated Aa are judged to be of high quality and are subject to
very low credit risk.


A Obligations rated A are judged to be upper-medium grade and are subject to
low credit risk.


BAA Obligations rated Baa are judged to be medium-grade and subject to moderate
credit risk and as such may possess certain speculative characteristics.


BA Obligations rated Ba are judged to be speculative and are subject to
substantial credit risk.


B Obligations rated B are considered speculative and are subject to high credit
risk.


CAA Obligations rated Caa are judged to be speculative of poor standing and are
subject to very high credit risk.


CA Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.


C Obligations rated C are the lowest rated and are typically in default, with
little prospect for recovery of principal or interest.


NOTE: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the
obligation ranks in the higher end of its generic rating category; the modifier
2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the
lower end of that generic rating category. Additionally, a "(hyb)" indicator is
appended to all ratings of hybrid securities issued by banks, insurers, finance
companies, and securities firms.


By their terms, hybrid securities allow for the omission of scheduled
dividends, interest, or principal payments, which can potentially result in
impairment if such an omission occurs. Hybrid securities may also be subject to
contractually allowable write-downs of principal that could result in
impairment. Together with the hybrid indicator, the long-term obligation rating
assigned to a hybrid security is an expression of the relative credit risk
associated with that security.


MOODY'S INVESTORS SERVICE, INC.'S SHORT-TERM OBLIGATION RATINGS

Moody's short-term ratings are assigned to obligations with an original
maturity of thirteen months or less and reflect both on the likelihood of a
default on contractually promised payments and the expected financial loss
suffered in the event of default.


Moody's employs the following designations to indicate the relative repayment
ability of rated issuers:


P-1 Issuers (or supporting institutions) rated Prime-1 have a superior ability
to repay short-term debt obligations.


P-2 Issuers (or supporting institutions) rated Prime-2 have a strong ability to
repay short-term debt obligations.


P-3 Issuers (or supporting institutions) rated Prime-3 have an acceptable
ability to repay short-term obligations.


NP Issuers (or supporting institutions) rated Not Prime do not fall within any
of the Prime rating categories.


MOODY'S INVESTORS SERVICE, INC.'S US MUNICIPAL SHORT-TERM DEBT AND DEMAND
OBLIGATION RATINGS


SHORT-TERM OBLIGATION RATINGS

The Municipal Investment Grade (MIG) scale is used to rate US municipal bond
anticipation notes of up to three years maturity. Municipal notes rated on the
MIG scale may be secured by either pledged revenues or proceeds of a take-out
financing received prior to note maturity. MIG ratings expire at the maturity
of the obligation, and the issuer's long-term rating is only one consideration
in assigning the MIG rating. MIG ratings are divided into three levels - MIG 1
through MIG 3 - while speculative grade short-term obligations are designated
SG.


MIG 1 This designation denotes superior credit quality. Excellent protection is
afforded by established cash flows, highly reliable liquidity support, or
demonstrated broad-based access to the market for refinancing.


MIG 2 This designation denotes strong credit quality. Margins of protection are
ample, although not as large as in the preceding group.


                                     II-45


MIG 3 This designation denotes acceptable credit quality. Liquidity and
cash-flow protection may be narrow, and market access for refinancing is likely
to be less well-established.


SG This designation denotes speculative-grade credit quality. Debt instruments
in this category may lack sufficient margins of protection.


DEMAND OBLIGATION RATINGS

In the case of variable rate demand obligations (VRDOs), a two-component rating
is assigned: a long or short-term debt rating and a demand obligation rating.
The first element represents Moody's evaluation of risk associated with
scheduled principal and interest payments. The second element represents
Moody's evaluation of risk associated with the ability to receive purchase
price upon demand ("demand feature"). The second element uses a rating from a
variation of the MIG scale called the Variable Municipal Investment Grade
(VMIG) scale.


The rating transitions on the VMIG scale differ from those on the Prime scale
to reflect the risk that external liquidity support generally will terminate if
the issuer's long-term rating drops below investment grade.


VMIG 1 This designation denotes superior credit quality. Excellent protection
is afforded by the superior short-term credit strength of the liquidity
provider and structural and legal protections that ensure the timely payment of
purchase price upon demand.


VMIG 2 This designation denotes strong credit quality. Good protection is
afforded by the strong short-term credit strength of the liquidity provider and
structural and legal protections that ensure the timely payment of purchase
price upon demand.


VMIG 3 This designation denotes acceptable credit quality. Adequate protection
is afforded by the satisfactory short-term credit strength of the liquidity
provider and structural and legal protections that ensure the timely payment of
purchase price upon demand.


SG This designation denotes speculative-grade credit quality. Demand features
rated in this category may be supported by a liquidity provider that does not
have an investment grade short-term rating or may lack the structural and/or
legal protections necessary to ensure the timely payment of purchase price upon
demand.

S&P GLOBAL RATINGS LONG-TERM ISSUE CREDIT RATINGS


INVESTMENT GRADE

AAA An obligation rated 'AAA' has the highest rating assigned by S&P Global
Ratings. The obligor's capacity to meet its financial commitment on the
obligation is extremely strong.


AA An obligation rated 'AA' differs from the highest-rated obligations only to
a small degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.


A An obligation rated 'A' is somewhat more susceptible to the adverse effects
of changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.


BBB An obligation rated 'BBB' exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead
to a weakened capacity of the obligor to meet its financial commitment on the
obligation.


SPECULATIVE GRADE

Obligations rated 'BB', 'B', 'CCC', 'CC', and 'C' are regarded as having
significant speculative characteristics. 'BB' indicates the least degree of
speculation and 'C' the highest. While such obligations will likely have some
quality and protective characteristics, these may be outweighed by large
uncertainties or major exposures to adverse conditions.


BB An obligation rated 'BB' is less vulnerable to nonpayment than other
speculative issues. However, it faces major ongoing uncertainties or exposure
to adverse business, financial, or economic conditions which could lead to the
obligor's inadequate capacity to meet its financial commitment on the
obligation.


B An obligation rated 'B' is more vulnerable to nonpayment than obligations
rated 'BB', but the obligor currently has the capacity to meet its financial
commitment on the obligation. Adverse business, financial, or economic
conditions will likely impair the obligor's capacity or willingness to meet its
financial commitment on the obligation.


CCC An obligation rated 'CCC' is currently vulnerable to nonpayment, and is
dependent upon favorable business, financial, and economic conditions for the
obligor to meet


                                     II-46


its financial commitment on the obligation. In the event of adverse business,
financial, or economic conditions, the obligor is not likely to have the
capacity to meet its financial commitment on the obligation.


CC An obligation rated 'CC' is currently highly vulnerable to nonpayment. The
'CC' rating is used when a default has not yet occurred, but S&P Global Ratings
expects default to be a virtual certainty, regardless of the anticipated time
to default.


C An obligation rated 'C' is currently highly vulnerable to nonpayment, and the
obligation is expected to have lower relative seniority or lower ultimate
recovery compared to obligations that are rated higher.


D An obligation rated 'D' is in default or in breach of an imputed promise. For
non-hybrid capital instruments, the 'D' rating category is used when payments
on an obligation are not made on the date due, unless S&P Global Ratings
believes that such payments will be made within five business days in the
absence of a stated grace period or within the earlier of the stated grace
period or 30 calendar days. The 'D' rating also will be used upon the filing of
a bankruptcy petition or the taking of similar action and where default on an
obligation is a virtual certainty, for example due to automatic stay
provisions. An obligation's rating is lowered to 'D' if it is subject to a
distressed exchange offer.


NR This indicates that no rating has been requested, or that there is
insufficient information on which to base a rating, or that S&P Global Ratings
does not rate a particular obligation as a matter of policy.


PLUS (+) OR MINUS (-) The ratings from 'AA' to 'CCC' may be modified by the
addition of a plus (+) or minus (-) sign to show relative standing within the
major rating categories.


S&P GLOBAL RATINGS SHORT-TERM ISSUE CREDIT RATINGS

A-1 A short-term obligation rated 'A-1' is rated in the highest category by S&P
Global Ratings. The obligor's capacity to meet its financial commitment on the
obligation is strong. Within this category, certain obligations are designated
with a plus sign (+). This indicates that the obligor's capacity to meet its
financial commitment on these obligations is extremely strong.

A-2 A short-term obligation rated 'A-2' is somewhat more susceptible to the
adverse effects of changes in circumstances and economic conditions than
obligations in higher rating categories. However, the obligor's capacity to
meet its financial commitment on the obligation is satisfactory.


A-3 A short-term obligation rated 'A-3' exhibits adequate protection
parameters. However, adverse economic conditions or changing circumstances are
more likely to lead to a weakened capacity of the obligor to meet its financial
commitment on the obligation.


B A short-term obligation rated 'B' is regarded as vulnerable and has
significant speculative characteristics. The obligor currently has the capacity
to meet its financial commitments; however, it faces major ongoing
uncertainties which could lead to the obligor's inadequate capacity to meet its
financial commitments.


C A short-term obligation rated 'C' is currently vulnerable to nonpayment and
is dependent upon favorable business, financial, and economic conditions for
the obligor to meet its financial commitment on the obligation.


D A short-term obligation rated 'D' is in default or in breach of an imputed
promise. For non-hybrid capital instruments, the 'D' rating category is used
when payments on an obligation are not made on the date due, unless S&P Global
Ratings believes that such payments will be made within any stated grace
period. However, any stated grace period longer than five business days will be
treated as five business days. The 'D' rating also will be used upon the filing
of a bankruptcy petition or the taking of a similar action and where default on
an obligation is a virtual certainty, for example due to automatic stay
provisions. An obligation's rating is lowered to 'D' if it is subject to a
distressed exchange offer.


SPUR (STANDARD & POOR'S UNDERLYING RATING) A SPUR rating is an opinion about
the stand-alone capacity of an obligor to pay debt service on a credit-enhanced
debt issue, without giving effect to the enhancement that applies to it. These
ratings are published only at the request of the debt issuer/obligor with the
designation SPUR to distinguish them from the credit-enhanced rating that
applies to the debt issue. S&P Global Ratings maintains surveillance of an
issue with a published SPUR.


                                     II-47


S&P GLOBAL RATINGS MUNICIPAL SHORT-TERM NOTE RATINGS

An S&P Global Ratings US municipal note rating reflects S&P Global Ratings'
opinion about the liquidity factors and market access risks unique to the
notes. Notes due in three years or less will likely receive a note rating.
Notes with an original maturity of more than three years will most likely
receive a long-term debt rating. In determining which type of rating, if any,
to assign, S&P Global Ratings' analysis will review the following
considerations:


o     Amortization schedule - the larger the final maturity relative to other
      maturities, the more likely it will be treated as a note; and


o     Source of payment - the more dependent the issue is on the market for its
      refinancing, the more likely it will be treated as a note.


Note rating symbols are as follows:


SP-1 Strong capacity to pay principal and interest. An issue determined to
possess a very strong capacity to pay debt service is given a plus (+)
designation.


SP-2 Satisfactory capacity to pay principal and interest, with some
vulnerability to adverse financial and economic changes over the term of the
notes.


SP-3 Speculative capacity to pay principal and interest.


DUAL RATINGS


Dual ratings may be assigned to debt issues that have a put option or demand
feature. The first component of the rating addresses the likelihood of
repayment of principal and interest as due, and the second component of the
rating addresses only the demand feature. The first component of the rating can
relate to either a short-term or long-term transaction and accordingly use
either short-term or long-term rating symbols. The second component of the
rating relates to the put option and is assigned a short-term rating symbol
(for example, 'AAA/A-1+' or 'A-1+/A-1'). With US municipal short-term demand
debt, the US municipal short-term note rating symbols are used for the first
component of the rating (for example, 'SP-1+/A-1+').

S&P GLOBAL RATINGS DIVIDEND RANKINGS FOR COMMON STOCKS

S&P Global Ratings has provided Earnings and Dividend Rankings, commonly
referred to as Quality Rankings, on common stocks since 1956. Quality Rankings
reflect the long-term growth and stability of a company's earnings and
dividends.


The Quality Rankings System attempts to capture the growth and stability of
earnings and dividends record in a single symbol. In assessing Quality
Rankings, S&P Global Ratings recognizes that earnings and dividend performance
is the end result of the interplay of various factors such as products and
industry position, corporate resources and financial policy. Over the long run,
the record of earnings and dividend performance has a considerable bearing on
the relative quality of stocks.


The rankings, however, do not profess to reflect all of the factors, tangible
or intangible, that bear on stock quality.


The rankings are generated by a computerized system and are based on per-share
earnings and dividend records of the most recent 10 years - a period long
enough to measure significant secular growth, capture indications of basic
change in trend as they develop, encompass the full peak-to-peak range of the
business cycle, and include a bull and a bear market. Basic scores are computed
for earnings and dividends, and then adjusted as indicated by a set of
predetermined modifiers for change in the rate of growth, stability within
long-term trends, and cyclicality. Adjusted scores for earnings and dividends
are then combined to yield a final ranking.


The ranking system makes allowance for the fact that corporate size generally
imparts certain advantages from an investment standpoint. Conversely, minimum
size limits (in sales volume) are set for the various rankings. However, the
system provides for making exceptions where the score reflects an outstanding
earnings and dividend record. The following table shows the letter
classifications and brief descriptions of Quality Rankings.




A+   Highest           B+   Average           C     Lowest
A    High              B    Below Average     D     In Reorganization
A-   Above Average     B-   Lower             LIQ   Liquidation



The ranking system grants some exceptions to the pure quantitative ranking.
Thus, if a company has not paid any dividend over the past 10 years, it is very
unlikely that it will rank higher than A-. In addition, companies may receive a
bonus score based on their sales volume. If a company


                                     II-48


omits a dividend on preferred stock, it will receive a rank of no better than C
that year. If a company pays a dividend on the common stock, it is highly
unlikely that the rank will be below B-, even if it has incurred losses. In
addition, if a company files for bankruptcy, the model's rank is automatically
changed to D.


FITCH RATINGS LONG-TERM RATING SCALES


INVESTMENT GRADE

AAA: Highest credit quality. `AAA' ratings denote the lowest expectation of
default risk. They are assigned only in cases of exceptionally strong capacity
for payment of financial commitments. This capacity is highly unlikely to be
adversely affected by foreseeable events.


AA: Very high credit quality. `AA' ratings denote expectations of very low
default risk. They indicate very strong capacity for payment of financial
commitments. This capacity is not significantly vulnerable to foreseeable
events.


A: High credit quality. `A' ratings denote expectations of low default risk.
The capacity for payment of financial commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to adverse business or economic
conditions than is the case for higher ratings.


BBB: Good credit quality. `BBB' ratings indicate that expectations of default
risk are currently low. The capacity for payment of financial commitments is
considered adequate but adverse business or economic conditions are more likely
to impair this capacity.


SPECULATIVE GRADE

BB: Speculative. `BB' ratings indicate an elevated vulnerability to default
risk, particularly in the event of adverse changes in business or economic
conditions over time; however, business or financial flexibility exists which
supports the servicing of financial commitments.


B: Highly speculative. `B' ratings indicate that material default risk is
present, but a limited margin of safety remains. Financial commitments are
currently being met; however, capacity for continued payment is vulnerable to
deterioration in the business and economic environment.


CCC: Substantial credit risk. Default is a real possibility.


CC: Very high levels of credit risk. Default of some kind appears probable.

C: Exceptionally high levels of credit risk. Default is imminent or inevitable,
or the issuer is in standstill. Conditions that are indicative of a `C'
category rating for an issuer include:


a. the issuer has entered into a grace or cure period following non-payment of
a material financial obligation;


b. the issuer has entered into a temporary negotiated waiver or standstill
agreement following a payment default on a material financial obligation; or


c. Fitch Ratings otherwise believes a condition of `RD' or `D' to be imminent
or inevitable, including through the formal announcement of a distressed debt
exchange.


RD: Restricted default. `RD' ratings indicate an issuer that in Fitch Ratings'
opinion has experienced an uncured payment default on a bond, loan or other
material financial obligation but which has not entered into bankruptcy
filings, administration, receivership, liquidation or other formal winding-up
procedure, and which has not otherwise ceased operating. This would include:


a. the selective payment default on a specific class or currency of debt;


b. the uncured expiry of any applicable grace period, cure period or default
forbearance period following a payment default on a bank loan, capital markets
security or other material financial obligation;


c. the extension of multiple waivers or forbearance periods upon a payment
default on one or more material financial obligations, either in series or in
parallel; or


d. execution of a distressed debt exchange on one or more material financial
obligations.


D: Default. `D' ratings indicate an issuer that in Fitch Ratings' opinion has
entered into bankruptcy filings, administration, receivership, liquidation or
other formal winding-up procedure, or which has otherwise ceased business.


Default ratings are not assigned prospectively to entities or their
obligations; within this context, non-payment on an instrument that contains a
deferral feature or grace period will generally not be considered a default
until after the expiration of the deferral or grace period, unless a default is
otherwise driven by bankruptcy or other similar circumstance, or by a
distressed debt exchange.


                                     II-49


Imminent default typically refers to the occasion where a payment default has
been intimated by the issuer, and is all but inevitable. This may, for example,
be where an issuer has missed a scheduled payment, but (as is typical) has a
grace period during which it may cure the payment default. Another alternative
would be where an issuer has formally announced a distressed debt exchange, but
the date of the exchange still lies several days or weeks in the immediate
future.


In all cases, the assignment of a default rating reflects the agency's opinion
as to the most appropriate rating category consistent with the rest of its
universe of ratings, and may differ from the definition of default under the
terms of an issuer's financial obligations or local commercial practice.


NOTES: The modifiers + or - may be appended to a rating to denote relative
status within major rating categories. Such suffixes are not added to the `AAA'
Long-Term category, or to Long-Term categories below `B'.


FITCH RATINGS SHORT-TERM RATINGS

F1: Highest short-term credit quality. Indicates the strongest intrinsic
capacity for timely payment of financial commitments; may have an added + to
denote any exceptionally strong credit feature.


F2: Good short-term credit quality. Good intrinsic capacity for timely payment
of financial commitments.


F3: Fair short-term credit quality. The intrinsic capacity for timely payment
of financial commitments is adequate.


B: Speculative short-term credit quality. Minimal capacity for timely payment
of financial commitments, plus heightened vulnerability to near term adverse
changes in financial and economic conditions.


C: High short-term default risk. Default is a real possibility.


RD: Restricted default. Indicates an entity that has defaulted on one or more
of its financial commitments, although it continues to meet other financial
obligations. Typically applicable to entity ratings only.


D: Default. Indicates a broad-based default event for an entity, or the default
of a short-term obligation.


FITCH RATINGS MUNICIPAL SHORT-TERM RATINGS

The highest ratings for state and municipal short-term obligations are "F-1+,"
"F-1," and "F-2."


                                     II-50


PART II: APPENDIX II-A - BOARD MEMBERS AND OFFICERS


IDENTIFICATION AND BACKGROUND

The following table presents certain information regarding the Board Members of
the Trust/Corporation. Each Board Member's year of birth is set forth in
parentheses after his or her name. Unless otherwise noted, (i) each Board
Member has engaged in the principal occupation(s) noted in the table for at
least the most recent five years, although not necessarily in the same
capacity, and (ii) the address of each Board Member that is not an "interested
person" (as defined in the 1940 Act) of the Trust/Corporation or the Advisor
(each, an "Independent Board Member") is Keith R. Fox, Deutsche Funds Board
Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston
Street, Boston, MA 02199-3600. The term of office for each Board Member is
until the election and qualification of a successor, or until such Board Member
sooner dies, resigns, is removed or as otherwise provided in the governing
documents of the Trust/Corporation. Because the fund does not hold an annual
meeting of shareholders, each Board Member will hold office for an
indeterminate period.


INDEPENDENT BOARD MEMBERS





NAME, YEAR OF BIRTH,                                                          NUMBER OF
POSITION                                                                      FUNDS IN
WITH THE TRUST/CORPORATION                                                    DEUTSCHE
AND LENGTH OF TIME           BUSINESS EXPERIENCE AND                          FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                  DIRECTORSHIPS DURING THE PAST 5 YEARS            OVERSEEN       HELD BY BOARD MEMBER

Keith R. Fox, CFA (1954)     Managing General Partner, Exeter Capital              97        -
Chairperson since 2017,      Partners (a series of private investment
and Board Member since       funds) (since 1986); Directorships:
1996                         Progressive International Corporation
                             (kitchen goods importer and distributor); The
                             Kennel Shop (retailer); former Chairman,
                             National Association of Small Business
                             Investment Companies; former
                             Directorships: BoxTop Media Inc.
                             (advertising); Sun Capital Advisers Trust
                             (mutual funds) (2011-2012)
Kenneth C. Froewiss (1945)   Retired Clinical Professor of Finance, NYU            97        -
Vice Chairperson since       Stern School of Business (1997-2014);
2017,                        Member, Finance Committee, Association
and Board Member since       for Asian Studies (2002-present); Director,
2001                         Mitsui Sumitomo Insurance Group (US)
                             (2004-present); prior thereto, Managing
                             Director, J.P. Morgan (investment banking
                             firm) (until 1996)
John W. Ballantine (1946)    Retired; formerly: Executive Vice President           97        Portland General Electric/(2)/
Board Member since 1999      and Chief Risk Management Officer, First                        (utility company) (2003-
                             Chicago NBD Corporation/The First National                      present)
                             Bank of Chicago (1996-1998); Executive Vice
                             President and Head of International Banking
                             (1995-1996); former Directorships: Director
                             and Chairman of the Board, Healthways
                             Inc./(2)/ (population well-being and wellness
                             services) (2003-2014); Stockwell Capital
                             Investments PLC (private equity); Enron
                             Corporation; FNB Corporation; Tokheim
                             Corporation; First Oak Brook Bancshares,
                             Inc. and Oak Brook Bank; Prisma Energy
                             International. Not-for-Profit Director/Trustee:
                             Palm Beach Civic Assn.; Public Radio
                             International; Window to the World
                             Communications (public media); Harris
                             Theater for Music and Dance (Chicago)



                                      II-51






NAME, YEAR OF BIRTH,                                                          NUMBER OF
POSITION                                                                      FUNDS IN
WITH THE TRUST/CORPORATION                                                    DEUTSCHE
AND LENGTH OF TIME            BUSINESS EXPERIENCE AND                         FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                   DIRECTORSHIPS DURING THE PAST 5 YEARS           OVERSEEN       HELD BY BOARD MEMBER

Henry P. Becton, Jr. (1943)   Vice Chair and former President, WGBH                97
Board Member since 1990       Educational Foundation. Directorships: Public
                              Radio International; Public Radio Exchange
                              (PRX); The Pew Charitable Trusts (charitable
                              organization); former Directorships: Becton
                              Dickinson and Company/(2)/ (medical
                              technology company); Belo Corporation/(2)/
                              (media company); The PBS Foundation;
                              Association of Public Television Stations;
                              Boston Museum of Science; American
                              Public Television; Concord Academy; New
                              England Aquarium; Mass. Corporation for
                              Educational Telecommunications; Committee
                              for Economic Development; Public
                              Broadcasting Service; Connecticut College;
                              North Bennett Street School (Boston)
Dawn-Marie Driscoll (1946)    Emeritus Executive Fellow, Center for                97        -
Board Member since 1987       Business Ethics, Bentley University;
                              formerly: President, Driscoll Associates
                              (consulting firm); Partner, Palmer & Dodge
                              (law firm) (1988-1990); Vice President of
                              Corporate Affairs and General Counsel,
                              Filene's (retail) (1978-1988); Directorships:
                              Advisory Board, Center for Business Ethics,
                              Bentley University; Trustee and former
                              Chairman of the Board, Southwest Florida
                              Community Foundation (charitable
                              organization); former Directorships: ICI
                              Mutual Insurance Company (2007-2015);
                              Sun Capital Advisers Trust (mutual funds)
                              (2007-2012); Investment Company Institute
                              (audit, executive, nominating committees)
                              and Independent Directors Council
                              (governance, executive committees)
Paul K. Freeman (1950)        Consultant, World Bank/Inter-American                97        -
Board Member since 1993       Development Bank; formerly: Chair,
                              Independent Directors Council; Investment
                              Company Institute (executive and
                              nominating committees); Chairman of
                              Education Committee of Independent
                              Directors Council; Project Leader,
                              International Institute for Applied Systems
                              Analysis (1998-2001); Chief Executive
                              Officer, The Eric Group, Inc. (environmental
                              insurance) (1986-1998); Directorships:
                              Denver Zoo Foundation (December 2012-
                              present); Knoebel Institute for Healthy Aging,
                              University of Denver (2017-present); former
                              Directorships: Prisma Energy International



                                      II-52






NAME, YEAR OF BIRTH,                                                               NUMBER OF
POSITION                                                                           FUNDS IN
WITH THE TRUST/CORPORATION                                                         DEUTSCHE
AND LENGTH OF TIME              BUSINESS EXPERIENCE AND                            FUND COMPLEX   OTHER DIRECTORSHIPS
SERVED/(1)/                     DIRECTORSHIPS DURING THE PAST 5 YEARS              OVERSEEN       HELD BY BOARD MEMBER

Richard J. Herring (1946)       Jacob Safra Professor of International                  97        Director, Aberdeen Singapore
Board Member since 1990         Banking and Professor, Finance Department,                        and Japan Funds (since
                                The Wharton School, University of                                 2007), Independent Director
                                Pennsylvania (since July 1972); Co-Director,                      of Barclays Bank Delaware
                                Wharton Financial Institutions Center;                            (since September 2010)
                                formerly: Vice Dean and Director, Wharton
                                Undergraduate Division (July 1995-June
                                2000); Director, Lauder Institute of
                                International Management Studies (July
                                2000-June 2006)
William McClayton (1944)        Private equity investor (since October 2009);           97        -
Board Member since 2004         previously: Managing Director, Diamond
                                Management & Technology Consultants, Inc.
                                (global consulting firm) (2001-2009);
                                Directorship: Board of Managers, YMCA of
                                Metropolitan Chicago; formerly: Senior
                                Partner, Arthur Andersen LLP (accounting)
                                (1966-2001); Trustee, Ravinia Festival
Rebecca W. Rimel (1951)         President, Chief Executive Officer and                  97        Director, Becton Dickinson
Board Member since 1995         Director, The Pew Charitable Trusts                               and Company/(2)/ (medical
                                (charitable organization) (1994-present);                         technology company) (2012-
                                formerly: Executive Vice President, The                           present); Director,
                                Glenmede Trust Company (investment trust                          BioTelemetry Inc./(2)/
                                and wealth management) (1983-2004);                               (healthcare) (2009-present)
                                Board Member, Investor Education
                                (charitable organization) (2004-2005); Trustee,
                                Executive Committee, Philadelphia Chamber
                                of Commerce (2001-2007); Director, Viasys
                                Health Care/(2)/ (January 2007-June 2007);
                                Trustee, Thomas Jefferson Foundation
                                (charitable organization) (1994-2012)
William N. Searcy, Jr. (1946)   Private investor since October 2003;                    97        -
Board Member since 1993         formerly: Pension & Savings Trust Officer,
                                Sprint Corporation/(2)/ (telecommunications)
                                (November 1989-September 2003); Trustee,
                                Sun Capital Advisers Trust (mutual funds)
                                (1998-2012)
Jean Gleason Stromberg          Retired; formerly: Consultant (1997-2001);              97        -
(1943)                          Director, Financial Markets US Government
Board Member since 1997         Accountability Office (1996-1997); Partner,
                                Norton Rose Fulbright, L.L.P. (law firm)
                                (1978-1996); former Directorships: The
                                William and Flora Hewlett Foundation
                                (charitable organization) (2000-2015); Service
                                Source, Inc. (nonprofit), Mutual Fund
                                Directors Forum (2002-2004), American Bar
                                Retirement Association (funding vehicle for
                                retirement plans) (1987-1990 and 1994-
                                      1996)





                                     II-53


OFFICERS/(4)/





NAME, YEAR OF BIRTH, POSITION
WITH THE TRUST/CORPORATION         BUSINESS EXPERIENCE AND
AND LENGTH OF TIME SERVED/(5)/     DIRECTORSHIPS DURING THE PAST 5 YEARS

Brian E. Binder/(8)/ (1972)        Managing Director/(3)/ and Head of US Product and Fund Administration, Deutsche
President and Chief Executive      Asset Management (2013-present); Director and President, Deutsche AM Service
Officer, 2013-present              Company (since 2016); Director and Vice President, Deutsche AM Distributors, Inc.
                                   (since 2016); Director and President, DB Investment Managers, Inc. (since 2016);
                                   formerly, Head of Business Management and Consulting at Invesco, Ltd. (2010-2012)
John Millette/(7)/ (1962)          Director/(3)/, Deutsche Asset Management; Chief Legal Officer, Deutsche Investment
Vice President and Secretary,      Management Americas Inc. ( 2015-present); and Director and Vice President, Deutsche
1999-present                       AM Trust Company (since 2016); formerly, Secretary, Deutsche Investment
                                   Management Americas Inc. ( 2015-2017)
Hepsen Uzcan/(6)/ (1974)           Director/(3)/, Deutsche Asset Management
Vice President, since 2016
Assistant Secretary, 2013-
present
Paul H. Schubert/(6)/ (1963)       Managing Director/(3)/, Deutsche Asset Management, and Chairman, Director and
Chief Financial Officer, 2004-     President, Deutsche AM Trust Company (since 2013); Vice President, Deutsche AM
present                            Distributors, Inc. (since 2016); formerly, Director, Deutsche AM Trust Company (2004 -
Treasurer, 2005-present             2013)
Caroline Pearson/(7)/ (1962)       Managing Director/(3)/, Deutsche Asset Management; Secretary, Deutsche AM Service
Chief Legal Officer, 2010-         Company; formerly, Secretary, Deutsche AM Distributors, Inc
present
Scott D. Hogan/(7)/ (1970)         Director/(3)/, Deutsche Asset Management
Chief Compliance Officer, since
2016
Wayne Salit/(6)/ (1967)            Director/(3)/, Deutsche Asset Management; AML Compliance Officer, Deutsche AM
Anti-Money Laundering              Distributors, Inc.; formerly: Managing Director, AML Compliance Officer at BNY Mellon
Compliance Officer, 2014-          (2011-2014); and Director, AML Compliance Officer at Deutsche Bank (2004-2011)
present
Paul Antosca/(7)/(1957)            Director/(3)/, Deutsche Asset Management
Assistant Treasurer, 2007-
present
Diane Kenneally/(7)/ (1966)        Director/(3)/, Deutsche Asset Management
Assistant Treasurer, 2007-
present




/(1)/ The  length  of  time served represents the year in which the Board Member
      joined  the  board of one or more Deutsche funds currently overseen by the
      Board.
/(2)/ A  publicly held company with securities registered pursuant to Section 12
      of the Securities Exchange Act of 1934.
/(3)/ Executive title, not a board directorship.
/(4)/ As  a  result  of  their respective positions held with the Advisor, these
      individuals  are considered "interested persons" of the Advisor within the
      meaning  of  the 1940 Act. Interested persons receive no compensation from
      the fund.
/(5)/ The  length  of  time  served represents the year in which the officer was
      first elected in such capacity for one or more Deutsche funds.
/(6)/ Address: 60 Wall Street, New York, New York 10005.
/(7)/ Address: One Beacon Street, Boston, Massachusetts 02108.
/(8)/ Address: 222 South Riverside Plaza, Chicago, Illinois 60606.


Certain officers hold similar positions for other investment companies for
which DIMA or an affiliate serves as the Advisor.


OFFICER'S ROLE WITH PRINCIPAL UNDERWRITER: DEUTSCHE AM DISTRIBUTORS, INC.





Brian Binder:       Director and Vice President
Paul H. Schubert:   Vice President





                                     II-54


BOARD MEMBER QUALIFICATIONS


The Nominating and Governance Committee is responsible for recommending
proposed nominees for election to the full Board for its approval. In
recommending the election of the current Board Members, the Committee generally
considered the educational, business and professional experience of each Board
Member in determining his or her qualifications to serve as a Board Member,
including the Board Member's record of service as a director or trustee of
public and private organizations. In the case of most Board Members, this
included their many years of previous service as a trustee of certain of the
Deutsche funds. This previous service has provided these Board Members with a
valuable understanding of the history of the Deutsche funds and the DIMA
organization and has also served to demonstrate their high level of diligence
and commitment to the interests of fund shareholders and their ability to work
effectively and collegially with other members of the Board. The Committee also
considered, among other factors, the particular attributes described below with
respect to the various individual Board Members:


John W. Ballantine - Mr. Ballantine's experience in banking, financial risk
management and investments acquired in the course of his service as a senior
executive of a major US bank.


Henry P. Becton, Jr. - Mr. Becton's professional training and experience as an
attorney, his experience as the chief executive officer of a major public media
company and his experience as lead director of two NYSE companies, including
his service at various times as the chair of the audit, compensation and
nominating committees of one or both of such boards.


Dawn-Marie Driscoll - Ms. Driscoll's professional training and experience as an
attorney, her expertise as a consultant, professor and author on the subject of
business ethics, her service as a member of the executive committee of the
Independent Directors Council of the Investment Company Institute and her
experience as a director of an insurance company serving the mutual fund
industry.


Keith R. Fox - Mr. Fox's experience as the chairman and a director of various
private operating companies and investment partnerships and his experience as a
director and audit committee member of several public companies. In addition,
he holds the Chartered Financial Analyst designation.


Paul K. Freeman - Dr. Freeman's professional training and experience as an
attorney and an economist, his experience as the founder and chief executive
officer of an insurance company, his experience as a senior executive and
consultant for various companies focusing on matters relating to risk
management and his service on the Independent Directors Council of the
Investment Company Institute.


Kenneth C. Froewiss - Dr. Froewiss' professional training and experience as an
economist, his experience in finance acquired in various professional positions
with governmental and private banking organizations and his experience as a
professor of finance at a leading business school.


Richard J. Herring - Mr. Herring's experience as a professor of finance at a
leading business school and his service as an advisor to various professional
and governmental organizations.


William McClayton - Mr. McClayton's professional training and experience in
public accounting, including his service as a senior partner of a major public
accounting firm focusing on financial markets companies and his service as a
senior executive of a public management consulting firm.


Rebecca W. Rimel - Ms. Rimel's experience on a broad range of public policy
issues acquired during her service as the executive director of a major
foundation and her experience as a director of several public companies.


William N. Searcy, Jr. - Mr. Searcy's experience as an investment officer for
various major public company retirement plans, which included evaluation of
unaffiliated investment advisers and supervision of various administrative and
accounting functions.


                                     II-55


Jean Gleason Stromberg - Ms. Stromberg's professional training and experience
as an attorney specializing in federal securities law, her service in a senior
position with the Securities and Exchange Commission and the US Government
Accountability Office and her experience as a director and audit committee
member of several major non-profit organizations.


                                     II-56


PART II: APPENDIX II-B - PORTFOLIO MANAGEMENT COMPENSATION


FOR FUNDS ADVISED BY DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC. OR ITS
AFFILIATES

Each fund is managed by a team of investment professionals who each play an
important role in a fund's management process. Team members work together to
develop investment strategies and select securities for a fund. This team works
for the Advisor or its affiliates and is supported by a large staff of
economists, research analysts, traders and other investment specialists. The
Advisor or its affiliates believe(s) its team approach benefits investors by
bringing together many disciplines and leveraging its extensive resources. Team
members with primary responsibility for management of a fund, as well as team
members who have other ongoing management responsibilities for a fund, are
identified in each fund's prospectus, as of the date of a fund's prospectus.
Composition of the team may change over time, and shareholders and investors
will be notified of changes affecting individuals with primary fund management
responsibility.


COMPENSATION OF PORTFOLIO MANAGERS

The Advisor and its affiliates are part of the Deutsche Bank Group of
companies. As employees of a company in the Deutsche Bank Group, portfolio
managers are paid on a total compensation basis, which includes Fixed Pay (base
salary) and Variable Compensation, as follows:


o  Fixed Pay (FP) is the key and primary element of compensation and reflects
   the value of the individual's role and function within the organization. It
   rewards factors that an employee brings to the organization such as skills
   and experience, while reflecting regional and divisional (i.e. Deutsche
   Asset Management) specifics. FP levels play a significant role in ensuring
   competitiveness of the Advisor and its affiliates in the labor market, thus
   benchmarking provides a valuable input when determining FP levels.


o  Variable Compensation (VC) is a discretionary compensation element that
   enables the Advisor and its affiliates to provide additional reward to
   employees for their performance and behaviors, while reflecting Deutsche
   Bank Group affordability and the financial situation of Deutsche Bank AG
   (the "Bank") and Deutsche Asset Management, the Bank's asset management
   division. VC aims to:

      -     Recognize  that  every  employee  contributes  to the Bank's success
            through the Deutsche Bank Group component of VC (Group Component),


      -     Reflect  individual  performance through discretionary individual VC
            (Individual Component), and

      -     Reward  outstanding  contributions  at the junior levels through the
            discretionary Recognition Award.


     Employee seniority as well as divisional and regional specifics determine
     which VC elements are applicable for a given employee and the conditions
     under which they apply. Both Group and Individual Components may be
     awarded in Bank shares or other share-based instruments and under deferral
     arrangements.



In general, each of the Advisor and its advisory affiliates seek to offer its
investment professionals competitive short-term and long-term compensation
based on continuous, above average, fund performance relative to the market.
This includes measurement of short and long-term performance against industry
and portfolio benchmarks. To evaluate its investment professionals in light of
and consistent with the compensation principles set forth above, the Advisor
and its affiliates review investment performance for all accounts managed in
relation to the appropriate Morningstar peer group universe with respect to a
fund, iMoneyNet peer group with respect to a money market fund or relevant
benchmark index(es) set forth in the governing documents with respect to each
other account type. The ultimate goal of this process is to evaluate the degree
to which investment professionals deliver investment performance that meets or
exceeds their clients' risk and return objectives. When determining total
compensation, the Advisor and its affiliates consider a number of quantitative,
qualitative and other factors:


o  Quantitative measures (e.g. one-, three- and five-year pre-tax returns
   versus the appropriate Morningstar peer group universe for a fund, or
   versus the appropriate iMoneyNet peer group for a money market fund or
   relevant benchmark index(es) set forth in the governing documents with
   respect to each other account type, taking risk targets into account) are
   utilized to measure performance.


                                     II-57


o  Qualitative measures (e.g. adherence to, as well as contributions to, the
   enhancement of the investment process) are included in the performance
   review.


o  Other factors (e.g. non-investment related performance, teamwork, adherence
   to compliance rules, risk management and "living the values" of the Advisor
   and its affiliates) are included as part of a discretionary component of
   the review process, giving management the ability to consider additional
   markers of performance on a subjective basis.


CONFLICTS

Real, potential or apparent conflicts of interest may arise when a portfolio
manager has day-to-day portfolio management responsibilities with respect to
more than one fund or account, including the following:


o  Certain investments may be appropriate for a fund and also for other clients
   advised by the Advisor, including other client accounts managed by a fund's
   portfolio management team. Investment decisions for a fund and other
   clients are made with a view to achieving their respective investment
   objectives and after consideration of such factors as their current
   holdings, availability of cash for investment and the size of their
   investments generally. A particular security may be bought or sold for only
   one client or in different amounts and at different times for more than one
   but less than all clients. Likewise, because clients of the Advisor may
   have differing investment strategies, a particular security may be bought
   for one or more clients when one or more other clients are selling the
   security. The investment results achieved for a fund may differ from the
   results achieved for other clients of the Advisor. In addition, purchases
   or sales of the same security may be made for two or more clients on the
   same day. In such event, such transactions will be allocated among the
   clients in a manner believed by the Advisor to be most equitable to each
   client, generally utilizing a pro rata allocation methodology. In some
   cases, the allocation procedure could potentially have an adverse effect or
   positive effect on the price or amount of the securities purchased or sold
   by a fund. Purchase and sale orders for a fund may be combined with those
   of other clients of the Advisor in the interest of achieving the most
   favorable net results to a fund and the other clients.


o  To the extent that a portfolio manager has responsibilities for managing
   multiple client accounts, a portfolio manager will need to divide time and
   attention among relevant accounts. The Advisor attempts to minimize these
   conflicts by aligning its portfolio management teams by investment strategy
   and by employing similar investment models across multiple client accounts.


o  In some cases, an apparent conflict may arise where the Advisor has an
   incentive, such as a performance-based fee, in managing one account and not
   with respect to other accounts it manages. The Advisor will not determine
   allocations based on whether it receives a performance-based fee from the
   client. Additionally, the Advisor has in place supervisory oversight
   processes to periodically monitor performance deviations for accounts with
   like strategies.


o  The Advisor and its affiliates and the investment team of a fund may manage
   other mutual funds and separate accounts on a long only or a long-short
   basis. The simultaneous management of long and short portfolios creates
   potential conflicts of interest including the risk that short sale activity
   could adversely affect the market value of the long positions (and vice
   versa), the risk arising from sequential orders in long and short
   positions, and the risks associated with receiving opposing orders at the
   same time. The Advisor has adopted procedures that it believes are
   reasonably designed to mitigate these and other potential conflicts of
   interest. Included in these procedures are specific guidelines developed to
   provide fair and equitable treatment for all clients whose accounts are
   managed by each fund's portfolio management team. The Advisor and the
   portfolio management team have established monitoring procedures, a
   protocol for supervisory reviews, as well as compliance oversight to ensure
   that potential conflicts of interest relating to this type of activity are
   properly addressed.


The Advisor is owned by Deutsche Bank AG, a multi-national financial services
company. Therefore, the Advisor is affiliated with a variety of entities that
provide, and/or engage in commercial banking, insurance, brokerage, investment
banking, financial advisory, broker-dealer activities (including sales and
trading), hedge funds, real estate and private equity investing, in addition to
the provision of investment management services to institutional and individual
investors.


                                     II-58


Since Deutsche Bank AG, its affiliates, directors, officers and employees (the
"Firm") are engaged in businesses and have interests in addition to managing
asset management accounts, such wide ranging activities involve real, potential
or apparent conflicts of interest. These interests and activities include
potential advisory, transactional and financial activities and other interests
in securities and companies that may be directly or indirectly purchased or
sold by the Firm for its clients' advisory accounts. The Advisor may take
investment positions in securities in which other clients or related persons
within the Firm have different investment positions. There may be instances in
which the Advisor is purchasing or selling for its client accounts, or pursuing
an outcome in the context of a workout or restructuring with respect to,
securities in which the Firm is undertaking the same or differing strategy in
other businesses or other client accounts. These are considerations of which
advisory clients should be aware and which may cause conflicts that could be to
the disadvantage of the Advisor's advisory clients, including the Fund. The
Advisor has instituted business and compliance policies, procedures and
disclosures that are designed to identify, monitor and mitigate conflicts of
interest and, as appropriate, to report them to a fund's Board.


FOR FUNDS ADVISED BY NORTHERN TRUST INVESTMENTS, INC. (NTI)


COMPENSATION

Compensation for the index portfolio managers is based on the competitive
marketplace and consists of a fixed base salary plus a variable annual cash
incentive award. In addition, non-cash incentives, such as stock options or
restricted stock of Northern Trust Corporation, may be awarded from time to
time. The annual incentive award is discretionary and is based on a
quantitative and qualitative evaluation of each portfolio manager's investment
performance and contribution to his or her respective team plus the financial
performance of the investment business unit and Northern Trust Corporation as a
whole. The annual incentive award is not based on performance of the
portfolio/funds or the amount of assets held in a fund. Moreover, no material
differences exist between the compensation structure for mutual fund accounts
and other types of accounts.


CONFLICTS

NTI's portfolio managers are often responsible for managing one or more funds,
as well as other accounts, including separate accounts and other pooled
investment vehicles. A portfolio manager may manage a separate account or other
pooled investment vehicle that may have a materially higher or lower fee
arrangement. The side-by-side management of these accounts may raise potential
conflicts of interest relating to cross trading, the allocation of investment
opportunities and the aggregation and allocation of trades. In addition, while
portfolio managers generally only manage accounts with similar investment
strategies, it is possible that due to varying investment restrictions among
accounts that certain investments are made for some accounts and not others or
conflicting investment positions are taken among accounts. The portfolio
managers have a fiduciary responsibility to manage all client accounts in a
fair and equitable manner. NTI seeks to provide best execution of all
securities transactions and aggregate and then allocate securities to client
accounts in a fair and timely manner. To this end, NTI has developed policies
and procedures reasonably designed to mitigate and manage the potential
conflicts of interest that may arise from side-by-side management. In addition,
NTI has adopted policies limiting the circumstances under which cross-trades
may be effected. NTI conducts periodic reviews of trades for consistency with
these policies.


                                     II-59


PART II: APPENDIX II-C - FEE RATES OF SERVICE PROVIDERS


FEES PAYABLE TO DIMA FOR INVESTMENT MANAGEMENT SERVICES.

The management fee(s) for each fund, at the annual percentage rate of daily net
assets, are indicated below:





FUND NAME                                            MANAGEMENT FEE RATE

Tax-Free Income Funds
Deutsche California Tax-Free Income Fund        First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche Intermediate Tax/AMT Free Fund         0.315%
Deutsche Managed Municipal Bond Fund            First $250 million 0.365%
                                                Next $750 million 0.345%
                                                Next $1.5 billion 0.325%
                                                Next $2.5 billion 0.315%
                                                Next $2.5 billion 0.295%
                                                Next $2.5 billion 0.275%
                                                Next $2.5 billion 0.255%
                                                Thereafter 0.235%
Deutsche Massachusetts Tax-Free Fund            First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche New York Tax-Free Income Fund          First $250 million 0.450%
                                                Next $750 million 0.420%
                                                Next $1.5 billion 0.400%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.350%
                                                Next $2.5 billion 0.330%
                                                Next $2.5 billion 0.310%
                                                Thereafter 0.300%
Deutsche Short-Term Municipal Bond Fund         First $500 million 0.400%
                                                Next $500 million 0.385%
                                                Next $1.0 billion 0.370%
                                                Thereafter 0.355%
Deutsche Strategic High Yield Tax-Free Fund     First $300 million 0.515%
                                                Next $200 million 0.465%
                                                Next $500 million 0.440%
                                                Next $500 million 0.420%
                                                Next $500 million 0.410%
                                                Thereafter 0.400%



                                      II-60






FUND NAME                                         MANAGEMENT FEE RATE

Taxable Fixed-Income Funds
Deutsche Core Fixed Income Fund              First $1.5 billion 0.400%
                                             Next $1.75 billion 0.385%
                                             Next $1.75 billion 0.370%
                                             Thereafter 0.355%
Deutsche Core Plus Income Fund               First $250 million 0.465%
                                             Next $750 million 0.435%
                                             Next $1.5 billion 0.415%
                                             Next $2.5 billion 0.395%
                                             Next $2.5 billion 0.365%
                                             Next $2.5 billion 0.345%
                                             Next $2.5 billion 0.325%
                                             Thereafter 0.315%
Deutsche Enhanced Emerging Markets           0.590%
Fixed Income Fund
Deutsche Enhanced Global Bond Fund           0.410%
Deutsche Fixed Income Opportunities Fund     First $500 million 0.400%
                                             Next $500 million 0.385%
                                             Next $1.0 billion 0.370%
                                             Thereafter 0.355%
Deutsche Floating Rate Fund                  First $1.0 billion 0.650%
                                             Next $1.5 billion 0.635%
                                             Next $2.5 billion 0.610%
                                             Next $2.5 billion 0.585%
                                             Next $2.5 billion 0.560%
                                             Thereafter 0.550%
Deutsche Global High Income Fund             First $1.0 billion 0.500%
                                             Next $1.5 billion 0.490%
                                             Next $2.5 billion 0.480%
                                             Next $5.0 billion 0.470%
                                             Thereafter 0.460%
Deutsche Global Inflation Fund               First $1.5 billion 0.400%
                                             Next $500 million 0.375%
                                             Next $1.0 billion 0.360%
                                             Next $1.0 billion 0.345%
                                             Next $1.0 billion 0.330%
                                             Next $1.0 billion 0.315%
                                             Thereafter 0.300%
Deutsche GNMA Fund                           First $5.0 billion 0.315%
                                             Next $1.0 billion 0.300%
                                             Thereafter 0.285%



                                      II-61






FUND NAME                                         MANAGEMENT FEE RATE

Deutsche High Income Fund                    First $250 million 0.480%
                                             Next $750 million 0.450%
                                             Next $1.5 billion 0.430%
                                             Next $2.5 billion 0.410%
                                             Next $2.5 billion 0.380%
                                             Next $2.5 billion 0.360%
                                             Next $2.5 billion 0.340%
                                             Thereafter 0.320%
Deutsche Limited Maturity Quality Income     0.15%
Fund
Deutsche Short Duration Fund                 First $1.5 billion 0.365%
                                             Next $500 million 0.340%
                                             Next $1.0 billion 0.315%
                                             Next $1.0 billion 0.300%
                                             Next $1.0 billion 0.285%
                                             Next $1.0 billion 0.270%
                                             Thereafter 0.255%
Deutsche Strategic Government Securities     First $250 million 0.350%
Fund                                         Next $750 million 0.330%
                                             Next $1.5 billion 0.310%
                                             Next $2.5 billion 0.300%
                                             Next $2.5 billion 0.280%
                                             Next $2.5 billion 0.260%
                                             Next $2.5 billion 0.240%
                                             Thereafter 0.220%
Deutsche Unconstrained Income Fund           First $250 million 0.480%
                                             Next $750 million 0.450%
                                             Next $1.5 billion 0.430%
                                             Next $2.5 billion 0.410%
                                             Next $2.5 billion 0.380%
                                             Next $2.5 billion 0.360%
                                             Next $2.5 billion 0.340%
                                             Thereafter 0.320%
Deutsche Ultra-Short Investment Grade        0.20%
Fund
Asset Allocation Funds
Deutsche Global Income Builder Fund          First $1.5 billion 0.370%
                                             Next $500 million 0.345%
                                             Next $1.5 billion 0.310%
                                             Next $2.0 billion 0.300%
                                             Next $2.0 billion 0.290%
                                             Next $2.5 billion 0.280%
                                             Next $2.5 billion 0.270%
                                             Thereafter 0.260%



                                      II-62






FUND NAME                                            MANAGEMENT FEE RATE

Deutsche Multi-Asset Conservative            (a) 0.100% of the Fund's
Allocation Fund                              average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.550% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Deutsche Multi-Asset Global Allocation       (a) 0.100% of the Fund's
Fund                                         average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.650% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Deutsche Multi-Asset Moderate Allocation     (a) 0.100% of the Fund's
Fund                                         average daily net assets
                                             invested in affiliated
                                             exchange traded funds
                                             and affiliated and
                                             unaffiliated mutual funds;
                                             and (b) 0.550% of the
                                             Fund's average daily net
                                             assets not covered in (a)
                                             above/(1)/
Alternative Fund
Deutsche Select Alternative Allocation       0.000%/(1)/
Fund
Real Assets Funds
Deutsche Enhanced Commodity Strategy         First $500 million 0.950%
Fund                                         Next $500 million 0.900%
                                             Next $500 million 0.850%
                                             Next $1 billion 0.825%
                                             Thereafter 0.800%
Deutsche Global Infrastructure Fund          First $2.0 billion 0.900%
                                             Next $2.0 billion 0.875%
                                             Next $2.0 billion 0.825%
                                             Next $2.0 billion 0.775%
                                             Thereafter 0.750%
Deutsche Global Real Estate Securities       First $500 million 1.000%
Fund                                         Next $500 million 0.985%
                                             Next $1.0 billion 0.960%
                                             Thereafter 0.945%



                                      II-63






FUND NAME                                              MANAGEMENT FEE RATE

Deutsche Gold & Precious Metals Fund              First $500 million 0.835%
                                                  Thereafter 0.785%
Deutsche MLP & Energy Infrastructure              1.10%
Fund
Deutsche Real Assets Fund                         First $2.0 billion 0.800%
                                                  Thereafter 0.775%
Deutsche Real Estate Securities Fund              First $100 million 0.565%
                                                  Next $100 million 0.465%
                                                  Next $100 million 0.415%
                                                  Thereafter 0.365%
U.S. Equity Funds
Deutsche Capital Growth Fund                      First $250 million 0.495%
                                                  Next $750 million 0.465%
                                                  Next $1.5 billion 0.445%
                                                  Next $2.5 billion 0.425%
                                                  Next $2.5 billion 0.395%
                                                  Next $2.5 billion 0.375%
                                                  Next $2.5 billion 0.355%
                                                  Thereafter 0.335%
Deutsche Communications Fund                      First $100 million 1.000%
                                                  Next $100 million 0.900%
                                                  Next $100 million 0.850%
                                                  Next $200 million 0.800%
                                                  Next $500 million 0.730%
                                                  Next $500 million 0.680%
                                                  Thereafter 0.650%
Deutsche Core Equity Fund                         First $250 million 0.365%
                                                  Next $750 million 0.360%
                                                  Next $1.5 billion 0.355%
                                                  Next $5.0 billion 0.345%
                                                  Next $5.0 billion 0.335%
                                                  Next $5.0 billion 0.325%
                                                  Thereafter 0.300%
Deutsche CROCI (Reg. TM) U.S. Fund                First $1.5 billion 0.425%
                                                  Next $500 million 0.400%
                                                  Next $1.0 billion 0.375%
                                                  Next $1.0 billion 0.350%
                                                  Next $1.0 billion 0.325%
                                                  Thereafter 0.300%
Deutsche CROCI (Reg. TM) Equity Dividend Fund     First $250 million 0.630%
                                                  Next $750 million 0.600%
                                                  Next $1.5 billion 0.580%
                                                  Next $2.5 billion 0.560%
                                                  Next $2.5 billion 0.530%
                                                  Next $2.5 billion 0.520%
                                                  Next $2.5 billion 0.510%
                                                  Thereafter 0.500%/(2)/



                                      II-64






FUND NAME                                               MANAGEMENT FEE RATE

Deutsche Health and Wellness Fund               First $500 million 0.765%
                                                Thereafter 0.715%
Deutsche Large Cap Focus Growth Fund            First $1.5 billion 0.615%
                                                Next $500 million 0.565%
                                                Thereafter 0.515%
Deutsche Mid Cap Growth Fund                    First $500 million 0.650%
                                                Next $1 billion 0.600%
                                                Next $2.5 billion 0.550%
                                                Next $2.5 billion 0.540%
                                                Next $2.5 billion 0.530%
                                                Next $2.5 billion 0.520%
                                                Thereafter 0.510%
Deutsche Mid Cap Value Fund                     First $250 million 0.750%
                                                Next $250 million 0.720%
                                                Next $2.0 billion 0.700%
                                                Next $1.5 billion 0.680%
                                                Thereafter 0.660%/(2)/
Deutsche Small Cap Core Fund                    First $500 million 0.665%
                                                Next $500 million 0.615%
                                                Thereafter 0.565%
Deutsche Small Cap Growth Fund                  0.650%
Deutsche Small Cap Value Fund                   First $250 million 0.750%
                                                Next $750 million 0.720%
                                                Next $1.5 billion 0.700%
                                                Next $2.5 billion 0.680%
                                                Next $2.5 billion 0.650%
                                                Next $2.5 billion 0.640%
                                                Next $2.5 billion 0.630%
                                                Thereafter 0.620%/(2)/
Deutsche Science and Technology Fund            First $250 million 0.480%
                                                Next $750 million 0.450%
                                                Next $1.5 billion 0.430%
                                                Next $2.5 billion 0.410%
                                                Next $2.5 billion 0.380%
                                                Next $2.5 billion 0.360%
                                                Next $2.5 billion 0.340%
                                                Thereafter 0.320%
Index-Related Funds
Deutsche EAFE/ (Reg. TM)/ Equity Index Fund     0.250%
Deutsche Equity 500 Index Fund                     0.000%/(3)/
Deutsche Equity 500 Index Portfolio             0.050%
Deutsche S&P 500 Index Fund                        0.000%/(3)/
Deutsche U.S. Bond Index Fund                   0.150%
International/Global Equity Funds



                                      II-65






FUND NAME                                                  MANAGEMENT FEE RATE

Deutsche CROCI/ (Reg. TM)/ International Fund      First $2.5 billion 0.565%
                                                   Next $2.5 billion 0.545%
                                                   Next $5.0 billion 0.525%
                                                   Next $5.0 billion 0.515%
                                                   Thereafter 0.465%
Deutsche CROCI/ (Reg. TM)/Sector Opportunities     0.700%
Fund
Deutsche Emerging Markets Equity Fund              First $250 million 1.015%
                                                   Next $500 million 0.990%
                                                   Thereafter 0.965%
Deutsche Emerging Markets Frontier Fund            1.400%
Deutsche European Equity Fund                      0.80%
Deutsche Global Equity Fund                        First $1.5 billion 0.700%
                                                   Next $1.75 billion 0.685%
                                                   Next $1.75 billion 0.670%
                                                   Thereafter 0.655%
Deutsche Global Growth Fund                        First $500 million 0.915%
                                                   Next $500 million 0.865%
                                                   Next $500 million 0.815%
                                                   Next $500 million 0.765%
                                                   Thereafter 0.715%
Deutsche Global Small Cap Fund                     First $500 million 0.915%
                                                   Next $500 million 0.865%
                                                   Thereafter 0.815%
Deutsche Latin America Equity Fund                 First $400 million 1.165%
                                                   Next $400 million 1.065%
                                                   Thereafter 0.965%
Deutsche World Dividend Fund                       First $250 million 0.665%
                                                   Next $750 million 0.635%
                                                   Next $1.5 billion 0.615%
                                                   Next $2.5 billion 0.595%
                                                   Next $2.5 billion 0.565%
                                                   Next $2.5 billion 0.555%
                                                   Next $2.5 billion 0.545%
                                                   Thereafter 0.535%
Insurance/Annuity Funds
Deutsche Alternative Asset Allocation VIP          0.200%/(4)/
Deutsche Bond VIP                                  First $250 million 0.390%
                                                   Next $750 million 0.365%
                                                   Thereafter 0.340%
Deutsche Capital Growth VIP                        First $250 million 0.390%
                                                   Next $750 million 0.365%
                                                   Thereafter 0.340%
Deutsche Core Equity VIP                           First $250 million 0.390%
                                                   Next $750 million 0.365%
                                                   Thereafter 0.340%



                                      II-66






FUND NAME                                          MANAGEMENT FEE RATE

Deutsche Equity 500 Index VIP                  First $1 billion 0.200%
                                               Next $1 billion 0.175%
                                               Thereafter 0.150%
Deutsche Global Equity VIP                     First $1.5 billion 0.650%
                                               Next $1.75 billion 0.635%
                                               Next $1.75 billion 0.620%
                                               Thereafter 0.605%
Deutsche Global Growth VIP                     First $250 million 0.915%
                                               Next $500 million 0.865%
                                               Next $750 million 0.815%
                                               Next $1.5 billion 0.765%
                                               Thereafter 0.715%
Deutsche Global Income Builder VIP             First $250 million 0.370%
                                               Next $750 million 0.345%
                                               Thereafter 0.310%
Deutsche Global Small Cap VIP                  First $500 million 0.890%
                                               Next $500 million 0.875%
                                               Next $1.0 billion 0.860%
                                               0.845% thereafter
Deutsche Government & Agency Securities        First $250 million 0.450%
VIP                                            Next $750 million 0.430%
                                               Next $1.5 billion 0.410%
                                               Next $2.5 billion 0.400%
                                               Next $2.5 billion 0.380%
                                               Next $2.5 billion 0.360%
                                               Next $2.5 billion 0.340%
                                               Thereafter 0.320%
Deutsche High Income VIP                       First $250 million 0.500%
                                               Next $750 million 0.470%
                                               Next $1.5 billion 0.450%
                                               Next $2.5 billion 0.430%
                                               Next $2.5 billion 0.400%
                                               Next $2.5 billion 0.380%
                                               Next $2.5 billion 0.360%
                                               Thereafter 0.340%
Deutsche CROCI (Reg. TM) International VIP     First $500 million 0.790%
                                               Thereafter 0.640%
Deutsche Large Cap Value VIP                   First $250 million 0.650%
                                               Next $750 million 0.625%
                                               Next $1.5 billion 0.600%
                                               Next $2.5 billion 0.575%
                                               Next $2.5 billion 0.550%
                                               Next $2.5 billion 0.525%
                                               Next $2.5 billion 0.500%
                                               Thereafter 0.475%
Deutsche Government Money Market VIP           First $500 million 0.235%
                                               Next $500 million 0.220%
                                               Next $1.0 billion 0.205%
                                               Thereafter 0.190%



                                      II-67






FUND NAME                                             MANAGEMENT FEE RATE

Deutsche Small Cap Index VIP                   0.350%
Deutsche Small Mid Cap Growth VIP              First $250 million 0.550%
                                               Next $750 million 0.525%
                                               Thereafter 0.500%
Deutsche Small Mid Cap Value VIP               First $250 million 0.650%
                                               Next $750 million 0.620%
                                               Next $1.5 billion 0.600%
                                               Next $2.5 billion 0.580%
                                               Next $2.5 billion 0.550%
                                               Next $2.5 billion 0.540%
                                               Next $2.5 billion 0.530%
                                               Thereafter 0.520%
Deutsche Unconstrained Income VIP              First $250 million 0.550%
                                               Next $750 million 0.520%
                                               Next $1.5 billion 0.500%
                                               Next $2.5 billion 0.480%
                                               Next $2.5 billion 0.450%
                                               Next $2.5 billion 0.430%
                                               Next $2.5 billion 0.410%
                                               Thereafter 0.390%
Money Market Funds
Cash Account Trust - Government &              First $500 million 0.120%
Agency Securities Portfolio                    Next $500 million 0.100%
                                               Next $1.0 billion 0.075%
                                               Next $1.0 billion 0.060%
                                               Thereafter 0.050%/(5)/
Cash Account Trust - Tax- Exempt Portfolio     First $500 million 0.120%
                                               Next $500 million 0.100%
                                               Next $1.0 billion 0.075%
                                               Next $1.0 billion 0.060%
                                               Thereafter 0.050%/(5)/
Deutsche Government Cash Management             0.00%/(6)/
Fund
Government Cash Management Portfolio           First $3 billion 0.1200%
                                               Next $4.5 billion 0.1025%
                                               Thereafter 0.0900%
Cash Reserve Fund, Inc. - Deutsche              0.00%/(6)/
Government Series
Deutsche Government Cash Reserves               0.00%/(6)/
Fund Institutional
Deutsche Government Money Market               0.000%/(6)/
Series



                                      II-68






FUND NAME                                           MANAGEMENT FEE RATE

Deutsche Money Market Prime Series            First $215 million 0.400%
                                              Next $335 million 0.275%
                                              Next $250 million 0.200%
                                              Next $800 million 0.150%
                                              Next $800 million 0.140%
                                              Next $800 million 0.130%
                                              Thereafter 0.120%
Deutsche Variable NAV Money Fund              First $1.0 billion 0.1500%
                                              Next $3.0 billion 0.1325%
                                              Thereafter 0.1200%
Investors Cash Trust - Treasury Portfolio     0.050%




(1)   Shareholders of a fund also indirectly bear their pro rata share of the
      operating expenses, including the management fee paid to DIMA or other
      investment advisor, of the underlying funds in which a fund invests.

(2)   The fund's management fee rate includes administrative services provided
      by DIMA which are necessary for the fund's operation as an open-end
      investment company.

(3)   The fund invests substantially all its assets in Deutsche Equity 500
      Index Portfolio (Master Fund). DIMA receives a management fee from the
      Master Fund. In the event that the fund withdraws its investment in the
      Master Fund, DIMA would become responsible for directly managing the
      assets of the fund. In such event, the fund would pay DIMA a management
      fee at an annual rate of 0.05% or 0.15% of the daily net assets of
      Deutsche Equity 500 Index Fund or Deutsche S&P 500 Index Fund,
      respectively.

(4)   The management fee paid to DIMA equals the sum of (a) 0.200% of the daily
      assets invested in Deutsche funds and (b) 1.200% of the daily assets
      invested in Other Assets. Shareholders of the fund also indirectly bear
      their pro rata share of the operating expenses, including the management
      fee paid to DIMA or other investment advisor, of the underlying funds in
      which the fund invests.

(5)   The fund's management fee is computed based on the combined average daily
      net assets of the Government & Agency Securities Portfolio and Tax-Exempt
      Portfolio, each a series of Cash Account Trust, and allocated among each
      fund based upon relative net assets. DIMA has contractually agreed to
      reduce its management fee for Government & Agency Securities Portfolio
      such that after the allocation of the fee to each series of Cash Account
      Trust, the amount payable by Government & Agency Securities Portfolio
      will be limited to 0.05% of its average daily net assets.

(6)   The fund invests substantially all its assets in Government Cash
      Management Portfolio (the Master Fund). DIMA receives a management fee
      from the Master Fund. In the event that the fund withdraws its investment
      in the Master Fund, DIMA would become responsible for directly managing
      the assets of the fund. In such event, the fund would pay DIMA a
      management fee directly and for Deutsche Government Money Market Series
      the management fee rate would be as follows: (a) first $3 billion
      0.1200%; (b) next $4.5 billion 0.1025%; and (c) thereafter 0.0900%.


FEE PAYABLE TO DIMA FOR ADMINISTRATIVE SERVICES. Deutsche Mid Cap Value Fund,
Deutsche Small Cap Value Fund and Deutsche CROCI (Reg. TM) Equity Dividend
Fund, do not pay DIMA a separate administrative services fee. Each fund, except
those noted below, pays DIMA an administrative services fee, computed daily and
paid monthly, of 0.100% of a fund's average daily net assets. Deutsche Equity
500 Index Portfolio and Government Cash Management Portfolio each pay DIMA an
administrative services fee, computed daily and paid monthly, of 0.030% of a
fund's average daily net assets.


FEES PAYABLE TO DIMA FOR FUND ACCOUNTING SERVICES. Currently, DIMA receives no
fee for its services to Deutsche Small Cap Value Fund and Deutsche CROCI (Reg.
TM) Equity Dividend Fund; however, subject to Board approval, DIMA may seek
payment from a fund for fund accounting services in the future.


                                     II-69


DIMA receives an annual fee from Deutsche Mid Cap Value Fund for fund
accounting services equal to 0.015% of its average daily net assets.


FEE PAYABLE TO DSC FOR TRANSFER AGENCY AND SHAREHOLDER SERVICES. DSC receives
an annual service fee for each account of a fund, based on the type of account.
For open retail accounts, the fee is a flat fee ranging from $10.11 to $21.43
per account plus an asset-based fee of up to 0.0026% of average net assets (not
applicable to fund-of-funds, money market funds, variable annuity funds and
closed-end funds). For open wholesale and institutional money market funds, the
fee is $19.81 per account, plus a flat fee calculated as follows: a flat fee
will be paid by the Deutsche money market funds collectively, to be allocated
pro rata among the money market funds. The fee is currently equal to
approximately 0.001% of the aggregate value of the funds' total assets, but the
percentage will fluctuate as money market fund assets change. 1/12th of the
annual service charge for each account is charged and payable to DSC each
month. A fee is charged for any account which at any time during the month had
a share balance in a fund. Smaller fees are also charged for closed accounts
for which information must be retained on DSC's system for up to 18 months
after closing for tax reporting purposes.


Certain out-of-pocket expenses incurred by DSC, including expenses of printing
and mailing routine fund documents, costs of record retention and transaction
processing costs are reimbursed by a fund or are paid directly by a fund.
Certain additional out-of-pocket expenses, including costs of computer hardware
and software, third party record-keeping fees in excess of 0.25%, and
processing of proxy statements, may only be reimbursed by a fund with the prior
approval of the Board.


FEES PAYABLE TO SUBADVISORS BY DIMA FOR SUBADVISORY SERVICES.

The following sets forth information relating to subadvisory fees paid by DIMA
to each of the applicable funds' Subadvisors that are not affiliated with DIMA.
The subadvisory fee paid by DIMA for each of the following funds is computed
daily and payable monthly, at the annual percentage rate of the daily net
assets overseen by the Subadvisor, unless otherwise noted. To the extent that
more than one non-affiliated Subadvisor provides services to a fund, the fee
rate below reflects the aggregate fees paid by DIMA to the fund's
non-affiliated Subadvisors.





FUND NAME                                      SUBADVISOR     AGGREGATE SUBADVISOR FEE RATE

Index-Related Funds
Deutsche EAFE (Reg. TM) Equity Index Fund     NTI            First $100 million 0.0900%
                                                             Next $400 million 0.0675%
                                                             Thereafter 0.0300%
Deutsche Equity 500 Index Portfolio           NTI            First $2.0 billion 0.015%
                                                             Next $2.0 billion 0.010%
                                                             Thereafter 0.005%
Deutsche U.S. Bond Index Fund                 NTI            First $100 million 0.040%
                                                             Next $400 million 0.020%
                                                             Thereafter 0.010%
Insurance/Annuity Funds
Deutsche Equity 500 Index VIP                 NTI            First $2.0 billion 0.015%
                                                             Next $2.0 billion 0.010%
                                                             Thereafter 0.005%
Deutsche Small Cap Index VIP                  NTI            First $100 million 0.080%
                                                             Next $400 million 0.040%
                                                             Thereafter 0.020%





                                     II-70


PART II: APPENDIX II-D - FINANCIAL SERVICES FIRMS' COMPENSATION

GENERAL. DDI may pay compensation to financial intermediaries in connection
with the sale of fund shares as described below. In addition, financial
intermediaries may receive compensation for post-sale shareholder or
administrative services from DDI or directly from a fund as described below.


In addition to the discounts or commissions described herein and in the
prospectus, DDI, the Advisor or its affiliates may pay or allow additional
discounts, commissions or promotional incentives, in the form of cash, to firms
that sell shares of a fund. In some instances, such amounts may be offered only
to certain firms that sell or are expected to sell during specified time
periods certain minimum amounts of shares of a fund, or other funds
underwritten by DDI (see "Financial Intermediary Support Payments" under "Part
II: Purchase and Redemption of Shares").


Banks and other financial services firms may provide administrative services
related to order placement and payment to facilitate transactions in shares of
a fund for their clients, and DDI may pay them a transaction fee up to the
level of the discount or commission allowable or payable to dealers.


RETAIL FUNDS: CLASS A, CLASS T, CLASS C AND CLASS R SHARES


CLASS A SHARES: The fund receives the entire net asset value of all its Class A
shares sold. DDI, as principal underwriter, retains the sales charge on sales
of Class A shares from which it allows discounts from the applicable public
offering price to investment dealers, which discounts are uniform for all
dealers in the United States and its territories. The normal discount is set
forth in the sales charge tables set forth in APPENDIX II-F. Upon notice to all
dealers, DDI may re-allow to dealers up to the full applicable Class A sales
charge during periods and for transactions specified in such notice and such
re-allowances may be based upon attainment of minimum sales levels. During
periods when 90% or more of the sales charge is re-allowed, such dealers may be
deemed to be underwriters as that term is defined in the 1933 Act.


DDI may at its discretion compensate investment dealers or other financial
services firms in connection with the sale of Class A shares of a fund in
accordance with the Large Order NAV Purchase Privilege and one of the
compensation schedules up to the following amounts:





               COMPENSATION SCHEDULE #1:                             COMPENSATION SCHEDULE #2:
RETAIL SALES AND DEUTSCHE AM/EXPERTPLAN 403(B) PLAN/(1)/         DEUTSCHE AM RETIREMENT PLAN/(2)/
                                   AS A PERCENTAGE OF                                 AS A PERCENTAGE OF
AMOUNT OF SHARES SOLD               NET ASSET VALUE         AMOUNT OF SHARES SOLD      NET ASSET VALUE

$250,000 to $2,999,999             0.75%/(3)/                        -                        -
$250,000 to $49,999,999            0.50%/(4)/                 Over $3 million         0.00%-0.50%
$250,000 to $4,999,999             1.00%/(5)/                        -                        -
$5,000,000 to $9,999,999           0.55%/(5)(8)/                     -                        -
$1 million to $2,999,999           0.85%/(6)/                        -                        -
                                   1.00%/(7)/
$1 million to $4,999,999           1.00%/(8)/                        -                        -
$3 million to $49,999,999          0.50%/(9)/                 Over $3 million         0.00%-0.50%
$10 million to $49,999,999         0.50%/(5)(8)/                     -                        -
$50 million and greater            0.25%/(10)/                       -                        -




/(1)/ For purposes of determining the appropriate commission percentage to be
   applied to a particular sale under the foregoing schedule, DDI will
   consider the cumulative amount invested by the purchaser in a fund and
   other funds including purchases pursuant to the "Combined Purchases,"
   "Letter of Intent" and "Cumulative Discount" features referred to below.

/(2)/ Compensation Schedule #2 applies to employer sponsored employee benefit
   plans using the OmniPlus subaccount record keeping system made available
   through ADP, Inc. under an alliance with DDI and its affiliates.


                                     II-71



/(3)/ Applicable  to  the following funds: Deutsche CROCI/ (Reg. TM)/ U.S. Fund,
      Deutsche Global Growth Fund, Deutsche Real Assets Fund and Deutsche Select
      Alternative Allocation Fund.


/(4)/ Applicable  to  the  following  funds: Deutsche Fixed Income Opportunities
      Fund,  Deutsche  GNMA  Fund,  Deutsche  Intermediate  Tax/AMT  Free  Fund,
      Deutsche  Short  Duration  Fund,  Deutsche Short-Term Municipal Bond Fund,
      Deutsche  Strategic Government Securities Fund and Deutsche Strategic High
      Yield Tax-Free Fund.

/(5)/ Applicable  to  the  following  funds: Deutsche California Tax-Free Income
      Fund,   Deutsche  Managed  Municipal  Bond  Fund,  Deutsche  Massachusetts
      Tax-Free  Fund,  Deutsche  New  York  Tax-Free  Income  Fund  and Deutsche
      Unconstrained Income Fund.

/(6)/ Applicable  to  income  funds except those noted in footnotes (4), (5) and
      (8), and Deutsche U.S. Bond Index Fund.

/(7)/ Applicable to all equity funds except those in footnote (3).

/(8)/ Applicable to Deutsche Floating Rate Fund.

/(9)/ Applicable  to  all  income  and  equity  funds  except for those noted in
      footnotes (5) and (8) and Deutsche U.S. Bond Index Fund.

/(10)/ Applicable to all income and equity funds except Deutsche U.S. Bond Index
      Fund.


As indicated under "Purchases" under Part II "Purchase and Redemption of
Shares," Class A shares may be sold at net asset value without a sales charge
to certain professionals who assist in the promotion of Deutsche mutual funds
pursuant to personal services contracts with DDI, for themselves or members of
their families. DDI in its discretion may compensate financial services firms
for sales of Class A shares under this privilege at a commission rate of 0.50%
of the amount of Class A shares purchased. In addition, Class A shares of
certain Deutsche mutual funds may participate in a no-load network, platform or
self-directed brokerage account offered by a financial service firm that has
entered into an agreement with DDI as further indicated under "Purchases" under
Part II "Purchase and Redemption of Shares." The Deutsche mutual funds may
collectively pay a financial service firm a one-time set-up fee of up to
$25,000 to participate in such a no-load network, platform or self-directed
brokerage account.


COMPENSATION FOR CLASS C SHARES. DDI currently pays firms for sales of Class C
shares a distribution fee, payable quarterly, at an annual rate of 0.75% of net
assets attributable to Class C shares maintained and serviced by the firm.
Except as provided below, for sales of Class C shares, DDI advances to firms
the first year distribution fee at a rate of 0.75% of the purchase price of
such shares, and, for periods after the first year, DDI pays firms for sales of
Class C shares a distribution fee, payable quarterly, at an annual rate of
0.75% of net assets attributable to Class C shares maintained and serviced by
the firm. For sales of Class C shares to employer sponsored employee benefit
plans using the OmniPlus subaccount record-keeping system made available
through ADP, Inc. under an alliance with DDI and its affiliates, DDI does not
advance the first year distribution fee and for periods after the date of sale,
DDI currently pays firms a distribution fee, payable quarterly, at an annual
rate of 0.75% based on net assets as of the last business day of the month
attributable to Class C shares maintained and serviced by the firm. DDI is
compensated by a fund for services as distributor and principal underwriter for
Class C shares.


COMPENSATION FOR CLASS R SHARES. For sales of Class R shares, DDI currently
pays firms a distribution fee, payable quarterly, at an annual rate of 0.25%
based on net assets attributable to Class R shares maintained and serviced by
the firm.


SERVICE FEES FOR CLASS A, CLASS C AND CLASS R SHARES: With respect to Class A
and Class R shares of a fund, DDI pays each firm a service fee, payable
quarterly, at an annual rate of up to 0.25% of the net assets in fund accounts
that it maintains and services attributable to Class A and Class R shares of a
fund, commencing the month after investment for Class A shares and commencing
immediately for Class R shares. With respect to Class C shares of a fund, DDI
currently advances to firms the first-year service fee at a rate of up to 0.25%
of the purchase price of such shares. DDI does not advance the first year
service fee to firms attributable to Class C shares to employer-sponsored
employee benefit plans using the OmniPlus subaccount record keeping system made
available through ADP, Inc. under an alliance with DDI and its affiliates. For
periods after the first year, DDI currently intends to pay firms a service fee


                                     II-72


at a rate of up to 0.25% (calculated monthly and paid quarterly) of the net
assets attributable to Class C shares of a fund maintained and serviced by the
firm (see "Retail Funds: Class A, Class C and Class R Shares" under "PART II:
DISTRIBUTION AND SERVICE AGREEMENTS AND PLANS").


COMPENSATION FOR CLASS T SHARES: DDI reallows to dealers the full applicable
Class T front-end sales charge. In addition, DDI compensates firms for
providing distribution and/or distribution related services, including
shareholder services, to Class T shares by paying the firm a fee, payable
quarterly, at an annual rate of 0.25% of net assets attributable to Class T
shares maintained and serviced by the firm commencing immediately after
investment (see "Retail Funds: Class T Shares" under "PART II: DISTRIBUTION AND
SERVICE AGREEMENTS AND PLANS").


RETAIL FUNDS: INVESTMENT CLASS


ADMINISTRATIVE SERVICE FEE: For the Investment Class of Deutsche Limited
Maturity Quality Income Fund and Deutsche Ultra-Short Investment Grade Fund,
each a series of Deutsche Income Trust, DDI normally pays financial services
firms a fee for administrative services, payable monthly, at a maximum annual
rate of up to 0.25% of average daily net assets of Investment Class held in
accounts that they maintain and service.


RETAIL FUNDS: INSTITUTIONAL CLASS, CLASS R6 AND CLASS S SHARES


COMPENSATION FOR INSTITUTIONAL CLASS, CLASS R6 AND CLASS S SHARES. There are no
sales charges for Institutional, Class R6 and Class S shares of a fund.


MONEY MARKET FUNDS (EXCEPT DEUTSCHE CASH INVESTMENT TRUST CLASS A AND CLASS C
SHARES)


DEUTSCHE MONEY MARKET FUND: For Deutsche Money Market Fund shares, a series of
Deutsche Money Market Prime Series, DDI may in its discretion pay compensation,
in amounts not to exceed 0.50% of net asset value, to firms in connection with
the sales of fund shares to employee benefit plans in excess of $3 million
using the OmniPlus subaccount record-keeping system maintained by ADP, Inc. for
Deutsche AM Retirement Plans under an alliance with DDI and its affiliates.


SERVICE SHARES-CASH ACCOUNT TRUST: For the Service Shares classes of the
Government & Agency Securities Portfolio and the Tax-Exempt Portfolio of Cash
Account Trust, DDI normally pays firms a fee for distribution and
administrative services, payable monthly, at a maximum annual rate of up to
0.60% of average daily net assets of Service Shares held in accounts that they
maintain and service.


MANAGED SHARES-CASH ACCOUNT TRUST: For the Government Cash Managed Shares class
of the Government & Agency Securities Portfolio of Cash Account Trust and the
Tax-Exempt Cash Managed Shares class of the Tax-Exempt Portfolio of Cash
Account Trust, DDI normally pays firms a fee for administrative services,
payable monthly, at a maximum annual rate of up to 0.15% of average daily net
assets of Managed Shares held in accounts that they maintain and service.


INSTITUTIONAL SHARES-INVESTORS CASH TRUST AND INSTITUTIONAL SHARES - DEUTSCHE
MONEY MARKET TRUST: For the Institutional Shares class of the Treasury
Portfolio and Deutsche Variable NAV Money Fund, each a series of Investors Cash
Trust. DDI normally pays firms a fee for administrative services, payable
monthly, at a maximum annual rate of up to 0.05% of average daily net assets of
Institutional Shares held in accounts that they maintain and service.


TAX-FREE INVESTMENT CLASS-CASH ACCOUNT TRUST AND INVESTMENT CLASS-INVESTORS
CASH TRUST: For the Tax-Free Investment Class of the Tax-Exempt Portfolio of
Cash Account Trust and the Investment Class of the Treasury Portfolio of
Investors Cash Trust (collectively, "Investment Class"), DDI normally pays
firms a fee for distribution services, payable monthly, at a maximum annual
rate of up to 0.25% of average daily net assets of shares of the Investment
Class held in accounts that they maintain and service and DDI normally pays
firms a fee for administrative services, payable monthly, at a maximum annual
rate of up to 0.07% of average daily net assets of shares of the Investment
Class held in accounts that they maintain and service.


                                     II-73


CASH RESERVE GOVERNMENT SHARES-DEUTSCHE GOVERNMENT SERIES: For the Cash Reserve
Government Shares class of the Deutsche Government Series of Cash Reserve Fund,
Inc., DDI normally pays firms a fee for distribution services, payable monthly,
at a maximum annual rate of up to 0.25% of average daily net assets of shares
of the Cash Reserve Government Shares held in accounts that they maintain and
service and DDI normally pays firms a fee for administrative services, payable
monthly, at a maximum annual rate of up to 0.07% of average daily net assets of
shares of the Cash Reserve Government Shares held in accounts that they
maintain and service.


SHAREHOLDER SERVICES PLAN FOR DEUTSCHE GOVERNMENT CASH MANAGEMENT FUND -
INSTITUTIONAL CLASS AND DEUTSCHE GOVERNMENT CASH RESERVES FUND INSTITUTIONAL -
INSTITUTIONAL CLASS: Deutsche Government Cash Management Fund - Institutional
Class and Deutsche Government Cash Reserves Fund Institutional - Institutional
Class, each a series and class of Deutsche Money Market Trust, pursuant to a
shareholder service plan, may pay financial services firms a service fee at an
annual rate of up to 0.25 of 1% of the average daily net assets of shares of
the applicable fund and class held in accounts that the firm maintains and
services.


DEUTSCHE VARIABLE SERIES I, DEUTSCHE VARIABLE SERIES II AND DEUTSCHE
INVESTMENTS VIT FUNDS: For each fund of Deutsche Variable Series I, Deutsche
Variable Series II and Deutsche Investments VIT Funds that has authorized the
issuance of Class B shares (including Class B2 shares of Deutsche Equity 500
Index VIP), each fund has adopted a distribution plan under Rule 12b-1 (Plan)
that provides for fees for distribution and shareholder servicing activities
payable through DDI to participating insurance companies as an expense of the
Class B shares or Class B2 shares in an amount of up to 0.25% of the average
daily net assets of Class B shares or Class B2 shares held by the insurance
company.


                                     II-74


PART II: APPENDIX II-E - FIRMS WITH WHICH DEUTSCHE ASSET MANAGEMENT HAS REVENUE
SHARING ARRANGEMENTS


CHANNEL: BROKER-DEALERS AND FINANCIAL ADVISORS; RETIREMENT

AIG Advisor Group
Ameriprise
AXA Advisors
Cambridge Investment Research, Inc.
Cetera Financial Group
Citigroup Global Markets, Inc.
Commonwealth Financial Network
Deutsche Bank Group
Fidelity Brokerage Services LLC/National Financial Services LLC
Goldman Sachs
HD Vest Investment Securities, Inc.
Hooker & Holcombe Retirement Services, Inc.
Huntington Investment Company
John Hancock Distributors LLC
Ladenburg Thalmann Group (Securities America, Investacorp, Triad Advisors)
LPL Financial
Meridien Financial Group
Merrill Lynch, Pierce, Fenner & Smith Inc.
Morgan Stanley Wealth Management
Northwestern Mutual Investment Services
Oppenheimer & Co., Inc.
PlanMember Securities Corp.
PNC Investments LLC
Raymond James & Associates
Raymond James Financial Services
RBC Dain Rauscher, Inc.
Santander Securities LLC
UBS Financial Services
Voya Financial
Wells Fargo Advisors, LLC


CHANNEL: CASH PRODUCT PLATFORM

Allegheny Investments LTD
Bank of America/Merrill Lynch
Barclays Capital Inc.
BMO Capital Markets
BNY Mellon
Brown Brothers Harriman
Brown Investment Advisory & Trust Company
Cadaret Grant & Co. Inc.
Chicago Mercantile Exchange
Citibank Global Markets
COR Clearing LLC
Deutsche Bank Group
Fiduciary Trust Co. - International
First Southwest Company
Goldman Sachs & Co.
Institutional Cash Distributors, LLC
J.P. Morgan Clearing Corp.

                                     II-75


J.P. Morgan Securities LLC
Lincoln Investment Planning
LPL Financial
My Treasury
Pershing Choice Platform
SAMCO Capital Markets
State Street Bank & Trust Company
State Street Global Markets
Sungard Institutional Brokerage Inc.
Treasury Brokerage LLC
Union Bank
US Bancorp
William Blair & Company


CHANNEL: THIRD PARTY INSURANCE PLATFORMS

Allstate Life Insurance Company
Allstate Life Insurance Company of New York
American Maturity Life Insurance Company
Ameritas Life Insurance Group
Annuity Investors Life Insurance Company
CM Life Insurance Company
Columbus Life Insurance Company
Companion Life Insurance Company
Connecticut General Life Insurance Company
EquiTrust Life Insurance Company
Farm Bureau Life Insurance Company
Farmers New World Life Insurance Company
Fidelity Security Life Insurance Company
First Allmerica Financial Life Insurance Company
First Great West Life and Annuity Company
Genworth Life Insurance Company of New York
Genworth Life and Annuity Insurance Company
Great West Life and Annuity Insurance Company
Hartford Life Insurance Company
ICMG Registered Variable Life
Integrity Life Insurance Company
John Hancock Life Insurance Co. - Manulife Insurance Co.
Kemper Investors Life Insurance Company
Lincoln Benefit Life Insurance Company
Lincoln Financial Distributors
Lincoln Financial Group
Lincoln Life & Annuity Company of New York
Lincoln National Life Insurance Company
Massachusetts Mutual Life Insurance Company
MetLife Group
Minnesota Life Insurance Company
National Life Insurance Company
National Integrity Life Insurance Company
Nationwide Life Insurance Company & Its Affiliates
New York Life Insurance and Annuity Corporation
Phoenix Life Insurance Company
Protective Life Insurance
Prudential Insurance Company of America

                                     II-76


RiverSource Life Insurance Company
Security Benefit Life Insurance Company
Sun Life Insurance Company
Symetra Life Insurance Company
Transamerica Life Insurance Company
Union Central Life Insurance Company
United of Omaha Life Insurance Company
United Investors Life Insurance Company
Western Southern Life Assurance Company
Zurich American Life Insurance Company of New York


Any additions, modifications or deletions to the financial advisors identified
above that have occurred since the date hereof are not reflected.


                                     II-77


PART II: APPENDIX II-F - CLASS A AND CLASS T SALES CHARGE SCHEDULE

CLASS A PURCHASES. The public offering price of Class A shares for purchasers
choosing an initial sales charge alternative is the net asset value plus a
sales charge, as set forth below. Initial sales charges do not apply to Money
Market Funds and Variable Insurance Funds, which includes Deutsche Variable
Series I, Deutsche Variable Series II and Deutsche Investments VIT Funds.



INTERNATIONAL/GLOBAL EQUITY FUNDS: CROCI (Reg. TM) Sector Opportunities,
Emerging Markets Equity, Emerging Markets Frontier, European Equity, Global
Equity, Global Small Cap, CROCI (Reg. TM) International, Latin America Equity
and World Dividend; US EQUITY FUNDS: Capital Growth, Communications, Core
Equity, CROCI (Reg. TM) Equity Dividend, Health and Wellness, Large Cap Focus
Growth, Mid Cap Value, Mid Cap Growth, Science and Technology, Small Cap Core,
Small Cap Growth and Small Cap Value; REAL ASSETS FUNDS: Enhanced Commodity
Strategy, Global Infrastructure, Global Real Estate, Gold & Precious Metals,
Real Estate Securities and MLP & Energy Infrastructure; ASSET ALLOCATION FUNDS:
Global Income Builder, Multi-Asset Conservative Allocation, Multi-Asset Global
Allocation and Multi-Asset Moderate Allocation.





                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $50,000                             5.75%                  6.10%                       5.20%
$50,000 but less than $100,000                4.50%                  4.71%                       4.00%
$100,000 but less than $250,000               3.50%                  3.63%                       3.00%
$250,000 but less than $500,000               2.60%                  2.67%                       2.25%
$500,000 but less than $1 million             2.00%                  2.04%                       1.75%
$1 million and over                            .00***                 .00***                      .00****





INTERNATIONAL/GLOBAL EQUITY FUND: Global Growth; US EQUITY FUND: CROCI (Reg.
TM) U.S. Fund, REAL ASSETS FUND: Real Assets; ALTERNATIVE FUND: Select
Alternative Allocation:






                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $50,000                           5.75%                  6.10%                       5.20%
$50,000 but less than $100,000              4.50%                  4.71%                       4.00%
$100,000 but less than $250,000             3.50%                  3.63%                       3.00%
$250,000 and over                            .00***                 .00***                      .00****




TAXABLE FIXED-INCOME FUNDS: Core Fixed Income, Core Plus Income, Enhanced
Emerging Markets Fixed Income, Enhanced Global Bond, Global High Income and
High Income; INDEX-RELATED FUND: S&P 500 Index:





                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            4.50%                  4.71%                       4.00%
$100,000 but less than $250,000               3.50%                  3.63%                       3.00%
$250,000 but less than $500,000               2.60%                  2.67%                       2.25%
$500,000 but less than $1 million             2.00%                  2.04%                       1.75%
$1 million and over                           0.00***                0.00***                     0.00****





                                     II-78


TAXABLE FIXED-INCOME FUND: Global Inflation; INDEX-RELATED FUND: U.S. Bond
Index





                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            2.75%                  2.83%                       2.25%
$100,000 but less than $250,000               2.50%                  2.56%                       2.00%
$250,000 but less than $500,000               2.00%                  2.04%                       1.75%
$500,000 but less than $1 million             1.50%                  1.52%                       1.25%
$1 million and over                           0.00***                0.00***                     0.00****




TAX-FREE INCOME FUNDS: California Tax-Free Income, Intermediate Tax/AMT Free,
Managed Municipal Bond, Massachusetts Tax-Free, New York Tax-Free Income, and
Strategic High Yield Tax-Free; TAXABLE FIXED-INCOME FUNDS: GNMA, Short
Duration, Strategic Government Securities, Fixed Income Opportunities and
Unconstrained Income:





                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                          2.75%                  2.83%                       2.25%
$100,000 but less than $250,000             2.50%                  2.56%                       2.00%
$250,000 and over                           0.00***                0.00***                     0.00****




TAXABLE FIXED-INCOME FUNDS: Floating Rate.





                                                                     SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                     OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                            2.75%                  2.83%                       2.25%
$100,000 but less than $250,000               2.25%                  2.30%                       1.75%
$250,000 but less than $500,000               1.25%                  1.27%                       1.00%
$500,000 but less than $1 million             1.00%                  1.01%                       1.00%
$1 million and over                           0.00***                0.00***                     0.00****




TAX-FREE INCOME FUND: Short-Term Municipal Bond





                                                                   SALES CHARGE
                                       AS A PERCENTAGE      AS A PERCENTAGE OF       ALLOWED TO DEALERS AS A
AMOUNT OF PURCHASE                   OF OFFERING PRICE*      NET ASSET VALUE**     PERCENTAGE OF OFFERING PRICE

Less than $100,000                          2.00%                  2.04%                       1.50%
$100,000 but less than $250,000             1.75%                  1.78%                       1.25%
$250,000 and over                           0.00***                0.00***                     0.00****




*     The offering price includes the sales charge.
**    Rounded to the nearest one-hundredth percent.
***   Redemption of shares may be subject to a contingent deferred sales
      charge.
****  Commission is payable by DDI.

                                     II-79


CLASS T PURCHASES. The public offering price of Class T shares for purchasers
choosing an initial sales charge alternative is the net asset value plus a
sales charge, as set forth below.





                                                                            SALES CHARGE
                                         AS A PERCENTAGE      AS A PERCENTAGE OF   ALLOWED TO DEALERS AS A PERCENTAGE OF OFFERING
AMOUNT OF PURCHASE                   OF OFFERING PRICE/1,2/   NET ASSET VALUE/3/                       PRICE

Less than $250,000                             2.50%                  2.56%                             2.50%
$250,000 but less than $500,000                2.00%                  2.04%                             2.00%
$500,000 but less than $1,000,000              1.50%                  1.52%                             1.50%
$1,000,000 and over                            1.00%                  1.01%                             1.00%




1  The offering price includes the sales charge.
2  Subsequent purchases cannot be aggregated with prior purchases to qualify
   for reduced sales charge.
3  Rounded to the nearest one-hundredth percent.

                                     II-80


PART II: APPENDIX II-G - INVESTMENTS, PRACTICES AND TECHNIQUES, AND RISKS

ADJUSTABLE RATE SECURITIES. The interest rates paid on the adjustable rate
securities in which a fund invests generally are readjusted at periodic
intervals, usually by reference to a predetermined interest rate index.
Adjustable rate securities include US Government securities and securities of
other issuers. Some adjustable rate securities are backed by pools of mortgage
loans. There are three main categories of interest rate indices: those based on
US Treasury securities, those derived from a calculated measure such as a cost
of funds index and those based on a moving average of mortgage rates. Commonly
used indices include the one-year, three-year and five-year constant maturity
Treasury rates, the three-month Treasury bill rate, the 180-day Treasury bill
rate, rates on longer-term Treasury securities, the 11th District Federal Home
Loan Bank Cost of Funds, the National Median Cost of Funds, the one-month,
three-month, six-month or one-year London Interbank Offered Rate (LIBOR), the
prime rate of a specific bank or commercial paper rates. As with fixed-rates
securities, changes in market interest rates and changes in the issuer's
creditworthiness may affect the value of adjustable rate securities.


Some indices, such as the one-year constant maturity Treasury rate, closely
mirror changes in market interest rate levels. Others, such as the 11th
District Home Loan Bank Cost of Funds index (Cost of Funds Index), tend to lag
behind changes in market rate levels and tend to be somewhat less volatile. To
the extent that the Cost of Funds index may reflect interest changes on a more
delayed basis than other indices, in a period of rising interest rates, any
increase may produce a higher yield later than would be produced by such other
indices, and in a period of declining interest rates, the Cost of Funds index
may remain higher for a longer period of time than other market interest rates,
which may result in a higher level of principal prepayments on adjustable rate
securities which adjust in accordance with the Cost of Funds index than
adjustable rate securities which adjust in accordance with other indices. In
addition, dislocations in the member institutions of the 11th District Federal
Home Loan Bank in recent years have caused and may continue to cause the Cost
of Funds index to change for reasons unrelated to changes in general interest
rate levels. Furthermore, any movement in the Cost of Funds index as compared
to other indices based upon specific interest rates may be affected by changes
in the method used to calculate the Cost of Funds index.


If prepayments of principal are made on the securities during periods of rising
interest rates, a fund generally will be able to reinvest such amounts in
securities with a higher current rate of return. However, a fund will not
benefit from increases in interest rates to the extent that interest rates rise
to the point where they cause the current coupon of adjustable rate securities
held as investments by a fund to exceed the maximum allowable annual or
lifetime reset limits (cap rates) for a particular adjustable rate security.
Also, a fund's net asset value could vary to the extent that current yields on
adjustable rate securities are different than market yields during interim
periods between coupon reset dates.


During periods of declining interest rates, the coupon rates may readjust
downward, resulting in lower yields to a fund. Further, because of this
feature, the value of adjustable rate securities is unlikely to rise during
periods of declining interest rates to the same extent as fixed-rate
instruments. Interest rate declines may result in accelerated prepayment of
adjustable rate securities, and the proceeds from such prepayments must be
reinvested at lower prevailing interest rates.


ADVANCE REFUNDED BONDS. A fund may purchase municipal securities that are
subsequently refunded by the issuance and delivery of a new issue of bonds
prior to the date on which the outstanding issue of bonds can be redeemed or
paid. The proceeds from the new issue of bonds are typically placed in an
escrow fund consisting of US Government obligations that are used to pay the
interest, principal and call premium on the issue being refunded. A fund may
also purchase municipal securities that have been refunded prior to purchase.


ASSET-BACKED SECURITIES. A fund may invest in securities generally referred to
as asset-backed securities. Asset-backed securities are securities that
directly or indirectly represent interests in, or are secured by and payable
from, an underlying pool of assets such as (but not limited to) first lien
mortgages, motor vehicle installment sale contracts, other installment sale
contracts, home equity loans, leases of various types of real and personal
property, and receivables from revolving credit (i.e., credit card) agreements
and trade receivables. Such assets are securitized through the use of trusts
and special purpose corporations. Asset-backed securities may provide periodic
payments that consist of interest and/or principal payments. Consequently, the
life of an asset-backed security varies with the prepayment and loss experience


                                     II-81


of the underlying assets. Payments of principal and interest may be dependent
upon the cash flow generated by the underlying assets backing the securities
and, in certain cases, may be supported by some form of credit enhancement (for
more information, see Credit Enhancement). The degree of credit enhancement
provided for each issue is generally based on historical information respecting
the level of credit risk associated with the underlying assets. Delinquency or
loss in excess of that anticipated or failure of the credit enhancement could
adversely affect the return on an investment in such a security. The value of
the securities also may change because of changes in interest rates or changes
in the market's perception of the creditworthiness of the servicing agent for
the loan pool, the originator of the loans or the financial institution
providing the credit enhancement. Additionally, since the deterioration of
worldwide economic and liquidity conditions that became acute in 2008,
asset-backed securities have been subject to greater liquidity risk.
Asset-backed securities are ultimately dependent upon payment of loans and
receivables by individuals, businesses and other borrowers, and a fund
generally has no recourse against the entity that originated the loans.


Because asset-backed securities may not have the benefit of a security interest
in the underlying assets, asset-backed securities present certain additional
risks that are not present with mortgage-backed securities. For example, credit
card receivables are generally unsecured, and the debtors are entitled to the
protection of a number of state and federal consumer credit laws, many of which
give such debtors the right to avoid payment of certain amounts owed on the
credit cards, thereby reducing the balance due. Furthermore, most issuers of
automobile receivables permit the servicer to retain possession of the
underlying obligations. If the servicer were to sell these obligations to
another party, there is a risk that the purchaser would acquire an interest
superior to that of the holders of the related automobile receivables. In
addition, because of the large number of vehicles involved in a typical
issuance and technical requirements under state laws, the trustee for the
holders of the automobile receivables may not have a proper security interest
in all of the obligations backing such receivables. Therefore, there is the
possibility that recoveries on repossessed collateral may not, in some cases,
be available to support payments on these securities.


The yield characteristics of the asset-backed securities in which a fund may
invest differ from those of traditional debt securities. Among the major
differences are that interest and principal payments are made more frequently
on asset-backed securities (usually monthly) and that principal may be prepaid
at any time because the underlying assets generally may be prepaid at any time.
As a result, if a fund purchases these securities at a premium, a prepayment
rate that is faster than expected will reduce their yield, while a prepayment
rate that is slower than expected will have the opposite effect of increasing
yield. Conversely, if a fund purchases these securities at a discount, faster
than expected prepayments will increase, while slower than expected prepayments
will reduce, the yield on these securities. Because prepayment of principal
generally occurs during a period of declining interest rates, a fund may
generally have to reinvest the proceeds of such prepayments at lower interest
rates. Therefore, asset-backed securities may have less potential for capital
appreciation in periods of falling interest rates than other income-bearing
securities of comparable maturity.


Other Asset-Backed Securities. The securitization techniques used to develop
mortgage-backed securities are now being applied to a broad range of assets.
Through the use of trusts and special purpose corporations, various types of
assets, including automobile loans, computer leases and credit card
receivables, are being securitized in pass-through structures similar to
mortgage pass-through structures or in a structure similar to the CMO
structure. In general, the collateral supporting these securities is of shorter
maturity than mortgage loans and is less likely to experience substantial
prepayments with interest rate fluctuations.


Several types of asset-backed securities have already been offered to
investors, including Certificates of Automobile Receivables/SM/ (CARS/SM/).
CARS/SM/ represent undivided fractional interests in a trust whose assets
consist of a pool of motor vehicle retail installment sales contracts and
security interests in the vehicles securing the contracts. Payments of
principal and interest on CARS/SM/ are passed through monthly to certificate
holders, and are guaranteed up to certain amounts and for a certain time period
by a letter of credit issued by a financial institution unaffiliated with the
trustee or originator of the trust. An investor's return on CARS/SM/ may be
affected by early prepayment of principal on the underlying vehicle sales
contracts. If the letter of credit is exhausted, the trust may be prevented
from realizing the full amount due on a sales contract because of state law
requirements and restrictions relating to foreclosure sales of vehicles and the
obtaining of deficiency judgments following such sales or because of
depreciation, damage or loss of a vehicle, the application of federal and state
bankruptcy and insolvency laws, or other factors. As a result, certificate
holders may experience delays in payments or losses if the letter of credit is
exhausted.


                                     II-82


A fund may also invest in residual interests in asset-backed securities. In the
case of asset-backed securities issued in a pass-through structure, the cash
flow generated by the underlying assets is applied to make required payments on
the securities and to pay related administrative expenses. The residual in an
asset-backed security pass-through structure represents the interest in any
excess cash flow remaining after making the foregoing payments. The amount of
residual cash flow resulting from a particular issue of asset-backed securities
will depend on, among other things, the characteristics of the underlying
assets, the coupon rates on the securities, prevailing interest rates, the
amount of administrative expenses and the actual prepayment experience on the
underlying assets. Asset-backed security residuals not registered under the
Securities Act may be subject to certain restrictions on transferability. In
addition, there may be no liquid market for such securities.


The availability of asset-backed securities may be affected by legislative or
regulatory developments. It is possible that such developments may require a
fund to dispose of any then-existing holdings of such securities.


ASSET-INDEXED SECURITIES. A fund may purchase asset-indexed securities which
are debt securities usually issued by companies in precious metals related
businesses such as mining, the principal amount, redemption terms, or interest
rates of which are related to the market price of a specified precious metal.
Market prices of asset-indexed securities will relate primarily to changes in
the market prices of the precious metals to which the securities are indexed
rather than to changes in market rates of interest. However, there may not be a
perfect correlation between the price movements of the asset-indexed securities
and the underlying precious metals. Asset-indexed securities typically bear
interest or pay dividends at below market rates (and in certain cases at
nominal rates). The purchase of asset-indexed securities also exposes a fund to
the credit risk of the issuer of the asset-indexed securities.


ASSET SEGREGATION. Certain investment transactions expose a fund to an
obligation to make future payments to third parties. Examples of these types of
transactions, include, but are not limited to, reverse repurchase agreements,
short sales, dollar rolls, when-issued, delayed-delivery or forward commitment
transactions and certain derivatives such as swaps, futures, forwards, and
options. To the extent that a fund engages in such transactions, a fund will
(to the extent required by applicable law) either: (1) segregate cash or liquid
assets in the prescribed amount; or (2) otherwise "cover" its future
obligations under the transaction, such as by holding an offsetting investment.
If a fund segregates sufficient cash or other liquid assets or otherwise
"covers" its obligations under such transactions, a fund will not consider the
transactions to be borrowings for purposes of its investment restrictions or
"senior securities" under the 1940 Act, and therefore, such transactions will
not be subject to the 300% asset coverage requirement under the 1940 Act
otherwise applicable to borrowings by a fund.


In some cases (e.g., with respect to futures and forwards that are
contractually required to "cash-settle"), a fund will segregate cash or other
liquid assets with respect to the amount of the daily net (marked-to-market)
obligation arising from the transaction, rather than the notional amount of the
underlying contract. By segregating assets in an amount equal to the net
obligation rather than the notional amount, a fund will have the ability to
employ leverage to a greater extent than if it set aside cash or other liquid
assets equal to the notional amount of the contract, which may increase the
risk associated with such transactions.


A fund may utilize methods of segregating assets or otherwise "covering"
transactions that are currently or in the future permitted under the 1940 Act,
the rules and regulations thereunder, or orders issued by the SEC thereunder
and, to the extent deemed appropriate by a fund, interpretations and guidance
provided by the SEC staff.


Assets used as segregation or "cover" cannot be sold while the position in the
corresponding transaction is open, unless they are replaced with other
appropriate assets. As a result, the commitment of a large portion of a fund's
assets for segregation and "cover" purposes could impede portfolio management
or a fund's ability to meet redemption requests or other current obligations.


Segregating assets or otherwise "covering" for these purposes does not
necessarily limit the percentage of the assets of a fund that may be at risk
with respect to certain derivative transactions.


                                     II-83


AUCTION RATE SECURITIES. Auction rate securities in which certain municipal
funds may invest consist of auction rate municipal securities and auction rate
preferred securities issued by closed-end investment companies that invest
primarily in municipal securities. Provided that the auction mechanism is
successful, auction rate securities normally permit the holder to sell the
securities in an auction at par value at specified intervals. The dividend is
reset by a "Dutch" auction in which bids are made by broker-dealers and other
institutions for a certain amount of securities at a specified minimum yield.
The dividend rate set by the auction is the lowest interest or dividend rate
that covers all securities offered for sale. While this process is designed to
permit auction rate securities to be traded at par value, there is the risk
that an auction will fail due to insufficient demand for the securities. If an
auction fails, the dividend rate of the securities rate adjusts to a maximum
rate, specified in the issuer's offering documents and, in the case of
closed-end funds, relevant charter documents. Security holders that submit sell
orders in a failed auction may not be able to sell any or all of the shares for
which they have submitted sell orders. Security holders may sell their shares
at the next scheduled auction, subject to the same risk that the subsequent
auction will not attract sufficient demand for a successful auction to occur.
Broker-dealers may also try to facilitate secondary trading in the auction rate
securities, although such secondary trading may be limited and may only be
available for shareholders willing to sell at a discount. Since February 2008,
many municipal issuers and closed-end funds have experienced, and continue to
experience, failed auctions of their auction rate securities. Repeated auction
failures have significantly affected the liquidity of auction rate securities,
shareholders of such securities have generally continued to receive dividends
at the above-mentioned maximum rate. There is no assurance that auctions will
resume or that any market will develop for auction rate securities. Valuation
of such securities are highly speculative. Dividends on auction rate preferred
securities issued by a closed-end fund may be reported, generally on Form 1099,
as exempt from federal income tax to the extent they are attributable to
tax-exempt interest income earned by a fund on the securities in its portfolio
and distributed to holders of the preferred securities, provided that the
preferred securities are treated as equity securities for federal income tax
purposes, and the closed-end fund complies with certain requirements under the
Code. A fund's investments in auction rate preferred securities of closed-end
funds are subject to limitations on investments in other US registered
investment companies, which limitations are prescribed by the 1940 Act.


BANK LOANS. Bank loans are typically senior debt obligations of borrowers
(issuers) and, as such, are considered to hold a senior position in the capital
structure of the borrower. These may include loans that hold the most senior
position, that hold an equal ranking with other senior debt, or loans that are,
in the judgment of the Advisor, in the category of senior debt of the borrower.
This capital structure position generally gives the holders of these loans a
priority claim on some or all of the borrower's assets in the event of a
default. In most cases, these loans are either partially or fully
collateralized by the assets of a corporation, partnership, limited liability
company or other business entity, or by cash flow that the Advisor believes at
the time of acquisition is sufficient to service the loan. These loans are
often issued in connection with recapitalizations, acquisitions, leveraged
buy-outs and refinancings. Moody's and Standard & Poor's may rate bank loans
higher than high yield bonds of the same issuer to reflect their more senior
position. A fund may invest in both fixed- and floating-rate loans.


Bank loans may include restrictive covenants which must be maintained by the
borrower. Such covenants, in addition to the timely payment of interest and
principal, may include mandatory prepayment provisions arising from free cash
flow, restrictions on dividend payments and usually state that a borrower must
maintain specific minimum financial ratios as well as establishing limits on
total debt. A breach of covenant, which is not waived by the agent, is normally
an event of acceleration, i.e., the agent has the right to call the outstanding
bank loan. In addition, loan covenants may include mandatory prepayment
provisions stemming from free cash flow. Free cash flow is cash that is in
excess of capital expenditures plus debt service requirements of principal and
interest. Such mandatory prepayments typically provide that all or a portion of
free cash flow be applied to prepay the bank loan in the order of maturity
described in the loan documents.


When a fund has an interest in certain types of bank loans, a fund may have an
obligation to make additional loans upon demand by the borrower. These
commitments may have the effect of requiring a fund to increase its investment
in a borrower at a time when it would not otherwise have done so. A fund
intends to reserve against such contingent obligations by segregating
sufficient assets in high quality short-term liquid investments or borrowing to
cover such obligations.


                                     II-84


In a typical interest in a bank loan, the agent administers the loan and has
the right to monitor the collateral. The agent is also required to segregate
the principal and interest payments received from the borrower and to hold
these payments for the benefit of the lenders. A fund normally looks to the
agent to collect and distribute principal of and interest on a bank loan.
Furthermore, a fund looks to the agent to use normal credit remedies, such as
to foreclose on collateral; monitor credit loan covenants; and notify the
lenders of any adverse changes in the borrower's financial condition or
declarations of insolvency. In the event of a default by the borrower, it is
possible, though unlikely, that a fund could receive a portion of the
borrower's collateral. If a fund receives collateral other than cash, such
collateral will be liquidated and the cash received from such liquidation will
be available for investment as part of a fund's portfolio. At times a fund may
also negotiate with the agent regarding the agent's exercise of credit remedies
under a bank loan. The agent is compensated for these services by the borrower
as is set forth in the loan agreement. Such compensation may take the form of a
fee or other amount paid upon the making of the bank loan and/or an ongoing fee
or other amount.


The loan agreement in connection with bank loans sets forth the standard of
care to be exercised by the agents on behalf of the lenders and usually
provides for the termination of the agent's agency status in the event that it
fails to act properly, becomes insolvent, enters FDIC receivership, or if not
FDIC insured, enters into bankruptcy or if the agent resigns. In the event an
agent is unable to perform its obligations as agent, another lender would
generally serve in that capacity.


Under a bank loan, the borrower generally must pledge as collateral assets
which may include one or more of the following: cash; accounts receivable;
inventory; property, plant and equipment; common and preferred stock in its
subsidiaries; trademarks, copyrights, patent rights; and franchise value. A
fund may also receive guarantees as a form of collateral. In some instances, a
bank loan may be secured only by stock in a borrower or its affiliates. A fund
may also invest in bank loans not secured by any collateral. The market value
of the assets serving as collateral, at the time of investment, in the opinion
of the Advisor, sufficiently collateralize the principal amount of the bank
loan. The valuations of these assets may be performed by an independent
appraisal. If the agent becomes aware that the value of the collateral has
declined, the agent may take action as it deems necessary for the protection of
its own interests and the interests of the other lenders, including, for
example, giving the borrower an opportunity to provide additional collateral or
accelerating the loan. There is no assurance, however, that the borrower would
provide additional collateral or that the liquidation of the existing
collateral would satisfy the borrower's obligation in the event of nonpayment
of scheduled interest or principal, or that such collateral could be readily
liquidated.


Loan agreements frequently require the borrower to make full or partial
prepayment of a loan when the borrower engages in asset sales or a securities
issuance. Prepayments on bank loans may also be made by the borrower at its
election. The rate of such prepayments may be affected by, among other things,
general business and economic conditions, as well as the financial status of
the borrower. Prepayment would cause the actual duration of a bank loan to be
shorter than its stated maturity. This should, however, allow a fund to
reinvest in a new loan and recognize as income any unamortized loan fees. This
may result in a new facility fee payable to a fund. Because interest rates paid
on bank loans periodically fluctuate with the market, it is expected that the
prepayment and a subsequent purchase of a new bank loan by a fund will not have
a material adverse impact on the yield of the portfolio. A fund may hold bank
loans to maturity unless it has become necessary to adjust a fund's portfolio
in accordance with the Advisor's view of current or expected economic or
specific industry or borrower conditions.


A fund may be required to pay and may receive various fees and commissions in
the process of purchasing, selling and holding bank loans. The fee may include
any, or a combination of, the following elements: arrangement fees, non-use
fees, facility fees, letter of credit fees and ticking fees. Arrangement fees
are paid at the commencement of a loan as compensation for the initiation of
the transaction. A non-use fee is paid based upon the amount committed but not
used under the loan. Facility fees are on-going annual fees paid in connection
with a loan. Letter of credit fees are paid if a loan involves a letter of
credit. Ticking fees are negotiated at the time of transaction, and are paid
from the initial commitment indication until loan closing.


If legislation or state or federal regulators impose additional requirements or
restrictions on the ability of financial institutions to make loans that are
considered highly leveraged transactions, the availability of bank loans for
investment by a fund may be adversely affected. In addition, such requirements
or restrictions could reduce or eliminate sources of financing for certain
borrowers. This would increase the risk of default. If legislation or federal
or state regulators


                                     II-85


require financial institutions to dispose of bank loans that are considered
highly leveraged transactions or subject such bank loans to increased
regulatory scrutiny, financial institutions may determine to sell such bank
loans. Such sales by affected financial institutions may not be at desirable
prices, in the opinion of the Advisor. If a fund attempts to sell a bank loan
at a time when a financial institution is engaging in such a sale, the price a
fund could get for the bank loan may be adversely affected.


Affiliates of the Advisor may participate in the primary and secondary market
for bank loans. Because of limitations imposed by applicable law, the presence
of the Advisor's affiliates in the bank loan market may restrict a fund's
ability to acquire some bank loans, or affect the timing or price of such
acquisitions. The Advisor does not believe that this will materially affect a
fund's ability to achieve its investment objective. Also, because the Advisor
may wish to invest in the publicly traded securities of a borrower, it may not
have access to material non-public information regarding the borrower to which
other lenders have access.


Senior loans may not be considered "securities," and purchasers, such as a
fund, therefore may not be entitled to rely on the anti-fraud and
misrepresentation protections of the federal securities laws.


Loan Participations and Assignments. A fund's investments in bank loans are
expected in most instances to be in the form of participations in bank loans
(Participations) and assignments of portions of bank loans (Assignments) from
third parties. Large loans to corporations or governments may be shared or
syndicated among several lenders, usually banks. A fund may participate in such
syndicates, or can buy part of a loan, becoming a direct lender.


When a fund buys an Assignment, it is essentially becoming a party to the bank
agreement. The vast majority of all trades are Assignments and would therefore
generally represent the preponderance of bank loans held by a fund. When a fund
is a purchaser of an Assignment, it typically succeeds to all the rights and
obligations under the loan agreement of the assigning lender and becomes a
lender under the loan agreement with the same rights and obligations as the
assigning lender. Because Assignments are arranged through private negotiations
between potential assignees and potential assignors, however, the rights and
obligations acquired by a fund as the purchaser of an Assignment may differ
from, and may be more limited than, those held by the assigning lender.


In certain cases, a fund may buy bank loans on a participation basis, if for
example, a fund did not want to become party to the bank agreement. With
respect to any given bank loan, the rights of a fund when it acquires a
Participation may be more limited than the rights of the original lenders or of
investors who acquire an Assignment. Participations typically will result in a
fund having a contractual relationship only with the lender and not with the
borrower. A fund will have the right to receive payments of principal, interest
and any fees to which it is entitled only from the lender selling the
Participation and only upon receipt by the lender of the payments from the
borrower. In connection with purchasing Participations, a fund generally will
have no right to enforce compliance by the borrower with the terms of the loan
agreement relating to the bank loan, nor any rights of set-off against the
borrower, and a fund may not directly benefit from any collateral supporting
the bank loan in which it has purchased the Participation. As a result, a fund
will assume the credit risk of both the borrower and the lender that is selling
the Participation. In the event of the insolvency of the lender selling a
Participation, a fund may be treated as a general creditor of the lender and
may not benefit from any set-off between the lender and the borrower.


In the case of loan Participations where a bank or other lending institution
serves as financial intermediary between a fund and the borrower, if the
Participation does not shift to a fund the direct debtor-creditor relationship
with the borrower, SEC interpretations require a fund, in some circumstances,
to treat both the lending bank or other lending institution and the borrower as
issuers for purposes of a fund's investment policies. Treating a financial
intermediary as an issuer of indebtedness may restrict a fund's ability to
invest in indebtedness related to a single financial intermediary, or a group
of intermediaries engaged in the same industry, even if the underlying
borrowers represent many different companies and industries.


                                     II-86


A fund may pay a fee or forego a portion of interest payments to the lender
selling a Participation or Assignment under the terms of such Participation or
Assignment. In the case of loans administered by a bank or other financial
institution that acts as agent for all holders, if assets held by the agent for
the benefit of a purchaser are determined to be subject to the claims of the
agent's general creditors, the purchaser might incur certain costs and delays
in realizing payment on the loan or loan Participation and could suffer a loss
of principal or interest.


Participations and Assignments involve credit risk, interest rate risk, and
liquidity risk, as well as the potential liability associated with being a
lender. If a fund purchases a Participation, it may only be able to enforce its
rights through the participating lender, and may assume the credit risk of both
the lender and the borrower. Investments in loans through direct Assignment of
a financial institution's interests with respect to a loan may involve
additional risks. For example, if a loan is foreclosed, a fund could benefit
from becoming part owner of any collateral, however, a fund would bear the
costs and liabilities associated with owning and disposing of the collateral.


A fund may have difficulty disposing of Assignments and Participations. Because
no liquid market for these obligations typically exists, a fund anticipates
that these obligations could be sold only to a limited number of institutional
investors. The lack of a liquid secondary market will have an adverse effect on
a fund's ability to dispose of particular Assignments or Participations when
necessary to meet a fund's liquidity needs or in response to a specific
economic event, such as a deterioration in the creditworthiness of the
borrower. The lack of a liquid secondary market for Assignments and
Participations may also make it more difficult for a fund to assign a value to
those securities for purposes of valuing a fund's portfolio and calculating its
net asset value.


BORROWING. Under the 1940 Act, a fund is required to maintain continuous asset
coverage of 300% with respect to permitted borrowings and to sell (within three
days) sufficient portfolio holdings to restore such coverage if it should
decline to less than 300% due to market fluctuations or otherwise, even if such
liquidation of a fund's holdings may be disadvantageous from an investment
standpoint.


BRADY BONDS. Brady Bonds are securities created through the exchange of
existing commercial bank loans to public and private entities in certain
emerging markets for new bonds in connection with debt restructurings under a
debt restructuring plan introduced by former US Secretary of the Treasury,
Nicholas F. Brady (Brady Plan). Brady Bonds may be collateralized or
uncollateralized and are issued in various currencies (but primarily the
dollar). Dollar-denominated, collateralized Brady Bonds, which may be
fixed-rate bonds or floating-rate bonds, are generally collateralized in full
as to principal by US Treasury zero coupon bonds having the same maturity as
the Brady Bonds. Interest payments on these Brady Bonds generally are
collateralized by cash or securities in an amount that, in the case of fixed
rate bonds, is equal to at least one year of rolling interest payments or, in
the case of floating rate bonds, initially is equal to at least one year's
rolling interest payments based on the applicable interest rate at that time
and is adjusted at regular intervals thereafter. Brady Bonds are often viewed
as having three or four valuation components: the collateralized repayment of
principal at final maturity; the collateralized interest payments; the
uncollateralized interest payments; and any uncollateralized repayment of
principal at maturity (these uncollateralized amounts constitute the residual
risk). In light of the residual risk of Brady Bonds and the history of defaults
of countries issuing Brady Bonds, with respect to commercial bank loans by
public and private entities, investments in Brady Bonds may be viewed as
speculative.


CASH MANAGEMENT VEHICLES. A fund may have cash balances that have not been
invested in portfolio securities (Uninvested Cash). Uninvested Cash may result
from a variety of sources, including dividends or interest received from
portfolio securities, unsettled securities transactions, reserves held for
investment strategy purposes, assets to cover a fund's open futures and other
derivatives positions, scheduled maturity of investments, liquidation of
investment securities to meet anticipated redemptions and dividend payments,
and new cash received from investors. Uninvested Cash may be invested directly
in money market instruments or other short-term debt obligations. A fund may
use Uninvested Cash to purchase shares of affiliated money market funds for
which the Advisor may act as investment advisor now or in the future. Such
affiliated money market funds will operate in accordance with Rule 2a-7 under
the 1940 Act and will seek to maintain a stable net asset value (NAV) or will
maintain a floating NAV. A fund indirectly bears its proportionate share of the
expenses of each affiliated money market fund in which it invests. The
affiliated money market funds in which a fund may invest are registered under
the 1940 Act or are excluded from the definition of "investment company" under
Section 3(c)(1) or 3(c)(7) of the 1940 Act. Investments in such affiliated
money market funds may exceed the limits of Section 12(d)(1)(A) of the 1940
Act.


                                     II-87


COMMERCIAL PAPER. A fund may invest in commercial paper issued by major
corporations under the Securities Act in reliance on the exemption from
registration afforded by Section 3(a)(3) thereof. Such commercial paper may be
issued only to finance current transactions and must mature in nine months or
less. Trading of such commercial paper is conducted primarily by institutional
investors through investment dealers, and individual investor participation in
the commercial paper market is very limited. A fund also may invest in
commercial paper issued in reliance on the so-called "private placement"
exemption from registration afforded by Section 4(2) of the 1933 Act (Section
4(2) paper). Section 4(2) paper is restricted as to disposition under the
federal securities laws, and generally is sold to institutional investors such
as a fund who agree that they are purchasing the paper for investment and not
with a view to public distribution. Any resale by the purchaser must be in an
exempt transaction. Section 4(2) paper normally is resold to other
institutional investors like a fund through or with the assistance of the
issuer or investment dealers who make a market in Section 4(2) paper, thus
providing liquidity.


COMMODITY POOL OPERATOR EXCLUSION. The Advisor currently intends to operate the
fund (unless otherwise noted) in compliance with the requirements of Rule 4.5
of the Commodity Futures Trading Commission (CFTC). As a result, a fund is not
deemed to be a "commodity pool" under the Commodity Exchange Act (CEA) and will
be limited in its ability to use futures and options on futures or commodities
or engage in swap transactions for other than bona fide hedging purposes.
Provided a fund operates within the limits of Rule 4.5 of the CFTC, a fund will
be excluded from registration with and regulation under the CEA and the Advisor
will not be deemed to be a "commodity pool operator" with respect to the
operations of a fund. If a fund were no longer able to claim the exclusion, the
fund and the Advisor would be subject to regulation under the CEA.


COMMODITY POOL OPERATOR REGULATION. Deutsche Enhanced Commodity Strategy Fund,
Deutsche Global Inflation Fund, Deutsche Gold & Precious Metals Fund and
Deutsche Real Assets Fund are unable to rely on the exclusion from CFTC Rule
4.5 and therefore will be subjected to regulation under the CEA and CFTC rules
as a commodity pool. The Advisor is currently registered with the National
Futures Association as a "commodity pool operator" and a "commodity trading
advisor" and the Advisor will act as such with respect to the operation of a
fund. As a result, the Advisor and the fund are subject to dual regulation by
the CFTC and the SEC. The CFTC recently adopted regulations that seek to
"harmonize" CFTC regulations with overlapping SEC regulations. Pursuant to the
CFTC harmonization regulations, the Advisor and the fund may elect to meet the
requirements of certain CFTC regulations by complying with specific SEC rules
and regulations relating to disclosure and reporting requirements. The CFTC
could deem the fund or the Advisor in violation of an applicable CFTC
regulation if the fund or the Advisor failed to comply with a related SEC
regulatory requirement under the CFTC harmonization regulations. The fund and
the Advisor will remain subject to certain CFTC-mandated disclosure, reporting
and recordkeeping regulations even if they elect substitute compliance under
the CFTC harmonization regulations. Compliance with the CFTC regulations could
increase the fund's expenses, adversely affecting investment returns. Investors
in a fund and their financial advisers should consider whether a fund's status
as a "commodity pool" impacts their operations or status under the CEA in
deciding whether to invest in a fund.


COMMON STOCK. Common stock is issued by companies to raise cash for business
purposes and represents a proportionate interest in the issuing companies.
Therefore, a fund may participate in the success or failure of any company in
which it holds stock. The market values of common stock can fluctuate
significantly, reflecting the business performance of the issuing company,
investor perception and general economic or financial market movements. Despite
the risk of price volatility, however, common stocks have historically offered
a greater potential for long-term gain on investment, compared to other classes
of financial assets, such as bonds or cash equivalents, although there can be
no assurance that this will be true in the future.


CONVERTIBLE SECURITIES. A fund may invest in convertible securities; that is,
bonds, notes, debentures, preferred stocks and other securities that are
convertible (by the holder or by the issuer) into common stock. Investments in
convertible securities can provide an opportunity for capital appreciation
and/or income through interest and dividend payments by virtue of their
conversion or exchange features.


The convertible securities in which a fund may invest include fixed-income or
zero coupon debt securities, which may be converted or exchanged at a stated or
determinable exchange ratio into underlying shares of common stock. The
exchange ratio for any particular convertible security may be adjusted from
time to time due to stock splits, dividends,


                                     II-88


spin-offs, other corporate distributions or scheduled changes in the exchange
ratio. A convertible security may be called for redemption or conversion by the
issuer after a particular date and under certain circumstances (including a
specified price) established upon issue. If a convertible security held by a
fund is called for redemption or conversion, a fund could be required to tender
it for redemption, convert it into the underlying common stock, or sell it to a
third party, which may have an adverse effect on a fund's ability to achieve
its investment objectives. Convertible securities and convertible preferred
stocks, until converted, have general characteristics similar to both debt and
equity securities. Although to a lesser extent than with debt securities
generally, the market values of convertible securities tend to decline as
interest rates increase and, conversely, tend to increase as interest rates
decline. In addition, because of the conversion or exchange feature, the market
values of convertible securities typically change as the market values of the
underlying common stocks change, and, therefore, also tend to follow movements
in the general market for equity securities. A unique feature of convertible
securities is that, as the market price of the underlying common stock
declines, convertible securities tend to trade increasingly on a yield basis,
and so may not experience market value declines to the same extent as the
underlying common stock. When the market price of the underlying common stock
increases, the prices of the convertible securities tend to rise as a
reflection of the value of the underlying common stock, although typically not
as much as the underlying common stock. While no securities investments are
without risk, investments in convertible securities generally entail less risk
than investments in common stock of the same issuer.


As debt securities, convertible securities are investments that provide for a
stream of income (or in the case of zero coupon securities, accretion of
income) with generally higher yields than common stocks. Convertible securities
generally offer lower yields than non-convertible securities of similar quality
because of their conversion or exchange features.


Of course, like all debt securities, there can be no assurance of income or
principal payments because the issuers of the convertible securities may
default on their obligations.


Convertible securities are generally subordinated to other similar but
non-convertible securities of the same issuer, although convertible bonds, as
corporate debt obligations, enjoy seniority in right of payment to all equity
securities, and convertible preferred stock is senior to common stock, of the
same issuer. However, because of the subordination feature, convertible bonds
and convertible preferred stock typically have lower ratings than similar
non-convertible securities. Convertible securities may be issued as fixed
income obligations that pay current income or as zero coupon notes and bonds,
including Liquid Yield Option Notes (LYONs).


CREDIT ENHANCEMENT. Mortgage-backed securities and asset-backed securities are
often backed by a pool of assets representing the obligations of a number of
different parties. To lessen the effect of failure by obligors on underlying
assets to make payments, such securities may contain elements of credit
enhancement. Such credit enhancement falls into two categories: (1) liquidity
protection and (2) protection against losses resulting from ultimate default by
an obligor on the underlying assets. Liquidity protection refers to the
provision of advances, generally by the entity administering the pool of
assets, to ensure that the pass-through of payments due on the underlying pool
occurs in a timely fashion. Protection against losses resulting from ultimate
default enhances the likelihood of ultimate payment of the obligations on at
least a portion of the assets in the pool. Such protection may be provided
through guarantees, insurance policies or letters of credit obtained by the
issuer or sponsor from third parties; through various means of structuring the
transaction; or through a combination of such approaches. A fund may pay any
additional fees for such credit enhancement, although the existence of credit
enhancement may increase the price of a security.


The ratings of mortgage-backed securities and asset-backed securities for which
third-party credit enhancement provides liquidity protection or protection
against losses from default are generally dependent upon the continued
creditworthiness of the provider of the credit enhancement. The ratings of such
securities could be subject to reduction in the event of deterioration in the
creditworthiness of the credit enhancement provider even in cases where the
delinquency and loss experience on the underlying pool of assets is better than
expected.


Examples of credit enhancement arising out of the structure of the transaction
include "senior-subordinated securities" (multiple class securities with one or
more classes subordinate to other classes as to the payment of principal
thereof and interest thereon, with the result that defaults on the underlying
assets are borne first by the holders of the subordinated class), creation of
"reserve funds" (where cash or investments, sometimes funded from a portion of
the payments


                                     II-89


on the underlying assets, are held in reserve against future losses) and
"over-collateralization" (where the scheduled payments on, or the principal
amount of, the underlying assets exceed those required to make payment of the
securities and pay any servicing or other fees). The degree of credit
enhancement provided for each issue is generally based on historical
information with respect to the level of credit risk associated with the
underlying assets. Delinquency or loss in excess of that which is anticipated
could adversely affect the return on an investment in such a security.


Certain of a fund's other investments may be credit-enhanced by a guaranty,
letter of credit, or insurance from a third party. Any bankruptcy,
receivership, default, or change in the credit quality of the third party
providing the credit enhancement may adversely affect the quality and
marketability of the underlying security and could cause losses to a fund and
affect a fund's share price.


CURRENCY STRATEGIES. In addition to a fund's main investment strategy, certain
funds seek to enhance returns by employing proprietary quantitative,
rules-based methodology currency strategies using derivatives (contracts whose
value are based on, for example, indices, currencies or securities), in
particular forward currency contracts. These currency strategies are long/short
rules-based strategies that offer a core approach to currency investing by
investing across a diversified pool of developed and emerging market
currencies. There are three strategies:

     CARRY STRATEGY: Carry trades are widely known in currency markets. In a
     carry trade low interest rate currencies are systematically sold and high
     interest rate currencies are systematically bought. Such a strategy seeks
     to exploit what academics call "forward-rate bias" or the "forward premium
     puzzle," that is, circumstances where the forward rate is not an unbiased
     estimate of the future spot. Positive returns may occur when an investor's
     gain from interest rate differentials between the high yielding and low
     yielding jurisdictions exceed any losses from currency rate movements
     between the relevant currencies.

     MOMENTUM STRATEGY: This strategy is based on the observation that many
     exchange rates have followed multi-year trends. A strategy that follows a
     multi-year trend may make positive returns over time. The segmentation of
     currency market participants, with some acting quickly on news while
     others respond more slowly is one reason why, in some circumstances,
     trends may emerge and can be protracted.

     VALUATION STRATEGY: This strategy is based on the observation that in the
     long-term, currencies have tended to move toward their "fair value." The
     goal of the valuation strategy is to seek a profit for the fund by
     systematically buying "undervalued" currencies and selling "overvalued"
     currencies in the medium-term. The success of the currency strategies
     depends, in part, on the effectiveness and implementation of portfolio
     management's proprietary models. If portfolio management's analysis proves
     to be incorrect, losses to the fund may be significant and may
     substantially exceed the intended level of market exposure for the
     currency strategies. As part of the currency strategies, a fund will be
     exposed to the risks of non-US currency markets. Foreign currency rates
     may fluctuate significantly over short periods of time for a number of
     reasons, including changes in interest rates and economic or political
     developments in the US or abroad. As a result, the fund's exposure to
     foreign currencies could cause lower returns or even losses to the fund.
     Although portfolio management seeks to limit these risks through the
     aggregation of various long and short positions, there can be no assurance
     that it will be able to do so.


CUSTODIAL RECEIPTS. Custodial receipts are interests in separately traded
interest and principal component parts of US Government securities that are
issued by banks or brokerage firms and are created by depositing US Government
securities into a special account at a custodian bank. The custodian holds the
interest and principal payments for the benefit of the registered owners of the
certificates or receipts. The custodian arranges for the issuance of the
certificates or receipts evidencing ownership and maintains the register.
Custodial receipts include Treasury Receipts (TRs), Treasury Investment Growth
Receipts (TIGRs), and Certificates of Accrual on Treasury Securities (CATS).
TIGRs and CATS are interests in private proprietary accounts while TRs and
STRIPS are interests in accounts sponsored by the US Treasury. Receipts are
sold as zero coupon securities (see Zero Coupon Securities). A fund may acquire
US Government securities and their unmatured interest coupons that have been
separated (stripped) by their holder, typically a custodian bank or investment
brokerage firm. Having separated the interest coupons from the underlying
principal of the US Government securities, the holder will resell the stripped
securities in custodial receipt programs with a number of different names,
including TIGRs and CATS. The stripped coupons are sold separately from the
underlying principal, which is usually sold at a deep discount because the
buyer receives only the right to receive a future fixed payment on the security


                                     II-90


and does not receive any rights to periodic interest (cash) payments. The
underlying US Treasury bonds and notes themselves are generally held in
book-entry form at a Federal Reserve Bank. Counsel to the underwriters of these
certificates or other evidences of ownership of US Treasury securities have
stated that, in their opinion, purchasers of the stripped securities most
likely will be deemed the beneficial holders of the underlying US Government
securities for federal tax and securities purposes. In the case of CATS and
TIGRs, the Internal Revenue Service (IRS) has reached a similar conclusion for
the purpose of applying the tax diversification requirements applicable to
regulated investment companies such as a fund. CATS and TIGRs are not
considered US Government securities by the staff of the SEC. Further, the IRS
conclusion noted above is contained only in a general counsel memorandum, which
is an internal document of no precedential value or binding effect, and a
private letter ruling, which also may not be relied upon by a fund. A fund is
not aware of any binding legislative, judicial or administrative authority on
this issue.


DEPOSITARY RECEIPTS. A fund may invest in sponsored or unsponsored American
Depositary Receipts (ADRs), European Depositary Receipts (EDRs), Global
Depositary Receipts (GDRs), International Depositary Receipts (IDRs) and other
types of Depositary Receipts (which, together with ADRs, EDRs, GDRs and IDRs
are hereinafter referred to as Depositary Receipts). Depositary Receipts
provide indirect investment in securities of foreign issuers. Prices of
unsponsored Depositary Receipts may be more volatile than if they were
sponsored by the issuer of the underlying securities. Depositary Receipts may
not necessarily be denominated in the same currency as the underlying
securities into which they may be converted. In addition, the issuers of
unsponsored Depositary Receipts are not obligated to disclose material
information regarding the underlying securities or their issuer in the United
States and, therefore, there may not be a correlation between such information
and the market value of the Depositary Receipts. ADRs are Depositary Receipts
that are bought and sold in the United States and are typically issued by a US
bank or trust company which evidence ownership of underlying securities by a
foreign corporation. GDRs, IDRs and other types of Depositary Receipts are
typically issued by foreign banks or trust companies, although they may also be
issued by United States banks or trust companies, and evidence ownership of
underlying securities issued by either a foreign or a United States
corporation. Generally, Depositary Receipts in registered form are designed for
use in the United States securities markets and Depositary Receipts in bearer
form are designed for use in securities markets outside the United States.
Depositary Receipts, including those denominated in US dollars will be subject
to foreign currency exchange rate risk. However, by investing in US
dollar-denominated ADRs rather than directly in foreign issuers' stock, a fund
avoids currency risks during the settlement period. In general, there is a
large, liquid market in the United States for most ADRs. However, certain
Depositary Receipts may not be listed on an exchange and therefore may be
illiquid securities.


DERIVATIVES. A fund may use instruments referred to as derivatives
(derivatives). Derivatives are financial instruments the value of which is
derived from another security, a commodity (such as gold or oil), a currency or
an index (a measure of value or rates, such as the S&P 500 Index or the prime
lending rate). Derivatives often allow a fund to increase or decrease the level
of risk to which a fund is exposed more quickly and efficiently than direct
investments in the underlying asset or instruments.


A fund may, to the extent consistent with its investment objective and
policies, purchase and sell (write) exchange-listed and over-the-counter (OTC)
put and call options on securities, equity and fixed-income indices and other
instruments, purchase and sell futures contracts and options thereon, enter
into various transactions such as swaps, caps, floors, collars and contracts
for difference, and may enter into currency forward contracts, currency futures
contracts, currency swaps or options on currencies, or various other currency
transactions. In addition, a fund may invest in structured notes. The types of
derivatives identified above are not intended to be exhaustive and a fund may
use types of derivatives and/or employ derivatives strategies not otherwise
described in this Statement of Additional Information or a fund's prospectuses.


OTC derivatives are purchased from or sold to securities dealers, financial
institutions or other parties (Counterparties) pursuant to an agreement with
the Counterparty. As a result, a significant risk of OTC derivatives is
counterparty risk. The Advisor monitors the creditworthiness of OTC derivative
counterparties and periodically reports to the Board with respect to the
creditworthiness of OTC derivative counterparties.


A fund may use derivatives subject to certain limits imposed by a fund's
investment objective and policies (see Investment Restrictions) and the 1940
Act, or by the requirements for a fund to qualify as a regulated investment
company for tax purposes (see Taxes) (i) to seek to achieve returns, (ii) to
attempt to protect against possible changes in the market


                                     II-91


value of securities held in or to be purchased for a fund's portfolio resulting
from securities markets or currency exchange rate fluctuations, (iii) to
protect a fund's unrealized gains in the value of its portfolio securities,
(iv) to facilitate the sale of such securities for investment purposes, (v) to
manage the effective maturity or duration of a fund's portfolio, (vi) to
establish a position in the derivatives markets as a substitute for purchasing
or selling (including selling short) particular securities, (vii) for funds
that invest in foreign securities, to increase exposure to a foreign currency
or to shift exposure to foreign currency fluctuations from one currency to
another (not necessarily the US dollar), or (viii) for any other purposes
permitted by law.


A fund may decide not to employ any of the strategies described below, and no
assurance can be given that any strategy used will succeed. If the Advisor
incorrectly forecasts interest rates, market values or other economic factors
in using a derivatives strategy for a fund, a fund might have been in a better
position if it had not entered into the transaction at all. Also, suitable
derivatives may not be available in all circumstances. The use of these
strategies involves certain special risks, including a possible imperfect
correlation, or even no correlation, between price movements of derivatives and
price movements of related investments. While some strategies involving
derivatives can reduce risk of loss, they can also reduce the opportunity for
gain or even result in losses by offsetting favorable price movements in
related investments or otherwise, due to the possible inability of a fund to
purchase or sell a portfolio security at a time that otherwise would be
favorable or the possible need to sell a portfolio security at a
disadvantageous time because a fund is required to maintain asset coverage or
offsetting positions in connection with transactions in derivatives (refer to
Asset Segregation for more information relating to asset segregation and cover
requirements for derivatives instruments), and the possible inability of a fund
to close out or liquidate its derivatives positions.


General Characteristics of Options. A put option gives the purchaser of the
option, upon payment of a premium, the right to sell, and the writer the
obligation to buy, the underlying security, commodity, index, currency or other
instrument at the exercise price. For instance, a fund's purchase of a put
option on a security might be designed to protect its holdings in the
underlying instrument (or, in some cases, a similar instrument) against a
substantial decline in the market value by giving a fund the right to sell such
instrument at the option exercise price. A call option, upon payment of a
premium, gives the purchaser of the option the right to buy, and the seller the
obligation to sell, the underlying instrument at the exercise price. A fund's
purchase of a call option on a security, commodity, index, currency or other
instrument might be intended to protect a fund against an increase in the price
of the underlying instrument that it intends to purchase in the future by
fixing the price at which it may purchase such instrument. If a fund sells or
"writes" a call option, the premium that it receives may partially offset, to
the extent of the option premium, a decrease in the value of the underlying
securities or instruments in its portfolio or may increase a fund's income. The
sale of put options can also provide income and might be used to protect a fund
against an increase in the price of the underlying instrument or provide, in
the opinion of portfolio management, an acceptable entry point with regard to
the underlying instrument.


A fund may write call options only if they are "covered." A written call option
is covered if a fund owns the security or instrument underlying the call or has
an absolute right to acquire that security or instrument without additional
cash consideration (or if additional cash consideration is required, liquid
assets in the amount of a fund's obligation are segregated according to the
procedures and policies adopted by the Board). For a call option on an index,
the option is covered if a fund segregates liquid assets equal to the contract
value to the extent required by SEC guidelines. A call option is also covered
if a fund holds a call on the same security, index or instrument as the written
call option where the exercise price of the purchased call (long position) is:
(i) equal to or less than the exercise price of the call written; or (ii)
greater than the exercise price of the call written provided that liquid assets
equal to the difference between the exercise prices are segregated to the
extent required by SEC guidelines (see Asset Segregation). Exchange listed
options are issued and cleared by a regulated intermediary such as the Options
Clearing Corporation (OCC). The OCC ensures that the obligations of each option
it clears are fulfilled. The discussion below uses the OCC as an example, but
is also applicable to other financial intermediaries. OCC issued and exchange
listed options generally settle by physical delivery of the underlying security
or currency, or cash delivery for the net amount, if any, by which the option
is "in-the-money" (i.e., where the value of the underlying instrument exceeds,
in the case of a call option, or is less than, in the case of a put option, the
exercise price of the option) at the time the option is exercised. Frequently,
rather than taking or making delivery of the underlying instrument through the
process of exercising the option, listed options are closed by entering into
offsetting purchase or sale transactions that do not result in ownership of the
new option.


                                     II-92


As noted above, OTC options are purchased from or sold to Counterparties
through direct bilateral agreement with the Counterparty. In contrast to
exchange listed options, which generally have standardized terms and
performance mechanics, all the terms of an OTC option, including such terms as
method of settlement, term, exercise price, premium, guarantees and security,
are set by negotiation of the parties. Unless the parties provide for it, there
is no central clearing or guaranty function in an OTC option. As a result, if
the Counterparty fails to make or take delivery of the security, currency or
other instrument underlying an OTC option it has entered into with a fund or
fails to make a cash settlement payment due in accordance with the terms of
that option, a fund will lose any premium it paid for the option as well as any
anticipated benefit of the transaction.


There are a number of risks associated with transactions in options. Options on
particular securities or instruments may be more volatile than a direct
investment in the underlying security or instrument. A decision as to whether,
when and how to use options involves the exercise of skill and judgment, and
even a well-conceived transaction may be unsuccessful to some degree because of
market behavior or unexpected events. Additionally, there are significant
differences between the securities and options markets that could result in an
imperfect correlation between these markets, causing a given options
transaction not to achieve its objective. Disruptions in the markets for the
securities underlying options purchased or sold by a fund could result in
losses on the options. If trading is interrupted in an underlying security, the
trading of options on that security is normally halted as well. As a result, a
fund as purchaser or writer of an option will be unable to close out its
positions until options trading resumes, and it may be faced with losses if
trading in the security reopens at a substantially different price. In
addition, the OCC or other options markets may impose exercise restrictions. If
a prohibition on exercise is imposed at a time when trading in the option has
also been halted, a fund as purchaser or writer of an option will be locked
into its position until one of the two restrictions has been lifted. If a
prohibition on exercise remains in effect until an option owned by a fund has
expired, a fund could lose the entire value of its option.


During the option period, the covered call writer, in return for the premium on
the option, gives up the opportunity to profit from a price increase in the
underlying security or instrument above the sum of the option premium received
and the option's exercise price, but as long as its obligations as a writer
continue, retains the risk of loss, minus the option premium received, should
the price of the underlying security or instrument decline. In writing options,
a fund has no control over the time when it may be required to fulfill its
obligations as the writer of the option. Once a fund receives an exercise
notice for its option, it cannot effect a closing purchase transaction in order
to terminate its obligation under the option and must deliver the underlying
security at the exercise price. Thus, the use of covered call options may
require the fund to sell portfolio securities at inopportune times or for
prices other than current market values, will limit the amount of appreciation
the fund can realize above the exercise price of an option on a security, and
may cause the fund to hold a security that it might otherwise sell.


In writing put options, there is a risk that a fund may be required to buy the
underlying security or instrument at a disadvantageous price if the put option
is exercised against a fund. If a put or call option purchased by a fund is not
sold when it has remaining value, and if the market price of the underlying
security or instrument remains, in the case of a put, equal to or greater than
the exercise price, or in the case of a call, less than or equal to the
exercise price, a fund will lose the premium that it paid for the option. Also,
where a put or call option is purchased as a hedge against price movements in
the underlying security or instrument, the price of the put or call option may
move more or less than the price of the underlying security or instrument.


The value of options may be adversely affected if the market for such options
becomes less liquid or smaller. A fund's ability to close out its position as a
purchaser or seller of an OTC option or exchange listed put or call option is
dependent, in part, upon the liquidity of the option market. There can be no
assurance that a liquid market will exist when a fund seeks to close out an
option position either, in the case of a written call option, by buying the
option, or, in the case of a purchased put option, by selling the option. The
possible reasons for the absence of a liquid options market on an exchange
include, but are not limited to the following: (i) insufficient trading
interest in certain options; (ii) restrictions on transactions imposed by an
exchange; (iii) trading halts, suspensions or other restrictions imposed with
respect to particular classes or series of options or underlying securities,
including reaching daily price limits; (iv) interruption of the normal
operations of the OCC or an exchange; (v) inadequacy of the facilities the OCC
or an exchange to handle current trading volume; or (vi) a decision by one or
more exchanges to discontinue the trading of options (or a particular class or
series of options), in which event the relevant market for that option on that
exchange would cease to exist,


                                     II-93


although outstanding options on that exchange would generally continue to be
exercisable in accordance with their terms. A fund's ability to terminate OTC
options is more limited than with exchange-traded options and may involve the
risk that broker-dealers participating in such transactions will not fulfill
their obligations. If a fund were unable to close out a covered call option
that it had written on a security, it would not be able to sell the underlying
security unless the option expired without exercise.


Special risks are presented by internationally traded options. Because of the
differences in trading hours between the US and various foreign countries, and
because different holidays are observed in different countries, foreign options
markets may be open for trading during hours or on days when US markets are
closed. As a result, option premiums may not reflect the current prices of the
underlying interests in the US.


The hours of trading for options may not conform to the hours during which the
underlying securities are traded. To the extent that the options markets close
before the markets for the underlying securities, significant price and rate
movements can take place in the underlying markets that cannot be reflected in
the options markets. Call options are marked-to-market daily and their value
will be affected by changes in the value of and dividend rates of the
underlying securities, an increase in interest rates, changes in the actual or
perceived volatility of the stock market and the underlying securities and the
remaining time to the options' expiration. Additionally, the exercise price of
an option may be adjusted downward before the option's expiration as a result
of the occurrence of certain corporate events affecting the underlying
security, such as extraordinary dividends, stock splits, merger or other
extraordinary distributions or events. A reduction in the exercise price of an
option would reduce a fund's capital appreciation potential on the underlying
security.


The number of call options a fund can write is limited by the number of shares
of underlying securities that the fund holds. Furthermore, a fund's options
transactions will be subject to limitations established by each of the
exchanges, boards of trade or other trading facilities on which such options
are traded. These limitations govern the maximum number of options in each
class that may be written or purchased by a single investor or group of
investors acting in concert, regardless of whether the options are written or
purchased on the same or different exchanges, boards of trade or other trading
facilities or are held or written in one or more accounts or through one or
more brokers. Thus, the number of options that a fund may write or purchase may
be affected by options written or purchased by other investment advisory
clients of the Advisor. An exchange, board of trade or other trading facility
may order the liquidation of positions found to be in excess of these limits,
and it may impose certain other sanctions.


General Characteristics of Futures Contracts and Options on Futures Contracts.
A futures contract is an agreement between two parties to buy or sell a
financial instrument or commodity for a set price on a future date. Futures are
generally bought and sold on the commodities exchanges where they are listed
with payment of initial and variation margin as described below. A futures
contract generally obligates the purchaser to take delivery from the seller of
the specific type of financial instrument or commodity underlying the contract
at a specific future time for a set price. The purchase of a futures contract
enables a fund, during the term of the contract, to lock in the price at which
it may purchase a security, currency or commodity and protect against a rise in
prices pending the purchase of portfolio securities. A futures contract
generally obligates the seller to deliver to the buyer the specific type of
financial instrument underlying the contract at a specific future time for a
set price. The sale of a futures contract enables a fund to lock in a price at
which it may sell a security, currency or commodity and protect against
declines in the value of portfolio securities. Options on futures contracts are
similar to options on securities except that an option on a futures contract
gives the purchaser the right in return for the premium paid to assume a
position in a futures contract and obligates the seller to deliver such
position.


Although most futures contracts call for actual delivery or acceptance of the
underlying financial instrument or commodity, the contracts are usually closed
out before the settlement date without making, or taking, actual delivery.
Futures contracts on financial indices, currency exchange instruments and
certain other instruments provide for the delivery of an amount of cash equal
to a specified dollar amount times the difference between the underlying
instruments value (i.e., the index) at the open or close of the last trading
day of the contract and futures contract price. A futures contract sale is
closed out by effecting a futures contract purchase for the same aggregate
amount of the specific type of underlying financial instrument and the same
delivery date. If the sale price exceeds the offsetting purchase price, the
seller would be paid the difference and would realize a gain. If the offsetting
purchase price exceeds the sale price, the seller would pay the difference and
would realize a loss. Similarly, a futures contract purchase is closed


                                     II-94


out by effecting a futures contract sale for the same aggregate amount of the
specific type of underlying financial instrument or commodity and the same
delivery date. If the offsetting sale price exceeds the purchase price, the
purchaser would realize a gain, whereas if the purchase price exceeds the
offsetting sale price, the purchaser would realize a loss. There can be no
assurance that a fund will be able to enter into a closing transaction.


When a purchase or sale of a futures contract is made, a fund is required to
deposit with the financial intermediary as security for its obligations under
the contract "initial margin" consisting of cash, US Government Securities or
other liquid assets typically ranging from approximately less than 1% to 15% of
the contract amount. The initial margin is set by the exchange on which the
contract is traded and may, from time to time, be modified. In addition,
brokers may establish margin deposit requirements in excess of those required
by the exchange. The margin deposits made are marked to market daily and a fund
may be required to make subsequent deposits of cash, US Government securities
or other liquid assets, called "variation margin" or "maintenance margin,"
which reflects the price fluctuations of the futures contract. The purchase of
an option on a futures contract involves payment of a premium for the option
without any further obligation on the part of a fund. The sale of an option on
a futures contract involves receipt of a premium for the option and the
obligation to deliver (by physical or cash settlement) the underlying futures
contract. If a fund exercises an option on a futures contract it will be
obligated to post initial margin (and potential subsequent variation margin)
for the resulting futures position just as it would for any position.


There are several risks associated with futures contracts and options on
futures contracts. The prices of financial instruments or commodities subject
to futures contracts (and thereby the futures contract prices) may correlate
imperfectly with the behavior of the cash price of a fund's securities or other
assets (and the currencies in which they are denominated). Also, prices of
futures contracts may not move in tandem with the changes in prevailing
interest rates, market movements and/or currency exchange rates against which a
fund seeks a hedge. Additionally, there is no assurance that a liquid secondary
market will exist for futures contracts and related options in which a fund may
invest. In the event a liquid market does not exist, it may not be possible to
close out a futures position and, in the event of adverse price movements, a
fund would continue to be required to make daily payments of variation margin.
The absence of a liquid market in futures contracts might cause a fund to make
or take delivery of the instruments or commodities underlying futures contracts
at a time when it may be disadvantageous to do so. The inability to close out
positions and futures positions could also have an adverse impact on a fund's
ability to effectively hedge its positions.


The risk of loss in trading futures contracts in some strategies can be
substantial, due both to the relatively low margin deposits required, and the
extremely high degree of leverage involved in futures pricing. As a result, a
relatively small price movement in a futures contract may result in immediate
and substantial loss (as well as gain) to the investor. Thus, a purchase or
sale of a futures contract may result in losses in excess of the amount
invested in the contract.


Futures contracts and options thereon which are purchased or sold on non-US
commodities exchanges may have greater price volatility than their US
counterparts. Furthermore, non-US commodities exchanges may be less regulated
and under less governmental scrutiny than US exchanges. Brokerage commissions,
clearing costs and other transaction costs may be higher on non-US exchanges.


In the event of the bankruptcy of a broker through which a fund engages in
transactions in futures or options thereon, a fund could experience delays
and/or losses in liquidating open positions purchased or sold through the
broker and/or incur a loss on all or part of its margin deposits with the
broker.


Currency Transactions. A fund may engage in currency transactions for any
purpose consistent with its investment strategy, policies and restrictions,
including, without limitation, for hedging purposes or to seek to enhance
returns. Certain currency transactions may expose a fund to the effects of
leverage. Currency transactions include forward currency contracts, exchange
listed currency futures, exchange listed and OTC options on currencies, and
currency swaps. A forward currency contract involves a privately negotiated
obligation to purchase or sell (with delivery generally required) a specific
currency at a future date, which may be any fixed number of days from the date
of the contract agreed upon by the parties, at a price set at the time of the
contract. Forward contracts are generally traded in an interbank market
directly between currency traders (usually large commercial banks) and their
customers. The parties to a forward contract may agree to offset or terminate
the contract before its maturity, or may hold the contract to


                                     II-95


maturity and complete the contemplated currency exchange. A currency swap is an
agreement to exchange cash flows based on the notional difference among two or
more currencies and operates similarly to an interest rate swap, which is
described below.


A fund may engage in currency derivative transactions to seek to enhance
returns by taking a net long or net short position in one or more currencies,
in which case the fund may have currency exposure that is different (in some
cases, significantly different) from the currency exposure of its other
portfolio investments or the currency exposure of its performance index. These
overweight or underweight currency positions may increase the fund's exposure
to the effects of leverage, which may cause the fund to be more volatile. A
fund may realize a loss on a currency derivative in an amount that exceeds the
capital invested in such derivative, regardless of whether the fund entered
into the transaction to enhance returns or for hedging purposes.


"Transaction hedging" is entering into a currency transaction with respect to
specific assets or liabilities of a fund, which will generally arise in
connection with the purchase or sale of its portfolio securities or the receipt
of income therefrom. Entering into a forward contract for the purchase or sale
of an amount of foreign currency involved in an underlying security transaction
may "lock in" the US dollar price of the security. Forward contracts may also
be used in anticipation of future purchases and sales of securities, even if
specific securities have not yet been selected. "Position hedging" is entering
into a currency transaction with respect to portfolio security positions
denominated or generally quoted in that currency. Position hedging may protect
against a decline in the value of existing investments denominated in the
foreign currency. While such a transaction would generally offset both positive
and negative currency fluctuations, such currency transactions would not offset
changes in security values caused by other factors.


A fund may also "cross-hedge" currencies by entering into transactions to
purchase or sell one or more currencies that are expected to decline in value
relative to other currencies to which a fund has or to which a fund expects to
have portfolio exposure. This type of investment technique will generally
reduce or eliminate exposure to the currency that is sold, and increase the
exposure to the currency that is purchased. As a result, a fund will assume the
risk of fluctuations in the value of the currency purchased at the same time
that it is protected against losses from a decline in the hedged currency.


To reduce the effect of currency fluctuations on the value of existing or
anticipated holdings of portfolio securities, a fund may also engage in "proxy
hedging." Proxy hedging is often used when the currency to which a fund is
exposed is difficult to hedge or to hedge against the dollar. Proxy hedging
entails entering into a commitment or option to sell a currency whose changes
in value are generally considered to be correlated to a currency or currencies
in which some or all of a fund's securities are or are expected to be
denominated. Proxy hedges may result in losses if the currency used to hedge
does not perform similarly to the currency in which the hedged securities are
denominated.


Currency hedging involves some of the same risks and considerations as other
transactions with similar instruments. Currency transactions can result in
losses to a fund if the currency being hedged fluctuates in value to a degree
or in a direction that is not anticipated. Further, there is the risk that the
perceived correlation between various currencies may not be present or may not
be present during the particular time that a fund is engaging in proxy hedging.


Currency transactions are subject to additional special risks that may not
apply to other portfolio transactions. Because currency control is of great
importance to the issuing governments and influences economic planning and
policy, purchases and sales of currency and related instruments can be
negatively affected by government exchange controls, blockages, and
manipulations or exchange restrictions imposed by governments. These can result
in losses to a fund if it is unable to deliver or receive currency or funds in
settlement of obligations and could also cause hedges it has entered into to be
rendered useless, resulting in full currency exposure as well as incurring
transaction costs. Currency exchange rates, bid/ask spreads and liquidity may
fluctuate based on factors that may, or may not be, related to that country's
economy.


Swap Agreements and Options on Swap Agreements. A fund may engage in swap
transactions, including, but not limited to, swap agreements on interest rates,
currencies, indices, credit and event linked swaps, total return and other
swaps and related caps, floors and collars. In a standard swap transaction, two
parties agree to exchange the returns (or differentials in rates of return)
earned or realized on a predetermined financial instrument or instruments,


                                     II-96


which may be adjusted for an interest factor. The gross return to be exchanged
or "swapped" between the parties is generally calculated with respect to a
"notional amount" which is generally equal to the return on or increase in
value of a particular dollar amount invested at a particular interest rate in
such financial instrument or instruments.


"Interest rate swaps" involve the exchange by a fund with another party of
their respective commitments to pay or receive interest (e.g., an exchange of
floating rate payments for fixed rate payments with respect to a notional
amount of principal). A "currency swap" is an agreement to exchange cash flows
on a notional amount of two or more currencies based on the relative value
differential among them. An "index swap" is an agreement to swap cash flows on
a notional amount based on changes in the values of the reference indices. The
purchase of a cap entitles the purchaser to receive payments on a notional
principal amount from the party selling such cap to the extent that a specified
index exceeds a predetermined interest rate or amount. The purchase of a floor
entitles the purchaser to receive payments on a notional principal amount from
the party selling such floor to the extent that a specified index falls below a
predetermined interest rate or amount. A collar is a combination of a cap and a
floor that preserves a certain return within a predetermined range of interest
rates or values.


A "credit default swap" is a contract between a buyer and a seller of
protection against a pre-defined credit event. The buyer of protection pays the
seller a fixed regular fee provided that no event of default on an underlying
reference obligation has occurred. If an event of default occurs, the seller
must pay the buyer the full notional value, or "par value," of the reference
obligation in exchange for the reference obligation. Credit default swaps are
used as a means of "buying" credit protection, i.e., attempting to mitigate the
risk of default or credit quality deterioration in some portion of a fund's
holdings, or "selling" credit protection, i.e., attempting to gain exposure to
an underlying issuer's credit quality characteristics without directly
investing in that issuer. When a fund is a seller of credit protection, it
effectively adds leverage to its portfolio because, in addition to its net
assets, a fund would be subject to investment exposure on the notional amount
of the swap. A fund will only sell credit protection with respect to securities
in which it would be authorized to invest directly.


If a fund is a buyer of a credit default swap and no event of default occurs, a
fund will lose its investment and recover nothing. However, if a fund is a
buyer and an event of default occurs, a fund will receive the full notional
value of the reference obligation that may have little or no value. As a
seller, a fund receives a fixed rate of income through the term of the contract
(typically between six months and three years), provided that there is no
default event. If an event of default occurs, the seller must pay the buyer the
full notional value of the reference obligation.


Credit default swaps involve greater risks than if a fund had invested in the
reference obligation directly. In addition to the risks applicable to
derivatives generally, credit default swaps involve special risks because they
are difficult to value, are highly susceptible to liquidity and credit risk,
and generally pay a return to the party that has paid the premium only in the
event of an actual default by the issuers of the underlying obligation (as
opposed to a credit downgrade or other indication of financial difficulty).


A fund may use credit default swaps to gain exposure to particular issuers or
particular markets through investments in portfolios of credit default swaps,
such as Dow Jones CDX.NA.HY certificates. By investing in certificates
representing interests in a basket of credit default swaps, a fund is taking
credit risk with respect to an entity or group of entities and providing credit
protection to the swap counterparties.


"Total return" swaps are contracts in which one party agrees to make periodic
payments to another party based on the change in market value of the assets
underlying the contract, which may include a specific security, basket of
securities or securities indices during the specified period, in return for
periodic payments based on a fixed or variable interest rate or the total
return of other underlying assets. Total return swap agreements may be used to
obtain exposure to a security or market without owning or taking physical
custody of such security or investing directly in such market. Total return
swaps may add leverage to a fund because, in addition to its net assets, a fund
would be subject to investment exposure on the notional amount of the swap.


Swaps typically involve a small investment of cash relative to the magnitude of
risks assumed. As a result, swaps can be highly volatile and may have a
considerable impact on a fund's performance. Depending on how they are used,
swaps may increase or decrease the overall volatility of a fund's investments
and its share price and yield. A fund will


                                     II-97


usually enter into swaps on a net basis, i.e., the two payment streams are
netted out in a cash settlement on the payment date or dates specified in the
instrument, with a fund receiving or paying, as the case may be, only the net
amount of the two payments.


A fund bears the risk of loss of the amount expected to be received under a
swap in the event of the default or bankruptcy of a Counterparty. In addition,
if the Counterparty's creditworthiness declines, the value of a swap may
decline, potentially resulting in losses for a fund. A fund may also suffer
losses if it is unable to terminate outstanding swaps (either by assignment or
other disposition) or reduce its exposure through offsetting transactions
(i.e., by entering into an offsetting swap with the same party or similarly
creditworthy party).


A fund may also enter into swap options. A swap option is a contract that gives
a counterparty the right (but not the obligation) in return for payment of a
premium, to enter into a new swap agreement or to shorten, extend, cancel or
otherwise modify an existing swap agreement, at some future time on specified
terms. Depending on the terms, a fund will generally incur greater risk when it
writes a swap option than when it purchases a swap option. When a fund
purchases a swap option, it risks losing the amount of the premium it has paid
should it decide to let the option expire.


The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act)
and related regulatory developments have imposed several new requirements on
swap market participants, including registration and new business conduct
requirements on dealers that enter into swaps or non-deliverable forward
currency contracts with certain clients and the imposition of central clearing
and a corresponding exchange-trading execution requirement for certain swap
contracts. Central clearing and a corresponding exchange-trading execution
requirement are currently only required for limited swap transactions,
including some interest rate swaps and credit default index swaps. Compliance
with the central clearing requirements under the Dodd-Frank Act is expected to
occur over time as regulators, such as the SEC and the CFTC, adopt new
regulations requiring central clearing of additional types of derivative
transactions. In a cleared transaction, a fund will enter into the transaction
with a counterparty, and performance of the transaction will be effected by a
central clearinghouse. A clearing arrangement reduces a fund's exposure to the
credit risk of the counterparty, but subjects the fund to the credit risk of
the clearinghouse and a member of the clearinghouse through which the fund
holds its cleared position. A fund will be required to post specific levels of
margin which may be greater than the margin a fund would have been required to
post in the OTC market. In addition, uncleared OTC swap transactions will be
subject to regulatory collateral requirements that could render entering into
swaps in the OTC market prohibitively expensive. These regulations (or choice
to no longer use a particular derivative instrument that triggers additional
regulations) could cause a fund to change the derivative investments that it
utilizes or to incur additional expenses.


Contracts for Difference. A contract for difference offers exposure to price
changes in an underlying security without ownership of such security, typically
by providing investors the ability to trade on margin. A fund may purchase
contracts for difference (CFD). A CFD is a privately negotiated contract
between two parties, buyer and seller, stipulating that the seller will pay to
or receive from the buyer the difference between the notional value of the
underlying instrument at the opening of the contract and that instrument's
notional value at the end of the contract. The underlying instrument may be a
single security, stock basket or index. A CFD can be set up to take either a
short or long position on the underlying instrument. The buyer and seller are
typically both required to post margin, which is adjusted daily. The buyer will
also pay to the seller a financing rate on the notional amount of the capital
employed by the seller less the margin deposit. A CFD is usually terminated at
the buyer's initiative. The seller of the CFD will simply match the exposure of
the underlying instrument in the open market and the parties will exchange
whatever payment is due.


As is the case with owning any financial instrument, there is the risk of loss
associated with buying a CFD. For example, if a fund buys a long CFD and the
underlying security is worth less at the end of the contract, the fund would be
required to make a payment to the seller and would suffer a loss. Also, there
may be liquidity risk if the underlying instrument is illiquid because the
liquidity of a CFD is based on the liquidity of the underlying instrument. A
further risk is that adverse movements in the underlying security will require
the buyer to post additional margin. CFDs also carry counterparty risk, i.e.,
the risk that the counterparty to the CFD transaction may be unable or
unwilling to make payments or to otherwise honor its financial obligations
under the terms of the contract. If the counterparty were to do so, the value
of the contract, and of a fund's shares, may be reduced. CFDs are regulated as
swaps by the CFTC.


                                     II-98


Structured Notes. Structured notes are derivative debt securities, the interest
rate or principal of which is determined by reference to changes in value of a
specific security or securities, reference rate, or index. Indexed securities,
similar to structured notes, are typically, but not always, debt securities
whose value at maturity or coupon rate is determined by reference to other
securities. The performance of a structured note or indexed security is based
upon the performance of the underlying instrument.


The terms of a structured note may provide that, in certain circumstances, no
principal is due on maturity and, therefore, may result in loss of investment.
Structured notes may be indexed positively or negatively to the performance of
the underlying instrument such that the appreciation or deprecation of the
underlying instrument will have a similar effect to the value of the structured
note at maturity at the time of any coupon payment. In addition, changes in the
interest rate and value of the principal at maturity may be fixed at a specific
multiple of the change in value of the underlying instrument, making the value
of the structured note more volatile than the underlying instrument. In
addition, structured notes may be less liquid and more difficult to price
accurately than less complex securities or traditional debt securities.


Participatory Notes or Participation Notes. Participatory notes or
participation notes are issued by banks or broker-dealers (often associated
with non-US-based brokerage firms) and are designed to replicate the
performance of certain securities or markets. Typically, purchasers of
participatory notes are entitled to a return measured by the change in value of
an identified underlying security or basket of securities. The price,
performance, and liquidity of the participatory note are all linked directly to
the underlying security. The holder of a participatory note may be entitled to
receive any dividends paid in connection with the underlying security, which
may increase the return of a participatory note, but typically does not receive
voting or other rights as it would if it directly owned the underlying
security. A fund's ability to redeem or exercise a participatory note generally
is dependent on the liquidity in the local trading market for the security
underlying the note. Participatory notes are commonly used when a direct
investment in the underlying security is restricted due to country-specific
regulations.


Participatory notes are a type of equity-linked derivative, which are generally
traded over-the-counter and, therefore, will be subject to the same risks as
other over-the-counter derivatives. The performance results of participatory
notes will not replicate exactly the performance of the securities or markets
that the notes seek to replicate due to transaction costs and other expenses.
Investments in participatory notes involve the same risks associated with a
direct investment in the shares of the companies the notes seek to replicate.
Participatory notes constitute general unsecured contractual obligations of the
banks or broker-dealers that issue them. Consequently, a purchaser of a
participatory note is relying on the creditworthiness of such banks or
broker-dealers and has no rights under the note against the issuer of the
security underlying the note. In addition, there is no guarantee that a liquid
market for a participatory note will exist or that the issuer of the note will
be willing to repurchase the note when a fund wishes to sell it. Because a
participatory note is an obligation of the issuer of the note, rather than a
direct investment in shares of the underlying security, a fund may suffer
losses potentially equal to the full value of the participatory note if the
issuer of the note fails to perform its obligations.


Commodity-Linked Derivatives. A fund may invest in instruments with principal
and/or coupon payments linked to the value of commodities, commodity futures
contracts, or the performance of commodity indices such as "commodity-linked"
or "index-linked" notes. These instruments are sometimes referred to as
"structured notes" because the terms of the instrument may be structured by the
issuer of the note and the purchaser of the note, such as a fund.


The values of commodity-linked notes will rise and fall in response to changes
in the underlying commodity or related index or investment. These notes expose
a fund economically to movements in commodity prices, but a particular note has
many features of a debt obligation. These notes also are subject to credit and
interest rate risks that in general affect the value of debt securities.
Therefore, at the maturity of the note, a fund may receive more or less
principal than it originally invested. A fund might receive interest payments
on the note that are more or less than the stated coupon interest rate
payments.


                                     II-99


Commodity-linked notes may involve leverage, meaning that the value of the
instrument will be calculated as a multiple of the upward or downward price
movement of the underlying commodity future or index. The prices of
commodity-linked instruments may move in different directions than investments
in traditional equity and debt securities in periods of rising inflation. Of
course, there can be no guarantee that a fund's commodity-linked investments
would not be correlated with traditional financial assets under any particular
market conditions.


Commodity-linked notes may be wholly principal protected, partially principal
protected or offer no principal protection. With a wholly principal protected
instrument, a fund will receive at maturity the greater of the par value of the
note or the increase in value of the underlying index. Partially protected
instruments may suffer some loss of principal up to a specified limit if the
underlying index declines in value during the term of the instrument. For
instruments without principal protection, there is a risk that the instrument
could lose all of its value if the index declines sufficiently. The Advisor's
decision on whether and to what extent to use principal protection depends in
part on the cost of the protection. In addition, the ability of a fund to take
advantage of any protection feature depends on the creditworthiness of the
issuer of the instrument.


Commodity-linked notes are generally hybrid instruments which are excluded from
regulation under the CEA and the rules thereunder. Additionally, from time to
time a fund may invest in other hybrid instruments that do not qualify for
exemption from regulation under the CEA.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, derive at
least 90% of its income from certain specified sources (qualifying income).
Income from certain commodity-linked derivatives does not constitute qualifying
income to a fund. The tax treatment of commodity-linked notes and certain other
derivative instruments in which a fund might invest is not certain, in
particular with respect to whether income and gains from such instruments
constitutes qualifying income. If the fund treats income from a particular
instrument as qualifying income and the income is later determined not to
constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, a fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including Deutsche Enhanced Commodity Strategy Fund,
Deutsche Gold & Precious Metals Fund, Deutsche Global Inflation Fund and
Deutsche Real Assets Fund) have obtained private letter rulings from the IRS
confirming that the income and gain earned through a wholly-owned Subsidiary
that invests in certain types of commodity-linked derivatives constitute
qualifying income under the Code. See "TAXES" in APPENDIX II-H of this SAI.


Combined Transactions. A fund may enter into multiple transactions, including
multiple options transactions, multiple futures transactions, multiple currency
transactions (including forward currency contracts) and multiple interest rate
transactions and any combination of futures, options, currency and interest
rate transactions (component transactions), instead of a single derivative, as
part of a single or combined strategy when, in the opinion of the Advisor, it
is in the best interests of a fund to do so. A combined transaction will
usually contain elements of risk that are present in each of its component
transactions. Although combined transactions are normally entered into based on
the Advisor's judgment that the combined strategies will reduce risk or
otherwise more effectively achieve the desired portfolio management goal, it is
possible that the combination will instead increase such risks or hinder
achievement of the portfolio management objective.


DIRECT DEBT INSTRUMENTS. Direct debt instruments are interests in amounts owed
by a corporate, governmental or other borrower to lenders (direct loans), to
suppliers of goods or services (trade claims or other receivables) or to other
parties. When a fund participates in a direct loan it will be lending money
directly to an issuer. Direct loans generally do not have an underwriter or
agent bank, but instead, are negotiated between a company's management team and
a lender or group of lenders. Direct loans typically offer better security and
structural terms than other types of high yield securities. Direct debt
obligations are often the most senior obligations in an issuer's capital
structure or are well-collateralized so that overall risk is lessened. Trade
claims are unsecured rights of payment arising from obligations other than
borrowed funds. Trade claims include vendor claims and other receivables that
are adequately documented and available for purchase from high-yield
broker-dealers. Trade claims typically sell at a discount. In addition to the
risks otherwise associated with low-quality obligations, trade claims have
other risks, including the possibility that the amount of the claim may be
disputed by the obligor. Trade claims normally are be considered illiquid and


                                     II-100


pricing can be volatile. Direct debt instruments involve a risk of loss in case
of default or insolvency of the borrower. A fund will rely primarily upon the
creditworthiness of the borrower and/or the collateral for payment of interest
and repayment of principal. The value of a fund's investments may be adversely
affected if scheduled interest or principal payments are not made. Because most
direct loans will be secured, there will be a smaller risk of loss with direct
loans than with an investment in unsecured high yield bonds or trade claims.
Investment in the indebtedness of borrowers whose creditworthiness is poor
involves substantially greater risks and may be highly speculative. Borrowers
that are in bankruptcy or restructuring may never pay off their indebtedness or
may pay only a small fraction of the amount owed. Investments in direct debt
instruments also involve interest rate risk and liquidity risk. However,
interest rate risk is lessened by the generally short-term nature of direct
debt instruments and their interest rate structure, which typically floats. To
the extent the direct debt instruments in which a fund invests are considered
illiquid, the lack of a liquid secondary market (1) will have an adverse impact
on the value of such instruments, (2) will have an adverse impact on a fund's
ability to dispose of them when necessary to meet a fund's liquidity needs or
in response to a specific economic event, such as a decline in creditworthiness
of the issuer, and (3) may make it more difficult for a fund to assign a value
to these instruments for purposes of valuing a fund's portfolio and calculating
its net asset value. In order to lessen liquidity risk, a fund anticipates
investing primarily in direct debt instruments that are quoted and traded in
the high yield market. Trade claims may also present a tax risk to a fund.


DOLLAR ROLL TRANSACTIONS. Dollar roll transactions consist of the sale by a
fund to a bank or broker-dealer (counterparty) of mortgage-backed securities
together with a commitment to purchase from the counterparty similar, but not
identical, securities at a future date, at the same price. The counterparty
receives all principal and interest payments, including prepayments, made on
the security while it is the holder. A fund receives a fee from the
counterparty as consideration for entering into the commitment to purchase.
Dollar rolls may be renewed over a period of several months with a different
purchase and repurchase price fixed and a cash settlement made at each renewal
without physical delivery of securities. Moreover, the transaction may be
preceded by a firm commitment agreement pursuant to which a fund agrees to buy
a security on a future date.


A dollar roll involves costs to a fund. For example, while a fund receives a
fee as consideration for agreeing to repurchase the security, a fund forgoes
the right to receive all principal and interest payments while the counterparty
holds the security. These payments to the counterparty may exceed the fee
received by a fund, in which case the use of this technique will result in a
lower return than would have been realized without the use of dollar rolls.
Further, although a fund can estimate the amount of expected principal
prepayment over the term of the dollar roll, a variation in the actual amount
of prepayment could increase or decrease the cost of the dollar roll. A
"covered roll" is a specific type of dollar roll for which there is an
offsetting cash position or a cash equivalent security position which matures
on or before the forward settlement date of the dollar roll transaction. A fund
may enter into both covered and uncovered rolls.


The entry into dollar rolls involves potential risks of loss that are different
from those related to the securities underlying the transactions. A fund will
be exposed to counterparty risk. For example, if the counterparty becomes
insolvent, a fund's right to purchase from the counterparty might be
restricted. Additionally, the value of such securities may change adversely
before a fund is able to purchase them. Similarly, a fund may be required to
purchase securities in connection with a dollar roll at a higher price than may
otherwise be available on the open market. Since, as noted above, the
counterparty is required to deliver a similar, but not identical security to a
fund, the security that a fund is required to buy under the dollar roll may be
worth less than the identical security. Finally, there can be no assurance that
a fund's use of the cash that it receives from a dollar roll will provide a
return that exceeds transaction costs associated with the dollar roll.


ENERGY INFRASTRUCTURE COMPANIES. These are companies that own and operate
assets that are used in the energy infrastructure sector, including assets used
in exploring, developing, producing, generating, transporting (including
marine), transmitting, terminal operation, storing, gathering, processing,
refining, distributing, mining or marketing of natural gas, natural gas
liquids, crude oil, refined petroleum products (including biodiesel and
ethanol), coal or electricity, or that provide energy infrastructure related
services. Energy infrastructure companies operate, among other things, assets
used in exploring, developing, producing, generating, transporting,
transmitting, storing, gathering, processing, refining, distributing, mining,
marketing or generation of natural gas, natural gas liquids, crude oil, refined
petroleum products (including biodiesel and ethanol), coal or electricity.


                                     II-101


EURODOLLAR OBLIGATIONS. Eurodollar bank obligations are US dollar-denominated
certificates of deposit and time deposits issued outside the US capital markets
by foreign branches of US banks and US branches of foreign banks. Eurodollar
obligations are subject to the same risks that pertain to domestic issues,
notably credit risk, market risk and liquidity risk. Additionally, Eurodollar
obligations are subject to certain sovereign risks. One such risk is the
possibility that a sovereign country might prevent capital, in the form of
dollars, from flowing across its borders. Other risks include: adverse
political and economic developments; the extent and quality of government
regulation of financial markets and institutions; the imposition of foreign
withholding taxes, and the expropriation or nationalization of foreign issues.


FIXED INCOME SECURITIES. Fixed income securities, including corporate debt
obligations, generally expose a fund to the following types of risk: (1)
interest rate risk (the potential for fluctuations in bond prices due to
changing interest rates); (2) income risk (the potential for a decline in a
fund's income due to falling market interest rates); (3) credit risk (the
possibility that a bond issuer will fail to make timely payments of either
interest or principal to a fund); (4) prepayment risk or call risk (the
likelihood that, during periods of falling interest rates, securities with high
stated interest rates will be prepaid, or "called" prior to maturity, requiring
a fund to invest the proceeds at generally lower interest rates); and (5)
extension risk (the likelihood that as interest rates increase, slower than
expected principal payments may extend the average life of fixed income
securities, which will have the effect of locking in a below-market interest
rate, increasing the security's duration and reducing the value of the
security).


In periods of declining interest rates, the yield (income from a fixed income
security held by a fund over a stated period of time) of a fixed income
security may tend to be higher than prevailing market rates, and in periods of
rising interest rates, the yield of a fixed income security may tend to be
lower than prevailing market rates. In addition, when interest rates are
falling, the inflow of net new money to a fund will likely be invested in
portfolio instruments producing lower yields than the balance of a fund's
portfolio, thereby reducing the yield of a fund. In periods of rising interest
rates, the opposite can be true. The net asset value of a fund can generally be
expected to change as general levels of interest rates fluctuate. The value of
fixed income securities in a fund's portfolio generally varies inversely with
changes in interest rates. Prices of fixed income securities with longer
effective maturities are more sensitive to interest rate changes than those
with shorter effective maturities.


Corporate debt obligations generally offer less current yield than securities
of lower quality, but lower-quality securities generally have less liquidity,
greater credit and market risk, and as a result, more price volatility.


FOREIGN CURRENCIES. Because investments in foreign securities usually will
involve currencies of foreign countries, and because a fund may hold foreign
currencies and forward contracts, futures contracts and options on foreign
currencies and foreign currency futures contracts, the value of the assets of a
fund as measured in US dollars may be affected favorably or unfavorably by
changes in foreign currency exchange rates and exchange control regulations,
and a fund may incur costs and experience conversion difficulties and
uncertainties in connection with conversions between various currencies.
Fluctuations in exchange rates may also affect the earning power and asset
value of the foreign entity issuing the security.


The strength or weakness of the US dollar against these currencies is
responsible for part of a fund's investment performance. If the dollar falls in
value relative to the Japanese yen, for example, the dollar value of a Japanese
stock held in the portfolio will rise even though the price of the stock
remains unchanged. Conversely, if the dollar rises in value relative to the
yen, the dollar value of the Japanese stock will fall. Many foreign currencies
have experienced significant devaluation relative to the dollar.


Although a fund values its assets daily in terms of US dollars, it may not
convert its holdings of foreign currencies into US dollars on a daily basis.
Investors should be aware of the costs of currency conversion. Although foreign
exchange dealers do not charge a fee for conversion, they realize a profit
based on the difference (the spread) between the prices at which they are
buying and selling various currencies. Thus, a dealer may offer to sell a
foreign currency to a fund at one rate, while offering a lesser rate of
exchange should a fund desire to resell that currency to the dealer. A fund
will conduct its foreign currency exchange transactions either on a spot (i.e.,
cash) basis at the spot rate prevailing in the foreign currency exchange
market, or through entering into options or forward or futures contracts to
purchase or sell foreign currencies.


                                     II-102


FOREIGN INVESTMENT. Foreign securities are normally denominated and traded in
foreign currencies. As a result, the value of a fund's foreign investments and
the value of its shares may be affected favorably or unfavorably by changes in
currency exchange rates relative to the US dollar. There may be less
information publicly available about a foreign issuer than about a US issuer,
and foreign issuers may not be subject to accounting, auditing and financial
reporting standards and practices comparable to those in the US. The securities
of some foreign issuers are less liquid and at times more volatile than
securities of comparable US issuers. Foreign brokerage commissions and other
fees are also generally higher than in the US. Foreign settlement procedures
and trade regulations may involve certain risks (such as delay in payment or
delivery of securities or in the recovery of a fund's assets held abroad) and
expenses not present in the settlement of investments in US markets. Payment
for securities without delivery may be required in certain foreign markets.


In addition, foreign securities may be subject to the risk of nationalization
or expropriation of assets, imposition of currency exchange controls or
restrictions on the repatriation of foreign currency, confiscatory taxation,
political or financial instability and diplomatic developments which could
affect the value of a fund's investments in certain foreign countries.
Governments of many countries have exercised and continue to exercise
substantial influence over many aspects of the private sector through the
ownership or control of many companies, including some of the largest in these
countries. As a result, government actions in the future could have a
significant effect on economic conditions which may adversely affect prices of
certain portfolio securities. There is also generally less government
supervision and regulation of stock exchanges, brokers, and listed companies
than in the US. Dividends or interest on, or proceeds from the sale of, foreign
securities may be subject to foreign withholding taxes, and special US tax
considerations may apply (see Taxes). Moreover, foreign economies may differ
favorably or unfavorably from the US economy in such respects as growth of
gross national product, rate of inflation, capital reinvestment, resource
self-sufficiency and balance of payments position.


Legal remedies available to investors in certain foreign countries may be more
limited than those available with respect to investments in the US or in other
foreign countries. The laws of some foreign countries may limit a fund's
ability to invest in securities of certain issuers organized under the laws of
those foreign countries.


Many foreign countries are heavily dependent upon exports, particularly to
developed countries, and, accordingly, have been and may continue to be
adversely affected by trade barriers, managed adjustments in relative currency
values, and other protectionist measures imposed or negotiated by the US and
other countries with which they trade. These economies also have been and may
continue to be negatively impacted by economic conditions in the US and other
trading partners, which can lower the demand for goods produced in those
countries.


European investment. European financial markets have recently experienced
volatility and have been adversely affected by concerns about economic
downturns, credit rating downgrades, rising government debt level and possible
default on or restructuring of government debt in several European countries.
Most countries in Western Europe are members of the European Union (EU), which
faces major issues involving its membership, structure, procedures and
policies. European countries that are members of the Economic and Monetary
Union of the European Union ((EMU), comprised of the EU members that have
adopted the Euro currency) are subject to restrictions on inflation rates,
interest rates, deficits, and debt levels, as well as fiscal and monetary
controls. European countries are significantly affected by fiscal and monetary
controls implemented by the EMU, and it is possible that the timing and
substance of these controls may not address the needs of all EMU member
countries. In addition, the fiscal policies of a single member state can impact
and pose economic risks to the EU as a whole. Investing in Euro-denominated
securities also risks exposure to a currency that may not fully reflect the
strengths and weaknesses of the disparate economies that comprise Europe. There
is continued concern over member state-level support for the Euro, which could
lead to certain countries leaving the EMU, the implementation of currency
controls, or potentially the dissolution of the Euro. The dissolution of the
Euro would have significant negative effects on European financial markets.


In a referendum held on June 23, 2016, citizens of the United Kingdom voted to
leave the EU, creating economic, political and legal uncertainty. Consequently,
the United Kingdom government may, pursuant to the Treaty of Lisbon (the
Treaty), give notice of its withdrawal and enter into negotiations with the EU
Council to agree to terms for the United Kingdom's withdrawal from the EU. The
Treaty provides for a two-year negotiation period, which may be shortened or
extended by agreement of the parties. During, and possibly after, this period
there is likely to be considerable uncertainty


                                     II-103


as to the position of the United Kingdom and the arrangements that will apply
to its relationships with the EU and other countries following its anticipated
withdrawal. This uncertainty may affect other countries in the EU, or
elsewhere, if they are considered to be impacted by these events.


The United Kingdom has one of the largest economies in Europe, and member
countries of the EU are substantial trading partners of the United Kingdom. The
City of London's economy is dominated by financial services, some of which may
have to move outside of the United Kingdom post-referendum (e.g., currency
trading and international settlement). Under the referendum, banks may be
forced to move staff and comply with two separate sets of rules or lose
business to banks in Europe. Furthermore, the referendum creates the potential
for decreased trade, the possibility of capital outflows, devaluation of the
pound sterling, the cost of higher corporate bond spreads due to uncertainty,
and the risk that all the above could damage business and consumer spending as
well as foreign direct investment. As a result of the referendum, the British
economy and its currency may be negatively impacted by changes to its economic
and political relations with the EU.


The impact of the referendum in the near- and long-term is still unknown and
could have additional adverse effects on economies, financial markets and asset
valuations around the world.


Additionally, the manner in which the EU responded to the global recession and
sovereign debt issues raised questions about its ability to react quickly to
rising borrowing costs and a potential default by Greece and other countries on
their sovereign debt and also revealed a lack of cohesion in dealing with the
fiscal problems of member states. Many European countries continue to suffer
from high unemployment rates. Since 2010, several countries, including Greece,
Italy, Spain, Ireland and Portugal, agreed to at least one series of multi-year
bailout loans from the European Central Bank, International Monetary Fund, and
other institutions. To address budget deficits and public debt concerns, a
number of European countries have imposed strict austerity measures and
comprehensive financial and labor market reforms. In addition, social unrest,
including protests against the austerity measures and domestic terrorism, could
decrease tourism, lower consumer confidence, and otherwise impede financial
recovery in Europe.


Emerging markets. In general, the Advisor considers "emerging markets" to
include any country that is defined as an emerging market or developing economy
by The International Bank for Reconstruction and Development (the World Bank),
the International Finance Corporation or the United Nations or its authorities.
The risks described above, including the risks of nationalization or
expropriation of assets, typically are increased in connection with investments
in "emerging markets." For example, political and economic structures in these
countries may be in their infancy and developing rapidly, and such countries
may lack the social, political and economic stability characteristic of more
developed countries (including amplified risk of war and terrorism). Certain of
these countries have in the past failed to recognize private property rights
and have at times nationalized and expropriated the assets of private
companies. Investments in emerging markets may be considered speculative.


The currencies of certain emerging market countries have experienced
devaluations relative to the US dollar, and future devaluations may adversely
affect the value of assets denominated in such currencies. In addition,
currency hedging techniques may be unavailable in certain emerging market
countries. Many emerging market countries have experienced substantial, and in
some periods extremely high, rates of inflation or deflation for many years,
and future inflation may adversely affect the economies and securities markets
of such countries.


In addition, unanticipated political or social developments may affect the
value of investments in emerging markets and the availability of additional
investments in these markets. Any change in the leadership or politics of
emerging market countries, or the countries that exercise a significant
influence over those countries, may halt the expansion of or reverse the
liberalization of foreign investment policies now occurring and adversely
affect existing investment opportunities. The small size, limited trading
volume and relative inexperience of the securities markets in these countries
may make investments in securities traded in emerging markets illiquid and more
volatile than investments in securities traded in more developed countries. For
example, limited market size may cause prices to be unduly influenced by
traders who control large positions. In addition, a fund may be required to
establish special custodial or other arrangements before making investments in
securities traded in emerging markets. There may be little financial or
accounting information available with respect to issuers of emerging market
securities, and it may be difficult as a result to assess the value of
prospects of an investment in such securities.


                                     II-104


The risk also exists that an emergency situation may arise in one or more
emerging markets as a result of which trading of securities may cease or may be
substantially curtailed and prices for a fund's securities in such markets may
not be readily available. A fund may suspend redemption of its shares for any
period during which an emergency exists.


As a result of political and military actions undertaken by Russia, the US and
the EU have instituted sanctions against certain Russian officials and
companies. These sanctions and any additional sanctions or other
intergovernmental actions that may be undertaken against Russia in the future
may result in the devaluation of Russian currency, a downgrade in the country's
credit rating, and a decline in the value and liquidity of Russian securities.
Such actions could result in a freeze of Russian securities, impairing the
ability of a fund to buy, sell, receive, or deliver those securities.
Retaliatory action by the Russian government could involve the seizure of US
and/or European residents' assets, and any such actions are likely to impair
the value and liquidity of such assets. Any or all of these potential results
could have an adverse/recessionary effect on Russia's economy. All of these
factors could have a negative effect on the performance of funds that have
significant exposure to Russia.


Frontier market countries. Frontier market countries generally have smaller
economies and less developed capital markets than traditional emerging or
developing markets, and, as a result, the risks of investing in emerging or
developing market countries are magnified in frontier market countries. The
economies of frontier market countries are less correlated to global economic
cycles than those of their more developed counterparts and their markets have
low trading volumes and the potential for extreme price volatility and
illiquidity. This volatility may be further heightened by the actions of a few
major investors. For example, a substantial increase or decrease in cash flows
of mutual funds investing in these markets could significantly affect local
stock prices and, therefore, the price of fund shares. These factors make
investing in frontier market countries significantly riskier than in other
countries and any one of them could cause the price of a fund's shares to
decline.


Governments of many frontier market countries in which a fund may invest may
exercise substantial influence over many aspects of the private sector. In some
cases, the governments of such frontier market countries may own or control
certain companies. Accordingly, government actions could have a significant
effect on economic conditions in a frontier market country and on market
conditions, prices and yields of securities in a fund's portfolio. Moreover,
the economies of frontier market countries may be heavily dependent upon
international trade and, accordingly, have been and may continue to be,
adversely affected by trade barriers, exchange controls, managed adjustments in
relative currency values and other protectionist measures imposed or negotiated
by the countries with which they trade. These economies also have been and may
continue to be adversely affected by economic conditions in the countries with
which they trade.


Investment in equity securities of issuers operating in certain frontier market
countries may be restricted or controlled to varying degrees. These
restrictions or controls may at times limit or preclude foreign investment in
equity securities of issuers operating in certain frontier market countries and
increase the costs and expenses of a fund. Certain frontier market countries
require governmental approval prior to investments by foreign persons, limit
the amount of investment by foreign persons in a particular issuer, limit the
investment by foreign persons only to a specific class of securities of an
issuer that may have less advantageous rights than the classes available for
purchase by domiciliaries of the countries and/or impose additional taxes on
foreign investors. Certain frontier market countries may also restrict
investment opportunities in issuers in industries deemed important to national
interests.


Frontier market countries may require governmental approval for the
repatriation of investment income, capital or the proceeds of sales of
securities by foreign investors, such as a fund. In addition, if deterioration
occurs in a frontier market country's balance of payments, the country could
impose temporary restrictions on foreign capital remittances. A fund could be
adversely affected by delays in, or a refusal to grant, any required
governmental approval for repatriation of capital, as well as by the
application to a fund of any restrictions on investments. Investing in local
markets in frontier market countries may require a fund to adopt special
procedures, seek local government approvals or take other actions, each of
which may involve additional costs to a fund.


                                     II-105


There may be no centralized securities exchange on which securities are traded
in frontier market countries. Also, securities laws in many frontier market
countries are relatively new and unsettled. Therefore, laws regarding foreign
investment in frontier market securities, securities regulation, title to
securities, and shareholder rights may change quickly and unpredictably.


The frontier market countries in which a fund invests may become subject to
sanctions or embargoes imposed by the US government and the United Nations. The
value of the securities issued by companies that operate in, or have dealings
with these countries may be negatively impacted by any such sanction or embargo
and may reduce a fund's returns.


Banks in frontier market countries used to hold a fund's securities and other
assets in that country may lack the same operating experience as banks in
developed markets. In addition, in certain countries there may be legal
restrictions or limitations on the ability of a fund to recover assets held by
a foreign bank in the event of the bankruptcy of the bank. Settlement systems
in frontier markets may be less well organized than in the developed markets.
As a result, there is greater risk than in developed countries that settlements
will take longer and that cash or securities of a fund may be in jeopardy
because of failures of or defects in the settlement systems.


Certain of the foregoing risks may also apply to some extent to securities of
US issuers that are denominated in foreign currencies or that are traded in
foreign markets, or securities of US issuers having significant foreign
operations.


Supranational Entities. Supranational entities are international organizations
designated or supported by governmental entities to promote economic
reconstruction or development and international banking institutions and
related government agencies. Examples include the International Bank for
Reconstruction and Development (the World Bank), The Asian Development Bank and
the InterAmerican Development Bank. Obligations of supranational entities are
backed by the guarantee of one or more foreign governmental parties which
sponsor the entity.


FUNDING AGREEMENTS. Funding agreements are contracts issued by insurance
companies that provide investors the right to receive a variable rate of
interest and the full return of principal at maturity. Funding agreements also
include a put option that allows a fund to terminate the agreement at a
specified time prior to maturity. Funding agreements generally offer a higher
yield than other variable securities with similar credit ratings. The primary
risk of a funding agreement is the credit quality of the insurance company that
issues it.


GOLD OR PRECIOUS METALS. Gold and other precious metals held by or on behalf of
a fund may be held on either an allocated or an unallocated basis inside or
outside the US. Placing gold or precious metals in an allocated custody account
gives a fund a direct interest in specified gold bars or precious metals,
whereas an unallocated deposit does not and instead gives a fund a right only
to compel the counterparty to deliver a specific amount of gold or precious
metals, as applicable. Consequently, a fund could experience a loss if the
counterparty to an unallocated depository arrangement becomes bankrupt or fails
to deliver the gold or precious metals as requested. An allocated gold or
precious metals custody account also involves the risk that the gold or
precious metals will be stolen or damaged while in transit. Both allocated and
unallocated arrangements require a fund as seller to deliver, either by book
entry or physically, the gold or precious metals sold in advance of the receipt
of payment. These custody risks would apply to a wholly-owned subsidiary of a
fund to the extent the subsidiary holds gold or precious metals.


In addition, in order to qualify for the special tax treatment accorded
regulated investment companies and their shareholders, a fund must, among other
things, derive at least 90% of its income from certain specified sources
(qualifying income). Capital gains from the sale of gold or other precious
metals will not constitute qualifying income. As a result, a fund may not be
able to sell or otherwise dispose of all or a portion of its gold or precious
metal holdings without realizing significant adverse tax consequences,
including paying a tax at the fund level, or the failure to qualify as a
regulated investment company under Subchapter M of the Code. Rather than incur
those tax consequences, a fund may choose to hold some amount of gold or
precious metal that it would otherwise sell.


GREENFIELD PROJECTS. Greenfield projects are energy-related projects built by
private joint ventures formed by energy companies. Greenfield projects may
include the creation of a new pipeline, processing plant or storage facility or
other energy infrastructure asset that is integrated with the company's
existing assets. A fund may invest in the equity of


                                     II-106


greenfield projects and also may invest in the secured debt of greenfield
projects. However, an investment also may be structured as pay-in-kind
securities with minimal or no cash interest or dividends until construction is
completed, at which time interest payments or dividends would be paid in cash.
This leverages the organizational and operating expertise of large, publicly
traded companies and provides a fund with the opportunity to earn higher
returns. Greenfield projects involve less investment risk than typical private
equity financing arrangements. The primary risk involved with greenfield
projects is execution risk or construction risk. Changing project requirements,
elevated costs for labor and materials, and unexpected construction hurdles all
can increase construction costs. Financing risk exists should changes in
construction costs or financial markets occur. Regulatory risk exists should
changes in regulation occur during construction or the necessary permits are
not secured prior to beginning construction.


HIGH YIELD FIXED INCOME SECURITIES - JUNK BONDS. A fund may purchase debt
securities which are rated below investment-grade (junk bonds), that is, rated
below the fourth highest credit rating category by Moody's, S&P or Fitch, or
unrated securities judged to be of equivalent quality as determined by the
Advisor.


These securities usually entail greater risk (including the possibility of
default or bankruptcy of the issuers of such securities), generally involve
greater volatility of price and risk to principal and income, and may be less
liquid, than securities in the higher rating categories. The lower the ratings
of such debt securities, the more their risks render them like equity
securities. Securities rated D may be in default with respect to payment of
principal or interest. Investments in high yield securities are described as
"speculative" by ratings agencies. Securities ranked in the lowest investment
grade category may also be considered speculative by certain ratings agencies.
See "Ratings of Investments" in this SAI for a more complete description of the
ratings assigned by ratings organizations and their respective characteristics.


Issuers of such high yielding securities often are highly leveraged and may not
have available to them more traditional methods of financing. Therefore, the
risk associated with acquiring the securities of such issuers generally is
greater than is the case with higher rated securities. For example, during an
economic downturn or a sustained period of rising interest rates, highly
leveraged issuers of high yield securities may experience financial stress.
During such periods, such issuers may not have sufficient revenues to meet
their interest payment obligations. The issuer's ability to service its debt
obligations may also be adversely affected by specific corporate developments,
or the issuer's inability to meet specific projected business forecasts, or the
unavailability of additional financing. The risk of loss from default by the
issuer is significantly greater for the holders of high yield securities
because such securities are generally unsecured and are often subordinated to
other creditors of the issuer. Prices and yields of high yield securities will
fluctuate over time and, during periods of economic uncertainty, volatility of
high yield securities may adversely affect a fund's net asset value. In
addition, investments in high yield zero coupon or pay-in-kind bonds, rather
than income-bearing high yield securities, may be more speculative and may be
subject to greater fluctuations in value due to changes in interest rates.


A fund may have difficulty disposing of certain high yield securities because
they may have a thin trading market. Because not all dealers maintain markets
in all high yield securities, a fund anticipates that such securities could be
sold only to a limited number of dealers or institutional investors. The lack
of a liquid secondary market may have an adverse effect on the market price and
a fund's ability to dispose of particular issues and may also make it more
difficult for a fund to obtain accurate market quotations for purposes of
valuing a fund's assets. Market quotations generally are available on many high
yield issues only from a limited number of dealers and may not necessarily
represent firm bids of such dealers or prices for actual sales. Adverse
publicity and investor perceptions may decrease the values and liquidity of
high yield securities. These securities may also involve special registration
responsibilities, liabilities and costs, and liquidity and valuation
difficulties. Even though such securities do not pay current interest in cash,
a fund nonetheless is required to accrue interest income on these investments
and to distribute the interest income on a current basis. Thus, a fund could be
required at times to liquidate other investments in order to satisfy its
distribution requirements.


Credit quality in the high-yield securities market can change suddenly and
unexpectedly, and even recently issued credit ratings may not fully reflect the
actual risks posed by a particular high-yield security.


                                     II-107


Prices for below investment-grade securities may be affected by legislative and
regulatory developments. Also, Congress has from time to time considered
legislation which would restrict or eliminate the corporate tax deduction for
interest payments on these securities and regulate corporate restructurings.
Such legislation may significantly depress the prices of outstanding securities
of this type.


ILLIQUID SECURITIES. Historically, illiquid securities have included securities
subject to contractual or legal restrictions on resale because they have not
been registered under the 1933 Act, securities which are otherwise not readily
marketable and repurchase agreements having a maturity of longer than seven
days. Securities which have not been registered under the 1933 Act are referred
to as private placements or restricted securities and are purchased directly
from the issuer or in the secondary market. Non-publicly traded securities
(including Rule 144A Securities) may involve a high degree of business and
financial risk and may result in substantial losses. These securities may be
less liquid than publicly traded securities, and it may take longer to
liquidate these positions than would be the case for publicly traded
securities. Companies whose securities are not publicly traded may not be
subject to the disclosure and other investor protection requirements applicable
to companies whose securities are publicly traded. Certain securities may be
deemed to be illiquid as a result of the Advisor's receipt from time to time of
material, non-public information about an issuer, which may limit the Advisor's
ability to trade such securities for the account of any of its clients,
including a fund. In some instances, these trading restrictions could continue
in effect for a substantial period of time. Limitations on resale may have an
adverse effect on the marketability of portfolio securities and a mutual fund
might be unable to dispose of restricted or other illiquid securities promptly
or at reasonable prices and might thereby experience difficulty satisfying
redemptions within seven days. An investment in illiquid securities is subject
to the risk that should a fund desire to sell any of these securities when a
ready buyer is not available at a price that is deemed to be representative of
their value, the value of a fund's net assets could be adversely affected.


Mutual funds do not typically hold a significant amount of these restricted or
other illiquid securities because of the potential for delays on resale and
uncertainty in valuation. A mutual fund might also have to register such
restricted securities in order to dispose of them, resulting in additional
expense and delay. A fund selling its securities in a registered offering may
be deemed to be an "underwriter" for purposes of Section 11 of the 1933 Act. In
such event, a fund may be liable to purchasers of the securities under Section
11 if the registration statement prepared by the issuer, or the prospectus
forming a part of it, is materially inaccurate or misleading, although a fund
may have a due diligence defense. Adverse market conditions could impede such a
public offering of securities.


A large institutional market has developed for certain securities that are not
registered under the 1933 Act, including repurchase agreements, commercial
paper, non-US securities, municipal securities and corporate bonds and notes.
Institutional investors depend on an efficient institutional market in which
the unregistered security can be readily resold or on an issuer's ability to
honor a demand for repayment. The fact that there are contractual or legal
restrictions on resale of such investments to the general public or to certain
institutions may not be indicative of their liquidity.


The SEC has adopted Rule 144A, which allows a broader institutional trading
market for securities otherwise subject to restriction on their resale to the
general public. Rule 144A establishes a "safe harbor" from the registration
requirements of the 1933 Act for resales of certain securities to qualified
institutional buyers.


An investment in Rule 144A Securities will be considered illiquid and therefore
subject to a fund's limit on the purchase of illiquid securities unless a
fund's Board or its delegates determines that the Rule 144A Securities are
liquid. In reaching liquidity decisions, a fund's Board and its delegates may
consider, inter alia, the following factors: (i) the unregistered nature of the
security; (ii) the frequency of trades and quotes for the security; (iii) the
number of dealers wishing to purchase or sell the security and the number of
other potential purchasers; (iv) dealer undertakings to make a market in the
security; and (v) the nature of the security and the nature of the marketplace
trades (e.g., the time needed to dispose of the security, the method of
soliciting offers and the mechanics of the transfer).


Investing in Rule 144A Securities could have the effect of increasing the level
of illiquidity in a fund to the extent that qualified institutional buyers are
unavailable or uninterested in purchasing such securities from a fund. A fund's
Board has adopted guidelines and delegated to the Advisor the daily function of
determining and monitoring the liquidity of Rule 144A Securities, although a
fund's Board will retain ultimate responsibility for any liquidity
determinations.


                                     II-108


IMPACT OF LARGE REDEMPTIONS AND PURCHASES OF FUND SHARES. From time to time,
shareholders of a fund (which may include affiliated and/or non-affiliated
registered investment companies that invest in a fund) may make relatively
large redemptions or purchases of fund shares. These transactions may cause a
fund to have to sell securities or invest additional cash, as the case may be.
While it is impossible to predict the overall impact of these transactions over
time, there could be adverse effects on a fund's performance to the extent that
a fund may be required to sell securities or invest cash at times when it would
not otherwise do so. These transactions could also accelerate the realization
of taxable income if sales of securities resulted in capital gains or other
income and could also increase transaction costs, which may impact a fund's
expense ratio and adversely affect a fund's performance.


INCOME TRUSTS. A fund may invest in income trusts, including business trusts
and oil royalty trusts. Income trusts are operating businesses that have been
put into a trust. They pay out the bulk of their free cash flow to unitholders.
The businesses that are sold into these trusts are usually mature and stable
income-producing companies that lend themselves to fixed (monthly or quarterly)
distributions. These trusts are regarded as equity investments with
fixed-income attributes or high-yield debt with no fixed maturity date. These
trusts typically offer regular income payments and a significant premium yield
compared to other types of fixed income investments.


Business Trusts. A business trust is an income trust where the principal
business of the underlying corporation or other entity is in the manufacturing,
service or general industrial sectors. Each business represented is typically
characterized by long-life assets or businesses that have exhibited a high
degree of stability. Investments in business trusts are subject to various
risks, including risks related to the underlying operating companies controlled
by such trusts. These risks may include lack of or limited operating histories
and increased susceptibility to interest-rate risks.


Oil Royalty Trusts. A royalty trust typically controls an operating company
which purchases oil and gas properties using the trust's capital. The royalty
trust then receives royalties and/or interest payments from its operating
company and distributes them as income to its unitholders. Units of the royalty
trust represent an economic interest in the underlying assets of the trust.


A fund may invest in oil royalty trusts that are traded on stock exchanges. Oil
royalty trusts are income trusts that own or control oil and gas operating
companies. Oil royalty trusts pay out substantially all of the cash flow they
receive from the production and sale of underlying crude oil and natural gas
reserves to unitholders in the form of monthly dividends (distributions). As a
result of distributing the bulk of their cash flow to unitholders, royalty
trusts are effectively precluded from internally originating new oil and gas
prospects. Therefore, these royalty trusts typically grow through acquisition
of producing companies or those with proven reserves of oil and gas, funded
through the issuance of additional equity or, where the trust is able,
additional debt. Consequently, oil royalty trusts are considered less exposed
to the uncertainties faced by a traditional exploration and production
corporation. However, they are still exposed to commodity risk and reserve
risk, as well as operating risk.


The operations and financial condition of oil royalty trusts, and the amount of
distributions or dividends paid on their securities, is dependent on oil
prices. Prices for commodities vary and are determined by supply and demand
factors, including weather and general economic and political conditions. A
decline in oil prices could have a substantial adverse effect on the operations
and financial conditions of the trusts. Such trusts are also subject to the
risk of an adverse change in the regulations of the natural resource industry
and other operational risks relating to the energy sector. In addition, the
underlying operating companies held or controlled by the trusts are usually
involved in oil exploration; however, such companies may not be successful in
holding, discovering, or exploiting adequate commercial quantities of oil, the
failure of which will adversely affect their values. Even if successful, oil
and gas prices have fluctuated widely during the most recent years and may
continue to do so in the future. The combination of global demand growth and
depleting reserves, together with current geopolitical instability, will likely
continue to support strong crude oil prices over the long term. However, there
is no guarantee that these prices will not decline. Declining crude oil prices
may cause a fund to incur losses on its investments. In addition, the demand in
and supply to the developing markets could be affected by other factors such as
restrictions on imports, increased taxation, and creation of government
monopolies, as well as social, economic and political uncertainty and
instability. Furthermore, there is no guarantee that non-conventional sources
of natural gas will not be discovered which would adversely affect the oil
industry.


                                     II-109


Moreover, as the underlying oil and gas reserves are produced, the remaining
reserves attributable to the royalty trust are depleted. The ability of a
royalty trust to replace reserves is therefore fundamental to its ability to
maintain distribution levels and unit prices over time. Certain royalty trusts
have demonstrated consistent positive reserve growth year-over-year and, as
such, certain royalty trusts have been successful to date in this respect and
are thus currently trading at unit prices significantly higher than those of
five or ten years ago. Oil royalty trusts manage reserve depletion through
reserve additions resulting from internal capital development activities and
through acquisitions. When a fund invests in foreign oil royalty trusts, it
will also be subject to foreign securities risks.


INDEXED SECURITIES. A fund may invest in indexed securities, the value of which
is linked to currencies, interest rates, commodities, indices or other
financial indicators (reference instruments). Most indexed securities have
maturities of three years or less.


Indexed securities differ from other types of debt securities in which a fund
may invest in several respects. First, the interest rate or, unlike other debt
securities, the principal amount payable at maturity of an indexed security may
vary based on changes in one or more specified reference instruments, such as
an interest rate compared with a fixed interest rate or the currency exchange
rates between two currencies (neither of which need be the currency in which
the instrument is denominated). The reference instrument need not be related to
the terms of the indexed security. For example, the principal amount of a US
dollar denominated indexed security may vary based on the exchange rate of two
foreign currencies. An indexed security may be positively or negatively
indexed; that is, its value may increase or decrease if the value of the
reference instrument increases. Further, the change in the principal amount
payable or the interest rate of an indexed security may be a multiple of the
percentage change (positive or negative) in the value of the underlying
reference instrument(s).


Investment in indexed securities involves certain risks. In addition to the
credit risk of the security's issuer and the normal risks of price changes in
response to changes in interest rates, the principal amount of indexed
securities may decrease as a result of changes in the value of reference
instruments. Further, in the case of certain indexed securities in which the
interest rate is linked to a reference instrument, the interest rate may be
reduced to zero, and any further declines in the value of the security may then
reduce the principal amount payable on maturity. Also, indexed securities may
be more volatile than the reference instruments underlying the indexed
securities. Finally, a fund's investments in certain indexed securities may
generate taxable income in excess of the interest paid on the securities to a
fund, which may cause a fund to sell investments to obtain cash to make income
distributions (including at a time when it may not be advantageous to do so).


INDUSTRIAL DEVELOPMENT AND POLLUTION CONTROL BONDS. Industrial Development and
Pollution Control Bonds (which are types of private activity bonds), although
nominally issued by municipal authorities, are generally not secured by the
taxing power of the municipality, but are secured by the revenues of the
authority derived from payments by the industrial user. Consequently, the
credit quality of these securities depends upon the ability of the user of the
facilities financed by the bonds and any guarantor to meet its financial
obligations. Under federal tax legislation, certain types of Industrial
Development Bonds and Pollution Control Bonds may no longer be issued on a
tax-exempt basis, although previously issued bonds of these types and certain
refundings of such bonds are not affected.


INFLATION-INDEXED BONDS. A fund may purchase inflation-indexed securities
issued by the US Treasury, US government agencies and instrumentalities other
than the US Treasury, and entities other than the US Treasury or US government
agencies and instrumentalities.


Inflation-indexed bonds are fixed income securities or other instruments whose
principal value is periodically adjusted according to the rate of inflation.
Two structures are common. The US Treasury and some other issuers use a
structure that accrues inflation on either a current or lagged basis into the
principal value of the bond. Most other issuers pay out the Consumer Price
Index accruals as part of a semi-annual coupon.


Inflation-indexed securities issued by the US Treasury have maturities of
approximately five, ten or twenty years, although it is possible that
securities with other maturities will be issued in the future. The US Treasury
securities pay interest on a semi-annual basis, equal to a fixed percentage of
the inflation-adjusted principal amount. For example, if a fund purchased an
inflation-indexed bond with a par value of $1,000 and a 3% real rate of return
coupon (payable 1.5%


                                     II-110


semi-annually), and the rate of inflation over the first six months was 1%, the
mid-year par value of the bond would be $1,010 and the first semi-annual
interest payment would be $15.15 ($1,010 times 1.5%). If the rate of inflation
during the second half of the year resulted in the whole year's inflation
equaling 3%, the end of year par value of the bond would be $1,030 and the
second semi-annual interest payment would be $15.45 ($1,030 times 1.5%).


If the periodic adjustment rate measuring inflation falls, the principal value
of inflation-indexed bonds will be adjusted downward, and, consequently, the
interest payable on these securities (calculated with respect to a smaller
principal amount) will be reduced. Repayment of the original bond principal on
maturity (as adjusted for inflation) is guaranteed in the case of US Treasury
inflation-indexed bonds, even during a period of deflation, although the
inflation-adjusted principal received could be less than the inflation-adjusted
principal that had accrued to the bond at the time of purchase. However, the
current market value of the bonds is not guaranteed and will fluctuate. A fund
may also invest in other inflation related bonds that may or may not provide a
similar guarantee. If a guarantee of principal is not provided, the adjusted
principal value of the bond repaid at maturity may be less than the original
principal. In addition, if a fund purchases inflation-indexed bonds offered by
foreign issuers, the rate of inflation measured by the foreign inflation index
may not be correlated to the rate of inflation in the US.


The value of inflation-indexed bonds is expected to change in response to
changes in real interest rates. Real interest rates, in turn, are tied to the
relationship between nominal interest rates and the rate of inflation.
Therefore, if the rate of inflation rises at a faster rate than nominal
interest rates, real interest rates might decline, leading to an increase in
value of inflation-indexed bonds. In contrast, if nominal interest rates
increased at a faster rate than inflation, real interest rates might rise,
leading to a decrease in value of inflation-indexed bonds. There can be no
assurance, however, that the value of inflation-indexed bonds will be directly
correlated to changes in interest rates. In the event of sustained deflation,
it is possible that the amount of semiannual interest payments, the
inflation-adjusted principal of the security and the value of the stripped
components, will decrease. If any of these possibilities are realized, a fund's
net asset value could be negatively affected.


While these securities are expected to provide protection from long-term
inflationary trends, short-term increases in inflation may lead to a decline in
value. If interest rates rise due to reasons other than inflation (for example,
due to changes in currency exchange rates), investors in these securities may
not be protected to the extent that the increase is not reflected in the bond's
inflation measure.


The periodic adjustment of US inflation-indexed bonds is generally linked to
the Consumer Price Index for Urban Consumers (CPI-U), which is calculated
monthly by the US Bureau of Labor Statistics. The CPI-U is a measurement of
changes in the cost of living, made up of components such as housing, food,
transportation and energy. Inflation-indexed bonds issued by a foreign
government are generally adjusted to reflect a comparable inflation index
calculated by the applicable government. There can be no assurance that the
CPI-U or any foreign inflation index will accurately measure the real rate of
inflation in the prices of goods and services. Moreover, there can be no
assurance that the rate of inflation in a foreign country will be correlated to
the rate of inflation in the US. Finally, income distributions of a fund are
likely to fluctuate more than those of a conventional bond fund.


The taxation of inflation-indexed US Treasury securities is similar to the
taxation of conventional bonds. Both interest payments and the difference
between original principal and the inflation-adjusted principal will be treated
as interest income subject to taxation. Interest payments are taxable when
received or accrued. The inflation adjustment to the principal is subject to
tax in the year the adjustment is made, not at maturity of the security when
the cash from the repayment of principal is received. If an upward adjustment
has been made (which typically should happen), investors in non-tax-deferred
accounts will pay taxes on this amount currently. Decreases in the indexed
principal can be deducted only from current or previous interest payments
reported as income.


Inflation-indexed US Treasury securities therefore have a potential cash flow
mismatch to an investor, because investors must pay taxes on the
inflation-adjusted principal before the repayment of principal is received. It
is possible that, particularly for high income tax bracket investors,
inflation-indexed US Treasury securities would not generate enough income in a
given year to cover the tax liability they could create. This is similar to the
current tax treatment for zero-coupon bonds and other discount securities. If
inflation-indexed US Treasury securities are sold prior to maturity, capital
losses or gains are realized in the same manner as traditional bonds.


                                     II-111


Inflation-indexed securities are designed to offer a return linked to
inflation, thereby protecting future purchasing power of the money invested in
them. However, inflation-indexed securities provide this protected return only
if held to maturity. In addition, inflation-indexed securities may not trade at
par value. Real interest rates (the market rate of interest less the
anticipated rate of inflation) change over time as a result of many factors,
such as what investors are demanding as a true value for money. When real rates
do change, inflation-indexed securities prices will be more sensitive to these
changes than conventional bonds, because these securities were sold originally
based upon a real interest rate that is no longer prevailing. Should market
expectations for real interest rates rise, the price of inflation-indexed
securities held by a fund may fall, resulting in a decrease in the share price
of a fund.


INTEREST RATE STRATEGIES. In addition to a fund's main investment strategy,
certain funds seek to enhance returns by employing a rules-based methodology to
identify interest rate trends across developed markets using derivatives
(contracts whose value are based on, for example, indices, currencies or
securities), in particular buying and selling interest rate futures contracts.
The success of the interest rate futures strategies depends, in part, on the
effectiveness and implementation of the Advisor's proprietary models. If the
Advisor's analysis proves to be incorrect, losses to a fund may be significant,
possibly exceeding the amounts invested in the interest rate futures contracts.
The risk of loss is heightened during periods of rapid increases in interest
rates.


INTERFUND BORROWING AND LENDING PROGRAM. The Deutsche funds have received
exemptive relief from the SEC, which permits the funds to participate in an
interfund lending program. The interfund lending program allows the
participating funds to borrow money from and loan money to each other for
temporary or emergency purposes. The program is subject to a number of
conditions designed to ensure fair and equitable treatment of all participating
funds, including the following: (1) no fund may borrow money through the
program unless it receives a more favorable interest rate than a rate
approximating the lowest interest rate at which bank loans would be available
to any of the participating funds under a loan agreement; and (2) no fund may
lend money through the program unless it receives a more favorable return than
that available from an investment in repurchase agreements and, to the extent
applicable, money market cash sweep arrangements. In addition, a fund may
participate in the program only if and to the extent that such participation is
consistent with a fund's investment objectives and policies (for instance,
money market funds would normally participate only as lenders and tax exempt
funds only as borrowers). Interfund loans and borrowings have a maximum
duration of seven days. Loans may be called on one day's notice. A fund may
have to borrow from a bank at a higher interest rate if an interfund loan is
called or not renewed. Any delay in repayment to a lending fund could result in
a lost investment opportunity or additional costs. The program is subject to
the oversight and periodic review of the Board.


INVERSE FLOATERS. A fund may invest in inverse floaters. Inverse floaters are
debt instruments with a floating rate of interest that bears an inverse
relationship to changes in short-term market interest rates. Investments in
this type of security involve special risks as compared to investments in, for
example, a fixed rate municipal security. The debt instrument in which a fund
invests may be a tender option bond trust (the trust), which can be established
by a fund, a financial institution or a broker, consisting of underlying
municipal obligations with intermediate to long maturities and a fixed interest
rate. Other investors in the trust usually consist of money market fund
investors receiving weekly floating interest rate payments who have put options
with the financial institutions. A fund may enter into shortfall and
forbearance agreements by which a fund agrees to reimburse the trust, in
certain circumstances, for the difference between the liquidation value of the
fixed rate municipal security held by the trust and the liquidation value of
the floating rate notes. A fund could lose money and its NAV could decline as a
result of investments in inverse floaters if movements in interest rates are
incorrectly anticipated. Moreover, the markets for inverse floaters may be less
developed and may have less liquidity than the markets for more traditional
municipal securities, especially during periods of instability in the credit
markets. An inverse floater may exhibit greater price volatility than a
fixed-rate obligation of similar credit quality. When a fund holds inverse
floating rate securities, an increase in market interest rates will adversely
affect the income received from such securities and the net asset value of a
fund's shares.


INVESTMENT COMPANIES AND OTHER POOLED INVESTMENT VEHICLES. A fund may acquire
securities of other registered investment companies and other pooled investment
vehicles (collectively, investment funds) to the extent that such investments
are consistent with its investment objective, policies, strategies and
restrictions and the limitations of the 1940 Act. A money market fund that is
operated in accordance with Rule 2a-7 under the 1940 Act may acquire shares of
other money market mutual funds to the extent consistent with its investment
policies and restrictions set


                                     II-112


forth in its prospectus. Investment funds may include mutual funds, closed-end
funds, exchange-traded funds (ETFs) and hedge funds (including investment funds
managed by the Advisor and its affiliates). A fund will indirectly bear its
proportionate share of any management fees and other expenses paid by such
other investment funds.


Because a fund may acquire securities of funds managed by the Advisor or an
affiliate of the Advisor, the Advisor may have a conflict of interest in
selecting funds. The Advisor considers such conflicts of interest as part of
its investment process and has established practices designed to minimize such
conflicts. The Advisor, any subadvisor and any affiliates of the Advisor, as
applicable, earn fees at varying rates for providing services to underlying
Deutsche funds. The Advisor and any subadvisor may, therefore, have a conflict
of interest in selecting underlying Deutsche funds and in determining whether
to invest in an unaffiliated fund from which they will not receive any fees.
However, the Advisor and any subadvisor to a fund will select investments that
it believes are appropriate to meet the fund's investment objectives.


ETFs and closed-end funds trade on a securities exchange and their shares may
trade at a premium or discount to their net asset value. A fund will incur
brokerage costs when it buys and sells shares of ETFs and closed-end funds.
ETFs that seek to track the composition and performance of a specific index may
not replicate exactly the performance of their specified index because of
trading costs and operating expenses incurred by the ETF. At times, there may
not be an active trading market for shares of some ETFs and closed-end funds
and trading of ETF and closed-end fund shares may be halted or delisted by the
listing exchange.


To the extent consistent with its investment objective, policies, strategies
and restrictions, a fund may invest in commodity-related ETFs. Certain
commodity-related ETFs may not be registered as investment companies under the
1940 Act and shareholders of such commodity-related ETFs, including the
investing Deutsche fund, will not have the regulatory protections provided to
investors in registered investment companies. Commodity-related ETFs may invest
in commodities directly (such as purchasing gold) or they may seek to track a
commodities index by investing in commodity-linked derivative instruments.
Commodity-related ETFs are subject to the risks associated with the commodities
or commodity-linked derivative instruments in which they invest. A fund's
ability to invest in commodity-related ETFs may be limited by its intention to
qualify as a regulated investment company under the Internal Revenue Code. In
addition, under recent amendments to rules of the Commodity Futures Trading
Commission (CFTC), a fund's investment in commodity-related ETFs may subject
the fund and/or the Advisor to certain registration, disclosure and reporting
requirements of the CFTC. The Advisor will monitor a fund's use of
commodity-related ETFs to determine whether the fund and/or the Advisor will
need to comply with CFTC rules.


To the extent consistent with its investment objective, policies, strategies
and restrictions, a fund may seek exposure to alternative asset classes or
strategies through investment in private funds, including hedge funds. A fund
may substitute derivative instruments, including warrants and swaps, whose
values are tied to the value of underlying hedge funds in lieu of a direct
investment in hedge funds. A derivative instrument whose value is tied to one
or more hedge funds or hedge fund indices will be subject to the market and
other risks associated with the underlying assets held by the hedge fund. Hedge
funds are not subject to the provisions of the 1940 Act or the reporting
requirements of the Securities Exchange Act of 1934, as amended, and their
advisors may not be subject to the Investment Advisers Act of 1940, as amended.
Investments in hedge funds are illiquid and may be less transparent than an
investment in a registered investment company. There are no market quotes for
securities of hedge funds and hedge funds generally value their interests no
more frequently than monthly or quarterly, in some cases. An investment in a
derivative instrument based on a hedge fund may be subject to some or all of
the structural risks associated with a direct investment in a hedge fund.


INVESTMENT-GRADE BONDS. A fund may purchase "investment-grade" bonds, which are
those rated within the top four credit ratings categories by Moody's, S&P, or
Fitch, or, if unrated, judged to be of equivalent quality as determined by the
Advisor. Moody's considers bonds it rates Baa to have speculative elements as
well as investment-grade characteristics. To the extent that a fund invests in
higher-grade securities, a fund will not be able to avail itself of
opportunities for higher income which may be available at lower grades.


                                     II-113


IPO RISK. Securities issued through an initial public offering (IPO) can
experience an immediate drop in value if the demand for the securities does not
continue to support the offering price. Information about the issuers of IPO
securities is also difficult to acquire since they are new to the market and
may not have lengthy operating histories. A fund may engage in short-term
trading in connection with its IPO investments, which could produce higher
trading costs and adverse tax consequences.


LENDING OF PORTFOLIO SECURITIES. To generate additional income, a fund may lend
a percentage of its investment securities to approved institutional borrowers
who need to borrow securities in order to complete certain transactions, such
as covering short sales, avoiding failures to deliver securities or completing
arbitrage operations, in exchange for collateral in the form of cash or US
government securities. By lending its investment securities, a fund attempts to
increase its net investment income through the receipt of interest on the loan.
Any gain or loss in the market price of the securities loaned that might occur
during the term of the loan would belong to a fund. A fund may lend its
investment securities so long as the terms, structure and the aggregate amount
of such loans are not inconsistent with the 1940 Act or the rules and
regulations or interpretations of the SEC thereunder, which currently require
that: (a) the borrower pledge and maintain with a fund collateral consisting of
liquid, unencumbered assets having a value at all times not less than 100% of
the value of the securities loaned; (b) the borrower add to such collateral
whenever the price of the securities loaned rises or the value of non-cash
collateral declines (i.e., the borrower "marks to the market" on a daily
basis); (c) the loan be made subject to termination by a fund at any time; and
(d) a fund receives a reasonable return on the loan (consisting of the return
achieved on investment of the cash collateral, less the rebate owed to
borrowers, plus distributions on the loaned securities and any increase in
their market value).


A fund may pay reasonable fees in connection with loaned securities, pursuant
to written contracts, including fees paid to a fund's custodian and fees paid
to a securities lending agent, including a securities lending agent that is an
affiliate of the Advisor. Voting rights may pass with the loaned securities,
but if an event occurs that the Advisor determines to be a material event
affecting an investment on loan, the loan must be called and the securities
voted. Pursuant to an exemptive order granted by the SEC, cash collateral
received by a fund may be invested in a money market fund managed by the
Advisor (or one of its affiliates).


A fund is subject to all investment risks associated with the reinvestment of
any cash collateral received, including, but not limited to, interest rate,
credit and liquidity risk associated with such investments. To the extent the
value or return of a fund's investments of the cash collateral declines below
the amount owed to a borrower, a fund may incur losses that exceed the amount
it earned on lending the security. If the borrower defaults on its obligation
to return securities lent because of insolvency or other reasons, a fund could
experience delays and costs in recovering the securities lent or gaining access
to collateral. If a fund is not able to recover securities lent, a fund may
sell the collateral and purchase a replacement investment in the market,
incurring the risk that the value of the replacement security is greater than
the value of the collateral. However, loans will be made only to borrowers
selected by a fund's delegate after a commercially reasonable review of
relevant facts and circumstances, including the creditworthiness of the
borrower.


MASTER LIMITED PARTNERSHIPS (MLPS). Master Limited Partnerships, or MLPs, are
entities that receive partnership taxation treatment under the Code and whose
interests or "units" are traded on securities exchanges like shares of
corporate stock. Due to their partnership structure, MLPs generally do not pay
income taxes. To be treated as a partnership for US federal income tax
purposes, an MLP must derive at least 90% of its gross income for each taxable
year from qualifying sources, including activities such as exploration,
development, mining, production, processing, refining, transportation, storage
and certain marketing of mineral or natural resources.


A fund may invest in upstream MLPs, downstream MLPs, midstream MLPs, coal MLPs,
propane MLPs, or other MLPs with assets that are used in the energy
infrastructure sector. Midstream MLPs are generally engaged in the treatment,
gathering, compression, processing, transportation, transmission,
fractionation, storage and terminalling of natural gas, natural gas liquids,
crude oil, refined products or coal. Midstream MLPs also may operate ancillary
businesses including marketing of energy products and logistical services.
Upstream MLPs are primarily engaged in the exploration, recovery, development
and production of crude oil, natural gas, and natural gas liquids. Downstream
MLPs are primarily engaged in the processing, treatment, and refining of
natural gas liquids and crude oil. Coal MLPs are engaged in the owning,
leasing, managing, production and sale of various grades of steam and
metallurgical grades


                                     II-114


of coal. Propane MLPs are engaged in the distribution of propane to homeowners
for space and water heating and to commercial, industrial and agricultural
customers. The MLPs in which a fund may invest might also own other assets that
are used in the energy infrastructure sector, including assets used in
exploring, developing, producing, generating, transporting, transmitting,
storing, gathering, processing, refining, distributing, mining or marketing of
natural gas, natural gas liquids, crude oil, refined products, coal or
electricity, or may provide energy-related services such as refining and
distribution of specialty refined products. MLPs may also engage in owning,
managing and transporting alternative energy assets, including alternative
fuels such as ethanol, hydrogen and biodiesel.


MLPs are generally organized under state law as limited partnerships or limited
liability companies. An MLP consists of a general partner and limited partners
(or in the case of MLPs organized as limited liability companies, a managing
member and members). The general partner or managing member typically controls
the operations and management of the MLP, has an ownership stake in the MLP and
may be eligible to receive an incentive distribution. The limited partners or
members, through their ownership of limited partner or member interests,
provide capital to the entity, are intended to have no role in the operation
and management of the entity, and receive cash distributions. Equity securities
issued by MLPs generally consist of common units, subordinated units, and
preferred units.


MLP common units are typically listed and traded on US securities exchanges,
including the NYSE and the NASDAQ Stock Market (NASDAQ). A fund may purchase
such common units through open market transactions and underwritten offerings,
but may also acquire common units through direct placements and privately
negotiated transactions. Holders of MLP common units have limited control and
voting rights. Holders of MLP common units are typically entitled to receive a
minimum quarterly distribution (MQD) from the issuer, and typically have a
right, to the extent that an MLP fails to make a previous MQD, to recover in
future distributions the amount by which the MQD was short (arrearage rights).
Generally, an MLP must pay (or set aside for payment) the MQD to holders of
common units before any distributions may be paid to subordinated unitholders.
In addition, incentive distributions are typically not paid to the general
partner or managing member unless the quarterly distributions on the common
units exceed specified threshold levels above the MQD. In the event of a
liquidation, common unitholders are intended to have a preference with respect
to the remaining assets of the issuer over holders of subordinated units. MLPs
also issue different classes of common units that may have different voting,
trading and distribution rights.


MLP subordinated units, which, like common units, represent limited partner or
member interests, are not typically listed or traded on an exchange. A fund may
purchase outstanding subordinated units through negotiated transactions
directly with holders of such units or newly issued subordinated units directly
from the issuer. Holders of such subordinated units are generally entitled to
receive a distribution only after the MQD and any arrearages from prior
quarters have been paid to holders of common units. Holders of subordinated
units typically have the right to receive distributions before any incentive
distributions are payable to the general partner or managing member.
Subordinated units generally do not provide arrearage rights. Most MLP
subordinated units are convertible into common units after the passage of a
specified period of time or upon the achievement by the issuer of specified
financial goals. MLPs also issue different classes of subordinated units that
may have different voting, trading, and distribution rights.


MLP convertible subordinated units are typically issued by MLPs to founders,
corporate general partners of MLPs, entities that sell assets to MLPs, and
institutional investors. Convertible subordinated units increase the likelihood
that, during the subordination period, there will be available cash to be
distributed to common unitholders. MLP convertible subordinated units generally
are not entitled to distributions until holders of common units have received
their specified MQD, plus any arrearages, and may receive less than common
unitholders in distributions upon liquidation. Convertible subordinated
unitholders generally are entitled to MQD prior to the payment of incentive
distributions to the general partner, but are not entitled to arrearage rights.
Therefore, MLP convertible subordinated units generally entail greater risk
than MLP common units. Convertible subordinated units are generally convertible
automatically into senior common units of the same issuer at a one-to-one ratio
upon the passage of time or the satisfaction of certain financial tests.
Convertible subordinated units do not trade on a national exchange or
over-the-counter (OTC), and there is no active market for them. The value of a
convertible subordinated unit is a function of its worth if converted into the
underlying common units. Convertible subordinated units generally have similar
voting rights as do MLP common units. Distributions may be paid in cash or
in-kind.


                                     II-115


MLP preferred units are not typically listed or traded on an exchange. A fund
may purchase MLP preferred units through negotiated transactions directly with
MLPs, affiliates of MLPs and institutional holders of such units. Holders of
MLP preferred units can be entitled to a wide range of voting and other rights,
depending on the structure of each separate security.


The general partner or managing member interest in an MLP is typically retained
by the original sponsors of an MLP such as its founders, corporate partners and
entities that sell assets to the MLP. The holder of the general partner or
managing member interest can be liable in certain circumstances for amounts
greater than the amount of the holder's investment in the general partner or
managing member. General partner or managing member interests often confer
direct board participation rights in, and in many cases control over the
operations of, the MLP. General partner or managing member interests can be
privately held or owned by publicly traded entities. General partner or
managing member interests receive cash distributions, typically in an amount of
up to 2% of available cash, which is contractually defined in the partnership
or limited liability company agreement. In addition, holders of general partner
or managing member interests typically receive incentive distribution rights
(IDRs), which provide them with an increasing share of the entity's aggregate
cash distributions upon the payment of per common unit distributions that
exceed specified threshold levels above the MQD. Incentive distributions to a
general partner are designed to encourage the general partner, who controls and
operates the partnership, to maximize the partnership's cash flow and increase
distributions to the limited partners. Due to the IDRs, general partners of
MLPs have higher distribution growth prospects than their underlying MLPs, but
quarterly incentive distribution payments would also decline at a greater rate
than the decline rate in quarterly distributions to common and subordinated
unitholders in the event of a reduction in the MLP's quarterly distribution.
The ability of the limited partners or members to remove the general partner or
managing member without cause is typically very limited. In addition, some MLPs
permit the holder of IDRs to reset, under specified circumstances, the
incentive distribution levels and receive compensation in exchange for the
distribution rights given up in the reset.


Debt securities issued by MLPs may include those rated below investment grade.
Investments in such securities may not offer the tax characteristics of equity
securities of MLPs.


Investments in MLPs are generally subject to many of the risks that apply to
partnerships. For example, holders of the units of MLPs may have limited
control and limited voting rights on matters affecting the partnership. There
may be fewer corporate protections afforded investors in an MLP than investors
in a corporation. Conflicts of interest may exist among unitholders,
subordinated unitholders and the general partner of an MLP, including those
arising from incentive distribution payments. MLPs that concentrate in a
particular industry or region are subject to risks associated with such
industry or region. MLPs holding credit-related investments are subject to
interest rate risk and the risk of default on payment obligations by debt
issuers. Investments held by MLPs may be illiquid. MLP units may trade
infrequently and in limited volume, and they may be subject to more abrupt or
erratic price movements than securities of larger or more broadly based
companies. Holders of MLP units could potentially become subject to liability
for all the obligations of an MLP, if a court determines that the rights of the
unitholders to take certain action under the limited partnership agreement
would constitute "control" of the business of that MLP, or if a court or
governmental agency determines that the MLP is conducting business in a state
without complying with the limited partnership statute of that state.


MLP Limited Liability Company Common Units. Some energy infrastructure
companies in which a fund may invest have been organized as limited liability
companies (MLP LLCs). Such MLP LLCs are treated in the same manner as MLPs for
federal income tax purposes. A fund may invest in common units or other
securities of such MLP LLCs. MLP LLC common units represent an equity ownership
interest in an MLP LLC, entitling the holders to a share of the MLP LLC's
success through distributions and/or capital appreciation. Similar to MLPs, MLP
LLCs typically do not pay federal income tax at the entity level and are
required by their operating agreements to distribute a large percentage of
their current operating earnings. MLP LLC common unitholders generally have
first right to an MQD prior to distributions to subordinated unitholders and
typically have arrearage rights if the MQD is not met. In the event of
liquidation, MLP LLC common unitholders have first right to the MLP LLC's
remaining assets after bondholders, other debt holders and preferred
unitholders, if any, have been paid in full. MLP LLC common units trade on a
national securities exchange or OTC. In contrast to MLPs, MLP LLCs have no
general partner and there are generally no incentives that entitle


                                     II-116


management or other unitholders to increased percentages of cash distributions
as distributions reach higher target levels. In addition, MLP LLC common
unitholders typically have voting rights with respect to the MLP LLC, whereas
MLP common units have limited voting rights.


MLP Affiliates. A fund may invest in equity and debt securities issued by
affiliates of MLPs, including the general partners or managing members of MLPs
and companies that own MLP general partner interests and are energy
infrastructure companies. Such issuers may be organized and/or taxed as
corporations and therefore may not offer the advantageous tax characteristics
of MLP units. A fund may purchase such other MLP equity securities through
market transactions, but may also do so through direct placements.


MLP I-Units. I-Units represent an indirect ownership interest in an MLP and are
issued by an MLP affiliate. The MLP affiliate uses the proceeds from the sale
of I-Units to purchase limited partnership interests in its affiliated MLP.
Thus, I-Units represent an indirect interest in an MLP. I-Units have limited
voting rights and are similar in that respect to MLP common units. I-Units
differ from MLP common units primarily in that instead of receiving cash
distributions, holders of I-Units will receive distributions of additional
I-Units in an amount equal to the cash distributions received by common
unitholders. I-Units are traded on the NYSE. Issuers of MLP I-Units are treated
as corporations and not partnerships for tax purposes.


Private Investment in Public Equities (PIPEs). A fund may elect to invest in
PIPEs and other unregistered or otherwise restricted securities issued by
public MLPs and similar entities, including unregistered MLP preferred units.
Most such private securities are expected to be liquid within six to nine
months of funding, but may also have significantly longer or shorter restricted
periods. PIPEs involve the direct placement of equity securities to a purchaser
such as a fund. Equity issued in this manner is often unregistered and
therefore less liquid than equity issued through a public offering. Such
private equity offerings provide issuers greater flexibility in structure and
timing as compared to public offerings. Below are some of the reasons MLPs
choose to issue equity through private placements.


MLPs typically distribute all of their available cash at the end of each
quarter, and therefore generally finance acquisitions through the issuance of
additional equity and debt securities. PIPEs allow MLPs to structure the equity
funding to close concurrently with an acquisition, thereby eliminating or
reducing the equity funding risk. This avoids equity overhang issues and can
ease rating agency concerns over interim excessive leverage associated with an
acquisition.


Generally an MLP unit price declines when investors know the MLP will be
issuing public equity in the near term. An example of this is when an MLP
closes a sizeable acquisition funded under its credit facility or with another
form of debt financing. In this situation, equity investors will typically wait
for the public offering to provide additional liquidity, and therefore the
demand for units is reduced, and the unit price falls. Issuing units through a
PIPE in conjunction with the acquisition eliminates this equity overhang.


Public equity offerings for MLPs are typically allocated primarily to retail
investors. Private placements allow issuers to access new pools of equity
capital. In addition, institutional investors, such as the Fund, that
participate in PIPEs are potential investors for future equity financings.


Certain acquisitions and organic development projects require a more structured
form of equity. For example, organic projects that require significant capital
expenditures that do not generate near-term cash flow may require a class of
equity that does not pay a distribution for a certain period. The public equity
market is generally not an efficient venue to raise this type of specialized
equity. Given the significant number of organic projects that have been
announced by MLPs, the private placement of PIPEs are believed to be likely to
remain an important funding component in the MLP sector.


Some issuers prefer the certainty of a private placement at a specified fixed
discount, compared to the uncertainty of a public offering. The underwriting
costs of a public equity issuance in the MLP space can significantly reduce
gross equity proceeds, and the unit price of the issuance can decline during
the marketing of a public deal, resulting in increased cost to an issuer. The
cost of a PIPE can be competitive with that of a public issuance while
providing greater certainty of funding.


                                     II-117


Unlike public equity offerings, private placements are typically more
time-efficient for management teams, with negotiations, due diligence and
marketing required only for a small targeted group of sophisticated
institutional investors.


Financial sponsors, founding partners and/or parent companies typically own
significant stakes in MLPs in the form of subordinated units. As these units
are not registered, monetization alternatives are limited. PIPEs provide
liquidity in these situations.


Many MLPs rely on the private placement market as a source of equity capital.
Given the limitations in raising equity from a predominantly retail investor
base and the tax and administrative constraints to significant institutional
participation, PIPEs have been a popular financing alternative with many MLPs.


MICRO-CAP COMPANIES. Micro-capitalization company stocks have customarily
involved more investment risk than large company stocks. There can be no
assurance that this will continue to be true in the future.
Micro-capitalization companies may have limited product lines, markets or
financial resources; may lack management depth or experience; and may be more
vulnerable to adverse general market or economic developments than large
companies. The prices of micro-capitalization company securities are often more
volatile than prices associated with large company issues, and can display
abrupt or erratic movements at times, due to limited trading volumes and less
publicly available information.


Also, because micro-capitalization companies normally have fewer shares
outstanding and these shares trade less frequently than large companies, it may
be more difficult for a fund to buy and sell significant amounts of such shares
without an unfavorable impact on prevailing market prices.


Some of the companies in which a fund may invest may distribute, sell or
produce products which have recently been brought to market and may be
dependent on key personnel. The securities of micro-capitalization companies
are often traded over-the-counter and may not be traded in the volumes typical
on a national securities exchange. Consequently, in order to sell this type of
holding, a fund may need to discount the securities from recent prices or
dispose of the securities over a long period of time.


MINING AND EXPLORATION RISKS. The business of mining by its nature involves
significant risks and hazards, including environmental hazards, industrial
accidents, labor disputes, discharge of toxic chemicals, fire, drought,
flooding and natural acts. The occurrence of any of these hazards can delay
production, increase production costs and result in liability to the operator
of the mines. A mining operation may become subject to liability for pollution
or other hazards against which it has not insured or cannot insure, including
those in respect of past mining activities for which it was not responsible.


Exploration for gold and other precious metals is speculative in nature,
involves many risks and frequently is unsuccessful. There can be no assurance
that any mineralisation discovered will result in an increase in the proven and
probable reserves of a mining operation. If reserves are developed, it can take
a number of years from the initial phases of drilling and identification of
mineralisation until production is possible, during which time the economic
feasibility of production may change. Substantial expenditures are required to
establish ore reserves properties and to construct mining and processing
facilities. As a result of these uncertainties, no assurance can be given that
the exploration programs undertaken by a particular mining operation will
actually result in any new commercial mining.


MORTGAGE-BACKED SECURITIES. Mortgage-backed securities represent direct or
indirect participations in or obligations collateralized by and payable from
mortgage loans secured by real property, which may include subprime mortgages.
A fund may invest in mortgage-backed securities issued or guaranteed by (i) US
Government agencies or instrumentalities such as the Government National
Mortgage Association (GNMA) (also known as Ginnie Mae), the Federal National
Mortgage Association (FNMA) (also known as Fannie Mae) and the Federal Home
Loan Mortgage Corporation (FHLMC) (also known as Freddie Mac) or (ii) other
issuers, including private companies.


GNMA is a government-owned corporation that is an agency of the US Department
of Housing and Urban Development. It guarantees, with the full faith and credit
of the United States, full and timely payment of all monthly principal and
interest on its mortgage-backed securities. Until recently, FNMA and FHLMC were
government-sponsored corporations owned entirely by private stockholders. Both
issue mortgage-related securities that contain guarantees as to timely


                                     II-118


payment of interest and principal but that are not backed by the full faith and
credit of the US government. The value of the companies' securities fell
sharply in 2008 due to concerns that the firms did not have sufficient capital
to offset losses. In mid-2008, the US Treasury was authorized to increase the
size of home loans that FNMA and FHLMC could purchase in certain residential
areas and, until 2009, to lend FNMA and FHLMC emergency funds and to purchase
the companies' stock. In September 2008, the US Treasury announced that FNMA
and FHLMC had been placed in conservatorship by the Federal Housing Finance
Agency (FHFA), a newly created independent regulator created under the Federal
Housing Finance Regulatory Reform Act of 2008 (Reform Act). In addition to
placing the companies in conservatorship, the US Treasury announced three
additional steps that it intended to take with respect to FNMA and FHLMC.
First, the US Treasury has entered into senior preferred stock purchase
agreements ("SPSPAs") under which, if the FHFA determines that FNMA's or
FHLMC's liabilities have exceeded its assets under generally accepted
accounting principles, the US Treasury will contribute cash capital to the
company in an amount equal to the difference between liabilities and assets.
The SPSPAs are designed to provide protection to the senior and subordinated
debt and the mortgage-backed securities issued by FNMA and FHLMC. Second, the
US Treasury established a new secured lending credit facility that is available
to FNMA and FHLMC, which terminated on December 31, 2009. Third, the US
Treasury initiated a temporary program to purchase FNMA and FHLMC
mortgage-backed securities, which terminated on December 31, 2009. No assurance
can be given that the US Treasury initiatives discussed above with respect to
the debt and mortgage-backed securities issued by FNMA and FHLMC will be
successful, or, with respect to initiatives that have expired, that the US
Treasury would undertake similar initiatives in the future.


FHFA, as conservator or receiver for FNMA and FHLMC, has the power to repudiate
any contract entered into by FNMA or FHLMC prior to FHFA's appointment as
conservator or receiver, as applicable, if FHFA determines, in its sole
discretion, that performance of the contract is burdensome and that repudiation
of the contract promotes the orderly administration of FNMA's or FHLMC's
affairs. The Reform Act requires FHFA to exercise its right to repudiate any
contract within a reasonable period of time after its appointment as
conservator or receiver. FHFA, in its capacity as conservator, has indicated
that it has no intention to repudiate the guaranty obligations of FNMA or FHLMC
because FHFA views repudiation as incompatible with the goals of the
conservatorship. However, in the event that FHFA, as conservator or if it is
later appointed as receiver for FNMA or FHLMC, were to repudiate any such
guaranty obligation, the conservatorship or receivership estate, as applicable,
would be liable for actual direct compensatory damages in accordance with the
provisions of the Reform Act. Any such liability could be satisfied only to the
extent of FNMA's or FHLMC's assets available therefor.


In the event of repudiation, the payments of interest to holders of FNMA or
FHLMC mortgage-backed securities would be reduced if payments on the mortgage
loans represented in the mortgage loan groups related to such mortgage-backed
securities are not made by the borrowers or advanced by the servicer. Any
actual direct compensatory damages for repudiating these guaranty obligations
may not be sufficient to offset any shortfalls experienced by such
mortgage-backed security holders. Further, in its capacity as conservator or
receiver, FHFA has the right to transfer or sell any asset or liability of FNMA
or FHLMC without any approval, assignment or consent. Although FHFA has stated
that it has no present intention to do so, if FHFA, as conservator or receiver,
were to transfer any such guaranty obligation to another party, holders of FNMA
or FHLMC mortgage-backed securities would have to rely on that party for
satisfaction of the guaranty obligation and would be exposed to the credit risk
of that party.


In addition, certain rights provided to holders of mortgage-backed securities
issued by FNMA and FHLMC under the operative documents related to such
securities may not be enforced against FHFA, or enforcement of such rights may
be delayed, during the conservatorship or any future receivership. The
operative documents for FNMA and FHLMC mortgage-backed securities may provide
(or with respect to securities issued prior to the date of the appointment of
the conservator may have provided) that upon the occurrence of an event of
default on the part of FNMA or FHLMC, in its capacity as guarantor, which
includes the appointment of a conservator or receiver, holders of such
mortgage-backed securities have the right to replace FNMA or FHLMC as trustee
if the requisite percentage of mortgage-backed securities holders consent. The
Reform Act prevents mortgage-backed security holders from enforcing such rights
if the event of default arises solely because a conservator or receiver has
been appointed. The Reform Act also provides that no person may exercise any
right or power to terminate, accelerate or declare an event of default under
certain contracts to which FNMA or FHLMC is a party, or obtain possession of or
exercise control over any property of FNMA or FHLMC, or affect any contractual
rights of FNMA or FHLMC, without the approval of FHFA, as conservator or
receiver, for a period of forty-five (45) or ninety (90) days following the
appointment of FHFA as conservator or receiver, respectively.


                                     II-119


The market value and yield of these mortgage-backed securities can vary due to
market interest rate fluctuations and early prepayments of underlying
mortgages. These securities represent ownership in a pool of federally insured
mortgage loans with a maximum maturity of 30 years. A decline in interest rates
may lead to a faster rate of repayment of the underlying mortgages, and may
expose a fund to a lower rate of return upon reinvestment. To the extent that
such mortgage-backed securities are held by a fund, the prepayment right will
tend to limit to some degree the increase in net asset value of a fund because
the value of the mortgage-backed securities held by a fund may not appreciate
as rapidly as the price of non-callable debt securities. Mortgage-backed
securities are subject to the risk of prepayment and the risk that the
underlying loans will not be repaid. Because principal may be prepaid at any
time, mortgage-backed securities may involve significantly greater price and
yield volatility than traditional debt securities. At times, a fund may invest
in securities that pay higher than market interest rates by paying a premium
above the securities' par value. Prepayments of these securities may cause
losses on securities purchased at a premium. Unscheduled payments, which are
made at par value, will cause a fund to experience a loss equal to any
unamortized premium.


When interest rates rise, mortgage prepayment rates tend to decline, thus
lengthening the life of a mortgage-related security and increasing the price
volatility of that security, affecting the price volatility of a fund's shares.
The negative effect of interest rate increases on the market-value of mortgage
backed securities is usually more pronounced than it is for other types of
fixed-income securities potentially increasing the volatility of a fund.


Interests in pools of mortgage-backed securities differ from other forms of
debt securities, which normally provide for periodic payment of interest in
fixed amounts with principal payments at maturity or specified call dates.
Instead, these securities provide a monthly payment which consists of both
interest and principal payments. In effect, these payments are a "pass-through"
of the monthly payments made by the individual borrowers on their mortgage
loans, net of any fees paid to the issuer or guarantor of such securities.
Additional payments are caused by repayments of principal resulting from the
sale of the underlying property, refinancing or foreclosure, net of fees or
costs which may be incurred. Some mortgage-related securities (such as
securities issued by GNMA) are described as "modified pass-through." These
securities entitle the holder to receive all interest and principal payments
owed on the mortgage pool, net of certain fees, at the scheduled payment dates
regardless of whether or not the mortgagor actually makes the payment.


Commercial banks, savings and loan institutions, private mortgage insurance
companies, mortgage bankers and other secondary market issuers also create
pass-through pools of conventional mortgage loans. Such issuers may, in
addition, be the originators and/or servicers of the underlying mortgage loans
as well as the guarantors of the mortgage-related securities. Pools created by
such non-governmental issuers generally offer a higher rate of interest than
government and government-related pools because there are no direct or indirect
government or agency guarantees of payments. However, timely payment of
interest and principal of these pools may be supported by various forms of
insurance or guarantees, including individual loan, title, pool and hazard
insurance and letters of credit. The insurance and guarantees are issued by
governmental entities, private insurers and the mortgage poolers. Such
insurance and guarantees and the creditworthiness of the issuers thereof will
be considered in determining whether a mortgage-related security meets a fund's
investment quality standards. There can be no assurance that the private
insurers or guarantors can meet their obligations under the insurance policies
or guarantee arrangements. A fund may buy mortgage-related securities without
insurance or guarantees. Although the market for such securities is becoming
increasingly liquid, securities issued by certain private organizations may not
be readily marketable.


Due to prepayments of the underlying mortgage instruments, mortgage-backed
securities do not have a known actual maturity. In the absence of a known
maturity, market participants generally refer to an estimated average life. An
average life estimate is a function of an assumption regarding anticipated
prepayment patterns. The assumption is based upon current interest rates,
current conditions in the relevant housing markets and other factors. The
assumption is necessarily subjective, and thus different market participants
could produce somewhat different average life estimates with regard to the same
security. There can be no assurance that the average estimated life of
portfolio securities will be the actual average life of such securities.


Fannie Mae Certificates. Fannie Mae is a federally chartered corporation
organized and existing under the Federal National Mortgage Association Charter
Act of 1938. The obligations of Fannie Mae are obligations solely of Fannie Mae
and are not backed by the full faith and credit of the US government.


                                     II-120


Each Fannie Mae Certificate will represent a pro rata interest in one or more
pools of FHA Loans, VA Loans or conventional mortgage loans (i.e., mortgage
loans that are not insured or guaranteed by any governmental agency) of the
following types: (1) fixed-rate level payment mortgage loans; (2) fixed-rate
growing equity mortgage loans; (3) fixed-rate graduated payment mortgage loans;
(4) variable rate mortgage loans; (5) other adjustable rate mortgage loans; and
(6) fixed-rate and adjustable mortgage loans secured by multifamily projects.


Freddie Mac Certificates. Freddie Mac is a federally chartered corporation of
the United States created pursuant to the Emergency Home Finance Act of 1970,
as amended (FHLMC Act). The obligations of Freddie Mac are obligations solely
of Freddie Mac and are not backed by the full faith and credit of the US
government.


Freddie Mac Certificates represent a pro rata interest in a group of
conventional mortgage loans (Freddie Mac Certificate group) purchased by
Freddie Mac. The mortgage loans underlying the Freddie Mac Certificates will
consist of fixed-rate or adjustable rate mortgage loans with original terms to
maturity of between ten and thirty years, substantially all of which are
secured by first liens on one- to four-family residential properties or
multifamily projects. Each mortgage loan must meet the applicable standards set
forth in the FHLMC Act. A Freddie Mac Certificate group may include whole
loans, participating interests in whole loans and undivided interests in whole
loans and participations comprising another Freddie Mac Certificate group.


Ginnie Mae Certificates. The National Housing Act of 1934, as amended (Housing
Act), authorizes Ginnie Mae to guarantee the timely payment of the principal of
and interest on certificates that are based on and backed by a pool of mortgage
loans insured by the Federal Housing Administration under the Housing Act, or
Title V of the Housing Act of 1949 (FHA Loans), or guaranteed by the Department
of Veterans Affairs under the Servicemen's Readjustment Act of 1944, as amended
(VA Loans), or by pools of other eligible mortgage loans. The Housing Act
provides that the full faith and credit of the US government is pledged to the
payment of all amounts that may be required to be paid under any Ginnie Mae
guaranty. In order to meet its obligations under such guaranty, Ginnie Mae is
authorized to borrow from the US Treasury with no limitations as to amount.


The Ginnie Mae Certificates in which a fund invests will represent a pro rata
interest in one or more pools of the following types of mortgage loans: (1)
fixed-rate level payment mortgage loans; (2) fixed-rate graduated payment
mortgage loans; (3) fixed-rate growing equity mortgage loans; (4) fixed-rate
mortgage loans secured by manufactured (mobile) homes; (5) mortgage loans on
multifamily residential properties under construction; (6) mortgage loans on
completed multifamily projects; (7) fixed-rate mortgage loans as to which
escrowed funds are used to reduce the borrower's monthly payments during the
early years of the mortgage loans ("buy down" mortgage loans); (8) mortgage
loans that provide for adjustments in payments based on periodic changes in
interest rates or in other payment terms of the mortgage loans; and (9)
mortgage backed serial notes.


Multiple Class Mortgage-Backed Securities. A fund may invest in multiple class
mortgage-backed securities including collateralized mortgage obligations (CMOs)
and real estate mortgage investment conduits (REMIC Certificates). These
securities may be issued by US government agencies and instrumentalities such
as Fannie Mae or Freddie Mac or by trusts formed by private originators of, or
investors in, mortgage loans, including savings and loan associations, mortgage
bankers, commercial banks, insurance companies, investment banks and special
purpose subsidiaries of the foregoing. In general, CMOs are debt obligations of
a legal entity that are collateralized by a pool of mortgage loans or
mortgage-backed securities the payments on which are used to make payments on
the CMOs or multiple class mortgage-backed securities. REMIC Certificates
represent beneficial ownership interests in a REMIC trust, generally consisting
of mortgage loans or Fannie Mae, Freddie Mac or Ginnie Mae guaranteed
mortgage-backed securities. To the extent that a CMO or REMIC Certificate is
collateralized by Ginnie Mae guaranteed mortgage-backed securities, holders of
the CMO or REMIC Certificate receive all interest and principal payments owed
on the mortgage pool, net of certain fees, regardless of whether the mortgagor
actually makes the payments, as a result of the GNMA guaranty, which is backed
by the full faith and credit of the US government. The obligations of Fannie
Mae or Freddie Mac under their respective guaranty of the REMIC Certificates
are obligations solely of Fannie Mae or Freddie Mac, respectively.


                                     II-121


Fannie Mae REMIC Certificates are issued and guaranteed as to timely
distribution of principal and interest by Fannie Mae. These certificates are
obligations solely of Fannie Mae and are not backed by the full faith and
credit of the US government. In addition, Fannie Mae will be obligated to
distribute the principal balance of each class of REMIC Certificates in full,
whether or not sufficient funds are otherwise available.


Freddie Mac guarantees the timely payment of interest on Freddie Mac REMIC
Certificates and also guarantees the payment of principal as payments are
required to be made on the underlying mortgage participation certificates
(PCs). These certificates are obligations solely of Freddie Mac and are not
backed by the full faith and credit of the US government. PCs represent
undivided interests in specified level payment residential mortgages or
participations therein purchased by Freddie Mac and placed in a PC pool. With
respect to principal payments on PCs, Freddie Mac generally guarantees ultimate
collection of all principal of the related mortgage loans without offset or
deduction. Freddie Mac also guarantees timely payment of principal of certain
PCs.


CMOs and REMIC Certificates are issued in multiple classes. Each class of CMOs
or REMIC Certificates, often referred to as a "tranche," is issued at a
specific adjustable or fixed interest rate and must be fully retired no later
than its final distribution date. Principal prepayments on the underlying
mortgage loans or the mortgage-backed securities underlying the CMOs or REMIC
Certificates may cause some or all of the classes of CMOs or REMIC Certificates
to be retired substantially earlier than their final distribution dates.
Generally, interest is paid or accrues on all classes of CMOs or REMIC
Certificates on a monthly basis.


The principal of and interest on the mortgage-backed securities may be
allocated among the several tranches in various ways. In certain structures
(known as sequential pay CMOs or REMIC Certificates), payments of principal,
including any principal prepayments, on the mortgage-backed securities
generally are applied to the classes of CMOs or REMIC Certificates in the order
of their respective final distribution dates. Thus, no payment of principal
will be made on any class of sequential pay CMOs or REMIC Certificates until
all other classes having an earlier final distribution date have been paid in
full. Additional structures of CMOs and REMIC Certificates include, among
others, "parallel pay" CMOs and REMIC Certificates. Parallel pay CMOs or REMIC
Certificates are those which are structured to apply principal payments and
prepayments of the mortgage-backed securities to two or more classes
concurrently on a proportionate or disproportionate basis. These simultaneous
payments are taken into account in calculating the final distribution date of
each class.


A wide variety of REMIC Certificates may be issued in parallel pay or
sequential pay structures. These securities include accrual certificates (Z
Bonds), which only accrue interest at a specified rate until all other
certificates having an earlier final distribution date have been retired and
are converted thereafter to an interest-paying security, and planned
amortization class (PAC) certificates, which are parallel pay REMIC
Certificates that generally require that specified amounts of principal be
applied on each payment date to one or more classes of REMIC Certificates (PAC
Certificates), even though all other principal payments and prepayments of the
mortgage-backed securities are then required to be applied to one or more other
classes of the PAC Certificates. The scheduled principal payments for the PAC
Certificates generally have the highest priority on each payment date after
interest due has been paid to all classes entitled to receive interest
currently. Shortfalls, if any, are added to the amount payable on the next
payment date. The PAC Certificate payment schedule is taken into account in
calculating the final distribution date of each class of PAC. In order to
create PAC tranches, one or more tranches generally must be created that absorb
most of the volatility in the underlying mortgage-backed securities. These
tranches tend to have market prices and yields that are much more volatile than
other PAC classes.


The prices of certain CMOs and REMIC Certificates, depending on their structure
and the rate of prepayments, may be volatile. Some CMOs may also not be as
liquid as other securities. In addition, the value of a CMO or REMIC
Certificate, including those collateralized by mortgage-backed securities
issued or guaranteed by US government agencies or instrumentalities, may be
affected by other factors, such as the availability of information concerning
the pool and its structure, the creditworthiness of the servicing agent for the
pool, the originator of the underlying assets, or the entities providing credit
enhancement. The value of these securities also can depend on the ability of
their servicers to service the underlying collateral and is, therefore, subject
to risks associated with servicers' performance, including mishandling of
documentation. A fund is permitted to invest in other types of mortgage-backed
securities that may be available in the future to the extent consistent with
its investment policies and objective.


                                     II-122


Impact of Sub-Prime Mortgage Market. A fund may invest in mortgage-backed,
asset-backed and other fixed-income securities whose value and liquidity may be
adversely affected by the critical downturn in the sub-prime mortgage lending
market in the US. Sub-prime loans, which have higher interest rates, are made
to borrowers with low credit ratings or other factors that increase the risk of
default. Concerns about widespread defaults on sub-prime loans have also
created heightened volatility and turmoil in the general credit markets. As a
result, a fund's investments in certain fixed-income securities may decline in
value, their market value may be more difficult to determine, and a fund may
have more difficulty disposing of them.


MUNICIPAL LEASES, CERTIFICATES OF PARTICIPATION AND OTHER PARTICIPATION
INTERESTS. A municipal lease is an obligation in the form of a lease or
installment purchase contract that is issued by a state or local government to
acquire equipment and facilities. Income from such obligations is generally
exempt from state and local taxes in the state of issuance (as well as regular
Federal income tax). Municipal leases frequently involve special risks not
normally associated with general obligation or revenue bonds, such as
non-payment and the risk of bankruptcy of the issuer. Leases and installment
purchase or conditional sale contracts (which normally provide for title to the
leased asset to pass eventually to the governmental issuer) have evolved as a
means for governmental issuers to acquire property and equipment without
meeting the constitutional and statutory requirements for the issuance of debt.
The debt issuance limitations are deemed to be inapplicable because of the
inclusion in many leases or contracts of "non-appropriation" clauses that
relieve the governmental issuer of any obligation to make future payments under
the lease or contract unless money is appropriated for such purpose by the
appropriate legislative body on a yearly or other periodic basis. Thus, a
fund's investment in municipal leases will be subject to the special risk that
the governmental issuer may not appropriate funds for lease payments.


In addition, such leases or contracts may be subject to the temporary abatement
of payments in the event the issuer is prevented from maintaining occupancy of
the leased premises or utilizing the leased equipment. Although the obligations
may be secured by the leased equipment or facilities, the disposition of the
property in the event of non-appropriation or foreclosure might prove
difficult, time consuming and costly, and result in an unsatisfactory or
delayed recoupment of a fund's original investment.


Certificates of participation represent undivided interests in municipal
leases, installment purchase contracts or other instruments. The certificates
are typically issued by a trust or other entity that has received an assignment
of the payments to be made by the state or political subdivision under such
leases or installment purchase contracts.


Certain municipal lease obligations and certificates of participation may be
deemed illiquid for the purpose of a fund's limitations on investments in
illiquid securities. Other municipal lease obligations and certificates of
participation acquired by a fund may be determined by the Advisor, pursuant to
guidelines adopted by the Board, to be liquid securities for the purpose of a
fund's limitation on investments in illiquid securities. In determining the
liquidity of municipal lease obligations and certificates of participation, the
Advisor will consider a variety of factors including: (1) dealer undertakings
to make a market in the security; (2) the number of dealers willing to purchase
or sell the obligation and the number of other potential buyers; (3) the
frequency of trades or quotes for the obligation; and (4) the nature of the
security and market for the security (i.e., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of the transfer.)
In addition, the Advisor will consider factors unique to particular lease
obligations and certificates of participation affecting the marketability
thereof. These include the general creditworthiness of the issuer, the
importance to the issuer of the property covered by the lease and the
likelihood that the marketability of the obligation will be maintained
throughout the time the obligation is held by a fund.


A fund may purchase participations in municipal securities held by a commercial
bank or other financial institution, provided the participation interest is
fully insured. Such participations provide a fund with the right to a pro rata
undivided interest in the underlying municipal securities. In addition, such
participations generally provide a fund with the right to demand payment, on
not more than seven days notice, of all or any part of a fund's participation
interest in the underlying municipal security, plus accrued interest.


Each participation is backed by an irrevocable letter of credit or guarantee of
the selling bank that the Advisor has determined meets the prescribed quality
standards of a fund. Therefore, either the credit of the issuer of the
municipal obligation or the selling bank, or both, will meet the quality
standards of the particular fund. A fund has the right to


                                     II-123


sell the participation back to the bank after seven days' notice for the full
principal amount of a fund's interest in the municipal obligation plus accrued
interest, but only (i) as required to provide liquidity to a fund, (ii) to
maintain a high quality investment portfolio or (iii) upon a default under the
terms of the municipal obligation. The selling bank will receive a fee from a
fund in connection with the arrangement.


Participation interests in municipal securities are subject to the same general
risks as participation interests in bank loans, as described in the Bank Loans
section above. Such risks include credit risk, interest rate risk, and
liquidity risk, as well as the potential liability associated with being a
lender. If a fund purchases a participation, it may only be able to enforce its
rights through the participating lender, and may assume the credit risk of both
the lender and the borrower.


MUNICIPAL SECURITIES. Municipal obligations are issued by or on behalf of
states, territories and possessions of the United States and their political
subdivisions, agencies and instrumentalities and the District of Columbia to
obtain funds for various public purposes. The interest on these obligations is
generally exempt from regular federal income tax in the hands of most
investors. The two principal classifications of municipal obligations are
"notes" and "bonds." Municipal notes and bonds have different maturities and a
fund may acquire "notes" and "bonds" with maturities that meets its particular
investment policies and restrictions set forth in its prospectus.


Municipal notes are generally used to provide for short-term capital needs.
Municipal notes include: Tax Anticipation Notes, Revenue Anticipation Notes,
Bond Anticipation Notes, and Construction Loan Notes. Tax Anticipation Notes
are sold to finance working capital needs of municipalities. They are generally
payable from specific tax revenues expected to be received at a future date,
such as income, sales, property, use and business taxes. Revenue Anticipation
Notes are issued in expectation of receipt of other types of revenue, such as
federal revenues available under federal revenue sharing programs. Bond
Anticipation Notes are sold to provide interim financing until long-term bond
financing can be arranged. In most cases, the long-term bonds provide the funds
needed for the repayment of the notes. Construction Loan Notes are sold to
provide construction financing. After the projects are successfully completed
and accepted, many projects receive permanent financing through the Federal
Housing Administration under Fannie Mae (Federal National Mortgage Association)
or Ginnie Mae (Government National Mortgage Association). These notes are
secured by mortgage notes insured by the Federal Housing Authority; however,
the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a
default. The obligations of an issuer of municipal notes are generally secured
by the anticipated revenues from taxes, grants or bond financing. An investment
in such instruments, however, presents a risk that the anticipated revenues
will not be received or that such revenues will be insufficient to satisfy the
issuer's payment obligations under the notes or that refinancing will be
otherwise unavailable. There are, of course, a number of other types of notes
issued for different purposes and secured differently from those described
above.


Municipal bonds, which meet longer-term capital needs and generally have
maturities of more than one year when issued, have two principal
classifications: "general obligation" bonds and "revenue" bonds. Issuers of
general obligation bonds include states, counties, cities, towns and regional
districts. The proceeds of these obligations are used to fund a wide range of
public projects including the construction or improvement of schools, highways
and roads, water and sewer systems and a variety of other public purposes. The
basic security behind general obligation bonds is the issuer's pledge of its
full faith, credit, and taxing power for the payment of principal and interest.
The taxes that can be levied for the payment of debt service may be limited or
unlimited as to rate, amount or special assessments.


The principal security for a revenue bond is generally the net revenues derived
from a particular facility or group of facilities or, in some cases, from the
proceeds of a special excise or other specific revenue source. Revenue bonds
have been issued to fund a wide variety of capital projects including:
electric, gas, water and sewer systems; highways, bridges and tunnels; port and
airport facilities; colleges and universities; and hospitals. Although the
principal security behind these bonds varies widely, many provide additional
security in the form of a debt service reserve fund whose monies may also be
used to make principal and interest payments on the issuer's obligations.
Housing finance authorities have a wide range of security including partially
or fully-insured, rent-subsidized or collateralized mortgages, and the net
revenues from housing or other public projects. In addition to a debt service
reserve fund, some authorities provide further security in the form of a
state's ability (without obligation) to make up deficiencies in the debt
reserve fund. Lease rental bonds issued by a state or local authority for
capital projects are secured by annual lease rental payments from the state or
locality to the authority sufficient to cover debt service on the authority's
obligations.


                                     II-124


Some issues of municipal bonds are payable from United States Treasury bonds
and notes or agency obligations held in escrow by a trustee, frequently a
commercial bank. The interest and principal on these US Government securities
are sufficient to pay all interest and principal requirements of the municipal
securities when due. Some escrowed Treasury securities are used to retire
municipal bonds at their earliest call date, while others are used to retire
municipal bonds at their maturity.


Adverse political and economic conditions and developments affecting any
territory or Commonwealth of the US may, in turn, negatively affect the value
of the fund's holdings in such obligations. In recent years, Puerto Rico has
experienced a recession and difficult economic conditions, which may negatively
affect the value of the fund's holdings in Puerto Rico municipal obligations.
Pending or future legislation, including legislation that would allow Puerto
Rico to restructure its municipal debt obligations, thus increasing the risk
that Puerto Rico may never pay off municipal indebtedness, or may pay only a
small fraction of the amount owed, could also impact the value of a fund's
investments in Puerto Rico municipal securities.


Securities purchased for a fund may include variable/floating rate instruments,
variable mode instruments, put bonds, and other obligations which have a
specified maturity date but also are payable before maturity after notice by
the holder (demand obligations). Demand obligations are considered for a fund's
purposes to mature at the demand date.


In addition, there are a variety of hybrid and special types of municipal
obligations as well as numerous differences in the security of municipal
obligations both within and between the two principal classifications (i.e.,
notes and bonds) discussed above.


An entire issue of municipal securities may be purchased by one or a small
number of institutional investors such as a fund. Thus, such an issue may not
be said to be publicly offered. Unlike the equity securities of operating
companies or mutual funds which must be registered under the 1933 Act prior to
offer and sale unless an exemption from such registration is available,
municipal securities, whether publicly or privately offered, may nevertheless
be readily marketable. A secondary market exists for municipal securities which
have been publicly offered as well as securities which have not been publicly
offered initially but which may nevertheless be readily marketable. Municipal
securities purchased for a fund are subject to the limitations on holdings of
securities which are not readily marketable based on whether it may be sold in
a reasonable time consistent with the customs of the municipal markets (usually
seven days) at a desirable price (or interest rate). A fund believes that the
quality standards applicable to its investments enhance marketability. In
addition, stand-by commitments, participation interests and demand obligations
also enhance marketability.


Provisions of the federal bankruptcy statutes relating to the adjustment of
debts of political subdivisions and authorities of states of the US provide
that, in certain circumstances, such subdivisions or authorities may be
authorized to initiate bankruptcy proceedings without prior notice to or
consent of creditors, which proceedings could result in material and adverse
modification or alteration of the rights of holders of obligations issued by
such subdivisions or authorities.


Litigation challenging the validity under state constitutions of present
systems of financing public education has been initiated or adjudicated in a
number of states, and legislation has been introduced to effect changes in
public school finances in some states. In other instances there has been
litigation challenging the issuance of pollution control revenue bonds or the
validity of their issuance under state or federal law which litigation could
ultimately affect the validity of those municipal securities or the tax-free
nature of the interest thereon.


In some cases, municipalities may issue bonds relying on proceeds from
litigation settlements. These bonds may be further secured by debt service
reserve funds established at the time the bonds were issued. Bonds that are
supported in whole or in part by expected litigation proceeds are subject to
the risk that part or all of the expected proceeds may not be received. For
example, a damage award could be overturned or reduced by a court, or the terms
of a settlement or damage award may allow for reduced or discontinued payments
if certain conditions are met. As a result, bonds that rely on proceeds from
litigation settlements are subject to an increased risk of nonpayment or
default.


                                     II-125


On August 2, 2011, President Obama signed the Budget Control Act of 2011, which
requires the federal government to reduce expenditures by over $2 trillion over
the next ten years. Since the specifics of the federal reductions have yet to
be identified, a detailed assessment of the impact on states cannot be made.


Insured Municipal Securities. A fund may purchase municipal securities that are
insured under policies issued by certain insurance companies. Insured municipal
securities typically receive a higher credit rating which means that the issuer
of the securities pays a lower interest rate. In purchasing such insured
securities, the Advisor gives consideration both to the insurer and to the
credit quality of the underlying issuer. The insurance reduces the credit risk
for a particular municipal security by supplementing the creditworthiness of
the underlying bond and provides additional security for payment of the
principal and interest of a municipal security. Certain of the insurance
companies that provide insurance for municipal securities provide insurance for
other types of securities, including some involving subprime mortgages. The
value of subprime mortgage securities has declined recently and some may
default, increasing a bond insurer's risk of having to make payments to holders
of subprime mortgage securities. Because of this risk, the ratings of some
insurance companies have been, or may be, downgraded and it is possible that an
insurance company may become insolvent. If an insurance company's rating is
downgraded or the company becomes insolvent, the prices of municipal securities
insured by the insurance company may decline.


Letters of Credit. Municipal obligations, including certificates of
participation, commercial paper and other short-term obligations may be backed
by an irrevocable letter of credit of a bank which assumes the obligation for
payment of principal and interest in the event of default by the issuer.


Pre-Refunded Municipal Securities. Pre-refunded municipal securities are
subject to interest rate risk, market risk and limited liquidity. The principal
of and interest on municipal securities that have been pre-refunded are no
longer paid from the original revenue source for the securities. Instead, after
pre-refunding of the principal of and interest on these securities are
typically paid from an escrow fund consisting of obligations issued or
guaranteed by the US Government. The assets in the escrow fund are derived from
the proceeds of refunding bonds issued by the same issuer as the pre-refunded
municipal securities. Issuers of municipal securities use this advance
refunding technique to obtain more favorable terms with respect to securities
that are not yet subject to call or redemption by the issuer. For example,
advance refunding enables an issuer to refinance debt at lower market interest
rates, restructure debt to improve cash flow or eliminate restrictive covenants
in the indenture or other governing instrument for the pre-refunded municipal
securities. However, except for a change in the revenue source from which
principal and interest payments are made, the pre-refunded municipal securities
remain outstanding on their original terms until they mature or are redeemed by
the issuer. Pre-refunded municipal securities are usually purchased at a price
which represents a premium over their face value.


MUNICIPAL TRUST RECEIPTS. Municipal trust receipts (MTRs) are sometimes called
municipal asset-backed securities, floating rate trust certificates, or
municipal securities trust receipts. MTRs are typically structured by a bank,
broker-dealer or other financial institution by depositing municipal securities
into a trust or partnership, coupled with a conditional right to sell, or put,
the holder's interest in the underlying securities at par plus accrued interest
to a financial institution. MTRs may be issued as fixed or variable rate
instruments. These trusts are organized so that the purchaser of the MTR would
be considered to be investing for federal income tax purposes in the underlying
municipal securities. This structure is intended to allow the federal income
tax exempt status of interest generated by the underlying asset to pass through
to the purchaser. A fund's investments in MTRs are subject to similar risks as
other investments in municipal debt obligations, including interest rate risk,
credit risk, prepayment risk and security selection risk. Additionally,
investments in MTRs raise certain tax issues that may not be presented by
direct investments in municipal bonds. There is some risk that certain legal
issues could be resolved in a manner that could adversely affect the
performance of a fund or shareholder investment returns. The Advisor expects
that it would invest in MTRs for which a legal opinion has been given to the
effect that the income from an MTR is tax-exempt for federal income tax
purposes to the same extent as the underlying bond(s), although it is possible
that the IRS will take a different position and there is a risk that the
interest paid on such MTRs would be deemed taxable.


OBLIGATIONS OF BANKS AND OTHER FINANCIAL INSTITUTIONS. A fund may invest in US
dollar-denominated fixed rate or variable rate obligations of US or foreign
financial institutions, including banks. Obligations of domestic and foreign
financial institutions in which a fund may invest include (but are not limited
to) certificates of deposit, bankers' acceptances,


                                     II-126


bank time deposits, commercial paper, and other US dollar-denominated
instruments issued or supported by the credit of US or foreign financial
institutions, including banks, commercial and savings banks, savings and loan
associations and other institutions.


Certificates of deposit are negotiable certificates evidencing the obligations
of a bank to repay funds deposited with it for a specified period of time.
Banker's acceptances are credit instruments evidencing the obligations of a
bank to pay a draft drawn on it by a customer. These instruments reflect the
obligation both of the bank and of the drawer to pay the face amount of the
instrument upon maturity. Time deposits are non-negotiable deposits maintained
in a banking institution for a specified period of time at a stated interest
rate. Time deposits that may be held by a fund will not benefit from insurance
from the Bank Insurance Fund or the Savings Association Insurance Fund
administered by the Federal Deposit Insurance Corporation. Fixed time deposits
may be withdrawn on demand, but may be subject to early withdrawal penalties
that vary with market conditions and the remaining maturity of the obligation.


Obligations of foreign branches of US banks and foreign banks may be general
obligations of the parent bank in addition to the issuing bank or may be
limited by the terms of a specific obligation and by government regulation.
Investments in obligations of foreign banks may entail risks that are different
in some respects from those of investments in obligations of US domestic banks
because of differences in political, regulatory and economic systems and
conditions. These risks include the possibility that these obligations may be
less marketable than comparable obligations of United States banks, and the
selection of these obligations may be more difficult because there may be less
publicly available information concerning foreign banks. Other risks include
future political and economic developments, currency blockage, the possible
imposition of withholding taxes on interest payments, possible seizure or
nationalization of foreign deposits, difficulty or inability to pursue legal
remedies and obtain or enforce judgments in foreign courts, possible
establishment of exchange controls or the adoption of other foreign
governmental restrictions that might affect adversely the payment of principal
and interest on bank obligations. Foreign branches of US banks and foreign
banks may also be subject to less stringent reserve requirements and to
different accounting, auditing, reporting and record keeping standards than
those applicable to domestic branches of US banks.


PARTICIPATION INTERESTS. A fund may purchase from financial institutions
participation interests in securities in which a fund may invest. A
participation interest gives a fund an undivided interest in the security in
the proportion that a fund's participation interest bears to the principal
amount of the security. These instruments may have fixed, floating or variable
interest rates. For certain participation interests, a fund will have the right
to demand payment, on not more than seven days' notice, for all or any part of
a fund's participation interests in the security, plus accrued interest. As to
these instruments, a fund generally intends to exercise its right to demand
payment only upon a default under the terms of the security.


PREFERRED STOCK. Preferred stock is an equity security, but possesses certain
attributes of debt securities. Holders of preferred stock normally have the
right to receive dividends at a fixed rate when and as declared by the issuer's
board of directors, but do not otherwise participate in amounts available for
distribution by the issuing corporation. Dividends on preferred stock may be
cumulative, and, in such cases, all cumulative dividends usually must be paid
prior to dividend payments to common stockholders. Preferred stock has a
preference (i.e., ranks higher) in liquidation (and generally dividends) over
common stock, but is subordinated (i.e., ranks lower) in liquidation to fixed
income securities. Because of this preference, preferred stocks generally
entail less risk than common stocks. As a general rule, the market value of
preferred stocks with fixed dividend rates and no conversion rights moves
inversely with interest rates and perceived credit risk, with the price
determined by the dividend rate. Some preferred stocks are convertible into
other securities (e.g., common stock) at a fixed price and ratio or upon the
occurrence of certain events. The market price of convertible preferred stocks
generally reflects an element of conversion value. Because many preferred
stocks lack a fixed maturity date, these securities generally fluctuate
substantially in value when interest rates change; such fluctuations often
exceed those of long-term bonds of the same issuer. Some preferred stocks pay
an adjustable dividend that may be based on an index, formula, auction
procedure or other dividend rate reset mechanism. In the absence of credit
deterioration, adjustable rate preferred stocks tend to have more stable market
values than fixed rate preferred stocks.


                                     II-127


All preferred stocks are also subject to the same types of credit risks as
corporate bonds. In addition, because preferred stock is subordinate to debt
securities and other obligations of an issuer, deterioration in the credit
rating of the issuer will cause greater changes in the value of a preferred
stock than in a more senior debt security with similar yield characteristics.
Preferred stocks may be rated by the Standard & Poor's Rating Services (S&P)
and Moody's Investors Service, Inc. (Moody's) although there is no minimum
rating which a preferred stock must have to be an eligible investment for a
fund.


In summary, there are a number of special risks associated with investing in
preferred stocks, including:


Credit and Subordination Risk. Credit risk is the risk that a preferred stock
in a fund's portfolio will decline in price or the issuer of the preferred
stock will fail to make dividend, interest, or principal payments when due
because the issuer experiences a decline in its financial status. As noted
above, preferred stocks are generally subordinated to bonds and other debt
instruments in a company's capital structure in terms of having priority to
corporate income, claims to corporate assets, and liquidation payments and,
therefore, will be subject to greater credit risk than more senior debt
instruments.


Interest Rate Risk. Interest rate risk is the risk that a preferred stock will
decline in value because of changes in market interest rates. As described
above, when market interest rates rise, the market value of a preferred stock
generally will generally fall. Preferred stocks with longer periods before
maturity may be more sensitive to interest rate changes.


Deferral and Omission Risk. Preferred stocks may have provisions that permit
the issuer, at its discretion, to defer or omit distributions for a stated
period without any adverse consequences to the issuer. In certain cases,
deferring or omitting distributions may be mandatory. If a fund owns a
preferred stock that is deferring its distributions, the fund may be required
to report income for tax purposes although it has not yet received such income.


Call, Reinvestment, and Income Risk. During periods of declining interest
rates, an issuer may be able to exercise an option to redeem its outstanding
preferred stock at par earlier than scheduled, which is generally known as call
risk. If this occurs, a fund may be forced to reinvest in lower yielding
securities. This is known as reinvestment risk. Preferred stocks frequently
have call features that allow the issuer to repurchase the stock prior to its
stated maturity. An issuer may redeem an obligation if the issuer can refinance
the obligation at a lower cost due to declining interest rates or an
improvement in the credit standing of the issuer, or in the event of regulatory
changes affecting the capital treatment of its outstanding preferred stock.
Another risk associated with a declining interest rate environment is that the
income from a fund's portfolio may decline over time when the fund invests the
proceeds from share sales at market interest rates that are below the
portfolio's current earnings rate.


Liquidity Risk. Certain preferred stocks may be substantially less liquid than
many other stocks, such as common stocks or US Government securities. Illiquid
preferred stocks involve the risk that the stock may not be able to be sold at
the time desired by a fund or at prices approximating the value at which the
fund is carrying the stock on its books.


Limited Voting Rights Risk. Generally, traditional preferred stocks offer no
voting rights with respect to the issuer unless preferred dividends have been
in arrears for a specified number of periods, at which time the preferred stock
holders may elect a number of directors to the issuer's board. Generally, once
all the arrearages have been paid, the preferred stock holders no longer have
voting rights.


Special Redemption Rights Risk. In certain varying circumstances, an issuer of
preferred stock may redeem the stock prior to a specified date. For instance,
for certain types of preferred stocks, a redemption may be triggered by a
change in US federal income tax or securities laws. As with call provisions, a
redemption by the issuer may negatively impact the return of the preferred
stock held by a fund.


Lastly, dividends from certain preferred stocks may not be eligible for the
corporate dividends-received deduction or for treatment.


                                     II-128


PRIVATE ACTIVITY BONDS. Certain types of municipal securities, generally
referred to as industrial development bonds (and referred to under current tax
law as private activity bonds), are issued by or on behalf of public
authorities to obtain funds for privately-operated housing facilities, airport,
mass transit or port facilities, sewage disposal, solid waste disposal or
hazardous waste treatment or disposal facilities and certain local facilities
for water supply, gas or electricity. Other types of industrial development
bonds, the proceeds of which are used for the construction, equipment, repair
or improvement of privately operated industrial or commercial facilities, may
constitute municipal securities, although the current federal tax laws place
substantial limitations on the size of such issues. The interest from certain
private activity bonds owned by a fund (including a fund's distributions
attributable to such interest) may be a preference item for purposes of the
alternative minimum tax. The credit quality of such bonds depends upon the
ability of the user of the facilities financed by the bonds and any guarantor
to meet its financial obligations.


PRIVATIZED ENTERPRISES. A fund may invest in foreign securities which may
include securities issued by enterprises that have undergone or are currently
undergoing privatization. The governments of certain foreign countries have, to
varying degrees, embarked on privatization programs contemplating the sale of
all or part of their interests in state enterprises. A fund's investments in
the securities of privatized enterprises may include privately negotiated
investments in a government or state-owned or controlled company or enterprise
that has not yet conducted an initial equity offering, investments in the
initial offering of equity securities of a state enterprise or former state
enterprise and investments in the securities of a state enterprise following
its initial equity offering.


In certain jurisdictions, the ability of foreign entities, such as a fund, to
participate in privatizations may be limited by local law, or the price or
terms on which a fund may be able to participate may be less advantageous than
for local investors. Moreover, there can be no assurance that governments that
have embarked on privatization programs will continue to divest their ownership
of state enterprises, that proposed privatizations will be successful or that
governments will not re-nationalize enterprises that have been privatized.


In the case of the enterprises in which a fund may invest, large blocks of the
stock of those enterprises may be held by a small group of stockholders, even
after the initial equity offerings by those enterprises. The sale of some
portion or all of those blocks could have an adverse effect on the price of the
stock of any such enterprise.


Prior to making an initial equity offering, most state enterprises or former
state enterprises go through an internal reorganization of management. Such
reorganizations are made in an attempt to better enable these enterprises to
compete in the private sector. However, certain reorganizations could result in
a management team that does not function as well as an enterprise's prior
management and may have a negative effect on such enterprise. In addition, the
privatization of an enterprise by its government may occur over a number of
years, with the government continuing to hold a controlling position in the
enterprise even after the initial equity offering for the enterprise.


Prior to privatization, most of the state enterprises in which a fund may
invest enjoy the protection of and receive preferential treatment from the
respective sovereigns that own or control them. After making an initial equity
offering, these enterprises may no longer have such protection or receive such
preferential treatment and may become subject to market competition from which
they were previously protected. Some of these enterprises may not be able to
operate effectively in a competitive market and may suffer losses or experience
bankruptcy due to such competition.


PUT BONDS. A fund may invest in "put" bonds (including securities with variable
interest rates) that may be sold back to the issuer of the security at face
value at the option of the holder prior to their stated maturity. The option to
"put" the bond back to the issuer before the stated final maturity can cushion
the price decline of the bond in a rising interest rate environment. However,
the premium paid, if any, for an option to put will have the effect of reducing
the yield otherwise payable on the underlying security.


REAL ESTATE INVESTMENT TRUSTS (REITS). A REIT invests primarily in
income-producing real estate or makes loans to persons involved in the real
estate industry. REITs are sometimes informally categorized into equity REITs,
mortgage REITs and hybrid REITs. Equity REITs buy real estate and pay investors
income from the rents received from the real estate owned by the REIT and from
any profits on the sale of its properties. Mortgage REITs lend money to
building developers and other real estate companies and pay investors income
from the interest paid on those loans. Hybrid REITs engage in both owning real
estate and making loans. Investment in REITs may subject a fund to risks
associated


                                     II-129


with the direct ownership of real estate, such as decreases in real estate
values, delays in completion of construction, overbuilding, increased
competition and other risks related to local or general economic conditions,
increases in operating costs and property taxes, changes in zoning laws,
casualty or condemnation losses, possible environmental liabilities, regulatory
limitations on rent and fluctuations in rental income. Equity REITs generally
experience these risks directly through fee or leasehold interests, whereas
mortgage REITs generally experience these risks indirectly through mortgage
interests, unless the mortgage REIT forecloses on the underlying real estate.
Changes in interest rates may also affect the value of a fund's investment in
REITs. For instance, during periods of declining interest rates, certain
mortgage REITs may hold mortgages that the mortgagors elect to prepay, which
prepayment may diminish the yield on securities issued by those REITs.


Certain REITs have relatively small market capitalizations, which may tend to
increase the volatility of the market price of their securities. Furthermore,
REITs are dependent upon specialized management skills, have limited
diversification and are, therefore, subject to risks inherent in operating and
financing a limited number of projects. REITs are also subject to heavy cash
flow dependency, defaults by borrowers or lessees and the possibility of
failing to qualify for tax-free pass-through of income under the Code, and to
maintain exemption from the registration requirements of the 1940 Act. By
investing in REITs indirectly through a fund, a shareholder will bear not only
his or her proportionate share of the expenses of a fund, but also, indirectly,
similar expenses of the REITs. In addition, REITs depend generally on their
ability to generate cash flow to make distributions to shareholders.


REPURCHASE AGREEMENTS. A fund may invest in repurchase agreements pursuant to
its investment guidelines. In a repurchase agreement, a fund acquires ownership
of a security (Obligation) and simultaneously commits to resell that security
to the seller, typically a bank or broker/dealer, at a specified time and
price.


A repurchase agreement provides a means for a fund to earn income on funds for
periods as short as overnight. The repurchase price may be higher than the
purchase price, the difference being income to a fund, or the purchase and
repurchase prices may be the same, with interest at a stated rate due to a fund
together with the repurchase price upon repurchase. In either case, the income
to a fund is unrelated to the interest rate on the Obligation itself.
Obligations will be held by the custodian or in the Federal Reserve Book Entry
System.


It is not clear whether a court would consider the Obligation purchased by a
fund subject to a repurchase agreement as being owned by a fund or as being
collateral for a loan by a fund to the seller. In the event of the commencement
of bankruptcy or insolvency proceedings with respect to the seller of the
Obligation before repurchase of the Obligation under a repurchase agreement, a
fund may encounter delay and incur costs before being able to sell the
security. Delays may involve loss of interest or decline in price of the
Obligation. If the court characterizes the transaction as a loan and a fund has
not perfected a security interest in the Obligation, a fund may be required to
return the Obligation to the seller's estate and be treated as an unsecured
creditor of the seller. As an unsecured creditor, a fund would be at risk of
losing some or all of the principal and income involved in the transaction. As
with any unsecured debt obligation purchased for a fund, the Advisor seeks to
reduce the risk of loss through repurchase agreements by analyzing the
creditworthiness of the obligor, in this case the seller of the Obligation.
Apart from the risk of bankruptcy or insolvency proceedings, there is also the
risk that the seller may fail to repurchase the Obligation, in which case a
fund may incur a loss if the proceeds to a fund of the sale to a third party
are less than the repurchase price. However, if the market value (including
interest) of the Obligation subject to the repurchase agreement becomes less
than the repurchase price (including interest), a fund will direct the seller
of the Obligation to deliver additional securities so that the market value
(including interest) of all securities subject to the repurchase agreement will
equal or exceed the repurchase price.


REVERSE REPURCHASE AGREEMENTS. A fund may enter into "reverse repurchase
agreements," which are repurchase agreements in which a fund, as the seller of
the securities, agrees to repurchase such securities at an agreed time and
price. Under a reverse repurchase agreement, a fund continues to receive any
principal and interest payments on the underlying security during the term of
the agreement. A fund segregates assets in an amount at least equal to its
obligation under outstanding reverse repurchase agreements. Such transactions
may increase fluctuations in the market value of fund assets and its yield.


                                     II-130


SECURITIES AS A RESULT OF EXCHANGES OR WORKOUTS. Consistent with a fund's
investment objectives, policies and restrictions, a fund may hold various
instruments received in an exchange or workout of a distressed security (i.e.,
a low-rated debt security that is in default or at risk of becoming in
default). Such instruments may include, but are not limited to, equity
securities, warrants, rights, participation interests in sales of assets and
contingent-interest obligations.


SECURITIES WITH PUT RIGHTS. The right of a fund to exercise a put is
unconditional and unqualified. A put is not transferable by a fund, although a
fund may sell the underlying securities to a third party at any time. If
necessary and advisable, a fund may pay for certain puts either separately in
cash or by paying a higher price for portfolio securities that are acquired
subject to such a put (thus reducing the yield to maturity otherwise available
for the same securities).


The ability of a fund to exercise a put will depend on the ability of a
counterparty to pay for the underlying securities at the time the put is
exercised. In the event that a counterparty should default on its obligation to
repurchase an underlying security, a fund might be unable to recover all or a
portion of any loss sustained from having to sell the security elsewhere.


The acquisition of a put will not affect the valuation by a fund of the
underlying security. The actual put will be valued at zero in determining net
asset value of a fund. Where a fund pays directly or indirectly for a put, its
cost will be reflected in realized gain or loss when the put is exercised or
expires. If the value of the underlying security increases, the potential for
unrealized or realized gain is reduced by the cost of the put.


SHORT SALES. When a fund takes a long position, it purchases a stock outright.
When a fund takes a short position, it sells at the current market price a
stock it does not own but has borrowed in anticipation that the market price of
the stock will decline. To complete, or close out, the short sale transaction,
a fund buys the same stock in the market and returns it to the lender. The
price at such time may be more or less than the price at which the security was
sold by a fund. Until the security is replaced, a fund is required to pay the
lender amounts equal to any dividends or interest, which accrue during the
period of the loan. To borrow the security, a fund may also be required to pay
a premium, which would increase the cost of the security sold. The proceeds of
the short sale will be retained by the broker, to the extent necessary to meet
the margin requirements, until the short position is closed out. A fund makes
money when the market price of the borrowed stock goes down and a fund is able
to replace it for less than it earned by selling it short. Alternatively if the
price of the stock goes up after the short sale and before the short position
is closed, a fund will lose money because it will have to pay more to replace
the borrowed stock than it received when it sold the stock short.


A fund may not always be able to close out a short position at a particular
time or at an acceptable price. A lender may request that the borrowed
securities be returned to it on short notice, and a fund may have to buy the
borrowed securities at an unfavorable price. If this occurs at a time that
other short sellers of the same security also want to close out their
positions, a "short squeeze" can occur. A short squeeze occurs when demand is
greater than supply for the stock sold short. A short squeeze makes it more
likely that a fund will have to cover its short sale at an unfavorable price.
If that happens, a fund will lose some or all of the potential profit from, or
even incur a loss as a result of, the short sale.


Until a fund closes its short position or replaces the borrowed security, a
fund will designate liquid assets it owns (other than the short sales proceeds)
as segregated assets to the books of the broker and/or its custodian in an
amount equal to its obligation to purchase the securities sold short, as
required by the 1940 Act. The amount segregated in this manner will be
increased or decreased each business day equal to the change in market value of
a fund's obligation to purchase the security sold short. If the lending broker
requires a fund to deposit additional collateral (in addition to the short
sales proceeds that the broker holds during the period of the short sale),
which may be as much as 50% of the value of the securities sold short, the
amount of the additional collateral may be deducted in determining the amount
of cash or liquid assets a fund is required to segregate to cover the short
sale obligation pursuant to the 1940 Act. The amount segregated must be
unencumbered by any other obligation or claim than the obligation that is being
covered. A fund believes that short sale obligations that are covered, either
by an offsetting asset or right (acquiring the security sold short or having an
option to purchase the security sold short at exercise price that covers the
obligation), or by a fund's segregated asset procedures (or a combination
thereof), are not senior securities under the 1940 Act and are not subject to a
fund's borrowing restrictions. This requirement to segregate assets limits a
fund's leveraging


                                     II-131


of its investments and the related risk of losses from leveraging. A fund also
is required to pay the lender of the security any dividends or interest that
accrues on a borrowed security during the period of the loan. Depending on the
arrangements made with the broker or custodian, a fund may or may not receive
any payments (including interest) on collateral it has deposited with the
broker.


Short sales involve the risk that a fund will incur a loss by subsequently
buying a security at a higher price than the price at which a fund previously
sold the security short. Any loss will be increased by the amount of
compensation, interest or dividends, and transaction costs a fund must pay to a
lender of the security. In addition, because a fund's loss on a short sale
stems from increases in the value of the security sold short, the extent of
such loss, like the price of the security sold short, is theoretically
unlimited. By contrast, a fund's loss on a long position arises from decreases
in the value of the security held by a fund and therefore is limited by the
fact that a security's value cannot drop below zero.


The use of short sales, in effect, leverages a fund's portfolio, which could
increase a fund's exposure to the market, magnify losses and increase the
volatility of returns.


Although a fund's share price may increase if the securities in its long
portfolio increase in value more than the securities underlying its short
positions, a fund's share price may decrease if the securities underlying its
short positions increase in value more than the securities in its long
portfolio.


In addition, a fund's short selling strategies may limit its ability to fully
benefit from increases in the equity markets. Also, there is the risk that the
counterparty to a short sale may fail to honor its contractual terms, causing a
loss to a fund. The SEC and other (including non-US) regulatory authorities
have imposed, and may in the future impose, restrictions on short selling,
either on a temporary or permanent basis, which may include placing limitations
on specific companies and/or industries with respect to which a fund may enter
into short positions. Any such restrictions may hinder a fund in, or prevent it
from, fully implementing its investment strategies, and may negatively affect
performance.


SHORT SALES AGAINST THE BOX. A fund may make short sales of common stocks if,
at all times when a short position is open, a fund owns the stock or owns
preferred stocks or debt securities convertible or exchangeable, without
payment of further consideration, into the shares of common stock sold short.
Short sales of this kind are referred to as short sales "against the box." The
broker/dealer that executes a short sale generally invests cash proceeds of the
sale until they are paid to a fund. Arrangements may be made with the
broker/dealer to obtain a portion of the interest earned by the broker on the
investment of short sale proceeds. A fund will segregate the common stock or
convertible or exchangeable preferred stock or debt securities in a special
account with the custodian. Uncertainty regarding the tax effects of short
sales of appreciated investments may limit the extent to which a fund may enter
into short sales against the box. A fund will incur transaction costs in
connection with short sales against the box.


SHORT-TERM SECURITIES. In order to meet anticipated redemptions, to hold
pending the purchase of additional securities for a fund's portfolio, or, in
some cases, for temporary defensive purposes, a fund may invest a portion (up
to 100%) of its assets in money market and other short-term securities. When a
fund is invested for temporary defensive purposes, it may not achieve or pursue
its investment objective.


Examples of short-term securities include:


o  Securities issued or guaranteed by the US government and its agencies and
instrumentalities;


o  Commercial paper;


o  Certificates of deposit and euro dollar certificates of deposit;


o  Bankers' acceptances;


o  Short-term notes, bonds, debentures or other debt instruments; and

                                     II-132


o  Repurchase agreements.


SMALL COMPANIES. The Advisor believes that many small companies often may have
sales and earnings growth rates that exceed those of larger companies, and that
such growth rates may, in turn, be reflected in more rapid share price
appreciation over time. Investing in smaller company stocks, however, involves
greater risk than is customarily associated with investing in larger, more
established companies. For example, smaller companies can have limited product
lines, markets, or financial and managerial resources. Smaller companies may
also be dependent on one or a few key persons, and may be more susceptible to
losses and risks of bankruptcy. Also, the securities of smaller companies may
be thinly traded (and therefore have to be sold at a discount from current
market prices or sold in small lots over an extended period of time or their
stock values may fluctuate more sharply than other securities). Transaction
costs in smaller company stocks may be higher than those of larger companies.


SOVEREIGN DEBT. Investments in sovereign debt can involve a high degree of
risk. The governmental entity that controls the repayment of sovereign debt may
not be able or willing to repay the principal and/or interest when due in
accordance with the terms of such debt. A governmental entity's willingness or
ability to repay principal and interest due in a timely manner may be affected
by, among other factors, its cash flow situation, the extent of its foreign
reserves, the availability of sufficient foreign exchange on the date a payment
is due, the relative size of the debt service burden to the economy as a whole,
the governmental entity's policy toward the International Monetary Fund, and
the political constraints to which a governmental entity may be subject.
Governmental entities may also be dependent on expected disbursements from
foreign governments, multilateral agencies and others abroad to reduce
principal and interest arrearages on their debt. The commitment on the part of
these governments, agencies and others to make such disbursements may be
conditioned on a governmental entity's implementation of economic reforms
and/or economic performance and the timely service of such debtor's
obligations. Failure to implement such reforms, achieve such levels of economic
performance or repay principal or interest when due may result in the
cancellation of such third parties' commitments to lend funds to the
governmental entity, which may further impair such debtor's ability or
willingness to service its debts in a timely manner. Consequently, governmental
entities may default on their sovereign debt. Holders of sovereign debt may be
requested to participate in the rescheduling of such debt and to extend further
loans to governmental entities. There is no reliable bankruptcy proceeding by
which sovereign debt on which governmental entities have defaulted may be
collected in whole or in part.


SPECIAL INFORMATION CONCERNING MASTER-FEEDER FUND STRUCTURE. The following
applies to the extent that the fund employs the master-feeder fund structure.
Unlike other open-end management investment companies (mutual funds) which
directly acquire and manage their own portfolio securities, a fund seeks to
achieve its investment objective by investing substantially all of its assets
in a master portfolio (Portfolio), a separate registered investment company
with the same investment objective as a fund. Therefore, an investor's interest
in the Portfolio's securities is indirect. In addition to selling a beneficial
interest to a fund, the Portfolio may sell beneficial interests to other mutual
funds, investment vehicles or institutional investors. Such investors will
invest in the Portfolio on the same terms and conditions and will pay a
proportionate share of the Portfolio's expenses. However, the other investors
investing in the Portfolio are not required to sell their shares at the same
public offering price as a fund due to variations in sales commissions and
other operating expenses. Therefore, investors in a fund should be aware that
these differences may result in differences in returns experienced by investors
in the different funds that invest in the Portfolio. Such differences in
returns are also present in other mutual fund structures.


Smaller funds investing in the Portfolio may be materially affected by the
actions of larger funds investing in the Portfolio. For example, if a large
fund withdraws from the Portfolio, the remaining funds may experience higher
pro rata operating expenses, thereby producing lower returns (however, this
possibility exists as well for traditionally structured funds which have large
institutional investors). Also, the Portfolio may be required to sell
investments at a price or time not advantageous to the Portfolio in order to
meet such a redemption. Additionally, the Portfolio may become less diverse,
resulting in increased portfolio risk. Also, funds with a greater pro rata
ownership in the Portfolio could have effective voting control of the
operations of the Portfolio. Whenever a fund is requested to vote on a matter
pertaining to the Portfolio, the fund will vote its interests in the Portfolio
without a meeting of shareholders of the fund if the proposal is one that would
not require the vote of shareholders of the fund as long as such action is
permissible under applicable statutory and regulatory requirements. In
addition, whenever the fund is required to vote on a particular matter relating


                                     II-133


to the Portfolio, the fund will hold a meeting of the shareholders of the fund
and, at the meeting of the investors of the Portfolio, will cast its vote in
the same proportion as the votes of the fund's shareholders even if all the
fund's shareholders did not vote.


Certain changes in the Portfolio's investment objectives, policies or
restrictions may require a fund to withdraw its interest in the Portfolio. Any
such withdrawal could result in a distribution "in kind" of portfolio
securities (as opposed to a cash distribution from the Portfolio). If
securities are distributed, a fund could incur brokerage, tax or other charges
in converting the securities to cash. In addition, the distribution in kind may
result in a less diversified portfolio of investments or adversely affect the
liquidity of a fund. Notwithstanding the above, there are other means for
meeting redemption requests, such as borrowing.


A fund may withdraw its investment from the Portfolio at any time, if the Board
determines that it is in the best interests of the shareholders of a fund to do
so. Upon any such withdrawal, the Board would consider what action might be
taken, including the investment of all the assets of a fund in another pooled
investment entity having the same investment objective as a fund or the
retaining of an investment advisor to manage a fund's assets in accordance with
the investment policies described herein with respect to the Portfolio.


STABLE NET ASSET VALUE (FOR ALL MONEY MARKET FUNDS EXCEPT DEUTSCHE VARIABLE NAV
MONEY FUND). A fund effects purchases and redemptions at its net asset value
per share. In fulfillment of its responsibilities under Rule 2a-7 of the 1940
Act, the Board has approved policies reasonably designed, taking into account
current market conditions and a fund's investment objective, to stabilize a
fund's net asset value per share, and the Board will periodically review the
Advisor's operations under such policies at regularly scheduled Board meetings.
In addition to imposing limitations on the quality, maturity, diversity and
liquidity of portfolio instruments held by a fund as described in the
prospectus, those policies include a weekly monitoring by the Advisor of
unrealized gains and losses in a fund and, when necessary, in an effort to
avoid a material deviation of a fund's net asset value per share determined by
reference to market valuations from a fund's $1.00 price per share, taking
corrective action, such as adjusting the maturity of a fund, or, if possible,
realizing gains or losses to offset in part unrealized losses or gains. The
result of those policies may be that the yield on shares of a fund will be
lower than would be the case if the policies were not in effect. Such policies
also provide for certain action to be taken with respect to portfolio
securities which experience a downgrade in rating or suffer a default. In
addition, a low interest rate environment may prevent the fund from providing a
positive yield or paying fund expenses out of current income and, at times,
could impair a fund's ability to maintain a stable $1.00 share price. There is
no assurance that a fund's net asset value per share will be maintained at
$1.00.


STAND-BY COMMITMENTS. A stand-by commitment is a right acquired by a fund, when
it purchases a municipal obligation from a broker, dealer or other financial
institution (seller), to sell up to the same principal amount of such
securities back to the seller, at a fund's option, at a specified price.
Stand-by commitments are also known as "puts." The exercise by a fund of a
stand-by commitment is subject to the ability of the other party to fulfill its
contractual commitment.


Stand-by commitments acquired by a fund may have the following features: (1)
they will be in writing and will be physically held by a fund's custodian; (2)
a fund's right to exercise them will be unconditional and unqualified; (3) they
will be entered into only with sellers which in the Advisor's opinion present a
minimal risk of default; (4) although stand-by commitments will not be
transferable, municipal obligations purchased subject to such commitments may
be sold to a third party at any time, even though the commitment is
outstanding; and (5) their exercise price will be (i) a fund's acquisition cost
(excluding any accrued interest which a fund paid on their acquisition), less
any amortized market premium or plus any amortized original issue discount
during the period a fund owned the securities, plus (ii) all interest accrued
on the securities since the last interest payment date.


A fund expects that stand-by commitments generally will be available without
the payment of any direct or indirect consideration. However, if necessary or
advisable, a fund will pay for stand-by commitments, either separately in cash
or by paying a higher price for portfolio securities which are acquired subject
to the commitments.


It is difficult to evaluate the likelihood of use or the potential benefit of a
stand-by commitment. Therefore, it is expected that the Advisor will determine
that stand-by commitments ordinarily have a "fair value" of zero, regardless of
whether any direct or indirect consideration was paid. However, if the market
price of the security subject to the stand-by


                                     II-134


commitment is less than the exercise price of the stand-by commitment, such
security will ordinarily be valued at such exercise price. Where a fund has
paid for a stand-by commitment, its cost will be reflected as unrealized
depreciation for the period during which the commitment is held.


The IRS has issued a favorable revenue ruling to the effect that, under
specified circumstances, a regulated investment company will be the owner of
tax-exempt municipal obligations acquired subject to a put option. The IRS has
also issued private letter rulings to certain taxpayers (which do not serve as
precedent for other taxpayers) to the effect that tax-exempt interest received
by a regulated investment company with respect to such obligations will be
tax-exempt in the hands of the company and may be distributed to its
shareholders as exempt-interest dividends. The IRS has subsequently announced
that it will not ordinarily issue advance ruling letters as to the identity of
the true owner of property in cases involving the sale of securities or
participation interests therein if the purchaser has the right to cause the
security, or the participation interest therein, to be purchased by either the
seller or a third party. A fund intends to take the position that it owns any
municipal obligations acquired subject to a stand-by commitment and that
tax-exempt interest earned with respect to such municipal obligations will be
tax-exempt in its hands. There is no assurance that the IRS will agree with
such position in any particular case.


SUBSIDIARY COMPANIES. A fund may gain exposure to the commodity markets in part
by investing a portion of a fund's assets in a wholly-owned subsidiary
(Subsidiary). Investments in a Subsidiary are expected to provide exposure to
the commodity markets within the limitations of the Code and IRS rulings (see
"Taxes" in Appendix II-H of this SAI). The Subsidiaries are companies organized
under the laws of the Cayman Islands, and each is overseen by its own board of
directors.


Among other investments, the Subsidiaries are expected to invest in
commodity-linked derivative instruments, such as swaps and futures. The
Subsidiaries will also invest in fixed income instruments, cash, cash
equivalents and affiliated money market funds. In monitoring compliance with
its investment restrictions, a fund will consider the assets of its Subsidiary
to be assets of the fund. A Subsidiary must, however, comply with the asset
segregation requirements with respect to its investments in commodity-linked
derivatives.


To the extent that a fund invests in its Subsidiary, a fund may be subject to
the risks associated with those derivative instruments and other securities,
which are discussed elsewhere in a fund's prospectus(es) and this SAI. While
the Subsidiaries may be considered similar to investment companies, they are
not registered under the 1940 Act and are not directly subject to all of the
investor protections of the 1940 Act and other US regulations. Changes in the
laws of the US or the Cayman Islands could result in the inability of a fund or
a Subsidiary to operate as intended or may subject the fund or its advisor to
new or additional regulatory requirements, and could negatively affect a fund
and its shareholders.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, satisfy
several diversification requirements, including the requirement that not more
than 25% of the value of the fund's total assets may be invested in the
securities (other than those of the US government or other regulated investment
companies) of any one issuer or of two or more issuers which the fund controls
and which are engaged in the same, similar or related trades or businesses.
Therefore, so long as a fund is subject to this limit, the fund may not invest
any more than 25% of the value of its total assets in a Subsidiary. Absent this
diversification requirement, a fund would be permitted to invest more than 25%
of the value of its total assets in a Subsidiary.


In order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, a fund must, among other things, derive at
least 90% of its gross income from certain specified sources (qualifying
income). Income from certain commodity-linked derivatives does not constitute
qualifying income to a fund. The tax treatment of commodity-linked notes and
certain other derivative instruments in which a fund might invest is not
certain, in particular with respect to whether income and gains from such
instruments constitutes qualifying income. If the Fund treats income from a
particular instrument as qualifying income and the income is later determined
not to constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, a fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including Deutsche Enhanced


                                     II-135


Commodity Strategy Fund, Deutsche Gold & Precious Metals Fund, Deutsche Global
Inflation Fund and Deutsche Real Assets Fund) have obtained private letter
rulings from the IRS confirming that the income and gain earned through a
wholly-owned Subsidiary that invests in certain types of commodity-linked
derivatives constitute qualifying income under the Code.


TAX-EXEMPT COMMERCIAL PAPER. Issues of tax-exempt commercial paper typically
represent short-term, unsecured, negotiable promissory notes. These obligations
are issued by state and local governments and their agencies to finance working
capital needs of municipalities or to provide interim construction financing
and are paid from general revenues of municipalities or are refinanced with
long-term debt. In most cases, tax-exempt commercial paper is backed by letters
of credit, lending agreements, note repurchase agreements or other credit
facility agreements offered by banks or other institutions.


TAX-EXEMPT CUSTODIAL RECEIPTS. Tax-exempt custodial receipts (Receipts)
evidence ownership in an underlying bond that is deposited with a custodian for
safekeeping. Holders of the Receipts receive all payments of principal and
interest when paid on the bonds. Receipts can be purchased in an offering or
from a counterparty (typically an investment bank). To the extent that any
Receipt is illiquid, it is subject to a fund's limit on illiquid securities.


TAX-EXEMPT PASS-THROUGH SECURITIES. Tax exempt pass-through certificates
represent an interest in a pool or group of fixed-rate long-term debt
obligations issued by or on behalf of primarily not-for-profit institutions,
the interest on which is exempt from federal income taxation, including
alternative minimum taxation. Such fixed-rate long-term debt obligations may be
private activity bonds issued by states, municipalities or public authorities
to provide funds, usually through a loan or lease arrangement, to a non-profit
corporation for the purpose of financing or refinancing the construction or
improvement of a facility to be used by the non-profit corporation.
Distributions on tax exempt pass-through certificates may be adversely affected
by defaults in or prepayment of the underlying debt obligations. Certain tax
exempt pass-through certificates are issued in several classes with different
levels of yields and credit protection. A fund may invest in lower classes of
tax exempt pass-through certificates that have less credit protection. Tax
exempt pass-through certificates have limited liquidity and certain transfer
restrictions may apply. There currently is no trading market for tax exempt
pass-through certificates and there can be no assurance that such a market will
develop.


TENDER OPTION BOND TRANSACTIONS. A fund may leverage its assets through the use
of proceeds through tender option bond (TOB) transactions. In a TOB
transaction, the fund typically transfers fixed-rate, long-term municipal bonds
into a special purpose entity (a "TOB Trust") that has been created for the
purpose of repackaging such municipal bonds. The TOB Trust issues short-term
floating rate notes and a residual interest security "(TOB Inverse Floater
Residual Interests"). The short term floating rate notes ("TOB Floaters") are
issued in a face amount equal to some fraction of the par value of the
underlying bonds. The TOB Floaters are sold to third parties, typically money
market funds, and the TOB Inverse Floater Residual Interests are held by the
fund. The fund receives the proceeds from the sale of the TOB Floaters as
consideration for the transferred municipal bonds, and the fund uses the cash
proceeds received from the sale of the TOB Floaters to make additional
investments. The TOB Floaters pay an interest rate that resets periodically at
a reference rate, typically a short-term tax-exempt market rate, and can be
tendered to the TOB Trust at par, unless certain events occur. Typically, such
tenders are funded through a remarketing of the tendered TOB Floaters or a draw
down on a liquidity facility. A fund, as the holder of the TOB Inverse Floater
Residual Interests, has full exposure to any increase or decrease in the value
of the underlying bonds. The holder of the TOB Inverse Floater Residual
Interests receives interest in an amount equal to the interest paid on the
underlying bonds, less the interest paid on the TOB Floaters (and less certain
expenses associated with the TOB Trust such as trustee, administrative and
liquidity fees). By holding the TOB Inverse Floater Residual Interests, a fund
typically has the right to collapse the TOB Trust by causing the holders of the
TOB Floaters to tender their notes at par and have the TOB Trust administrator
transfer the underlying bonds to the fund. In connection with these
investments, a fund may enter into shortfall and forbearance agreements whereby
the fund agrees to reimburse the TOB Trust, in certain circumstances, for the
difference between the liquidation value of the underlying bonds held by the
TOB Trust and the liquidation value of the TOB Floaters plus any shortfalls in
interest cash flows. This could potentially expose the fund to losses in excess
of the value of the fund's investment in the TOB Inverse Floater Residual
Interests.


                                     II-136


The value of TOB Inverse Floater Residual Interests may decrease significantly
when interest rates increase. The market for TOB Inverse Floater Residual
Interests may be more volatile and less liquid than other municipal bonds of
comparable maturity. Moreover, the TOB Trust could be terminated for reasons
outside of a fund's control, resulting in a reduction of leverage and disposal
of portfolio investments at inopportune times and prices. Investments in TOB
Inverse Floater Residual Interests generally involve greater risk than
investments in fixed-rate bonds.


The final rules implementing Section 619 of the Dodd-Frank Wall Street Reform
and Consumer Protection Act (the "Volcker Rule") preclude banking entities from
sponsoring and/or providing services to existing TOB Trusts. In response to
these rules, investment market participants have developed and are developing
new TOB Trust structures that are designed to ensure that banking entities do
not sponsor TOB Trusts in violation of the Volcker Rule.


Deutsche municipal bond funds currently participate in a number of pre-2014 TOB
Trusts (each, a "Legacy TOB Trust") that will need to be restructured to
conform to Volcker Rule requirements by the applicable compliance date,
currently expected to be July 17, 2017, or unwound. Any new TOB Trust
structures must currently comply with the Volcker Rule.


A Volcker-compliant TOB Trust structure is similar to traditional TOB Trust
structures, with certain key differences. The basic features of the new
Volcker-compliant TOB Trust structure currently intended to be implemented by
the funds are as follows:


o  Portfolio management continues to make certain basic investment
   determinations, such as which bonds are placed in the TOB Trust, the amount
   of leverage for any given transaction, whether the transaction is
   structured as non-recourse or recourse, etc.


o  Similar to traditional TOB Trust structures, the fund continues to be the
   holder of the TOB Inverse Floater Residual Interests.


o  Unlike traditional TOB Trust structures, a bank or financial institution no
   longer serves as the sponsor, depositor, or trust administrator nor does it
   have any discretionary decision making authority with respect to the TOB
   Trust.


o  Consistent with traditional TOB Trust structures, a bank or financial
   institution serves as the trustee, liquidity provider, and remarketing
   agent.


o  A third-party administrative agent retained by the fund performs certain of
   the roles and responsibilities historically provided by banking entities in
   traditional TOB Trust structures, including certain historical
   sponsor/administrative roles and responsibilities.


The ultimate impact of the new rules on the TOB market and the municipal market
generally is not yet certain. Such changes could make early unwinds of TOB
Trusts more likely, may make the use of TOB Trusts more expensive, and may make
it more difficult to use TOB Trusts in general. The new rules may also expose
the fund to additional risks, including, but not limited to, compliance,
securities law and operational risks.


THIRD PARTY PUTS. A fund may purchase long-term fixed rate bonds that have been
coupled with an option granted by a third party financial institution allowing
a fund at specified intervals to tender (put) the bonds to the institution and
receive the face value thereof (plus accrued interest). These third party puts
are available in several different forms, may be represented by custodial
receipts or trust certificates and may be combined with other features such as
interest rate swaps. A fund receives a short-term rate of interest (which is
periodically reset), and the interest rate differential between that rate and
the fixed rate on the bond is retained by the financial institution. The
financial institution granting the option does not provide credit enhancement,
and in the event that there is a default in the payment of principal or
interest, or downgrading of a bond to below investment grade, or a loss of the
bond's tax-exempt status, the put option will terminate automatically. As a
result, a fund would be subject to the risks associated with holding such a
long-term bond and the weighted average maturity of that fund's portfolio would
be adversely affected.


                                     II-137


These bonds coupled with puts may present the same tax issues as are associated
with Stand-By Commitments. As with any Stand-By Commitments acquired by a fund,
a fund intends to take the position that it is the owner of any municipal
obligation acquired subject to a third-party put, and that tax-exempt interest
earned with respect to such municipal obligations will be tax-exempt in its
hands. There is no assurance that the IRS will agree with such position in any
particular case. Additionally, the federal income tax treatment of certain
other aspects of these investments, including the treatment of tender fees and
swap payments, in relation to various regulated investment company tax
provisions is unclear. However, the Advisor seeks to manage a fund's portfolio
in a manner designed to minimize any adverse impact from these investments.


TO BE ANNOUNCED (TBA) PURCHASE COMMITMENTS. Similar to When-Issued or
Delayed-Delivery securities, a TBA purchase commitment is a security that is
purchased or sold for a fixed price with the underlying securities to be
announced at a future date. However, the seller does not specify the particular
securities to be delivered. Instead, a fund agrees to accept any securities
that meets the specified terms. For example, in a TBA mortgage-backed
transaction, a fund and seller would agree upon the issuer, interest rate and
terms of the underlying mortgages, but the seller would not identify the
specific underlying security until it issues the security. TBA purchase
commitments involve a risk of loss if the value of the underlying security to
be purchased declines prior to delivery date. The yield obtained for such
securities may be higher or lower than yields available in the market on
delivery date. Unsettled TBA purchase commitments are valued at the current
market value of the underlying securities.


TRUST PREFERRED SECURITIES. A fund may invest in Trust Preferred Securities,
which are hybrid instruments issued by a special purpose trust (Special Trust),
the entire equity interest of which is owned by a single issuer. The proceeds
of the issuance to a fund of Trust Preferred Securities are typically used to
purchase a junior subordinated debenture, and distributions from the Special
Trust are funded by the payments of principal and interest on the subordinated
debenture.


If payments on the underlying junior subordinated debentures held by the
Special Trust are deferred by the debenture issuer, the debentures would be
treated as original issue discount (OID) obligations for the remainder of their
term. As a result, holders of Trust Preferred Securities, such as a fund, would
be required to accrue daily for federal income tax purposes their share of the
stated interest and the de minimis OID on the debentures (regardless of whether
a fund receives any cash distributions from the Special Trust), and the value
of Trust Preferred Securities would likely be negatively affected. Interest
payments on the underlying junior subordinated debentures typically may only be
deferred if dividends are suspended on both common and preferred stock of the
issuer. The underlying junior subordinated debentures generally rank slightly
higher in terms of payment priority than both common and preferred securities
of the issuer, but rank below other subordinated debentures and debt
securities. Trust Preferred Securities may be subject to mandatory prepayment
under certain circumstances. The market values of Trust Preferred Securities
may be more volatile than those of conventional debt securities. Trust
Preferred Securities may be issued in reliance on Rule 144A under the 1933 Act,
and, unless and until registered, are restricted securities. There can be no
assurance as to the liquidity of Trust Preferred Securities and the ability of
holders of Trust Preferred Securities, such as a fund, to sell their holdings.


US GOVERNMENT SECURITIES. A fund may invest in obligations issued or guaranteed
as to both principal and interest by the US Government, its agencies,
instrumentalities or sponsored enterprises which include: (a) direct
obligations of the US Treasury; and (b) securities issued or guaranteed by US
Government agencies.


Examples of direct obligations of the US Treasury are Treasury bills, notes,
bonds and other debt securities issued by the US Treasury. These instruments
are backed by the "full faith and credit" of the United States. They differ
primarily in interest rates, the length of maturities and the dates of
issuance. Treasury bills have original maturities of one year or less. Treasury
notes have original maturities of one to ten years and Treasury bonds generally
have original maturities of greater than ten years.


Some agency securities are backed by the full faith and credit of the United
States (such as Maritime Administration Title XI Ship Financing Bonds and
Agency for International Development Housing Guarantee Program Bonds) and
others are backed only by the rights of the issuer to borrow from the US
Treasury (such as Federal Home Loan Bank Bonds and Federal National Mortgage
Association Bonds), while still others, such as the securities of the Federal
Farm


                                     II-138


Credit Bank, are supported only by the credit of the issuer. With respect to
securities supported only by the credit of the issuing agency or by an
additional line of credit with the US Treasury, there is no guarantee that the
US Government will provide support to such agencies and such securities may
involve risk of loss of principal and interest.


US Government securities may include "zero coupon" securities that have been
stripped by the US Government of their unmatured interest coupons and
collateralized obligations issued or guaranteed by a US Government agency or
instrumentality. Because interest on zero coupon securities is not distributed
on a current basis but is, in effect, compounded, zero coupon securities tend
to be subject to greater risk than interest-paying securities of similar
maturities.


Interest rates on US Government securities may be fixed or variable. Interest
rates on variable rate obligations are adjusted at regular intervals, at least
annually, according to a formula reflecting then current specified standard
rates, such as 91-day US Treasury bill rates. These adjustments generally tend
to reduce fluctuations in the market value of the securities.


The government guarantee of the US Government securities in a fund's portfolio
does not guarantee the net asset value of the shares of a fund. There are
market risks inherent in all investments in securities and the value of an
investment in a fund will fluctuate over time. Normally, the value of
investments in US Government securities varies inversely with changes in
interest rates. For example, as interest rates rise the value of investments in
US Government securities will tend to decline, and as interest rates fall the
value of a fund's investments in US Government securities will tend to
increase. In addition, the potential for appreciation in the event of a decline
in interest rates may be limited or negated by increased principal prepayments
with respect to certain mortgage-backed securities, such as GNMA Certificates.
Prepayments of high interest rate mortgage-backed securities during times of
declining interest rates will tend to lower the return of a fund and may even
result in losses to a fund if some securities were acquired at a premium.
Moreover, during periods of rising interest rates, prepayments of
mortgage-backed securities may decline, resulting in the extension of a fund's
average portfolio maturity. As a result, a fund's portfolio may experience
greater volatility during periods of rising interest rates than under normal
market conditions.


VARIABLE AND FLOATING RATE INSTRUMENTS. Debt instruments purchased by a fund
may be structured to have variable or floating interest rates. The interest
rate on variable and floating rate securities may be reset daily, weekly or on
some other reset period and may have a floor or ceiling on interest rate
changes. The interest rate of variable rate securities ordinarily is determined
by reference to or is a percentage of an objective standard such as a bank's
prime rate, the 90-day US Treasury Bill rate, or the rate of return on
commercial paper or bank certificates of deposit. Generally, the changes in the
interest rate on variable rate securities reduce the fluctuation in the market
value of such securities. Accordingly, as interest rates decrease or increase,
the potential for capital appreciation or depreciation is less than for
fixed-rate obligations. A fund may purchase variable rate securities on which
stated minimum or maximum rates, or maximum rates set by state law, limit the
degree to which interest on such instruments may fluctuate; to the extent it
does, increases or decreases in value of such instruments may be somewhat
greater than would be the case without such limits. Because the adjustment of
interest rates on the variable rate securities is made in relation to movements
of the applicable rate adjustment index, the instruments are not comparable to
long-term fixed interest rate securities. Accordingly, interest rates on the
variable rate securities may be higher or lower than current market rates for
fixed rate obligations of comparable quality with similar final maturities. A
money market fund determines the maturity of variable rate securities in
accordance with Rule 2a-7, which allows a fund to consider certain of such
instruments as having maturities shorter than the maturity date on the face of
the instrument.


The Advisor will consider the earning power, cash flows and other liquidity
ratios of the issuers and guarantors of such instruments and, if the instrument
is subject to a demand feature (described below), will continuously monitor the
issuer's financial ability to meet payment on demand. Where necessary to ensure
that a variable or floating rate instrument is equivalent to the quality
standards applicable to a fund's fixed income investments, the issuer's
obligation to pay the principal of the instrument will be backed by an
unconditional bank letter or line of credit, guarantee or commitment to lend.
Any bank providing such a bank letter, line of credit, guarantee or loan
commitment will meet a fund's investment quality standards relating to
investments in bank obligations. The Advisor will also monitor the
creditworthiness of issuers of such instruments to determine whether a fund
should continue to hold the investments.


                                     II-139


The absence of an active secondary market for certain variable and floating
rate notes could make it difficult to dispose of the instruments, and a fund
could suffer a loss if the issuer defaults or during periods in which a fund is
not entitled to exercise its demand rights. When a reliable trading market for
the variable and floating rate instruments held by a fund does not exist and a
fund may not demand payment of the principal amount of such instruments within
seven days, the instruments will be subject to a fund's limitation on
investments in illiquid securities.


Variable Rate Demand Securities. A fund may purchase variable rate demand
securities, which are variable rate securities that permit a fund to demand
payment of the unpaid principal balance plus accrued interest upon a specified
number of days' notice to the issuer or its agent. The demand feature may be
backed by a bank letter of credit or guarantee issued with respect to such
instrument. A bank that issues a repurchase commitment may receive a fee from a
fund for this arrangement. The issuer of a variable rate demand security may
have a corresponding right to prepay in its discretion the outstanding
principal of the instrument plus accrued interest upon notice comparable to
that required for the holder to demand payment.


Variable Rate Master Demand Notes. A fund may purchase variable rate master
demand notes, which are unsecured instruments that permit the indebtedness
thereunder to vary and provide for periodic adjustments in the interest rate.
Because variable rate master demand notes are direct lending arrangements
between a fund and the issuer, they are not ordinarily traded. Although no
active secondary market may exist for these notes, a fund will purchase only
those notes under which it may demand and receive payment of principal and
accrued interest daily or may resell the note at any time to a third party.
These notes are not typically rated by credit rating agencies.


VARIABLE RATE DEMAND PREFERRED SECURITIES. A fund may purchase certain variable
rate demand preferred securities (VRDPs) issued by closed-end municipal bond
funds, which, in turn, invest primarily in portfolios of tax-exempt municipal
bonds. A fund may invest in securities issued by single-state or national
closed-end municipal bond funds. VRDPs are issued by closed-end funds to
leverage returns for common shareholders. Under the 1940 Act, a closed-end fund
that issues preferred shares must maintain an asset coverage ratio of at least
200% immediately after the time of issuance and at the time of certain
distributions on repurchases of its common stock. It is anticipated that the
interest on the VRDPs will be exempt from federal income tax and, with respect
to any such securities issued by single-state municipal bond funds, exempt from
the applicable state's income tax, although interest on VRDPs may be subject to
the federal alternative minimum tax. The VRDPs will pay a variable dividend
rate, determined weekly, typically through a remarketing process, and include a
demand feature that provides a fund with a contractual right to tender the
securities to a liquidity provider. A fund could lose money if the liquidity
provider fails to honor its obligation, becomes insolvent, or files for
bankruptcy. A fund has no right to put the securities back to the closed-end
municipal bond funds or demand payment or redemption directly from the
closed-end municipal bond funds. Further, the VRDPs are not freely transferable
and, therefore, a fund may only transfer the securities to another investor in
compliance with certain exemptions under the 1933 Act, including Rule 144A.


A fund's purchase of VRDPs issued by closed-end municipal bond funds is subject
to the restrictions set forth under the heading "Investment Companies and Other
Pooled Investment Vehicles."


WARRANTS. The holder of a warrant has the right, until the warrant expires, to
purchase a given number of shares of a particular issuer at a specified price.
Such investments can provide a greater potential for profit or loss than an
equivalent investment in the underlying security. Prices of warrants do not
necessarily move, however, in tandem with the prices of the underlying
securities and are, therefore, considered speculative investments. Warrants pay
no dividends and confer no rights other than a purchase option. Thus, if a
warrant held by a fund were not exercised by the date of its expiration, a fund
would lose the entire purchase price of the warrant.


WHEN-ISSUED AND DELAYED-DELIVERY SECURITIES. A fund may purchase securities on
a when-issued or delayed-delivery basis. Delivery of and payment for these
securities can take place a month or more after the date of the purchase
commitment. The payment obligation and the interest rate that will be received
on when-issued and delayed-delivery securities are fixed at the time the buyer
enters into the commitment. Due to fluctuations in the value of securities
purchased or sold on a when-issued or delayed-delivery basis, the yields
obtained on such securities may be higher or lower than the yields available in
the market on the dates when the investments are actually delivered to the
buyers. When-issued securities may include securities purchased on a "when, as
and if issued" basis, under which the issuance


                                     II-140


of the security depends on the occurrence of a subsequent event, such as
approval of a merger, corporate reorganization or debt restructuring. The value
of such securities is subject to market fluctuation during this period and no
interest or income, as applicable, accrues to a fund until settlement takes
place.


At the time a fund makes the commitment to purchase securities on a when-issued
or delayed delivery basis, it will record the transaction, reflect the value
each day of such securities in determining its net asset value and, if
applicable, calculate the maturity for the purposes of average maturity from
that date. At the time of settlement a when-issued security may be valued at
less than the purchase price. To facilitate such acquisitions, a fund
identifies on its books cash or liquid assets in an amount at least equal to
such commitments. It may be expected that a fund's net assets will fluctuate to
a greater degree when it sets aside portfolio securities to cover such purchase
commitments than when it sets aside cash. On delivery dates for such
transactions, a fund will meet its obligations from maturities or sales of the
segregated securities and/or from cash flow. If a fund chooses to dispose of
the right to acquire a when-issued security prior to its acquisition, it could,
as with the disposition of any other portfolio obligation, incur a gain or loss
due to market fluctuation. When a fund engages in when-issued or
delayed-delivery transactions, it relies on the other party to consummate the
trade and is, therefore, exposed to counterparty risk. Failure of the seller to
do so may result in a fund's incurring a loss or missing an opportunity to
obtain a price considered to be advantageous.


YANKEE BONDS. Yankee Bonds are US dollar-denominated bonds sold in the US by
non-US issuers. As compared with bonds issued in the US, such bond issues
normally pay interest but are less actively traded. Investing in the securities
of foreign companies involves more risks than investing in securities of US
companies. Their value is subject to economic and political developments in the
countries where the companies operate and to changes in foreign currency
values. Values may also be affected by foreign tax laws, changes in foreign
economic or monetary policies, exchange control regulations and regulations
involving prohibitions on the repatriation of foreign currencies. In many
foreign countries, there is less publicly available information about foreign
issuers, and there is less government regulation and supervision of foreign
stock exchanges, brokers and listed companies. Also in many foreign countries,
companies are not subject to uniform accounting, auditing, and financial
reporting standards comparable to those applicable to domestic issuers.
Security trading practices and custody arrangements abroad may offer less
protection to a fund's investments and there may be difficulty in enforcing
legal rights outside the United States. Settlement of transactions in some
foreign markets may be delayed or may be less frequent than in the United
States which could affect the liquidity of a fund's portfolio. Additionally, in
some foreign countries, there is the possibility of expropriation or
confiscatory taxation, limitations on the removal of securities, property, or
other fund assets, political or social instability or diplomatic developments
which could affect investments in foreign securities. In addition, the relative
performance of various countries' fixed income markets historically has
reflected wide variations relating to the unique characteristics of each
country's economy. Year-to-year fluctuations in certain markets have been
significant, and negative returns have been experienced in various markets from
time to time.


YIELDS AND RATINGS. The yields on certain obligations in which a fund may
invest (such as commercial paper and bank obligations), are dependent on a
variety of factors, including general market conditions, conditions in the
particular market for the obligation, the financial condition of the issuer,
the size of the offering, the maturity of the obligation and the ratings of the
issue. The ratings of Moody's, S&P and Fitch Ratings (Fitch) represent their
opinions as to the quality of the securities that they undertake to rate.
Ratings, however, are general and are not absolute standards of quality or
value. Consequently, obligations with the same rating, maturity and interest
rate may have different market prices. See "Ratings of Investments" for
descriptions of the ratings provided by certain recognized rating
organizations.


ZERO COUPON SECURITIES AND DEFERRED INTEREST BONDS. A fund may invest in zero
coupon securities that are "stripped" US Treasury notes and bonds and in
deferred interest bonds. Zero coupon securities are the separate income or
principal components of a debt instrument. Zero coupon and deferred interest
bonds are debt obligations which are issued at a significant discount from face
value. The original discount approximates the total amount of interest the
bonds will accrue and compound over the period until maturity or the first
interest accrual date at a rate of interest reflecting the market rate of the
security at the time of issuance. Zero coupon securities are redeemed at face
value at their maturity date without interim cash payments of interest or
principal. The amount of this discount is accrued over the life of the
security, and the accrual constitutes the income earned on the security for
both accounting and federal income tax purposes. Because of these features, the
market prices of zero coupon securities are generally more volatile than the
market prices of securities that have similar maturity but that pay interest
periodically.


                                     II-141


While zero coupon bonds do not require the periodic payment of interest,
deferred interest bonds generally provide for a period of delay before the
regular payment of interest begins. Although this period of delay is different
for each deferred interest bond, a typical period is approximately one-third of
the bond's term to maturity. Such investments benefit the issuer by mitigating
its initial need for cash to meet debt service, but some also provide a higher
rate of return to attract investors who are willing to defer receipt of such
cash.


A fund will accrue income on such investments for tax and accounting purposes,
as required, which will generally be prior to the receipt of the corresponding
cash payments. Because a fund is required to distribute to shareholders
substantially all of its net investment income, including such accrued income,
to avoid federal income and excise taxes, a fund may be required to liquidate
portfolio securities to satisfy a fund's distribution obligations (including at
a time when it may not be advantageous to do so). Under many market conditions,
investments in zero coupon, step-coupon and pay-in-kind securities may be
illiquid, making it difficult for a fund to dispose of them or to determine
their current value.


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PART II: APPENDIX II-H - TAXES

The following is intended to be a general summary of certain federal income tax
consequences of investing in a fund. This discussion does not address all
aspects of taxation (including state, local, and foreign taxes) that may be
relevant to particular shareholders in light of their own investment or tax
circumstances, or to particular types of shareholders (including insurance
companies, tax-deferred retirement plans, financial institutions or
broker-dealers, foreign corporations, and persons who are not citizens or
residents of the United States) that are subject to special treatment under the
US federal income tax laws. Current and prospective investors are therefore
advised to consult with their tax advisors before making an investment in a
fund. This summary is based on the laws in effect on the date of this SAI and
on existing judicial and administrative interpretations thereof, all of which
are subject to change, possibly with retroactive effect.


Feeder Funds. Certain funds (Feeder Funds) invest all or substantially all of
their assets in either the Deutsche Equity 500 Index Portfolio or the
Government Cash Management Portfolio (each, a Master Portfolio), which are
partnerships for US federal income tax purposes. For a discussion of the US
federal income tax treatment of a Master Portfolio, please see the registration
statement for that Master Portfolio. The amount and character of a Feeder
Fund's income, gains, losses, deductions and other tax items will generally be
determined at the Master Portfolio level and the Feeder Fund will be allocated,
and is required to take into account, its share of its Master Portfolio's
income, gains, losses and other tax items for each taxable year. Consequently,
references herein to a fund's income, gains, losses and other tax items, as
well as its activities, investment and holdings, as applied to a Feeder Fund,
generally include the tax items, activities, investments and holdings realized,
recognized, conducted or held, as applicable, either by the Feeder Fund
directly or through its Master Portfolio. See "Investments in the Master
Portfolios" for more information.


ALL FUNDS (OTHER THAN DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND)


TAXATION OF A FUND AND ITS INVESTMENTS


QUALIFICATION AS A REGULATED INVESTMENT COMPANY. A fund has elected (or in the
case of a new fund, intends to elect) to be treated, and intends to qualify
each year, as a regulated investment company under Subchapter M of the Internal
Revenue Code of 1986, as amended (Code). If a fund qualifies for treatment as a
regulated investment company that is accorded special tax treatment, such fund
will not be subject to federal income tax on income distributed in a timely
manner to its shareholders in the form of dividends (including Capital Gain
Dividends, as defined below). In order to qualify for the special tax treatment
accorded regulated investment companies and their shareholders under the Code,
a fund must, among other things:


(a) derive at least 90% of its gross income for each taxable year from (i)
dividends, interest, payments with respect to certain securities loans, gains
from the sale or other disposition of stock, securities or foreign currencies,
or other income (including but not limited to gains from options, futures, or
forward contracts) derived with respect to its business of investing in such
stock, securities, or currencies and (ii) net income derived from interests in
"qualified publicly traded partnerships" (as defined below);


(b) diversify its holdings so that, at the end of each quarter of its taxable
year, (i) at least 50% of the market value of its total assets are represented
by cash and cash items, US Government securities, securities of other regulated
investment companies, and other securities limited in respect of any one issuer
to a value not greater than 5% of the value of a fund's total assets and not
more than 10% of the outstanding voting securities of such issuer, and (ii) not
more than 25% of the value of its assets are invested (x) in the securities
(other than those of the US Government or other regulated investment companies)
of any one issuer or of two or more issuers which the fund controls and which
are engaged in the same, similar, or related trades or businesses, or (y) in
the securities of one or more qualified publicly traded partnerships (as
defined below); and


(c) distribute with respect to each taxable year at least 90% of the sum of its
investment company taxable income (as that term is defined in the Code without
regard to the deduction for dividends paid; investment company taxable income
generally consists of taxable ordinary income and the excess, if any, of net
short-term capital gains over net long-term capital losses) and net tax-exempt
interest income, if any, for such year.


                                     II-143


In general, for purposes of the 90% gross income requirement described in
paragraph (a) above, income derived from a partnership will be treated as
qualifying income only to the extent such income is attributable to items of
income of the partnership which would be qualifying income if realized directly
by a fund. However, 100% of net income derived from an interest in a "qualified
publicly traded partnership" (generally, a partnership (x) the interests in
which are traded on an established securities market or readily tradable on a
secondary market or the substantial equivalent thereof, and (y) that derives
less than 90% of its income from the qualifying income described in paragraph
(a)(i) above) will be treated as qualifying income.


For purposes of the diversification test in paragraph (b) above, the term
"outstanding voting securities of such issuer" will include the equity
securities of a qualified publicly traded partnership. It is possible that
certain partnerships in which a fund may invest will be master limited
partnerships constituting qualified publicly traded partnerships. Such
investments will be limited by a fund's intention to qualify as a regulated
investment company under the Code. In addition, although the passive loss rules
of the Code do not generally apply to regulated investment companies, such
rules do apply to a regulated investment company with respect to items
attributable to an interest in a qualified publicly traded partnership. Fund
investments in partnerships, including in qualified publicly traded
partnerships, may result in a fund being subject to state, local or foreign
income, franchise or withholding taxes.


Pursuant to current Internal Revenue Service (IRS) guidance, a Feeder Fund
investing in a Master Portfolio will be treated as holding directly the
underlying assets of the Master Portfolio for purposes of the diversification
test in (b) above.


In addition, for purposes of the diversification test in paragraph (b) above,
the identification of the issuer (or, in some cases, issuers) of a particular
fund investment can depend on the terms and conditions of that investment. In
some cases, identification of the issuer (or issuers) is uncertain under
current law, and an adverse determination or future guidance by the IRS with
respect to issuer identification for a particular type of investment may
adversely affect a fund's ability to meet the diversification test in paragraph
(b) above.


FAILURE TO QUALIFY AS A REGULATED INVESTMENT COMPANY. If a fund were to fail to
meet the income, diversification or distribution tests described above, the
fund could in some cases cure such failure, including by paying a fund-level
tax, paying interest, making additional distributions or disposing of certain
assets. If a fund were ineligible to or otherwise did not cure such failure for
any year, the fund would fail to qualify as a "regulated investment company"
for such year. All of the fund's taxable income would be subject to federal
income tax at regular corporate rates (without any deduction for distributions
to its shareholders), and all distributions from earnings and profits,
including any distributions of net tax-exempt income and net long-term capital
gains, would be taxable to shareholders as ordinary income. Some portions of
such distributions, however, could be eligible (i) to be treated as qualified
dividend income in the case of shareholders taxed as individuals and other
noncorporate shareholders and (ii) for the dividends-received deduction in the
case of corporate shareholders provided, in both cases, the shareholder meets
certain holding period and other requirements in respect of the fund's shares
(as described below). In addition, a fund could be required to recognize
unrealized gains, pay substantial taxes and interest and make substantial
distributions before requalifying as a regulated investment company that is
accorded special federal income tax treatment.


A fund is subject to a 4% nondeductible excise tax on amounts that have been
retained rather than distributed, as required, under a prescribed formula. The
formula requires payment to shareholders during a calendar year of
distributions representing at least 98% of a fund's taxable ordinary income for
the calendar year and at least 98.2% of the excess of its capital gains over
capital losses realized during the one-year period ending October 31 of such
year (or the last day of a fund's taxable year if a fund's taxable year ends in
November or December and a fund makes an election to use such later date), as
well as amounts that were neither distributed by nor taxed to a fund during the
prior calendar year. For purposes of the required excise tax distribution,
ordinary gains and losses from the sale, exchange or other taxable disposition
of property that would be taken into account after October 31 (or later if the
fund is permitted to so elect and does so elect) are treated as arising on
January 1 of the following calendar year. Also for purposes of the excise tax,
a fund will be treated as having distributed any ordinary income or capital
gain net income on which it has been subject to corporate income tax in the
taxable year ending within the calendar year. Although a fund's distribution
policies should enable it to avoid this excise tax, a fund may retain (and be
subject to income or excise tax on) a portion of its capital gain or other
income if it appears to be in the interest of such fund.


                                     II-144


SPECIAL TAX PROVISIONS THAT APPLY TO CERTAIN INVESTMENTS. Certain of a fund's
investment practices are subject to special and complex federal income tax
provisions, including rules relating to short sales, constructive sales,
"straddle" and "wash sale" transactions and section 1256 contracts (as defined
below), that may, among other things: (i) disallow, suspend or otherwise limit
the allowance of certain losses or deductions; (ii) convert lower taxed
long-term capital gains into higher taxed short-term capital gains or ordinary
income; (iii) convert an ordinary loss or a deduction into a capital loss; (iv)
cause a fund to recognize income or gain without a corresponding receipt of
cash; and/or (v) adversely alter the characterization of certain fund
investments. Moreover, the straddle rules and short sale rules may require the
capitalization of certain related expenses of a fund.


Certain debt obligations. Some debt obligations with a fixed maturity date of
more than one year from the date of issuance (and zero-coupon debt obligations
with a fixed maturity date of more than one year from the date of issuance)
that are acquired by a fund will be treated as debt obligations that are issued
originally at a discount. Generally, the amount of the original issue discount
(OID) is treated as interest income and is included in a fund's income (and
required to be distributed by a fund) over the term of the debt security, even
though payment of that amount is not received until a later time, upon partial
or full repayment or disposition of the debt security. In addition,
payment-in-kind debt securities will give rise to income which is required to
be distributed and is taxable even though a fund holding the security receives
no interest payment in cash on the security during the year.


Some debt obligations with a fixed maturity date of more than one year from the
date of issuance that are acquired by a fund in the secondary market may be
treated as having "market discount." Very generally, market discount is the
excess of the stated redemption price of a debt obligation (or in the case of
an obligation issued with OID, its "revised issue price") over the purchase
price of such obligation. Generally, any gain recognized on the disposition of,
and any partial payment of principal on, a debt security having market discount
is treated as ordinary income to the extent the gain, or principal payment,
does not exceed the "accrued market discount" on such debt security.
Alternatively, a fund may elect to accrue market discount currently, in which
case a fund will be required to include the accrued market discount in a fund's
income (as ordinary income) and thus distribute it over the term of the debt
security, even though payment of that amount is not received until a later
time, upon partial or full repayment or disposition of the debt security. The
rate at which the market discount accrues, and thus is included in a fund's
income, will depend upon which of the permitted accrual methods a fund elects.


Some debt obligations with a fixed maturity date of one year or less from the
date of issuance that are acquired by a fund may be treated as having OID or,
in certain cases, "acquisition discount" (very generally, the excess of the
stated redemption price over the purchase price). A fund will be required to
include the OID or acquisition discount in income (as ordinary income) and thus
distribute it over the term of the debt security, even though payment of that
amount is not received until a later time, upon partial or full repayment or
disposition of the debt security. The rate at which OID or acquisition discount
accrues, and thus is included in a fund's income, will depend upon which of the
permitted accrual methods a fund elects.


If a fund holds the foregoing kinds of securities, it may be required to pay
out as an income distribution each year an amount which is greater than the
total amount of cash interest a fund actually received. Such distributions may
be made from the cash assets of a fund or by liquidation of portfolio
securities that it might otherwise have continued to hold. A fund may realize
gains or losses from such liquidations. In the event a fund realizes net gains
from such transactions, its shareholders may receive larger distributions than
they would have received in the absence of such transactions. These investments
may also affect the character of income recognized by a fund.


A portion of the OID accrued on certain high yield discount obligations may not
be deductible to the issuer and will instead be treated as a dividend paid by
the issuer for purposes of the dividends received deduction. In such cases, if
the issuer of the high yield discount obligations is a domestic corporation,
dividend payments by a fund may be eligible for the dividends received
deduction to the extent attributable to the deemed dividend portion of such
OID.


Investments in debt obligations that are at risk of or in default present
special tax issues for a fund. Federal income tax rules are not entirely clear
about issues such as whether and, if so, to what extent a fund should recognize
market discount on such a debt obligation, when a fund may cease to accrue
interest, OID or market discount, when and to what extent deductions may be
taken for bad debts or worthless securities, how payments received on
obligations


                                     II-145


in default should be allocated between principal and income and whether
exchanges of debt obligations in a workout context are taxable. These and other
issues will be addressed by a fund, when, as and if it invests in such
securities, in order to seek to ensure that it distributes sufficient income to
preserve its eligibility for treatment as a regulated investment company and
does not become subject to US federal income or excise tax.


Very generally, where a fund purchases a bond at a price that exceeds the
redemption price at maturity (i.e., a premium), the premium is amortizable over
the remaining term of the bond. In the case of a taxable bond, if a fund makes
an election applicable to all such bonds it purchases, which election is
irrevocable without consent of the IRS, the fund reduces the current taxable
income from the bond by the amortized premium and reduces its tax basis in the
bond by the amount of such offset; upon the disposition or maturity of such
bonds acquired on or after January 4, 2013, the fund is permitted to deduct any
remaining premium allocable to a prior period. In the case of a tax-exempt
bond, tax rules require such a fund to reduce its tax basis by the amount of
amortized premium.


Derivatives. In addition to the special rules described below in respect of
options transactions and futures, a fund's transactions in other derivative
instruments (e.g. forward contracts and swap agreements), as well as any of its
other hedging, short sale or similar transactions, may be subject to special
provisions of the Code (including provisions relating to "hedging transactions"
and "straddles") that, among other things, may affect the character of gains
and losses realized by a fund (i.e., may affect whether gains or losses are
ordinary or capital), accelerate recognition of income to a fund and defer fund
losses. These rules could therefore affect the character, amount and timing of
distributions to shareholders. These provisions may also: (i) require a fund to
mark to market annually certain types of the positions in its portfolio (i.e.,
treat them as if they were closed out at the end of each year); or (ii) cause a
fund to recognize income without receiving cash with which to pay dividends or
make distributions in amounts necessary to satisfy the distribution
requirements described above in order to avoid certain income and excise taxes.
A fund may be required to liquidate other investments (including when it is not
advantageous to do so) to meet its distribution requirements, which may also
accelerate the recognition of gain by the fund. A fund will monitor its
transactions, make the appropriate tax elections and make the appropriate
entries in its books and records when it acquires any foreign currency, forward
contract, option, futures contract or hedged investment in order to mitigate
the effect of these rules and prevent disqualification of a fund from treatment
as a regulated investment company.


In general, option premiums received by a fund are not immediately included in
the income of a fund. Instead, the premiums are recognized when the option
contract expires, the option is exercised by the holder, or a fund transfers or
otherwise terminates the option (e.g., through a closing transaction). If a
call option written by a fund is exercised and a fund sells or delivers the
underlying stock, a fund generally will recognize capital gain or loss equal to
(a) the sum of the strike price and the option premium received by a fund minus
(b) a fund's basis in the stock. Such gain or loss generally will be short-term
or long-term depending upon the holding period of the underlying stock. If
securities are purchased by a fund pursuant to the exercise of a put option
written by it, a fund generally will subtract the premium received from its
cost basis in the securities purchased. The gain or loss with respect to any
termination of a fund's obligation under an option other than through the
exercise of the option and related sale or delivery of the underlying stock
generally will be short-term gain or loss depending on whether the premium
income received by a fund is greater or less than the amount paid by a fund (if
any) in terminating the transaction. Thus, for example, if an option written by
a fund expires unexercised, a fund generally will recognize short-term gain
equal to the premium received.


A fund's options activities may include transactions constituting straddles for
US federal income tax purposes, that is, that trigger the US federal income tax
straddle rules contained primarily in Section 1092 of the Code. Such straddles
include, for example, positions in a particular security, or an index of
securities, and one or more options that offset the former position, including
options that are "covered" by a fund's long position in the subject security.
Very generally, where applicable, Section 1092 requires: (i) that losses be
deferred on positions deemed to be offsetting positions with respect to
"substantially similar or related property," to the extent of unrealized gain
in the latter; and (ii) that the holding period of such a straddle position
that has not already been held for the long-term holding period be terminated
and begin anew once the position is no longer part of a straddle. The straddle
rules apply in modified form to so-called "qualified covered calls." Very
generally, where a taxpayer writes an option on a single stock that is "in the
money" but not "deep in the money," the holding period on the stock will not be
terminated, as it would be under the general straddle rules, but will be
suspended during the period that such calls are outstanding. These straddle
rules could cause gains that would otherwise constitute long-term capital gains
to be treated as short-term capital gains, and


                                     II-146


distributions that would otherwise constitute "qualified dividend income" (as
discussed below) or qualify for the dividends-received deduction (as discussed
below) to fail to satisfy the holding period requirements and therefore to be
taxed at ordinary income tax rates or to fail to qualify for the 70%
dividends-received deduction, as the case may be.


In summary, a fund's options activities can cause a substantial portion of the
fund's income to consist of short-term capital gains, taxable to shareholders
at ordinary income rates when distributed to them.


A fund's investment in so-called "section 1256 contracts," which include
certain futures contracts as well as listed non-equity options written or
purchased by a fund on US exchanges (including options on futures contracts,
equity indices and debt securities), are subject to special federal income tax
rules. All section 1256 contracts held by a fund at the end of its taxable year
are required to be marked to their market value, and any unrealized gain or
loss on those positions will be included in a fund's income as if each position
had been sold for its fair market value at the end of the taxable year. The
resulting gain or loss will be combined with any gain or loss realized by a
fund from positions in section 1256 contracts closed during the taxable year.
Provided such positions were held as capital assets and were neither part of a
"hedging transaction" nor part of a "straddle," 60% of the resulting net gain
or loss will be treated as long-term capital gain or loss, and 40% of such net
gain or loss will be treated as short-term capital gain or loss (although
certain foreign currency gains and losses from such contracts may be treated as
ordinary in character), regardless of the period of time the positions were
actually held by a fund.


As a result of entering into swap contracts, a fund may make or receive
periodic net payments. A fund may also make or receive a payment when a swap is
terminated prior to maturity through an assignment of the swap or other closing
transaction. Periodic net payments will generally constitute ordinary income or
deductions, while termination of a swap will generally result in capital gain
or loss (which will be a long-term capital gain or loss if a fund has been a
party to the swap for more than one year). With respect to certain types of
swaps, a fund may be required to currently recognize income or loss with
respect to future payments on such swaps or may elect under certain
circumstances to mark such swaps to market annually for federal income tax
purposes as ordinary income or loss. The federal income tax treatment of many
types of credit default swaps is uncertain under current law.


In general, gain or loss on a short sale is recognized when a fund closes the
sale by delivering the borrowed property to the lender, not when the borrowed
property is sold. Gain or loss from a short sale is generally treated as
capital gain or loss to the extent that the property used to close the short
sale constitutes a capital asset in a fund's hands. Except with respect to
certain situations where the property used by a fund to close a short sale has
a long-term holding period on the date of the short sale, special rules would
generally treat the gains on short sales as short-term capital gains. These
rules may also terminate the running of the holding period of "substantially
identical property" held by a fund. Moreover, a loss on a short sale will be
treated as a long-term capital loss if, on the date of the short sale,
"substantially identical property" has been held by a fund for more than a
year. In general, a fund will not be permitted to deduct payments made to
reimburse the lender of securities for dividends paid on borrowed stock if the
short sale is closed on or before the 45th day after the short sale is entered
into.


Income from certain commodity-linked derivatives does not constitute qualifying
income to a fund. The federal income tax treatment of commodity-linked notes
and certain other derivative instruments in which a fund might invest is not
certain, in particular with respect to whether income and gains from such
instruments constitutes qualifying income. If a fund treats income from a
particular instrument as qualifying income and the income is later determined
not to constitute qualifying income, and, together with any other nonqualifying
income, causes the fund's nonqualifying income to exceed 10% of its gross
income in any taxable year, the fund will fail to qualify as a regulated
investment company unless it is eligible to and does pay a tax at the fund
level. Certain funds (including the Deutsche Enhanced Commodity Strategy Fund,
Deutsche Gold & Precious Metals Fund, Deutsche Global Inflation Fund and
Deutsche Real Assets Fund) have obtained private letter rulings from the IRS
confirming that the income and gain earned through a wholly owned subsidiary
that invests in certain types of commodity-linked derivatives constitute
qualifying income under the Code. The IRS has currently suspended the issuance
of such private letter rulings. See "Investment in Wholly Owned Foreign
Subsidiary" for more information.


                                     II-147


Because the rules described above and other federal income tax rules applicable
to these types of transactions are in some cases uncertain under current law,
an adverse determination or future guidance by the IRS with respect to these
rules (which determination or guidance could be retroactive) may affect whether
a fund has made sufficient distributions, and otherwise satisfied the relevant
requirements, to maintain its qualification as a regulated investment company
and avoid a fund-level tax. A fund intends to limit its activities in options,
futures contracts, forward contracts, short sales, swaps and related
transactions to the extent necessary to meet the requirements for qualification
and treatment as a regulated investment company under the Code.


REITs. A fund's investments in equity securities of REITs may result in a
fund's receipt of cash in excess of the REIT's earnings; if a fund distributes
these amounts, the distributions could constitute a return of capital to fund
shareholders for federal income tax purposes. In addition, such investments in
REIT equity securities also may require a fund to accrue and distribute income
not yet received. To generate sufficient cash to make the requisite
distributions, a fund may be required to sell securities in its portfolio
(including when it is not advantageous to do so) that it otherwise would have
continued to hold. Dividends received by a fund from a REIT will not qualify
for the corporate dividends-received deduction and generally will not
constitute qualified dividend income.


Under a notice issued by the IRS in October 2006 and Treasury regulations that
have yet to be issued but may apply retroactively, a portion of a fund's income
from a residual interest in a real estate mortgage investment conduit (REMIC)
or an equity interest in a taxable mortgage pool (TMP) including such income
received indirectly through a REIT or other pass-through entity (referred to in
the Code as an "excess inclusion") will be subject to federal income tax in all
events. This notice also provides, and the regulations are expected to provide,
that excess inclusion income of a regulated investment company will be
allocated to shareholders of the regulated investment company in proportion to
the dividends received by such shareholders, with the same consequences as if
the shareholders held the related REMIC or TMP interest directly (see "Taxation
of US Shareholders - Dividends and distributions - Additional considerations"
and see also "Tax-exempt Shareholders" for a summary of certain federal income
tax consequences to shareholders of distributions reported as excess inclusion
income).


Standby commitments. A fund may purchase municipal securities together with the
right to resell the securities to the seller at an agreed upon price or yield
within a specified period prior to the maturity date of the securities. Such a
right to resell is commonly known as a "put" and is also referred to as a
"standby commitment." A fund may pay for a standby commitment either in cash or
in the form of a higher price for the securities which are acquired subject to
the standby commitment, thus increasing the cost of securities and reducing the
yield otherwise available. Additionally, a fund may purchase beneficial
interests in municipal securities held by trusts, custodial arrangements or
partnerships and/or combined with third-party puts or other types of features
such as interest rate swaps; those investments may require a fund to pay
"tender fees" or other fees for the various features provided. The IRS has
issued a revenue ruling to the effect that, under specified circumstances, a
regulated investment company will be the owner of tax-exempt municipal
obligations acquired subject to a put option. The IRS has also issued private
letter rulings to certain taxpayers (which do not serve as precedent for other
taxpayers) to the effect that tax-exempt interest received by a regulated
investment company with respect to such obligations will be tax-exempt in the
hands of the company and may be distributed to its shareholders as
exempt-interest dividends. The IRS has subsequently announced that it will not
ordinarily issue advance ruling letters as to the identity of the true owner of
property in cases involving the sale of securities or participation interests
therein if the purchaser has the right to cause the security, or the
participation interest therein, to be purchased by either the seller or a third
party. A fund, where relevant, intends to take the position that it is the
owner of any municipal obligations acquired subject to a standby commitment or
other third party put and that tax-exempt interest earned with respect to such
municipal obligations will be tax-exempt in its hands. There is no assurance
that the IRS will agree with such position in any particular case. If a fund is
not viewed as the owner of such municipal obligations, it will not be permitted
to treat the exempt interest paid on such obligations as belonging to it. This
may affect the fund's eligibility to pay exempt-interest dividends to its
shareholders. Additionally, the federal income tax treatment of certain other
aspects of these investments, including the treatment of tender fees paid by a
fund, in relation to various regulated investment company tax provisions is
unclear. However, the Advisor intends to manage a fund's portfolio in a manner
designed to minimize any adverse impact from the tax rules applicable to these
investments.


                                     II-148


As described herein, in certain circumstances a fund may be required to
recognize taxable income or gain even though no corresponding amounts of cash
are received concurrently. A fund may therefore be required to obtain cash to
satisfy its distribution requirements by selling securities at times when it
might not otherwise be desirable to do so or by borrowing the necessary cash,
thereby incurring interest expense. In certain situations, a fund will, for a
taxable year, defer all or a portion of its capital losses and currency losses
realized after October 31 until the next taxable year in computing its
investment company taxable income and net capital gain, which will defer the
recognition of such realized losses. Such deferrals and other rules regarding
gains and losses realized after October 31 may affect the federal income tax
character of shareholder distributions.


Foreign investments. Income (including, in some cases, capital gains) from
investments in foreign stocks or securities may be subject to foreign taxes,
including withholding and other taxes imposed by foreign jurisdictions. Tax
conventions between certain countries and the US may reduce or eliminate such
taxes. It is not possible to determine a fund's effective rate of foreign tax
in advance since the amount of a fund's assets to be invested in various
countries is not known. Payment of such taxes will reduce a fund's yield on
those investments.


If a fund is liable for foreign taxes and if more than 50% of the value of a
fund's total assets at the close of its taxable year consists of stocks or
securities of foreign corporations (including foreign governments), a fund may
make an election pursuant to which certain foreign taxes paid by a fund would
be treated as having been paid directly by shareholders of a fund. Pursuant to
such election, shareholders may be able to claim a credit or deduction on their
federal income tax returns for their pro rata portions of qualified taxes paid
by a fund to foreign countries in respect of foreign securities that such fund
has held for at least the minimum period specified in the Code. In such a case,
shareholders will include in gross income from foreign sources their pro rata
shares of such taxes paid by a fund. Each shareholder of a fund will be
notified whether the foreign taxes paid by a fund will "pass through" for that
year and, if so, such notification will report the shareholder's portion of (i)
the foreign taxes paid by a fund and (ii) a fund's foreign source income.
Certain fund of funds also may qualify to pass through to shareholders foreign
taxes paid by underlying funds in which the fund of funds invests. See
Fund-of-Funds Structure, below.


A shareholder's ability to claim an offsetting foreign tax credit or deduction
in respect of foreign taxes paid by a fund is subject to certain limitations
imposed by the Code, which may result in the shareholder not receiving a full
credit or deduction (if any) for the amount of such taxes. Shareholders who do
not itemize on their US federal income tax returns may claim a credit (but not
a deduction) for such foreign taxes. The amount of foreign taxes that a
shareholder may claim as a credit in any year will generally be subject to a
separate limitation for "passive income," which includes, among other types of
income, dividends, interest and certain foreign currency gains. Because capital
gains realized by a fund on the sale of foreign securities will be treated as
US source income, the available credit of foreign taxes paid with respect to
such gains may be restricted. Shareholders that are not subject to US federal
income tax, and those who invest in a fund through tax-advantaged accounts
(including those who invest through individual retirement accounts or other
tax-advantaged retirement plans), generally will receive no benefit from any
tax credit or deduction passed through by a fund.


If a fund does not satisfy the requirements for passing through to its
shareholders their proportionate shares of any foreign taxes paid by a fund,
shareholders generally will not be entitled to claim a credit or deduction with
respect to foreign taxes incurred by a fund and will not be required to include
such taxes in their gross income.


A fund's transactions in foreign currencies, foreign-currency-denominated debt
obligations and certain foreign currency options, futures contracts and forward
contracts (and similar instruments) may in certain instances give rise to
ordinary income or loss to the extent such income or loss results from
fluctuations in the value of the foreign currency concerned. Under section 988
of the Code, gains or losses attributable to fluctuations in exchange rates
between the time a fund accrues income or receivables or expenses or other
liabilities denominated in a foreign currency and the time a fund actually
collects such income or pays such liabilities are generally treated as ordinary
income or ordinary loss. In general, gains (and losses) realized on debt
instruments will be treated as section 988 gain (or loss) to the extent
attributable to changes in exchange rates between the US dollar and the
currencies in which the instruments are denominated. Similarly, gains or losses
on foreign currency, foreign currency forward contracts and certain foreign
currency options or futures contracts, to the extent attributable to
fluctuations in exchange rates between the acquisition and disposition dates,
are also treated as ordinary income or loss unless a fund elects otherwise. Any
such ordinary income treatment


                                     II-149


may accelerate or increase fund distributions to shareholders, and increase the
distributions taxed to shareholders as ordinary income. Any net ordinary losses
so created cannot be carried forward by a fund to offset income or gains earned
in subsequent taxable years. With regard to forward contracts entered into
beginning January 15, 2015 the Deutsche CROCI (Reg. TM) International Fund has
elected to treat eligible currency gains and losses derived from forward
contracts as capital gains and losses; not all currency gains and losses are
eligible for this treatment.


Investment in passive foreign investment companies (PFICs). If a fund purchases
shares in certain foreign investment entities, called "passive foreign
investment companies" (PFICs), it may be subject to US federal income tax on a
portion of any "excess distribution" or gain from the disposition of such
shares, which tax cannot be eliminated by making distributions to fund
shareholders. Such excess distributions and gains will be considered ordinary
income. Additional charges in the nature of interest may be imposed on a fund
in respect of deferred taxes arising from such distributions or gains.


However, a fund may elect to avoid the imposition of that tax. For example, a
fund may in certain cases elect to treat the PFIC as a "qualified electing
fund" under the Code (i.e., make a "QEF election"), in which case a fund would
be required to include in income each year its share of the ordinary earnings
and net capital gains of the qualified electing fund, even if such amounts were
not distributed to a fund. In order to make this election, a fund would be
required to obtain certain annual information from the PFICs in which it
invests, which may be difficult or not possible to obtain.


Alternatively, a fund may make a mark-to-market election that will result in a
fund being treated as if it had sold (and, solely for purposes of this
mark-to-market election, repurchased) its PFIC stock at the end of such fund's
taxable year. In such case, a fund would report any such gains as ordinary
income and would deduct any such losses as ordinary losses to the extent of
previously recognized gains. The QEF and mark-to-market elections must be made
separately for each PFIC owned by a fund and, once made, would be effective for
all subsequent taxable years, unless revoked with the consent of the IRS. By
making the election, a fund could potentially ameliorate the adverse federal
income tax consequences with respect to its ownership of shares in a PFIC, but
in any particular year may be required to recognize income in excess of the
distributions it receives from PFICs and its proceeds from dispositions of PFIC
stock. A fund may have to distribute this "phantom" income and gain to satisfy
the 90% distribution requirement and/or to avoid imposition of the 4% excise
tax. Making either of these elections therefore may require a fund to liquidate
other investments (including when it is not advantageous to do so) to meet its
distribution requirement, which also may accelerate the recognition of gain and
affect a fund's total return. A fund will make the appropriate tax elections,
if possible, and take any additional steps that are necessary to mitigate the
effect of these rules. Because it is not always possible to identify a foreign
corporation as a PFIC, a fund may incur the tax and interest charges described
above in some instances. Dividends paid by PFICs will not be eligible to be
treated as "qualified dividend income."


Investment in Wholly Owned Foreign Subsidiary. Certain funds may invest a
portion of their assets (but not more than 25% of the value of the fund's total
assets as of the end of each quarter of such fund's taxable year) in a wholly
owned foreign subsidiary that will invest in certain types of commodity-linked
derivatives (each a "Subsidiary"). Each Subsidiary was formed under the laws of
the Cayman Islands and is classified as a corporation for federal income tax
purposes.


For federal income tax purposes, each Subsidiary will be treated as a
controlled foreign corporation and the applicable fund will be treated as a "US
shareholder" of the Subsidiary. As a result, each fund will be required to
include in gross income for US federal income tax purposes all of its
Subsidiary's "subpart F income," whether or not such income is distributed by
the Subsidiary. It is expected that all or substantially all of each
Subsidiary's income will be "subpart F income." Each fund's recognition of its
Subsidiary's "subpart F income" will increase the fund's basis in its shares of
the Subsidiary. Distributions by a Subsidiary to the applicable fund will be
tax-free, to the extent of the Subsidiary's previously undistributed "subpart F
income," and will correspondingly reduce the fund's basis in its shares of the
Subsidiary. "Subpart F income" is generally treated as ordinary income,
regardless of the character of a Subsidiary's underlying income. Therefore,
each fund's investment in its Subsidiary may cause the fund to realize more
ordinary income than would be the case if the fund invested directly in the
investments held by its Subsidiary. If a net loss is realized by a Subsidiary,
such loss is not generally available to offset other income earned by the
applicable fund.


                                     II-150


As noted above, to qualify as a regulated investment company, a fund must
derive at least 90% of its gross income each taxable year from certain
specified sources. Income from direct investments in commodities and certain
commodity-linked derivatives generally does not constitute qualifying income.
The IRS has formerly issued a number of private letter rulings to investment
companies concluding that income derived from an investment in a wholly owned
foreign subsidiary that invests in commodity-linked derivatives constitutes
qualifying income but each of these private letter rulings applies only to the
taxpayer that received it and may not be used or cited as precedent. Deutsche
Enhanced Commodity Strategy Fund, Deutsche Gold & Precious Metals Fund,
Deutsche Global Inflation Fund and Deutsche Real Assets Fund each obtained a
ruling. The IRS has since suspended the issuance of such rulings and is
reviewing its policy in this area. It is possible that, as a consequence of its
current review of this area, the IRS will reverse its prior position and
publish guidance under which it will take the position that income and gains a
fund derives from its investment in its Subsidiary do or will not constitute
qualifying income. In such a case, a fund could fail to qualify as a regulated
investment company, could be limited in its ability to implement its current
investment strategies and may need to significantly change its investment
strategies, which could adversely affect the fund. A fund also may incur
transaction and other costs to comply with any new or additional guidance from
the IRS.


Investments in MLP Equity Securities. A fund may invest to a limited degree in
MLPs and other entities that are treated as qualified publicly traded
partnerships for federal income tax purposes. Net income derived from a
qualified publicly traded partnership is included in the sources of income from
which a regulated investment company must derive at least 90% of its gross
income. However, no more than 25% of the value of a regulated investment
company's total assets at the end of each fiscal quarter may be invested in
securities of qualified publicly traded partnerships. If an MLP in which a fund
invests is treated as a partnership for federal income tax purposes, a fund
will be required to take into account a fund's allocable share of the income,
gains, losses, deductions, expenses and tax credits recognized by each such MLP
regardless of whether the MLP distributes cash to a fund. A fund must recognize
income that is allocated to it from an MLP for federal income tax purposes,
even if a fund does not receive cash distributions from the MLP. Income
allocated to a fund from an MLP may include income recognized as a result of
the cancellation of the MLP's debt. Because a fund may recognize income from an
MLP in excess of the cash distributions received from the MLP, a fund may be
required to sell other securities or may have to use leverage in order to
satisfy the distribution requirements to qualify as a regulated investment
company and to avoid federal income and excise taxes. The longer that a fund
holds a particular MLP investment, the more likely it is that such MLP could
generate net taxable income allocable to a fund equal to or in excess of the
distributions the MLP makes to a fund.


Distributions to a fund from an MLP that that is taxed as a partnership for
federal income tax purposes are not taxable unless the cash amount (or in
certain cases, the fair market value of market securities) distributed exceeds
a fund's basis in its MLP interest. A fund's basis in its equity securities in
an MLP taxed as a partnership generally is equal to the amount a fund paid for
the equity securities (i) increased by a fund's allocable share of the MLP's
net income and certain MLP debt, if any, and (ii) decreased by a fund's
allocable share of the MLP's net losses and distributions received by a fund
from the MLP. Although any distributions by an MLP to a fund in excess of a
fund's allocable share of such MLP's net income may create a temporary economic
benefit to a fund, such distribution will decrease a fund's basis in its MLP
interest and will therefore increase the amount of gain (or decrease the amount
of loss) that will be recognized on the sale of an equity security in the MLP
by a fund. A portion of any gain or loss recognized by a fund on a disposition
of an MLP equity security where the MLP is taxed as a partnership may be taxed
as ordinary income or loss to the extent attributable to assets of the MLP that
give rise to depreciation recapture, intangible drilling and development cost
recapture or other "unrealized receivables" or "inventory items" under the
Code. Any such gain may exceed net taxable gain realized on the disposition and
will be recognized even if there is a net taxable loss on the disposition.


Investments in the Master Portfolios. Special tax considerations apply to a
Feeder Fund investing in a Master Portfolio. As noted above, each Master
Portfolio is treated as a partnership for US federal income tax purposes. For
US federal income tax purposes, a Feeder Fund generally will be allocated its
distributive share (as determined in accordance with the governing instruments
of the applicable Master Portfolio, as well as with the Code, the Treasury
regulations thereunder, and other applicable authority) of the income, gains,
losses, deductions, credits, and other tax items of its Master Portfolio so as
to reflect the Feeder Fund's interests in the Master Portfolio. A Master
Portfolio may modify its partner allocations to comply with applicable tax
regulations, including, without limitation, the income tax regulations under
Sections 704, 734, 743, 754, and 755 of the Code. It also may make special
allocations of specific tax items, including gross income, gain, deduction, or
loss. These modified or special allocations could result in a Feeder Fund,


                                     II-151


as a partner, receiving more or less items of income, gain, deduction, or loss
(and/or income, gain, deduction, or loss of a different character) than it
would in the absence of such modified or special allocations. A Feeder Fund
will be required to include in its income its share of its Master Portfolio's
tax items, including gross income, gain, deduction, or loss, for any taxable
year regardless of whether or not the Master Portfolio distributes any cash to
the Feeder Fund in such year.


A Master Portfolio is not required, and generally does not expect, to make
distributions (other than distributions in redemption of Master Portfolio
interests) to its investors each year. Accordingly, the income recognized by a
Feeder Fund in respect of its investment in a Master Portfolio could exceed
amounts distributed (if any) by the Master Portfolio to the Feeder Fund in a
particular taxable year, and thus the Feeder Fund could be required to redeem a
portion of its interests in the Master Portfolio in order to obtain sufficient
cash to satisfy its annual distribution requirements (described above) and to
otherwise avoid fund-level US federal income and excise taxes.


A Feeder Fund's receipt of a non-liquidating cash distribution from a Master
Portfolio generally will result in recognized gain (but not loss) only to the
extent that the amount of the distribution exceeds the Feeder Fund's adjusted
basis in its interests of the Master Portfolio before the distribution. A
Feeder Fund that receives a liquidating cash distribution from a Master
Portfolio generally will recognize capital gain to the extent of the difference
between the proceeds received by the Feeder Fund and the Feeder Fund's adjusted
tax basis in interests of such Master Portfolio; however, the Feeder Fund
generally will recognize ordinary income, rather than capital gain, to the
extent that the Feeder Fund's allocable share of "unrealized receivables"
(including any accrued but untaxed market discount) and substantially
appreciated inventory, if any, exceeds the Feeder Fund's share of the basis in
those unrealized receivables and substantially appreciated inventory. Any
capital loss realized on a liquidating cash distribution may be recognized by a
Feeder Fund only if it redeems all of its Master Portfolio interests for cash.
A Feeder Fund generally will not recognize gain or loss on an in-kind
distribution of property from a Master Portfolio, including on an in-kind
redemption of Master Portfolio interests. However, certain exceptions to this
general rule may apply.


TAXATION OF US SHAREHOLDERS


DIVIDENDS AND DISTRIBUTIONS. A fund intends to distribute substantially all of
its net investment company taxable income (computed without regard to the
dividends-paid deduction) and net capital gain (that is, the excess of net
realized long-term capital gains over net realized short-term capital losses),
if any, to shareholders each year. Unless a shareholder instructs the
Trust/Corporation to pay such dividends and distributions in cash, they will be
automatically reinvested in additional shares of a fund.


Dividends and other distributions by a fund are generally treated under the
Code as received by the shareholders at the time the dividend or distribution
is made, whether you receive them in cash or reinvest them in additional
shares. However, any dividend or distribution declared by a fund in October,
November or December of any calendar year and payable to shareholders of record
on a specified date in such a month shall be deemed to have been received by
each shareholder on December 31 of such calendar year and to have been paid by
a fund not later than such December 31, provided such dividend is actually paid
by a fund on or before January 31 of the following calendar year. Dividends and
distributions received by a retirement plan qualifying for tax-exempt treatment
under the Code will not be subject to current US federal income taxation.
However, withdrawals from such retirement plans may be subject to US federal
income tax.


If a fund retains for investment an amount equal to all or a portion of its net
capital gain, it will be subject to federal income tax at the fund level at
regular corporate rates on the amount retained. In that event, a fund may
designate such retained amount as undistributed capital gains in a notice to
its shareholders who (i) will be required to include in income for US federal
income tax purposes, as long-term capital gains, their proportionate shares of
the undistributed amount, and (ii) will be entitled to credit their
proportionate shares of the federal income tax paid by a fund on the
undistributed amount against their US federal income tax liabilities, if any,
and to claim refunds to the extent their credits exceed their liabilities. The
tax basis of shares owned by a fund shareholder, for US federal income tax
purposes, will be increased by an amount equal to the difference between the
amount of undistributed capital gains included


                                     II-152


in the shareholder's gross income and the federal income tax deemed paid by the
shareholder under clause (ii) of the preceding sentence. Organizations or
persons not subject to federal income tax on such capital gains will be
entitled to a refund of their pro rata share of such taxes paid by a fund upon
filing appropriate returns or claims for refund with the IRS.


For federal income tax purposes, distributions of investment income (other than
"exempt-interest dividends," see below) are generally taxable to shareholders
as ordinary income. Taxes on distributions of capital gains are determined by
how long a fund owned (or is deemed to have owned) the investments that
generated them, rather than how long a shareholder has owned his or her shares.
In general, the fund will recognize long-term capital gain or loss on assets it
has owned (or is deemed to have owned) for more than one year, and short-term
capital gain or loss on investments it has owned (or is deemed to have owned)
for one year or less. Distributions of net capital gains that are properly
reported by a fund as capital gain dividends (Capital Gain Dividends) will be
taxable as long-term capital gains includible in and taxed at the reduced rates
applicable to net capital gain. Distributions from capital gains are generally
made after applying any available capital loss carryovers. Except as discussed
below, all other dividends of a fund (including dividends from short-term
capital gains) from current and accumulated earnings and profits are generally
subject to federal income tax as ordinary income.


Section 1411 of the Code generally imposes a 3.8% Medicare contribution tax on
the net investment income of certain individuals, trusts and estates to the
extent their income exceeds certain threshold amounts. For these purposes, "net
investment income" generally includes, among other things, (i) distributions
paid by a fund of net investment income and capital gains (other than
exempt-interest dividends, described below) as described above, and (ii) any
net gain from the sale, redemption or exchange of a fund's shares. Shareholders
are advised to consult their tax advisors regarding the possible implications
of this additional tax on their investment in a fund.


Qualified dividend income. Dividends reported by a fund as derived from
"qualified dividend income" will be taxed to individuals and other noncorporate
shareholders at the reduced federal income tax rates generally applicable to
net capital gains, provided certain holding period and other requirements are
met at both the shareholder and fund levels. Dividends subject to these special
rules are not actually treated as capital gains, however, and thus are not
included in the computation of an individual's net capital gain and generally
cannot be offset by capital losses.


If 95% or more of a fund's gross income (excluding net long-term capital gain
over net short-term capital loss) in a taxable year is attributable to
qualified dividend income received by a fund, 100% of the dividends paid by a
fund (other than distributions reported by a fund as Capital Gain Dividends) to
individuals and other noncorporate shareholders during such taxable year will
be eligible to be treated as qualified dividend income. If less than 95% of a
fund's gross income is attributable to qualified dividend income, then only the
portion of the fund's dividends that is attributable to qualified dividend
income and reported as such by the fund will be eligible to be treated as
qualified dividend income.


For these purposes, qualified dividend income generally means income from
dividends received by a fund from US corporations and certain foreign
corporations. Dividend income received by a fund and distributed to a fund
shareholder may not be treated as qualified dividend income by the shareholder
unless a fund satisfies certain holding period and other requirements with
respect to the stock in its portfolio generating such dividend income and the
shareholder meets certain holding period and other requirements with respect to
a fund's shares. A dividend will not be treated as qualified dividend income
(at either a fund or shareholder level) (1) if the dividend is received with
respect to any share of stock held for fewer than 61 days during the 121-day
period beginning on the date which is 60 days before the date on which such
share becomes ex-dividend with respect to such dividend (or, in the case of
certain preferred stock, 91 days during the 181-day period beginning 90 days
before such date), (2) to the extent that the recipient is under an obligation
(whether pursuant to a short sale or otherwise) to make related payments with
respect to positions in substantially similar or related property, (3) if the
recipient elects to have the dividend income treated as investment income for
purposes of the limitation on deductibility of investment interest, or (4) if
the dividend is received from a foreign corporation that is (a) not eligible
for the benefits of a comprehensive income tax treaty with the United States
(with the exception of dividends paid on stock of such a foreign corporation
readily tradable on an established securities market in the United States) or
(b) treated as a passive foreign investment company. For purposes of
determining


                                     II-153


the holding period for stock on which a dividend is received, such holding
period is reduced for any period the recipient has an option to sell, is under
a contractual obligation to sell or has made (and not closed) a short sale of
substantially identical stock or securities, and in certain other
circumstances.


Qualified dividend income does not include any dividends received from
tax-exempt corporations or interest from fixed income securities. Also,
dividends received by a fund from a REIT or another regulated investment
company are generally qualified dividend income only to the extent the dividend
distributions are made out of qualified dividend income received by such REIT
or other regulated investment company. In the case of securities lending
transactions, payments in lieu of dividends are not qualified dividend income.


Dividends-received deduction. If dividends from domestic corporations
constitute a portion of a fund's gross income, a portion of the income
distributions of a fund may be eligible for the 70% dividends-received
deduction generally available to corporations to the extent of the amount of
eligible dividends received by a fund from domestic corporations for the
taxable year. A dividend received by a fund will not be treated as a dividend
eligible for the dividends-received deduction (i) if it has been received with
respect to any share of stock that the fund has held for less than 46 days (91
days in the case of certain preferred stock) during the 91-day period beginning
on the date which is 45 days before the date on which such share becomes
ex-dividend with respect to such dividend (during the 181-day period beginning
90 days before such date in the case of certain preferred stock) or (ii) to the
extent that the fund is under an obligation (pursuant to a short sale or
otherwise) to make related payments with respect to positions in substantially
similar or related property. Moreover, the dividends-received deduction may
otherwise be disallowed or reduced (i) if a corporate shareholder fails to
satisfy the foregoing requirements with respect to its shares of a fund or (ii)
by application of various provisions of the Code (for instance, the
dividends-received deduction is reduced in the case of a dividend received on
debt-financed portfolio stock (generally, stock acquired with borrowed funds)).
For purposes of determining the holding period for stock on which a dividend is
received, such holding period is reduced for any period the recipient has an
option to sell, is under a contractual obligation to sell or has made (and not
closed) a short sale of substantially identical stock or securities, and in
certain other circumstances.


Distributions from REITs do not qualify for the deduction for dividends
received. Shareholders will be informed of the portion of fund dividends that
so qualifies.


Capital gains. In determining its net capital gain, including in connection
with determining the amount available to support a Capital Gain Dividend, its
taxable income and its earnings and profits, a fund may elect to treat any
post-October capital loss (defined as any net capital loss attributable to the
portion of the taxable year after October 31 or, if there is no such loss, the
net long-term capital loss or net short-term capital loss attributable to such
portion of the taxable year) and late-year ordinary loss (generally, the sum of
its. (i) net ordinary losses from the sale, exchange or other taxable
disposition of property, attributable to the portion of the taxable year after
October 31 and its (ii) other net ordinary losses attributable to the portion
of the taxable year after December 31) as if incurred in the succeeding taxable
year.


Capital gains distributions may be reduced if a fund has capital loss
carryforwards available. Capital losses in excess of capital gains ("net
capital losses") are not permitted to be deducted against a fund's net
investment income. Instead, subject to certain limitations, a fund may carry
forward a net capital loss from any taxable year to offset capital gains, if
any, realized during a subsequent taxable year. If a fund incurs or has
incurred net capital losses in taxable years beginning after December 22, 2010
("post-2010 losses"), those losses will be carried forward to one or more
subsequent taxable years without expiration; any such carryforward losses will
retain their character as short-term or long-term. If a fund incurred net
capital losses in a taxable year beginning on or before December 22, 2010
("pre-2011 losses"), the fund is permitted to carry such losses forward for
eight taxable years; in the year to which they are carried forward, such losses
are treated as short-term capital losses that first offset any short-term
capital gains, and then offset any long-term capital gains. A fund must use any
post-2010 losses, which will not expire, before it uses any pre-2011 losses.
This increases the likelihood that pre-2011 losses will expire unused at the
conclusion of the eight-year carryforward period. Capital loss carryforwards
are reduced to the extent they offset current-year net realized capital gains,
whether the fund retains or distributes such gains. Any capital loss
carryforwards and any post-October loss deferrals to which a fund is entitled
are disclosed in a fund's annual reports to shareholders.


                                     II-154


Additional considerations. Certain of a fund's investments in derivative
instruments and foreign currency-denominated instruments, and any of a fund's
transactions in foreign currencies and hedging activities, are likely to
produce a difference between its book income and the sum of its taxable income
and net tax-exempt income. If there are differences between a fund's book
income and the sum of its taxable income and net tax-exempt income, a fund may
be required to distribute amounts in excess of its book income or a portion of
fund distributions may be treated as a return of capital to shareholders. If a
fund's book income exceeds the sum of its taxable income (including realized
capital gains) and net tax-exempt income, the distribution of such excess
generally will be treated as (i) a dividend to the extent of a fund's remaining
earnings and profits, (ii) thereafter, as a return of capital to the extent of
the recipient's basis in its shares, and (iii) thereafter, as gain from the
sale or exchange of a capital asset. If a fund's book income is less than the
sum of its taxable income and net tax-exempt income, a fund could be required
to make distributions exceeding its book income to qualify for treatment as a
regulated investment company.


Distributions to shareholders reported as excess inclusion income (see Special
tax provisions that apply to certain investments - REITs) (i) may constitute
"unrelated business taxable income" (UBTI) for those shareholders who would
otherwise be exempt from federal income tax, such as individual retirement
accounts, 401(k) accounts, Keogh plans, pension plans and certain charitable
entities, thereby potentially requiring such an entity that is allocated excess
inclusion income, and otherwise might not be required to file a federal income
tax return, to file a tax return and pay tax on such income, (ii) cannot be
offset by net operating losses (subject to a limited exception for certain
thrift institutions), (iii) will not be eligible for reduced US withholding tax
rates for non-US shareholders (including non-US shareholders eligible for the
benefits of a US income tax treaty), and (iv) may cause a fund to be subject to
tax if certain "disqualified organizations," as defined in the Code, are fund
shareholders. A shareholder will be subject to US federal income tax on such
inclusions notwithstanding any exemption from such income tax otherwise
available under the Code. See Tax-exempt shareholders below.


All distributions by a fund result in a reduction in the net asset value of a
fund's shares. Should a distribution reduce the net asset value below a
shareholder's cost basis, such distribution would nevertheless be taxable to
the shareholder as ordinary income, qualified dividend income or capital gain
as described above, even though, from an investment standpoint, it may
constitute a partial return of capital. In particular, investors should be
careful to consider the tax implications of buying shares just prior to a
distribution. The price of shares purchased at that time includes the amount of
the forthcoming distribution. Those purchasing fund shares just prior to a
distribution will receive a partial return of capital upon the distribution,
which nevertheless may be taxable to them for federal income tax purposes.


After the end of each calendar year, a fund will inform shareholders of the
federal income tax status of dividends and distributions paid (or treated as
paid) during such calendar year.


Exempt-interest dividends. Any dividends paid by a fund that are reported by a
fund as exempt-interest dividends will not be subject to regular federal income
tax. A fund will be qualified to pay exempt-interest dividends to its
shareholders if, at the end of each quarter of a fund's taxable year, at least
50% of the total value of a fund's assets consists of obligations of a state or
political subdivision thereof the interest on which is exempt from federal
income tax under Code section 103(a). Distributions that a fund reports as
exempt-interest dividends are treated as interest excludable from shareholders'
gross income for federal income tax purposes but may result in liability for
federal alternative minimum tax purposes and for state and local tax purposes,
both for individual and corporate shareholders. For example, if a fund invests
in "private activity bonds," certain shareholders may be subject to alternative
minimum tax on the part of a fund's distributions derived from interest on such
bonds.


Certain funds of funds may also qualify to pay exempt-interest dividends to
shareholders, to the extent of exempt-interest dividends received from
underlying funds in which the fund of funds invests. See Fund-of-Funds
structure, below.


Interest on indebtedness incurred directly or indirectly to purchase or carry
shares of a fund will not be deductible to the extent it is deemed related to
exempt-interest dividends paid by a fund. The portion of interest that is not
deductible is equal to the total interest paid or accrued on the indebtedness,
multiplied by the percentage of a fund's total distributions (not including
Capital Gain Dividends) paid to the shareholder that are exempt-interest
dividends. Under rules used by the IRS to determine when borrowed funds are
considered incurred for the purpose of purchasing or carrying particular
assets, the purchase of shares may be considered to have been made with
borrowed funds even though


                                     II-155


such funds are not directly traceable to the purchase of shares. In addition,
the Code may require a shareholder that receives exempt-interest dividends to
treat as taxable income a portion of certain otherwise non-taxable social
security and railroad retirement benefit payments. A portion of any
exempt-interest dividend paid by a fund that represents income derived from
certain revenue or private activity bonds held by a fund may not retain its
tax-exempt status in the hands of a shareholder who is a "substantial user" of
a facility financed by such bonds, or a "related person" thereof. Moreover,
some or all of the exempt-interest dividends distributed by a fund may be a
specific preference item, or a component of an adjustment item, for purposes of
the federal individual and corporate alternative minimum taxes. The receipt of
dividends and distributions from a fund may affect a foreign corporate
shareholder's federal "branch profits" tax liability and the federal "excess
net passive income" tax liability of a shareholder that is a Subchapter S
corporation. Shareholders should consult their own tax advisors as to whether
they are (i) "substantial users" with respect to a facility or "related" to
such users within the meaning of the Code or (ii) subject to a federal
alternative minimum tax, the federal "branch profits" tax or the federal
"excess net passive income" tax.


Shareholders that are required to file tax returns are required to report
tax-exempt interest income, including exempt-interest dividends, on their
federal income tax returns. A fund will inform shareholders of the federal
income tax status of its distributions after the end of each calendar year,
including the amounts, if any, that qualify as exempt-interest dividends and
any portions of such amounts that constitute tax preference items under the
federal alternative minimum tax. Shareholders who have not held shares of a
fund for a full taxable year may have designated as tax-exempt or as a tax
preference item a percentage of their distributions which is different from the
percentage of a fund's income that was tax-exempt or comprising tax preference
items during the period of their investment in a fund. Shareholders should
consult their tax advisors for more information.


TRANSACTIONS IN FUND SHARES. Upon the sale or exchange of his or her shares, a
shareholder generally will realize a taxable gain or loss equal to the
difference between the amount realized and his or her basis in the shares. A
redemption of shares by a fund generally will be treated as a sale for this
purpose. Such gain or loss will be treated as capital gain or loss if the
shares are capital assets in the shareholder's hands, and will be long-term
capital gain or loss if the shares are held for more than one year and
short-term capital gain or loss if the shares are held for one year or less.
Except in the case of Daily Assets Fund and Deutsche Variable NAV Money Fund,
any loss realized on a sale or exchange will be disallowed to the extent the
shares disposed of are replaced, including replacement through the reinvesting
of dividends and capital gains distributions in a fund, within a 61-day period
beginning thirty (30) days before and ending thirty (30) days after the
disposition of the shares. In such a case, the basis of the shares acquired
will be increased to reflect the disallowed loss.


Any loss realized upon a taxable disposition of a fund's shares held by a
shareholder for six months or less will be treated as long-term, rather than
short-term, to the extent of any capital gain dividends received (or deemed
received) by the shareholder with respect to the shares. Any loss realized by a
shareholder on the sale of fund shares held by the shareholder for six months
or less will be disallowed to the extent of any exempt-interest dividends
received by the shareholder with respect to such shares, unless a fund declares
exempt-interest dividends on a daily basis in an amount equal to at least 90%
of its net tax-exempt interest and distributes such dividends on a monthly or
more frequent basis. A shareholder's ability to utilize capital losses may be
limited under the Code. If a shareholder incurs a sales charge in acquiring
shares of a fund, disposes of those shares within 90 days and then acquires by
January 31 of the calendar year following the calendar year in which the
disposition occurred shares in a mutual fund for which the otherwise applicable
sales charge is reduced by reason of a reinvestment right (e.g., an exchange
privilege), the original sales charge will not be taken into account in
computing gain or loss on the original shares to the extent the subsequent
sales charge is reduced. Instead, the disregarded portion of the original sales
charge will be added to the tax basis of the newly acquired shares.
Furthermore, the same rule also applies to a disposition of the newly acquired
shares made within 90 days of the second acquisition. This provision prevents a
shareholder from immediately deducting the sales charge by shifting his or her
investment within a family of mutual funds.


The sale or other disposition of shares of a fund by a retirement plan
qualifying for tax-exempt treatment under the Code will not be subject to US
federal income tax. However, withdrawals from such retirement plans may be
subject to US federal income tax. Because the federal income tax treatment of a
sale or exchange of fund shares depends on your purchase price and your
personal tax position, you should keep your regular account statements to use
in determining your federal income tax liability.


                                     II-156


Under US Treasury regulations, a shareholder of a money market fund may elect a
simplified method for determining gain or loss on fund shares. This simplified
method is called the NAV method. Under the NAV method, gain or loss on fund
shares is not computed on every sale or redemption. Instead, gain or loss is
based on the aggregate value of a shareholder's fund shares during the
computation period. A shareholder's gain or loss generally equals (i) the
aggregate fair market value of the shareholder's shares in the fund at the end
of the computation period, (ii) minus the aggregate fair market value of the
shareholder's shares at the end of the prior computation period, (iii) minus
the shareholder's "net investment" in the fund for the computation period. A
shareholder's net investment is the aggregate cost of fund shares purchased
during the computation period (including reinvested dividends) minus the
aggregate amount received in taxable redemptions of fund shares during the same
period. The computation period may be the shareholder's taxable year or a
shorter period, as long as all computation periods contain days from only one
taxable year and every day during the taxable year falls within one and only
one computation period. Any capital gain or loss realized under the NAV method
will be a short-term capital gain or loss. Although the regulations apply to
taxable years ending on or after July 8, 2016, the regulations permit taxpayers
to rely on either the regulations or the proposed regulations that were issued
before the regulations were finalized for taxable years ending on or after July
28, 2014 and beginning before July 8, 2016. Shareholders should consult their
own tax advisor to determine if the NAV method is appropriate for their
individual circumstances.


COST BASIS REPORTING. A fund or, for a shareholder that purchased fund shares
through a financial intermediary, the financial intermediary, is generally
required to report to the IRS, and furnish to such shareholder "cost basis" and
"holding period" information for fund shares the shareholder acquired on or
after January 1, 2012 and redeemed on or after that date (covered shares).
These requirements do not apply to investments through a tax-advantaged
arrangement or to shares of money market funds. For covered shares, the fund or
the financial intermediary, as appropriate, will report the following
information to the IRS and to the shareholder on Form 1099-B: (i) the adjusted
basis of such shares; (ii) the gross proceeds received on the redemption; and
(iii) whether any gain or loss with respect to the redeemed shares is long-term
or short-term.


With respect to fund shares in accounts held directly with a fund, the fund
will calculate and report cost basis using a fund's default method of average
cost, unless the shareholder instructs the fund to use a different calculation
method. Please visit the Deutsche AM Web site at deutschefunds.com (the Web
site does not form a part of this Statement of Additional Information) for more
information.


Shareholders who hold fund shares through a financial intermediary should
contact the financial intermediary regarding the cost basis reporting default
method used by the financial intermediary and the reporting elections
available.


Shareholders should contact a tax advisor regarding the application of the cost
basis reporting rules to their particular situation, including whether to elect
a cost basis calculation method or use a fund's default method of average cost.


TAX-EXEMPT SHAREHOLDERS. A fund generally serves to "block" (that is, prevent
the attribution to shareholders of) UBTI from being realized by tax-exempt
shareholders. Notwithstanding this "blocking" effect, a tax-exempt shareholder
could recognize UBTI by virtue of its investment in a fund if shares in a fund
constitute debt-financed property in the hands of the tax-exempt shareholder
within the meaning of Code Section 514(b).


Furthermore, a tax-exempt shareholder may recognize UBTI if a fund recognizes
"excess inclusion income" derived from direct or indirect investments in REMIC
residual interests or TMPs if the amount of such income recognized by a fund
exceeds a fund's investment company taxable income (after taking into account
deductions for dividends paid by a fund). Any investment in residual interests
of a Collateralized Mortgage Obligation (CMO) that has elected to be treated as
a REMIC likewise can create complex tax problems, especially if a fund has
state or local governments or other tax-exempt organizations as shareholders.


In addition, special tax consequences apply to charitable remainder trusts
(CRTs) that invest in regulated investment companies that invest directly or
indirectly in residual interests in REMICs or equity interests in TMPs. Under
legislation enacted in December 2006, if a CRT (defined in section 664 of the
Code) realizes any UBTI for a taxable year, it must pay an excise tax annually
of an amount equal to such UBTI. Under IRS guidance issued in October 2006, a
CRT will not recognize UBTI as a result of investing in a fund that recognizes
"excess inclusion income." Rather, if at any time


                                     II-157


during any taxable year a CRT (or one of certain other tax-exempt shareholders,
such as the United States, a state or political subdivision, or an agency or
instrumentality thereof, and certain energy cooperatives) is a record holder of
a share in a fund that recognizes "excess inclusion income," then a fund will
be subject to a tax on that portion of its "excess inclusion income" for the
taxable year that is allocable to such shareholders at the highest federal
corporate income tax rate. The extent to which this IRS guidance remains
applicable in light of the December 2006 legislation is unclear. To the extent
permitted under the 1940 Act and the Code, a fund may elect to specially
allocate any such tax to the applicable CRT, or other shareholder, and thus
reduce such shareholder's distributions for the year by the amount of the tax
that relates to such shareholder's interest in a fund. CRTs and other
tax-exempt investors are urged to consult their tax advisors concerning the
consequences of investing in a fund.


BACKUP WITHHOLDING AND OTHER TAX CONSIDERATIONS


A fund generally is required to withhold US federal income tax on distributions
(including exempt-interest dividends) and redemption proceeds payable to
shareholders who fail to provide a fund with their correct taxpayer
identification number or to make required certifications, who have
underreported dividend or interest income, or who have been notified (or when a
fund is notified) by the IRS that they are subject to backup withholding. The
backup withholding tax rate is currently 28%. Corporate shareholders and
certain other shareholders specified in the Code generally are exempt from such
backup withholding. Backup withholding is not an additional tax. Any amounts
withheld may be credited against the shareholder's US federal income tax
liability.


Special tax rules apply to investments through defined contribution plans and
other tax-qualified plans. Shareholders should consult their tax advisors to
determine the suitability of shares of a fund as an investment through such
plans and the precise effect of an investment on their particular tax
situation.


A fund's shareholders may be subject to state and local taxes on distributions
received from a fund and on redemptions of a fund's shares. Rules of state and
local taxation of dividend and capital gains distributions from regulated
investment companies often differ from rules for federal income taxation
described above. You are urged to consult your tax advisor as to the
consequences of these and other state and local tax rules affecting an
investment in a fund.


If a shareholder recognizes a loss with respect to a fund's shares of $2
million or more for an individual shareholder or $10 million or more for a
corporate shareholder, the shareholder must file with the IRS a disclosure
statement on Form 8886. Direct shareholders of portfolio securities are in many
cases excepted from this reporting requirement, but under current guidance
shareholders of a regulated investment company are not excepted. The fact that
a loss is reportable under these regulations does not affect the legal
determination of whether the taxpayer's treatment of the loss is proper.
Shareholders should consult their tax advisors to determine the applicability
of these regulations in light of their individual circumstances.


SHAREHOLDER REPORTING OBLIGATIONS WITH RESPECT TO FOREIGN BANK AND FINANCIAL
ACCOUNTS. Shareholders that are US persons and own, directly or indirectly,
more than 50% of a fund by vote or value could be required to report annually
their "financial interest" in a fund's "foreign financial accounts," if any, on
FinCen Form 114, Report of Foreign Bank and Financial Accounts. Shareholders
should consult a tax advisor regarding the applicability to them of this
reporting requirement.


OTHER REPORTING AND WITHHOLDING REQUIREMENTS


Sections 1471-1474 of the Code and the US Treasury and IRS guidance issued
thereunder (collectively, FATCA) generally require a fund to obtain information
sufficient to identify the status of each of its shareholders under FATCA or
under an applicable intergovernmental agreement (an IGA) between the US and a
foreign government. If a shareholder fails to provide the requested information
or otherwise fails to comply with FATCA or an IGA, a fund may be required to
withhold under FATCA at a rate of 30% with respect to that shareholder on
ordinary dividends it pays after June 30, 2014 (or, in certain cases, after
later dates), and 30% of the gross proceeds of share redemptions or exchanges
and certain Capital Gain Dividends it pays after December 31, 2018. If a
payment by a fund is subject to FATCA withholding, a fund is required to
withhold even if such payment would otherwise be exempt from withholding under
the rules


                                     II-158


applicable to foreign shareholders described above (e.g., Capital Gain
Dividends). Each prospective investor is urged to consult its tax advisor
regarding the applicability of FATCA and any other reporting requirements with
respect to the prospective investor's own situation, including investments
through an intermediary.


TAXATION OF NON-US SHAREHOLDERS. In general, dividends other than Capital Gain
Dividends and exempt-interest dividends paid by a fund to a shareholder that is
not a "US person" within the meaning of the Code (non-US shareholder) are
subject to withholding of US federal income tax at a rate of 30% (or lower
applicable treaty rate) even if they are funded by income or gains (such as
portfolio interest, short-term capital gains, or foreign-source dividend and
interest income) that, if paid to a non-US shareholder directly, would not be
subject to withholding. Distributions properly reported as Capital Gain
Dividends and exempt-interest dividends generally are not subject to
withholding of federal income tax.


However, a fund is not required to withhold any amounts (i) with respect to
distributions from US-source interest income of types similar to those not
subject to US federal income tax if earned directly by an individual non-US
shareholder, to the extent such distributions are properly reported by a fund
(interest-related dividends), and (ii) with respect to distributions of net
short-term capital gains in excess of net long-term capital losses, to the
extent such distributions are properly reported by the fund (short-term capital
gain dividends). The exception to withholding for interest-related dividends
does not apply to distributions to a non-US shareholder (A) that has not
provided a satisfactory statement that the beneficial owner is not a US person,
(B) to the extent that the dividend is attributable to certain interest on an
obligation if the non-US shareholder is the issuer or is a 10% shareholder of
the issuer, (C) that is within certain foreign countries that have inadequate
information exchange with the United States, or (D) to the extent the dividend
is attributable to interest paid by a person that is a related person of the
non-US shareholder and the non-US shareholder is a controlled foreign
corporation. The exception to withholding for short-term capital gain dividends
does not apply to (A) distributions to an individual non-US shareholder who is
present in the United States for a period or periods aggregating 183 days or
more during the year of the distribution and (B) distributions subject to
special rules regarding the disposition of US real property interests (USRPIs)
as defined below. Depending on the circumstances, a fund may make designations
of interest-related and/or short-term capital gain dividends with respect to
all, some or none of its potentially eligible dividends and/or treat such
dividends, in whole or in part, as ineligible for these exemptions from
withholding. A fund does not currently intend to make designations of
interest-related dividends.


A non-US shareholder is not, in general, subject to US federal income tax on
gains (and is not allowed a deduction for losses) realized on the sale of
shares of a fund or on Capital Gain Dividends unless: (i) such gain or dividend
is effectively connected with the conduct by the non-US shareholder of a trade
or business within the United States; (ii) in the case of a non-US shareholder
that is an individual, the shareholder is present in the United States for a
period or periods aggregating 183 days or more during the year of the sale or
the receipt of the Capital Gain Dividend and certain other conditions are met;
or (iii) the shares constitute USRPIs or the Capital Gain Dividends are
attributable to gains from the sale or exchange of USRPIs in accordance with
the rules set forth below.


The 30% withholding tax does not apply to dividends paid to a non-US
shareholder who provides a Form W-8ECI, certifying that the dividends are
effectively connected with the non-US shareholder's conduct of a trade or
business within the United States. Instead, foreign shareholders with respect
to whom income from a fund is effectively connected with a trade or business
conducted by the foreign shareholder within the United States will in general
be subject to US federal income tax on the income derived from a fund at the
graduated rates applicable to US citizens, residents or domestic corporations,
whether such income is received in cash or reinvested in shares of a fund and,
in the case of a foreign corporation, may also be subject to a branch profits
tax. If a foreign shareholder is eligible for the benefits of a tax treaty, any
effectively connected income or gain will generally be subject to US federal
income tax on a net basis only if it is also attributable to a permanent
establishment maintained by the shareholder in the US. More generally, foreign
shareholders who are residents in a country with an income tax treaty with the
US may obtain different tax results than those described herein, and are urged
to consult their tax advisors.


In order to qualify for any exemption from withholding tax or a reduced rate of
withholding tax under an applicable income tax treaty, a non-US shareholder
will need to comply with applicable certification requirements relating to its
non-US status (including, in general, furnishing an IRS Form W-8BEN or
substitute form). In the case of shares held


                                     II-159


through an intermediary, the intermediary may withhold tax even if a fund
reports a dividend as an interest-related dividend or short-term capital gain
dividend. Non-US shareholders should contact their intermediaries with respect
to the application of these rules to their accounts.


A non-US shareholder who fails to provide an IRS Form W-8BEN or other
applicable form may be subject to backup withholding at the appropriate rate.


In general, except as noted in this subsection, US federal withholding tax will
not apply to any gain or income realized by a non-US shareholder in respect of
any distributions of net long-term capital gains over net short-term capital
losses, exempt-interest dividends, or upon the sale or other disposition of
shares of a fund.


Special rules apply to distributions to certain non-US shareholders from a fund
if a fund is either a "US real property holding corporation" (USRPHC) or would
be a USRPHC but for the operation of the exceptions to the definition thereof
described below. Additionally, special rules apply to the sale of shares in a
fund if a fund is a USRPHC or former USRPHC. Very generally, a USRPHC is a
domestic corporation that holds US real property interests (USRPIs) the fair
market value of which equals or exceeds 50% of the sum of the fair market
values of the corporation's USRPIs plus interests in real property located
outside the United States and other assets. USRPIs are defined as any interest
in US real property or any interest (other than a creditor) in a USRPHC or
former USRPHC. If a fund holds (directly or indirectly) significant interests
in REITs, it may be a USRPHC. The special rules discussed in the next paragraph
also apply to distributions from a fund if it would be a USRPHC absent
exclusions from USRPI treatment for interests in domestically controlled REITs
or regulated investment companies and not-greater-than-10% interests in
publicly traded classes of stock in REITs or not-greater-than-5% interests in
publicly traded classes of stock in regulated investment companies.


If a fund is a USRPHC or would be a USRPHC but for the exceptions from the
definition of USRPI (described above), under a "look-through" rule,
distributions by a fund that are attributable directly or indirectly to: (a)
gain realized on the disposition of USRPIs by a fund; and (b) distributions
received by a fund from a lower-tier regulated investment company or REIT that
a fund is required to treat as USRPI gain in its hands will retain their
character as gains realized from USRPIs in the hands of a fund's non-US
shareholders. If the non-US shareholder holds (or has held at any time during
the prior year) more than a 5% interest in a class of stock of a fund, such
distributions received by the shareholder with respect to such class of stock
will be treated as gains "effectively connected" with the conduct of a "US
trade or business," and subject to tax at graduated rates. Moreover, such
shareholders will be required to file a US income tax return for the year in
which the gain was recognized and a fund will be required to withhold 35% of
the amount of such distribution. In the case of all other non-US persons (i.e.,
those whose interest in a fund did not exceed 5% at any time during the prior
year), the USRPI distribution generally will be treated as ordinary income
(regardless of any reporting by a fund that such distribution is qualified
short-term capital gain or a Capital Gain Dividend), and a fund must withhold
30% (or a lower applicable treaty rate) of the amount of the distribution paid
to such non-US shareholder.


Non-US shareholders are also subject to "wash sale" rules to prevent the
avoidance of the tax-filing and payment obligations discussed above through the
sale and repurchase of fund shares.


In addition, if a fund is a USRPHC or former USRPHC, a fund may be required to
withhold US tax upon a redemption of shares by a greater-than-5% shareholder
that is a non-US shareholder, and that shareholder would be required to file a
US income tax return for the year of the disposition of the USRPI and pay any
additional tax due on the gain. However, no such withholding is generally
required with respect to amounts paid in redemption of shares of a fund if a
fund was a domestically controlled qualified investment entity, or, in certain
other limited cases, if a fund (whether or not domestically controlled) held
substantial investments in regulated investment companies that were
domestically controlled qualified investment entities.


Shares of a fund held by a non-US shareholder at death will be considered
situated within the United States and will be subject to the US estate tax.


The tax consequences to a foreign shareholder entitled to claim the benefits of
an applicable tax treaty may be different from those described herein. Foreign
shareholders should consult their own tax advisors with respect to the
particular tax consequences to them of an investment in a fund, including the
applicability of foreign taxes.


                                     II-160


Fund-of-Funds Structure. If a fund invests substantially all of its assets in
shares of other mutual funds, Exchange Traded Funds or other companies that are
regulated investment companies (collectively, "underlying funds"), its
distributable income and gains will normally consist entirely of distributions
from underlying funds and gains and losses on the disposition of shares of
underlying funds. To the extent that an underlying fund realizes net losses on
its investments for a given taxable year, a fund will not be able to benefit
from those losses until (i) the underlying fund realizes gains that it can
reduce by those losses, or (ii) the fund recognizes its shares of those losses
(so as to offset distributions of net income or capital gains from other
underlying funds) when it disposes of shares of the underlying fund. Moreover,
even when a fund does make such a disposition, a portion of its loss may be
recognized as a long-term capital loss, which will not be treated as favorably
for US federal income tax purposes as a short-term capital loss or an ordinary
deduction. In particular, a fund will not be able to offset any capital losses
from its dispositions of underlying fund shares against its ordinary income
(including distributions of any net short-term capital gains realized by an
underlying fund).


In addition, in certain circumstances, the "wash sale" rules under Section 1091
of the Code may apply to a fund's sales of underlying fund shares that have
generated losses. A wash sale occurs if shares of an underlying fund are sold
by a fund at a loss and the fund acquires additional shares of that same
underlying fund or other substantially identical stock or securities 30 days
before or after the date of the sale. The wash-sale rules could defer losses in
the fund's hands on sales of underlying fund shares (to the extent such sales
are wash sales) for extended (and, in certain cases, potentially indefinite)
periods of time.


As a result of the foregoing rules, and certain other special rules, it is
possible that the amounts of net investment income and net capital gain that a
fund will be required to distribute to shareholders will be greater than such
amounts would have been had the fund invested directly in the securities held
by the underlying funds, rather than investing in shares of the underlying
funds. For similar reasons, the character of distributions from a fund (e.g.,
long-term capital gain, exempt interest, eligibility for dividends-received
deduction, etc.) will not necessarily be the same as it would have been had the
fund invested directly in the securities held by the underlying funds.


If a fund receives dividends from an underlying fund, and the underlying fund
reports such dividends as "qualified dividend income," then the fund is
permitted, in turn, to report a portion of its distributions as "qualified
dividend income," provided the fund meets the holding period and other
requirements with respect to shares of the underlying fund.


If a fund receives dividends from an underlying fund, and the underlying fund
reports such dividends as eligible for the dividends-received deduction, then
the fund is permitted, in turn, to report a portion of its distributions as
eligible for the dividends-received deduction, provided the fund meets the
holding period and other requirements with respect to shares of the underlying
fund.


If a fund receives tax credit bond credits from an underlying fund, and the
underlying fund made an election to pass through such tax credits to its
shareholders, then the fund is permitted in turn to elect to pass through its
proportionate share of those tax credits to its shareholders, provided that the
fund meets the shareholder notice and other requirements.


If at the close of each quarter of a fund's taxable year, at least 50% of its
total assets consists of interests in other regulated investment companies, a
fund will be a "qualified fund of funds." In that case, the fund is permitted
to elect to pass through to its shareholders foreign income and other similar
taxes paid by the fund of funds or by an underlying fund that itself elected to
pass such taxes through to shareholders, so that shareholders of the qualified
fund of funds will be eligible to claim a tax credit or deduction for such
taxes.


A qualified fund of funds (defined above) is permitted to distribute
exempt-interest dividends and thereby pass through to its shareholders the
tax-exempt character of interest on tax-exempt obligations and exempt-interest
dividends it receives from underlying funds.


Variable annuity funds. Certain special tax considerations apply to the
variable annuity funds (Deutsche Variable Series I, Deutsche Variable Series II
and Deutsche Investments VIT Funds). These funds intend to comply with the
separate diversification requirements imposed by Section 817(h) of the Code and
the regulations thereunder on certain insurance


                                     II-161


company separate accounts. These requirements limit the percentage of total
assets used to fund variable contracts that an insurance company separate
account may invest in any single investment. Because Section 817(h) and those
regulations treat the assets of a regulated investment company owned
exclusively by insurance company separate accounts and certain other permitted
investors as assets of the separate accounts investing in that regulated
investment company, these regulations are imposed on the assets of the variable
annuity funds in addition to the diversification requirements imposed on the
funds by the 1940 Act and Subchapter M of the Code. Specifically, the
regulations provide that, except as permitted by the "safe harbor" described
below (and, in general, during a one year start-up period), as of the end of
each calendar quarter or within thirty (30) days thereafter no more than 55% of
the total assets of a separate account may be represented by any one
investment, no more than 70% by any two investments, no more than 80% by any
three investments, and no more than 90% by any four investments. For this
purpose, all securities of the same issuer are generally considered a single
investment, and each US Government agency and instrumentality is considered a
separate issuer. Section 817(h) provides, as a safe harbor, that a separate
account will be treated as being adequately diversified if the diversification
requirements under Subchapter M are satisfied and no more than 55% of the value
of the account's total assets is attributable to cash and cash items (including
receivables), US Government securities and securities of other regulated
investment companies. In addition, a separate account is considered adequately
diversified if the account invests all its assets in a regulated investment
company that is a government money market fund as defined in Rule 2a-7 under
the 1940 Act and the regulated investment company is owned exclusively by
insurance company separate accounts and certain other permitted investors.


Failure by a variable annuity fund to qualify as a regulated investment company
or to satisfy the Section 817(h) requirements by failing to comply with the
"55%-70%-80%-90%" diversification test or the safe harbor described above could
cause the variable contracts to lose their favorable tax status and require a
contract holder to include in ordinary income any income accrued under the
contracts for the current and all prior taxable years. Under certain
circumstances described in the applicable Treasury regulations, inadvertent
failure to satisfy the Section 817(h) diversification requirements may be
corrected, but such a correction could require a payment to the IRS with
respect to the period or periods during which the investments of the account
did not meet the diversification requirements. The amount of any such payment
could be based on the tax contract holders would have incurred if they were
treated as receiving the income on the contract for the period during which the
diversification requirements were not satisfied. Any such failure could also
result in adverse tax consequences for the insurance company issuing the
contracts.


The 4% excise tax described above does not apply to any regulated investment
company whose sole shareholders are tax-exempt pension trusts, separate
accounts of life insurance companies funding variable contracts and certain
other tax-exempt entities. In determining the sole shareholders of a regulated
investment company for purposes of this exception to the excise tax, shares
attributable to an investment in the regulated investment company (not
exceeding $250,000) made in connection with the organization of the regulated
investment company are not taken into account.


The IRS has indicated that too great a degree of investor control over the
investment options underlying variable contracts may result in the loss of
tax-deferred treatment for such contracts. The Treasury Department has issued
rulings addressing the circumstances in which a variable contract owner's
control of the investments of the separate account may cause the contract
owner, rather than the insurance company, to be treated as the owner of the
assets held by the separate account, and is likely to issue additional rulings
in the future. If the contract owner is considered the owner of the securities
underlying the separate account, income and gains produced by those securities
would be included currently in the contract owner's gross income.


In determining whether an impermissible level of investor control is present,
one factor the IRS considers when a separate account invests in one or more
regulated investment companies is whether a regulated investment company's
investment strategies are sufficiently broad to prevent a contract holder from
being deemed to be making particular investment decisions through its
investment in the separate account. Current IRS guidance indicates that typical
regulated investment company investment strategies, even those with a specific
sector or geographical focus, are generally considered sufficiently broad to
prevent a contract holder from being deemed to be making particular investment
decisions through its investment in a separate account. For example, the IRS
has issued a favorable ruling concerning a separate account offering
sub-accounts (each funded through a single regulated investment company) with
the following investment strategies: money market, bonds, large company stock,
international stock, small company stock, mortgage-backed


                                     II-162


securities, health care industry, emerging markets, telecommunications,
financial services, South American stock, energy, and Asian markets. Each
variable annuity fund has an investment objective and strategies that are not
materially narrower than the investment strategies described in this IRS
ruling.


The above discussion addresses only one of several factors that the IRS
considers in determining whether a contract holder has an impermissible level
of investor control over a separate account. Contract holders should consult
with their insurance companies, their tax advisors, as well as the prospectus
relating to their particular contract for more information concerning this
investor control issue.


In the event that additional rules, regulations or other guidance are issued by
the IRS or the Treasury Department concerning this issue, such guidance could
affect the treatment of a variable annuity fund as described above, including
retroactively. In addition, there can be no assurance that a variable annuity
fund will be able to continue to operate as currently described, or that a
variable annuity fund will not have to change its investment objective or
investment policies in order to prevent, on a prospective basis, any such rules
and regulations from causing variable contract owners to be considered the
owners of the shares of the variable annuity fund.


DEUTSCHE MLP & ENERGY INFRASTRUCTURE FUND


TAXATION OF THE FUND AND ITS INVESTMENTS


FUND TAXED AS A CORPORATION. The fund has not elected to qualify as a regulated
investment company under Subchapter M of the Code. The regulated investment
company tax rules, including limitations on investments in MLPs, therefore do
not apply to the fund. As a result, the fund is treated as a regular
corporation, or "C" corporation, for federal income tax purposes, and generally
is subject to federal income tax on its taxable income at the graduated rates
applicable to corporations (currently at a maximum rate of 35%). In addition,
as a regular corporation, the fund will be subject to state and local taxes by
reason of its status and its investments in equity securities of MLPs taxed as
partnerships. Therefore, the fund may have state and local tax liabilities in
multiple states, which will reduce the fund's cash available to make
distributions to shareholders. The fund may be subject to the federal
alternative minimum tax on its alternative minimum taxable income to the extent
that the alternative minimum tax exceeds the fund's regular federal income tax
liability. The extent to which the fund is required to pay federal, state or
local income, franchise, alternative minimum or other taxes could materially
reduce the fund's cash available to make distributions to shareholders.



MLP EQUITY SECURITIES. MLPs are similar to corporations in many respects, but
differ in others, especially in the way they are treated for federal income tax
purposes. A corporation is required to pay federal income tax on its income,
and, to extent the corporation distributes its income to its shareholders in
the form of dividends from earnings and profits, its shareholders are required
to pay federal income tax on such dividends. For this reason, it is said that
corporate income is taxed at two levels. An MLP generally is not subject to tax
as a corporation. An MLP generally is treated for federal income tax purposes
as a partnership, which means no federal income tax is generally paid by the
MLP. A partnership's income, gains, losses, expenses and tax credits are
considered earned by all of its partners and are generally allocated among all
the partners in proportion to their interests in the partnership. Each partner
takes into account on its own tax return its share of the partnership's income,
gains, losses, expenses and tax credits, and is responsible for any resulting
tax liability, regardless of whether the partnership distributes cash to the
partners. A cash distribution from a partnership is not itself taxable to the
extent it does not exceed the recipient partner's basis in its partnership
interest and is treated as capital gain to the extent any cash (or, in certain
cases, marketable securities) distributed to a partner exceeds the partner's
basis (see description below as to how an MLP investor's basis is calculated)
in the partnership. Partnership income is thus said to be taxed only at one
level - the partner level.



MLPs are publicly traded partnerships under the Code. The Code generally
requires publicly traded partnerships to be treated as corporations for federal
income tax purposes. If, however, a publicly traded partnership satisfies
certain requirements, the publicly traded partnership will be treated as a
partnership for federal income tax purposes. Specifically, if a publicly traded
partnership receives 90% or more of its gross income from qualifying sources,
such as interest, dividends, real estate rents, gain from the sale or other
disposition of real property, income and gain from certain mineral or natural
resources activities, income and gain from the transportation or storage of
certain fuels, gain from the sale or disposition of a capital asset held for
the production of such income, and, in certain circumstances, income


                                     II-163


and gain from commodities or futures, forwards and options with respect to
commodities, then the publicly traded partnership will be treated as a
partnership for federal income tax purposes. Mineral or natural resources
activities include exploration, development, production, mining, processing,
refining, marketing and transportation (including pipelines) of oil and gas,
minerals, geothermal energy, fertilizers, timber or industrial source carbon
dioxide. Most of the MLPs in which the fund will invest are expected to be
treated as partnerships for federal income tax purposes, but this will not
always be the case and some of the MLPs in which the fund invests may be
treated as corporations for federal income tax purposes.


To the extent that the fund invests in the equity securities of an MLP taxed as
a partnership, the fund will be a partner in such MLP. Accordingly, the fund
will be required to take into account the fund's allocable share of the income,
gains, losses, deductions, expenses and tax credits recognized by each such
MLP, regardless of whether the MLP distributes cash to the fund. As described
above, MLP distributions to partners are not taxable unless the cash amount
(or, in certain cases, the fair market value of marketable securities)
distributed exceeds the recipient partner's basis in its MLP interest. The fund
anticipates that the cash distributions it will receive with respect to its
investment in equity securities of MLPs will exceed the net taxable income
allocated to the fund from such MLPs because of tax deductions such as
depreciation, amortization and depletion that will be allocated to the fund
from the MLPs. No assurance, however, can be given in this regard. The longer
that the fund holds a particular MLP investment, the more likely it is that
such MLP could generate net taxable income allocable to the fund equal to or in
excess of the distributions the MLP makes to the fund. If or when an MLP
generates net taxable income allocable to the fund, the fund will have a larger
corporate income tax expense, which will result in less cash available to
distribute to shareholders.



The fund will recognize gain or loss on the sale, exchange or other taxable
disposition of its portfolio assets, including equity securities of MLPs, equal
to the difference between the amount realized by the fund on the sale, exchange
or other taxable disposition and the fund's basis in such assets. Any such gain
will be subject to federal income tax at the regular graduated corporate rates,
regardless of how long the fund has held such assets. The amount realized by
the fund in any case generally will be the amount paid by the purchaser of the
asset plus, in the case of MLP equity securities where the MLP is taxed as a
partnership, the fund's allocable share, if any, of the MLP's debt that was
allocated to the fund prior to such sale, exchange or other taxable
disposition. The fund's basis in its equity securities in an MLP taxed as a
partnership generally is equal to the amount the fund paid for the equity
securities, (i) increased by the fund's allocable share of the MLP's net
taxable income and certain MLP debt, if any, and (ii) decreased by the fund's
allocable share of the MLP's net losses and any distributions received by the
fund from the MLP. Although any distribution by an MLP to the fund in excess of
the fund's allocable share of such MLP's net taxable income may create a
temporary economic benefit to the fund, such distribution will decrease the
fund's basis in its MLP interest and will therefore increase the amount of gain
(or decrease the amount of loss) that will be recognized on the sale of an
equity security in the MLP by the fund. A portion of any gain or loss
recognized by the fund on a disposition of an MLP equity security where the MLP
is taxed as a partnership (or by an MLP on a disposition of an underlying
asset) may be separately computed and taxed as ordinary income or loss under
the Code to the extent attributable to assets of the MLP that give rise to
depreciation recapture, intangible drilling and development cost recapture, or
other "unrealized receivables" or "inventory items" under the Code. Any such
gain may exceed net taxable gain realized on the disposition and will be
recognized even if there is a net taxable loss on the disposition. As a
corporation, the fund's capital gains will be taxed at ordinary income rates,
so treatment of gains as ordinary income will not cause the gains to be taxed
at a higher rate. Nevertheless, the fund's net capital losses may only be used
to offset capital gains and therefore could not be used to offset gains that
are treated as ordinary income. Thus, the fund could recognize both gain that
is treated as ordinary income and a capital loss on a disposition of an MLP
equity security (or on an MLP's disposition of an underlying asset) and would
not be able to use the capital loss to offset that ordinary income. Any capital
losses that the fund recognizes on a disposition of an equity security of an
MLP or otherwise can only be used to offset capital gains that the fund
recognizes. Any capital losses that the fund is unable to use may be carried
back for three taxable years and forward for five taxable years to reduce the
fund's capital gains in such years. Because (i) the periods for which capital
losses may be carried back and forward are limited and (ii) the disposition of
an equity security of an MLP may be treated, in significant part, as ordinary
income, capital losses incurred by the fund may expire without being utilized.



                                     II-164


The fund's allocable share of certain percentage depletion deductions and
intangible drilling costs of the MLPs taxed as partnerships in which the fund
invests may be treated as items of tax preference for purposes of calculating
the fund's alternative minimum taxable income. Such items may increase the
fund's alternative minimum taxable income and increase the likelihood that the
fund may be subject to the alternative minimum tax.


FOREIGN INCOME TAX. Investment income received by the fund from sources within
foreign countries may be subject to foreign income tax withheld at the source,
and the amount of tax withheld generally will be treated as an expense of the
fund. The United States has entered into tax treaties with many foreign
countries that entitle the fund to a reduced rate of, or exemption from, tax on
such income. Some countries require the filing of a form to receive the benefit
of the reduced tax rate; whether or when the fund will receive the reduced tax
rate is within the control of the individual country. Information required on
these forms may not be available such as shareholder information; therefore,
the fund may not receive the reduced treaty rates. Other countries have
conflicting and changing instructions and restrictive timing requirements which
may cause the fund not to receive the reduced treaty rates. Other countries may
subject capital gains realized by the fund on a sale or disposition of
securities of that country to taxation. It is impossible to determine the
effective rate of foreign tax in advance since the amount of the fund's assets
to be invested in various countries is not known.


STATE AND LOCAL INCOME TAX. As described above, the fund is taxed as a regular
corporation, or "C" corporation. Because of its tax status, the fund generally
is subject to state and local corporate income, franchise and other taxes. By
reason of its investments in equity securities of MLPs, the fund may have state
and local tax liabilities in multiple states and in multiple local
jurisdictions, which, in addition to any federal income tax imposed on the
fund, would further reduce the fund's cash available to make distributions to
shareholders.


TAXATION OF US SHAREHOLDERS


DISTRIBUTIONS. Distributions made to you by the fund will generally constitute
taxable dividends to the extent of your allocable share of the fund's current
and accumulated earnings and profits, as calculated for federal income tax
purposes. Generally, a corporation's earnings and profits are computed based
upon taxable income, with certain specified adjustments.


As explained above, based upon the historic performance of the types of MLPs in
which the fund intends to invest, the fund anticipates that the distributed
cash from the MLPs generally will exceed the fund's share of the MLPs' taxable
income. Consequently, the fund anticipates that only a portion of the fund's
distributions will be treated as dividend income to you. To the extent that
distributions to you exceed your allocable share of the fund's current and
accumulated earnings and profits, the distribution will be a non-taxable return
of capital to the extent of your basis in the fund's shares and that basis will
be reduced, which will increase the amount of gain (or decrease the amount of
loss) realized upon a subsequent sale or redemption of the shares. To the
extent you hold such shares as a capital asset and have no further basis in the
shares to offset the distribution, you will report the amount of the
distribution in excess of your basis as capital gain.


Because the fund will invest a substantial portion of its assets in MLPs,
special rules will apply to the calculation of the fund's earnings and profits.
For example, it is expected that the fund's earnings and profits will be
calculated using the straight-line depreciation method rather than the
accelerated depreciation method. This difference in treatment may, for example,
result in the fund's earnings and profits being higher than the fund's taxable
income in a particular year if the MLPs in which the fund invests calculate
their income using accelerated depreciation. Because of these differences, the
fund may make distributions in a particular year out of earnings and profits
(treated as dividends) in excess of the amount of the fund's taxable income for
such year.


Distributions to you from the fund treated as dividends under the foregoing
rules generally will be taxable as ordinary income to you but may qualify as
"qualified dividend income." Under federal income tax law, qualified dividend
income received by individuals and other noncorporate shareholders is taxed at
the rates applicable to long-term capital gains, provided certain holding
period and other requirements are satisfied. See "All Funds (other than
Deutsche MLP & Energy Infrastructure Fund) -Taxation of US Shareholders -
Dividends and distributions - Qualified dividend income" above.


                                     II-165


In addition to constituting qualified dividend income to noncorporate
investors, such dividends are expected to be eligible for the
dividends-received deduction available to corporate shareholders of the fund
under section 243 of the Code. The availability of the dividends-received
deduction is subject to certain holding period and other requirements imposed
under the Code on the corporation claiming the deduction. See "All Funds (other
than Deutsche MLP & Energy Infrastructure Fund) -Taxation of US Shareholders
-Dividends and distributions -Dividends-received deduction" above.


You should be careful to consider the tax implications of buying shares just
prior to a distribution. At the time of your purchase of fund shares, the
fund's net asset value may reflect undistributed income or net unrealized
appreciation of portfolio securities held by the fund. A subsequent
distribution to you of such amounts, although constituting a return of your
investment, could be taxable unless you are investing through a tax-advantaged
arrangement, such as a 401(k) plan or an individual retirement account.


If you reinvest fund distributions, upon the fund's payment of a distribution
to you, you will be treated for federal income tax purposes as receiving a cash
distribution from the fund in an amount equal to the fair market value of the
shares issued to you and reinvesting such amount in fund shares. The portion of
such a distribution that is taxable as dividend income will be determined under
the rules described above.


Section 1411 of the Code generally imposes a 3.8% Medicare contribution tax on
the net investment income of certain individuals whose income exceeds certain
threshold amounts, and of certain trusts and estates under similar rules. For
these purposes, "net investment income" generally includes, among other things,
dividends and net gain from the sale, redemption or exchange of fund shares.
Shareholders are advised to consult their tax advisors regarding the possible
implications of this additional tax on their investment in the fund.


TRANSACTIONS IN FUND SHARES. A redemption of shares generally will be treated
as a taxable sale or exchange of such shares, provided: (i) the redemption is
not essentially equivalent to a dividend; (ii) the redemption is a
substantially disproportionate redemption; (iii) the redemption is a complete
redemption of a shareholder's entire interest in the fund; or (iv) the
redeeming shareholder is not a corporation and the redemption is in partial
liquidation of the fund. The full amount of the proceeds received in a
redemption which does not qualify for sale or exchange treatment will be
treated as described in "Distributions" above.


A shareholder will realize a taxable gain or loss on the sale or exchange of
shares of the fund in an amount equal to the difference between the amount
realized on the sale or exchange and the shareholder's basis in the shares. A
shareholder's basis in his or her shares may be less than the price paid for
the shares as a result of distributions by the fund in excess of the fund's
earnings and profits (i.e., returns of capital). Any gain or loss realized on a
sale or exchange of fund shares will be treated as capital gain or loss if the
shares are capital assets in the shareholder's hands, and will be long-term
capital gain or loss if the shares are held for more than one year and
short-term capital gain or loss if the shares are held for one year or less.
Long-term capital gains of noncorporate shareholders of the fund (including
individuals) are currently subject to US federal income taxation at a maximum
rate of 20%.The deductibility of capital losses for both corporate and
non-corporate shareholders of the fund is subject to limitations under the
Code.


Any loss realized on a sale or exchange will be disallowed to the extent the
shares disposed of are replaced, including replacement through the reinvesting
of distributions in the fund, within a 61-day period beginning 30 days before
and ending 30 days after the disposition of the shares. In such a case, the
basis of the shares acquired will be increased to reflect the disallowed loss.
The exchange of shares of the fund for shares of another fund is taxable for
federal income tax purposes and the exchange will be reported as a taxable
sale. Shareholders should consult their tax advisors regarding the state and
local tax consequences of an exchange of shares.


The sale or other disposition of shares of the fund by a retirement plan
qualifying for tax-exempt treatment under the Code generally will not be
subject to US federal income tax. However, withdrawals from such retirement
plans may be subject to US federal income tax. Because the federal income tax
treatment of a sale or exchange of fund shares depends on your basis and your
personal tax position, you should keep your regular account statements to use
in determining your federal income tax liability.


                                     II-166


COST BASIS REPORTING. The fund or, for a shareholder that purchased fund shares
through a financial intermediary, the financial intermediary, is generally
required to report to the IRS, and furnish to such shareholder "cost basis" and
"holding period" information for fund shares. These requirements do not apply
to investments through a tax-advantaged arrangement. The fund or the financial
intermediary, as appropriate, will report the following information to the IRS
and to the shareholder on Form 1099-B: (i) the adjusted basis of such shares;
(ii) the gross proceeds received on the redemption; and (iii) whether any gain
or loss with respect to the redeemed shares is long-term or short-term.


With respect to fund shares in accounts held directly with the fund, the fund
will calculate and report cost basis using the fund's default method of
first-in, first-out, unless the shareholder instructs the fund to use a
different calculation method. Please visit the Deutsche AM Web site at
www.deutschefunds.com (the Web site does not form a part of this Statement of
Additional Information) for more information.


Shareholders who hold fund shares through a financial intermediary should
contact the financial intermediary regarding the cost basis reporting default
method used by the financial intermediary and the reporting elections
available. Shareholders should contact a tax advisor regarding the application
of the cost basis reporting rules to their particular situation, including
whether to elect a cost basis calculation method or use the fund's default
method.


TAX-EXEMPT INVESTORS AND REGULATED INVESTMENT COMPANIES. Employee benefit plans
and most other organizations exempt from federal income tax, including
individual retirement accounts and other retirement plans, are subject to
federal income tax on their unrelated business taxable income, or UBTI. Because
the fund is a corporation for federal income tax purposes, an owner of the
fund's shares will not report on its federal income tax return any items of
income, gain, loss and deduction that are allocated to the fund from the MLPs
in which the fund invests. Moreover, dividend income from, and gain from the
sale of, corporate stock generally does not constitute UBTI unless the
corporate stock is debt-financed. Therefore, a tax-exempt investor should not
have UBTI attributable to its ownership, sale, or redemption of the fund's
shares unless its ownership is debt-financed. In general, shares are considered
to be debt-financed if the tax-exempt owner of the shares incurred debt to
acquire the shares or otherwise incurred a debt that would not have been
incurred if the shares had not been acquired. Similarly, the income and gain
realized from an investment in the fund's shares by an investor that is a
regulated investment company should constitute qualifying income for the
regulated investment company.


BACKUP WITHHOLDING AND OTHER TAX CONSIDERATIONS. The fund generally is required
to withhold US federal income tax on distributions and redemption proceeds
payable to shareholders who fail to provide the fund with their correct
taxpayer identification number or to make required certifications, who have
underreported dividend or interest income, or who have been notified (or when
the fund is notified) by the IRS that they are subject to backup withholding.
The backup withholding tax rate is currently 28%. Corporate shareholders and
certain other shareholders specified in the Code generally are exempt from such
backup withholding. Backup withholding is not an additional tax. Any amounts
withheld may be credited against the shareholder's US federal income tax
liability.


Special tax rules apply to investments through defined contribution plans and
other tax-qualified plans. Shareholders should consult their tax advisors to
determine the suitability of shares of the fund as an investment through such
plans and the precise effect of an investment on their particular tax
situation. The fund's shareholders may be subject to state and local taxes on
distributions received from the fund and on redemptions of the fund's shares.
Rules of state and local taxation often differ from the rules for federal
income taxation described above. You are urged to consult your tax advisor as
to the consequences of these and other state and local tax rules affecting an
investment in the fund.


If a shareholder recognizes a loss with respect to the fund's shares of $2
million or more for an individual shareholder or $10 million or more for a
corporate shareholder (or certain greater amounts over a combination of years),
the shareholder may have to file with the IRS a disclosure statement on Form
8886. The fact that a loss is reportable under these regulations does not
affect the legal determination of whether the taxpayer's treatment of the loss
is proper. Shareholders should consult their tax advisors to determine the
applicability of these regulations in light of their individual circumstances.


TAXATION OF NON-US SHAREHOLDERS

                                     II-167


Distributions paid by the fund to a shareholder that is not a "US person"
within the meaning of the Code (non-US shareholder) generally will be subject
to withholding of US federal income tax at a rate of 30% unless the tax is
reduced or eliminated under a tax treaty or the distributions are effectively
connected with a US trade or business of the shareholder. Any capital gain
realized by a non-US shareholder upon a sale, redemption or exchange of shares
of the fund will generally not be subject to US federal income or withholding
tax unless: (i) the gain is effectively connected with the shareholder's trade
or business in the US, or in the case of a shareholder who is a nonresident
alien individual, the shareholder is present in the US for 183 days or more
during the taxable year and certain other conditions are met or; (ii) the fund
is or has been a US real property holding corporation, as defined below, at any
time within the five-year period preceding the date of disposition of the
fund's shares or, if shorter, within the period during which the non-US
shareholder has held the fund shares. Generally, a corporation is a US real
property holding corporation if the fair market value of its US real property
interests, as defined in the Code and applicable regulations, equals or exceeds
50% of the aggregate fair market value of its worldwide real property interests
and its other assets used or held for use in a trade or business. The fund may
be, or may prior to a non-US shareholder's disposition of shares, become a US
real property holding corporation.


Non-US shareholders with respect to whom income from the fund is effectively
connected with a trade or business conducted by the foreign shareholder within
the United States will in general be subject to US federal income tax on
dividends and any gains realized upon the sale, redemption or exchange of
shares of the fund at the graduated rates applicable to US citizens, residents
or domestic corporations, and in the case of a foreign corporation, may also be
subject to a branch profits tax. If a foreign shareholder is eligible for the
benefits of a tax treaty, any effectively connected income or gain will
generally be subject to US federal income tax on a net basis only if it is also
attributable to a permanent establishment maintained by the shareholder in the
US. More generally, foreign shareholders who are residents in a country with an
income tax treaty with the US may obtain different tax results than those
described herein, and are urged to consult their tax advisors.


In order to qualify for any exemption from withholding tax or a reduced rate of
withholding tax under an applicable income tax treaty, a non-US shareholder
will need to comply with applicable certification requirements relating to its
non-US status (including, in general, furnishing the appropriate IRS Form W-8
or substitute form). A non-US shareholder who fails to provide an IRS Form W-8
or other applicable form may also be subject to backup withholding at the
appropriate rate.


Sections 1471-1474 of the Code and the US Treasury and IRS guidance issued
thereunder (collectively, FATCA) generally require the fund to obtain
information sufficient to identify the status of each of its shareholders under
FATCA. If a shareholder fails to provide this information or otherwise fails to
comply with FATCA, the fund may be required to withhold under FATCA at a rate
of 30% with respect to that shareholder on distributions and the proceeds of
the sale, redemption or exchange of fund shares. Each prospective investor is
urged to consult its tax advisor regarding the applicability of FATCA and any
other reporting requirements with respect to the prospective investor's own
situation, including investments through an intermediary.


Each non-US shareholder should consult his, her or its tax advisor regarding
the US and non-US tax consequences of ownership of the fund's shares and
receipt of distributions from the fund.


ALL FUNDS


THE FOLLOWING IS ONLY A SUMMARY OF CERTAIN MATERIAL US FEDERAL INCOME TAX
CONSEQUENCES AFFECTING A FUND AND ITS SHAREHOLDERS. CURRENT AND PROSPECTIVE
SHAREHOLDERS ARE ADVISED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE
PARTICULAR TAX CONSEQUENCES TO THEM OF AN INVESTMENT IN A FUND, INCLUDING
FEDERAL, STATE, LOCAL AND FOREIGN TAX CONSEQUENCES.


                                     II-168


PART II: APPENDIX II-I - PROXY VOTING POLICY AND GUIDELINES

1.   INTRODUCTION


Deutsche Asset Management ("AM") has adopted and implemented the following
Policies and Guidelines, which it believes are reasonably designed to ensure
that proxies are voted in the best economic interest of clients and in
accordance with its fiduciary duties and local regulation. This Proxy Voting
Policy and Guidelines - AM ("Policy and Guidelines") shall apply to all
accounts managed by US domiciled advisers and to all US client accounts managed
by non-US regional offices. Non-US regional offices are required to maintain
procedures and to vote proxies as may be required by law on behalf of their
non-US clients. In addition, AM's proxy policies reflect the fiduciary
standards and responsibilities for ERISA accounts.


The attached guidelines represent a set of global recommendations that were
determined by the Global Proxy Voting Sub-Committee (the "GPVSC"). These
guidelines were developed to provide AM with a comprehensive list of
recommendations that represent how AM will generally vote proxies for its
clients. The recommendations derived from the application of these guidelines
are not intended to influence the various AM legal entities either directly or
indirectly by parent or affiliated companies. In addition, the organizational
structures and documents of the various AM legal entities allows, where
necessary or appropriate, the execution by individual AM subsidiaries of the
proxy voting rights independently of any DB parent or affiliated company. This
applies in particular to non-US fund management companies. The individuals that
make proxy voting decisions are also free to act independently, subject to the
normal and customary supervision by the Management/Boards of these AM legal
entities.


2.   AM'S PROXY VOTING RESPONSIBILITIES


Proxy votes are the property of AM's advisory clients./1 /As such, AM's
authority and responsibility to vote such proxies depend upon its contractual
relationships with its clients or other delegated authority. AM has delegated
responsibility for effecting its advisory clients' proxy votes to Institutional
Shareholder Services ("ISS"), an independent third-party proxy voting
specialist. ISS votes AM's advisory clients' proxies in accordance with AM's
proxy guidelines or AM's specific instructions. Where a client has given
specific instructions as to how a proxy should be voted, AM will notify ISS to
carry out those instructions. Where no specific instruction exists, AM will
follow the procedures in voting the proxies set forth in this document. Certain
Taft-Hartley clients may direct AM to have ISS vote their proxies in accordance
with Taft Hartley Voting Guidelines.


Clients may in certain instances contract with their custodial agent and notify
AM that they wish to engage in securities lending transactions. In such cases,
it is the responsibility of the custodian to deduct the number of shares that
are on loan so that they do not get voted twice. To the extent a security is
out on loan and AM determines that a proxy vote (or other shareholder action)
is materially important to the client's account, AM may request that the agent
recall the security prior to the record date to allow AM to vote the
securities.
---------

/1/ For purposes of this document, "clients" refers to persons or entities: (i)
   for which AM serves as investment adviser or sub-adviser; (ii) for which AM
   votes proxies; and (iii) that have an economic or beneficial ownership
   interest in the portfolio securities of issuers soliciting such proxies.


3.   POLICIES


3.1. PROXY VOTING ACTIVITIES ARE CONDUCTED IN THE BEST ECONOMIC INTEREST OF
CLIENTS

AM has adopted the following Policies and Guidelines to ensure that proxies are
voted in accordance with the best economic interest of its clients, as
determined by AM in good faith after appropriate review.


3.2. THE GLOBAL PROXY VOTING SUB-COMMITTEE

The GPVSC is an internal working group established by the applicable AM's
Investment Risk Oversight Committee pursuant to a written charter. The GPVSC is
responsible for overseeing AM's proxy voting activities, including:


                                     II-169


(i)        Adopting, monitoring and updating guidelines, attached as Attachment
           A (the "Guidelines"), that provide how AM will generally vote
           proxies pertaining to a comprehensive list of common proxy voting
           matters;


(ii)       Voting proxies where (i) the issues are not covered by specific
           client instruction or the Guidelines; (ii) the Guidelines specify
           that the issues are to be determined on a case-by-case basis; or
           (iii) where an exception to the Guidelines may be in the best
           economic interest of AM's clients; and


(iii)      Monitoring Proxy Vendor Oversight's proxy voting activities (see
           below).


AM's Proxy Vendor Oversight, a function of AM's Operations Group, is
responsible for coordinating with ISS to administer AM's proxy voting process
and for voting proxies in accordance with any specific client instructions or,
if there are none, the Guidelines, and overseeing ISS' proxy responsibilities
in this regard.


3.3  AVAILABILITY OF PROXY VOTING POLICY AND GUIDELINES AND PROXY VOTING RECORD

Copies of this Policy, as it may be updated from time to time, is made
available to clients as required by law and otherwise at AM's discretion.
Clients may also obtain information on how their proxies were voted by AM as
required by law and otherwise at AM's discretion. Note, however, that AM must
not selectively disclose its investment company clients' proxy voting records.
Proxy Vendor Oversight will make proxy voting reports available to advisory
clients upon request. The investment companies' proxy voting records will be
disclosed to shareholders by means of publicly-available annual filings of each
company's proxy voting record for the 12-month periods ending June 30 (see
Section 5, below), if so required by relevant law.


4.   PROCEDURES


The key aspects of AM's proxy voting process are delineated below.


4.1. THE GPVSC'S PROXY VOTING GUIDELINES

The Guidelines set forth the GPVSC's standard voting positions on a
comprehensive list of common proxy voting matters. The GPVSC has developed, and
continues to update the Guidelines based on consideration of current corporate
governance principles, industry standards, client feedback, and the impact of
the matter on issuers and the value of the investments.


The GPVSC will review the Guidelines as necessary to support the best economic
interests of AM's clients and, in any event, at least annually. The GPVSC will
make changes to the Guidelines, whether as a result of the annual review or
otherwise, taking solely into account the best economic interests of clients.
Before changing the Guidelines, the GPVSC will thoroughly review and evaluate
the proposed change and the reasons therefore, and the GPVSC Chair will ask
GPVSC members whether anyone outside of the AM organization (but within
Deutsche Bank and its affiliates) or any entity that identifies itself as an AM
advisory client has requested or attempted to influence the proposed change and
whether any member has a conflict of interest with respect to the proposed
change. If any such matter is reported to the GPVSC Chair, the Chair will
promptly notify the Conflicts of Interest Management Sub-Committee (see Section
4.4) and will defer the approval, if possible. Lastly, the GPVSC will fully
document its rationale for approving any change to the Guidelines.


The Guidelines may reflect a voting position that differs from the actual
practices of the public company(ies) within the Deutsche Bank organization or
of the investment companies for which AM or an affiliate serves as investment
adviser or sponsor. Investment companies, particularly closed-end investment
companies, are different from traditional operating companies. These
differences may call for differences in voting positions on the same matter.
Further, the manner in which AM votes investment company proxies may differ
from proposals for which an AM-advised or sponsored investment company solicits
proxies from its shareholders. As reflected in the Guidelines, proxies
solicited by closed-end (and open-end) investment companies are generally voted
in accordance with the pre-determined guidelines of ISS.


                                     II-170


Funds ("Underlying Funds") in which Topiary Fund Management Fund of Funds
(each, a "Fund") invest, may from time to time seek to revise their investment
terms (i.e. liquidity, fees, etc.) or investment structure. In such event, the
Underlying Funds may require approval/consent from its investors to effect the
relevant changes. Topiary Fund Management has adopted Proxy Voting Procedures
which outline the process for these approvals.


4.2. SPECIFIC PROXY VOTING DECISIONS MADE BY THE GPVSC

Proxy Vendor Oversight will refer to the GPVSC all proxy proposals (i) that are
not covered by specific client instructions or the Guidelines; or (ii) that,
according to the Guidelines, should be evaluated and voted on a case-by-case
basis.


Additionally, if Proxy Vendor Oversight, the GPVSC Chair or any member of the
GPVSC, a Portfolio Manager, a Research Analyst or a sub-adviser believes that
voting a particular proxy in accordance with the Guidelines may not be in the
best economic interests of clients, that individual may bring the matter to the
attention of the GPVSC Chair and/or Proxy Vendor Oversight./2/


If Proxy Vendor Oversight refers a proxy proposal to the GPVSC or the GPVSC
determines that voting a particular proxy in accordance with the Guidelines is
not in the best economic interests of clients, the GPVSC will evaluate and vote
the proxy, subject to the procedures below regarding conflicts.


The GPVSC endeavors to hold meetings to decide how to vote particular proxies
sufficiently before the voting deadline so that the procedures below regarding
conflicts can be completed before the GPVSC's voting determination.
---------

/2/ Proxy Vendor Oversight generally monitors upcoming proxy solicitations for
   heightened attention from the press or the industry and for novel or
   unusual proposals or circumstances, which may prompt Proxy Vendor Oversight
   to bring the solicitation to the attention of the GPVSC Chair. AM Portfolio
   Managers, AM Research Analysts and sub-advisers also may bring a particular
   proxy vote to the attention of the GPVSC Chair, as a result of their
   ongoing monitoring of portfolio securities held by advisory clients and/or
   their review of the periodic proxy voting record reports that the GPVSC
   Chair distributes to AM portfolio managers and AM research analysts.


4.3. CERTAIN PROXY VOTES MAY NOT BE CAST

In some cases, the GPVSC may determine that it is in the best economic
interests of its clients not to vote certain proxies, or that it may not be
feasible to vote certain proxies. If the conditions below are met with regard
to a proxy proposal, AM will abstain from voting:


o  Neither the Guidelines nor specific client instructions cover an issue;


o  ISS does not make a recommendation on the issue; and


o  The GPVSC cannot convene on the proxy proposal at issue to make a
   determination as to what would be in the client's best interest. (This
   could happen, for example, if the Conflicts of Interest Management
   Sub-Committee found that there was a material conflict or if despite all
   best efforts being made, the GPVSC quorum requirement could not be met).


In addition, it is AM's policy not to vote proxies of issuers subject to laws
of those jurisdictions that impose restrictions upon selling shares after
proxies are voted, in order to preserve liquidity. In other cases, it may not
be possible to vote certain proxies, despite good faith efforts to do so. For
example, some jurisdictions do not provide adequate notice to shareholders so
that proxies may be voted on a timely basis. Voting rights on securities that
have been loaned to third-parties transfer to those third-parties, with loan
termination often being the only way to attempt to vote proxies on the loaned
securities. Lastly, the GPVSC may determine that the costs to the client(s)
associated with voting a particular proxy or group of proxies outweighs the
economic benefits expected from voting the proxy or group of proxies.


                                     II-171


Proxy Vendor Oversight will coordinate with the GPVSC Chair regarding any
specific proxies and any categories of proxies that will not or cannot be
voted. The reasons for not voting any proxy shall be documented.


4.4. CONFLICT OF INTEREST PROCEDURES


4.4.1. PROCEDURES TO ADDRESS CONFLICTS OF INTEREST AND IMPROPER INFLUENCE

Overriding Principle. In the limited circumstances where the GPVSC votes
proxies,/3/ the GPVSC will vote those proxies in accordance with what it, in
good faith, determines to be the best economic interests of AM's clients./4/


Independence of the GPVSC. As a matter of Compliance policy, the GPVSC and
Proxy Vendor Oversight are structured to be independent from other parts of
Deutsche Bank. Members of the GPVSC and the employee responsible for Proxy
Vendor Oversight are employees of AM. As such, they may not be subject to the
supervision or control of any employees of Deutsche Bank Corporate and
Investment Banking division ("CIB"). Their compensation cannot be based upon
their contribution to any business activity outside of AM without prior
approval of Legal and Compliance. They can have no contact with employees of
Deutsche Bank outside of the Private Client and Asset Management division
("PCAM") regarding specific clients, business matters or initiatives without
the prior approval of Legal and Compliance. They furthermore may not discuss
proxy votes with any person outside of AM (and within AM only on a need to know
basis).


Conflict Review Procedures. The "Conflicts of Interest Management
Sub-Committee" within AM monitors for potential material conflicts of interest
in connection with proxy proposals that are to be evaluated by the GPVSC.
Promptly upon a determination that a proxy vote shall be presented to the
GPVSC, the GPVSC Chair shall notify the Conflicts of Interest Management
Sub-Committee. The Conflicts of Interest Management Sub-Committee shall
promptly collect and review any information deemed reasonably appropriate to
evaluate, in its reasonable judgment, if AM or any person participating in the
proxy voting process has, or has the appearance of, a material conflict of
interest. For the purposes of this policy, a conflict of interest shall be
considered "material" to the extent that a reasonable person could expect the
conflict to influence, or appear to influence, the GPVSC's decision on the
particular vote at issue. GPVSC should provide the Conflicts of Interest
Management Sub-Committee a reasonable amount of time (no less than 24 hours) to
perform all necessary and appropriate reviews. To the extent that a conflicts
review cannot be sufficiently completed by the Conflicts of Interest Management
Sub-Committee the proxies will be voted in accordance with the standard
Guidelines.


The information considered by the Conflicts of Interest Management
Sub-Committee may include without limitation information regarding (i) AM
client relationships; (ii) any relevant personal conflict known by the
Conflicts of Interest Management Sub-Committee or brought to the attention of
that sub-committee; and (iii) any communications with members of the GPVSC (or
anyone participating or providing information to the GPVSC) and any person
outside of the AM organization (but within Deutsche Bank and its affiliates) or
any entity that identifies itself as an AM advisory client regarding the vote
at issue. In the context of any determination, the Conflicts of Interest
Management Sub-Committee may consult with and shall be entitled to rely upon
all applicable outside experts, including legal counsel.


Upon completion of the investigation, the Conflicts of Interest Management
Sub-Committee will document its findings and conclusions. If the Conflicts of
Interest Management Sub-Committee determines that (i) AM has a material
conflict of interest that would prevent it from deciding how to vote the
proxies concerned without further client consent; or (ii) certain individuals
should be recused from participating in the proxy vote at issue, the Conflicts
of Interest Management Sub-Committee will so inform the GPVSC Chair.


If notified that AM has a material conflict of interest as described above, the
GPVSC chair will obtain instructions as to how the proxies should be voted
either from (i) if time permits, the affected clients, or (ii) in accordance
with the standard Guidelines. If notified that certain individuals should be
recused from the proxy vote at issue, the GPVSC Chair shall do so in accordance
with the procedures set forth below.
---------


                                     II-172


/3/ As mentioned above, the GPVSC votes proxies where: (i) neither a specific
   client instruction nor a Guideline directs how the proxy should be voted,
   (ii) the Guidelines specify that an issue is to be determined on a
   case-by-case basis or (iii) voting in accordance with the Guidelines may
   not be in the best economic interests of clients.

/4/ Proxy Vendor Oversight, who serves as the non-voting secretary of the
   GPVSC, may receive routine calls from proxy solicitors and other parties
   interested in a particular proxy vote. Any contact that attempts to exert
   improper pressure or influence shall be reported to the Conflicts of
   Interest Management Sub-Committee.


Note: Any AM employee who becomes aware of a potential, material conflict of
-----
interest in respect of any proxy vote to be made on behalf of clients shall
notify Compliance. Compliance shall call a meeting of the Conflict Review
Committee to evaluate such conflict and determine a recommended course of
action.


Procedures to be followed by the GPVSC. At the beginning of any discussion
regarding how to vote any proxy, the GPVSC Chair (or his or her delegate) will
inquire as to whether any GPVSC member (whether voting or ex officio) or any
person participating in the proxy voting process has a personal conflict of
interest or has actual knowledge of an actual or apparent conflict that has not
been reported to the Conflicts of Interest Management Sub-Committee.


The GPVSC Chair also will inquire of these same parties whether they have
actual knowledge regarding whether any Director, officer, or employee outside
of the AM organization (but within Deutsche Bank and its affiliates) or any
entity that identifies itself as an AM advisory client, has: (i) requested that
AM, Proxy Vendor Oversight (or any member thereof) or a GPVSC member vote a
particular proxy in a certain manner; (ii) attempted to influence AM, Proxy
Vendor Oversight (or any member thereof), a GPVSC member or any other person in
connection with proxy voting activities; or (iii) otherwise communicated with a
GPVSC member, or any other person participating or providing information to the
GPVSC regarding the particular proxy vote at issue, and which incident has not
yet been reported to the Conflicts of Interest Management Sub-Committee.


If any such incidents are reported to the GPVSC Chair, the Chair will promptly
notify the Conflicts of Interest Management Sub-Committee and, if possible,
will delay the vote until the Conflicts of Interest Management Sub-Committee
can complete the conflicts report. If a delay is not possible, the Conflicts of
Interest Management Sub-Committee will instruct the GPVSC (i) whether anyone
should be recused from the proxy voting process or (ii) whether AM should vote
the proxy in accordance with the standard guidelines, seek instructions as to
how to vote the proxy at issue from ISS or, if time permits, the effected
clients. These inquiries and discussions will be properly reflected in the
GPVSC's minutes.


Duty to Report. Any AM employee, including any GPVSC member (whether voting or
ex officio), that is aware of any actual or apparent conflict of interest
relevant to, or any attempt by any person outside of the AM organization (but
within Deutsche Bank and its affiliates) or any entity that identifies itself
as an AM advisory client to influence, how AM votes its proxies has a duty to
disclose the existence of the situation to the GPVSC Chair (or his or her
designee) and the details of the matter to the Conflicts of Interest Management
Sub-Committee. In the case of any person participating in the deliberations on
a specific vote, such disclosure should be made before engaging in any
activities or participating in any discussion pertaining to that vote.


Recusal of Members. The GPVSC will recuse from participating in a specific
proxy vote any GPVSC members (whether voting or ex officio) and/or any other
person who (i) are personally involved in a material conflict of interest; or
(ii) who, as determined by the Conflicts of Interest Management Sub-Committee,
have actual knowledge of a circumstance or fact that could affect their
independent judgment, in respect of such vote. The GPVSC will also exclude from
consideration the views of any person (whether requested or volunteered) if the
GPVSC or any member thereof knows, or if the Conflicts of Interest Management
Sub-Committee has determined, that such other person has a material conflict of
interest with respect to the particular proxy or has attempted to influence the
vote in any manner prohibited by these policies.


                                     II-173


If, after excluding all relevant GPVSC voting members pursuant to the paragraph
above, there are three or more GPVSC voting members remaining, those remaining
GPVSC members will determine how to vote the proxy in accordance with these
Policy and Guidelines. If there are fewer than three GPVSC voting members
remaining, the GPVSC Chair will vote the proxy in accordance with the standard
Guidelines or will obtain instructions as to how to have the proxy voted from,
if time permits, the effected clients and otherwise from ISS.


4.4.2. Investment Companies and Affiliated Public Companies


Investment Companies. As reflected in the Guidelines, all proxies solicited by
open-end and closed-end investment companies are voted in accordance with the
pre-determined guidelines of ISS, unless the investment company client directs
AM to vote differently on a specific proxy or specific categories of proxies.
However, regarding investment companies for which AM or an affiliate serves as
investment adviser or principal underwriter, such proxies are voted in the same
proportion as the vote of all other shareholders (i.e., "mirror" or "echo"
voting). Master Fund proxies solicited from feeder Funds are voted in
accordance with applicable provisions of Section 12 of the Investment Company
Act of 1940 ("Investment Company Act").


Subject to participation agreements with certain Exchange Traded Funds ("ETFs")
issuers that have received exemptive orders from the US Securities and Exchange
Commission ("SEC") allowing investing Deutsche funds to exceed the limits set
forth in Section 12(d)(1)(A) and (B) of the Investment Company Act, AM will
echo vote proxies for ETFs in which Deutsche Bank holds more than 25% of
outstanding voting shares globally when required to do so by participation
agreements and SEC orders.


Affiliated Public Companies. For proxies solicited by non-investment company
issuers of or within the Deutsche Bank organization, (e.g., Deutsche Bank
itself), these proxies will be voted in the same proportion as the vote of
other shareholders (i.e., "mirror" or "echo" voting).


Note: With respect to the Central Cash Management Fund (registered under the
Investment Company Act), the Fund is not required to engage in echo voting and
the investment adviser will use these Guidelines and may determine, with
respect to the Central Cash Management Fund, to vote contrary to the positions
in the Guidelines, consistent with the Fund's best interest.


4.4.3. Other Procedures that Limit Conflicts of Interest


AM and other entities in the Deutsche Bank organization have adopted a number
of policies, procedures and internal controls that are designed to avoid
various conflicts of interest, including those that may arise in connection
with proxy voting, including but not limited to:


o  Code of Business Conduct and Ethics - DB Group;


o  Conflicts of Interest Policy - DB Group;


o  Information Sharing Procedures - AWM, GTB & CB&S;


o  Code of Ethics - AWM; and


o  Code of Professional Conduct - US.


The GPVSC expects that these policies, procedures and internal controls will
greatly reduce the chance that the GPVSC (or, its members) would be involved
in, aware of, or influenced by an actual or apparent conflict of interest.


                                     II-174


All impacted business units are required to adopt, implement, and maintain
procedures to ensure compliance with these Policies and Guidelines. At a
minimum, such procedures must: (i) assign roles and responsibilities for
carrying out the procedures, including responsibility for periodically updating
the procedures; (ii) identify clear escalation paths for identified breaches of
the procedures; and (iii) for non-dedicated procedures (i.e., desk manuals),
contain a legend or table mapping the procedures to this Section (e.g.,
cross-referencing Section or page numbers).


5.   RECORDKEEPING


At a minimum, the following records must be properly maintained and readily
accessible in order to evidence compliance with this Policy.


o  AM will maintain a record of each proxy vote cast by AM that includes among
   other things, company name, meeting date, proposals presented, vote cast
   and shares voted.


o  Proxy Vendor Oversight maintains records for each of the proxy ballots it
   votes. Specifically, the records include, but are not limited to:

      -     The  proxy statement (and any additional solicitation materials) and
            relevant portions of annual statements.


      -     Any additional information considered in the voting process that may
            be  obtained  from an issuing company, its agents, or proxy research
            firms.

      -     Analyst  worksheets created for stock option plan and share increase
            analyses; and

      -     Proxy Edge print-screen of actual vote election.


o  AM will (i) retain this Policy and the Guidelines; (ii) will maintain
   records of client requests for proxy voting information; and (iii) will
   retain any documents Proxy Vendor Oversight or the GPVSC prepared that were
   material to making a voting decision or that memorialized the basis for a
   proxy voting decision.


o  The GPVSC also will create and maintain appropriate records documenting its
   compliance with this Policy, including records of its deliberations and
   decisions regarding conflicts of interest and their resolution.


o  With respect to AM's investment company clients, ISS will create and
   maintain records of each company's proxy voting record for the 12-month
   periods ending June 30. AM will compile the following information for each
   matter relating to a portfolio security considered at any shareholder
   meeting held during the period covered by the report and with respect to
   which the company was entitled to vote:

      -     The name of the issuer of the portfolio security;


      -     The  exchange  ticker symbol of the portfolio security (if symbol is
            available through reasonably practicable means);

      -     The   Council   on   Uniform  Securities  Identification  Procedures
            ("CUSIP")  number  for  the  portfolio  security  (if  the number is
            available through reasonably practicable means);

      -     The shareholder meeting date;

      -     A brief identification of the matter voted on;

      -     Whether  the  matter  was  proposed  by  the issuer or by a security
            holder;

      -     Whether the company cast its vote on the matter;

      -     How  the  company  cast  its vote (e.g., for or against proposal, or
            abstain; for or withhold regarding election of Directors); and

      -     Whether the company cast its vote for or against Management.

                                     II-175


Note: This list is intended to provide guidance only in terms of the records
-----
that must be maintained in accordance with this policy. In addition, please
note that records must be maintained in accordance with the Archiving and
Record Retention Policy - Deutsche Bank Group and applicable policies and
procedures thereunder.


With respect to electronically stored records, "properly maintained" is defined
as complete, authentic (unalterable), usable and backed-up. At a minimum,
records should be retained for a period of not less than six years (or longer,
if necessary to comply with applicable regulatory requirements), the first
three years in an appropriate AM office.


6.   THE GPVSC'S OVERSIGHT ROLE

In addition to adopting the Guidelines and making proxy voting decisions on
matters referred to it as set forth above, the GPVSC monitors the proxy voting
process by reviewing summary proxy information presented by ISS. The GPVSC uses
this review process to determine, among other things, whether any changes
should be made to the Guidelines. This review will take place at least
quarterly and is documented in the GPVSC's minutes.


                 ATTACHMENT A - GLOBAL PROXY VOTING GUIDELINES


                           DEUTSCHE ASSET MANAGEMENT


                         GLOBAL PROXY VOTING GUIDELINES


                              AS AMENDED JULY 2016

                               [GRAPHIC OMITTED]

                                     II-176


TABLE OF CONTENTS




I.           BOARD OF DIRECTORS AND EXECUTIVES
       A.    Election of Directors
       B.    Classified Boards of Directors
       C.    Board and Committee Independence
       D.    Liability and Indemnification of Directors
       E.    Qualification of Directors
       F.    Removal of Directors and Filling of Vacancies
       G.    Proposals to Fix the Size of the Board
       H.    Proposals to Restrict Chief Executive Officer's
             Service on Multiple Boards
       I.    Proposals to Restrict Supervisory Board
             Members Service on Multiple Boards
       J.    Proposals to Establish Audit Committees (For
             FFT and US Securities)
II.          CAPITAL STRUCTURE
       A.    Authorization of Additional Shares
       B.    Authorization of "Blank Check" Preferred Stock
       C.    Stock Splits/Reverse Stock Splits
       D.    Dual Class/Supervoting Stock
       E.    Large Block Issuance
       F.    Recapitalization into a Single Class of Stock
       G.    Share Repurchases
       H.    Reductions in Par Value
III.         CORPORATE GOVERNANCE ISSUES
       A.    Confidential Voting
       B.    Cumulative Voting
       C.    Supermajority Voting Requirements
       D.    Shareholder Right to Vote
IV.          COMPENSATION
       A.    Establishment of a Remuneration Committee
             (For US Securities)
       B.    Executive and Director Stock Option Plans
       C.    Employee Stock Option/Purchase Plans
       D.    Golden Parachutes
       E.    Proposals to Limit Benefits or Executive
             Compensation
       F.    Option Expensing
       G.    Management Board Election and Motion
       H.    Remuneration (Variable Pay)
       I.    Long-Term Incentive Plans
       J.    Shareholder Proposals Concerning "Pay For
             Superior Performance"
       K.    Executive Compensation Advisory
       L.    Advisory Votes on Executive Compensation
V.           ANTI-TAKEOVER RELATED ISSUES
       A.    Shareholder Rights Plans ("Poison Pills")
       B.    Reincorporation
       C.    Fair-Price Proposals
       D.    Exemption From State Takeover Laws


                                      II-177





        E.    Non-Financial Effects of Takeover Bids
VI.           MERGERS & ACQUISITIONS
VII.          ENVIRONMENTAL, SOCIAL & GOVERNANCE ISSUES
        A.    Principles for Responsible Investment
        B.    ESG Issues
        C.    Labor and Human Rights
        D.    Diversity and Equality
        E.    Health and Safety
        F.    Government/Military
        G.    Tobacco
VIII.         MISCELLANEOUS ITEMS
        A.    Ratification of Auditors
        B.    Limitation of Non-Audit Services Provided by
              Independent Auditor
        C.    Audit Firm Rotation
        D.    Transaction of Other Business
        E.    Motions to Adjourn the Meeting
        F.    Bundled Proposals
        G.    Change of Company Name
        H.    Proposals Related to the Annual Meeting
        I.    Reimbursement of Expenses Incurred from
              Candidate Nomination
        J.    Investment Company Proxies
        K.    International Proxy Voting




                                     II-178


These Guidelines may reflect a voting position that differs from the actual
practices of the public company(ies) within the Deutsche Bank organization or
of the investment companies for which AM or an affiliate serves as investment
adviser or sponsor.


Note: Because of the unique structure and regulatory scheme applicable to
----
closed-end investment companies, the voting guidelines (particularly those
related to governance issues) generally will be inapplicable to holdings of
closed-end investment companies. As a result, determinations on the appropriate
voting recommendation for closed-end investment company shares will be made on
a case-by-case basis.


I.   BOARD OF DIRECTORS AND EXECUTIVES


A.   ELECTION OF DIRECTORS

Routine: AM Policy is to vote "for" the uncontested election of Directors.
Votes for a Director in an uncontested election will be withheld in cases where
a Director has shown an inability to perform his/her duties in the best
interests of the shareholders.


Proxy contest: In a proxy contest involving election of Directors, a
case-by-case voting decision will be made based upon analysis of the issues
involved and the merits of the incumbent and dissident slates of Directors. AM
will incorporate the decisions of a third party proxy research vendor,
currently Institutional Shareholder Services ("ISS") subject to review by the
Global Proxy Voting Sub-Committee ("GPVSC") as set forth in the AM's Proxy
Voting Policy and Guidelines. AM will incorporate where applicable the
recommendation of ISS based on ISS' consideration of the following factors:


o  Long-term financial performance of the company relative to its industry;


o  Management's track record;


o  Background to the contested election;


o  Nominee qualifications and any compensatory arrangements;


o  Strategic plan of dissident slate and quality of the critique against
   management;


o  Likelihood that the proposed goals and objectives can be achieved (both
   slates); and


o  Stock ownership positions.


In the case of candidates nominated pursuant to proxy access, AM policy is to
vote case-by-case considering any applicable factors listed above, including
additional factors and any recommendations of a third party proxy research
vendor, currently ISS, which may be relevant, including those that are specific
to the company, to the nominee(s) and/or to the nature of the election (such as
whether or not there are more candidates than Board seats).


Rationale: The large majority of corporate Directors fulfill their fiduciary
---------
obligation and in most cases support for Management's nominees is warranted. As
the issues relevant to a contested election differ in each instance, those
cases must be addressed as they arise.


B.   CLASSIFIED BOARDS OF DIRECTORS

AM policy is to vote against proposals to classify the Board and for proposals
to repeal classified Boards and elect Directors annually.


Rationale: Directors should be held accountable on an annual basis. By
---------
entrenching the incumbent Board, a classified Board may be used as an
anti-takeover device to the detriment of the shareholders in a hostile
take-over situation.


                                     II-179


C.   BOARD AND COMMITTEE INDEPENDENCE

AM policy is to vote:


1. "For" proposals that require that a certain percentage (majority up to 66
   2/3%) of members of a Board of Directors be comprised of independent or
   unaffiliated Directors.


2. "For" proposals that require all members of a company's compensation, audit,
   nominating, or other similar committees be comprised of independent or
   unaffiliated Directors.


3. "Against" shareholder proposals to require the addition of special interest,
   or constituency, representatives to Boards of Directors.


4. "For" separation of the Chairman and CEO positions.


5. "Against" proposals that require a company to appoint a Chairman who is an
   independent Director.


Rationale: Board independence is a cornerstone of effective governance and
---------
accountability. A Board that is sufficiently independent from Management
assures that shareholders' interests are adequately represented. However, the
Chairman of the Board must have sufficient involvement in and experience with
the operations of the company to perform the functions required of that
position and lead the company.


No Director qualifies as "independent" unless the Board of Directors
affirmatively determines that the Director has no material relationship with
the listed company (either directly or as a partner, shareholder or officer of
an organization that has a relationship with the company).


Whether a Director is in fact not "independent" will depend on the laws and
regulations of the primary market for the security and the exchanges, if any,
on which the security trades.


D.   LIABILITY AND INDEMNIFICATION OF DIRECTORS

AM policy is to vote "for" Management proposals to limit Directors' liability
and to broaden the indemnification of Directors, unless broader indemnification
or limitations on Directors' liability would affect shareholders' interests in
pending litigation.


Rationale: While shareholders want Directors and officers to be responsible for
---------
their actions, it is not in the best interests of the shareholders for them to
be too risk averse. If the risk of personal liability is too great, companies
may not be able to find capable Directors willing to serve. We support
expanding coverage only for actions taken in good faith and not for serious
violations of fiduciary obligation or negligence.


E.   QUALIFICATION OF DIRECTORS

AM policy is to follow Management's recommended vote on either Management or
shareholder proposals that set retirement ages for Directors or require
specific levels of stock ownership by Directors.


Rationale: As a general rule, the Board of Directors, and not the shareholders,
---------
is most qualified to establish qualification policies.


F.   REMOVAL OF DIRECTORS AND FILLING OF VACANCIES

AM policy is to vote "against" proposals that include provisions that Directors
may be removed only for cause or proposals that include provisions that only
continuing Directors may fill Board vacancies.


Rationale: Differing state statutes permit removal of Directors with or without
cause. Removal of Directors for cause usually requires proof of self-dealing,
fraud or misappropriation of corporate assets, limiting shareholders' ability
to remove Directors except under extreme circumstances. Removal without cause
requires no such showing.


                                     II-180


Allowing only incumbent Directors to fill vacancies can serve as an
anti-takeover device, precluding shareholders from filling the Board until the
next regular election.


G.   PROPOSALS TO FIX THE SIZE OF THE BOARD

AM policy is to vote:


1. "For" proposals to fix the size of the Board unless: (a) no specific reason
   for the proposed change is given; or (b) the proposal is part of a package
   of takeover defenses.


2. "Against" proposals allowing Management to fix the size of the Board without
   shareholder approval.


Rationale: Absent danger of anti-takeover use, companies should be granted a
---------
reasonable amount of flexibility in fixing the size of its Board.


H.   PROPOSALS TO RESTRICT CHIEF EXECUTIVE OFFICER'S SERVICE ON MULTIPLE BOARDS

AM policy is to vote "for" proposals to restrict a Chief Executive Officer from
serving on more than three outside Boards of Directors.


Rationale: Chief Executive Officer must have sufficient time to ensure that
---------
shareholders' interests are represented adequately.


Note: A Director's service on multiple closed-end fund Boards within a fund
----
complex are treated as service on a single Board for the purpose of the proxy
voting guidelines.


I.   PROPOSALS TO RESTRICT SUPERVISORY BOARD MEMBERS SERVICE ON MULTIPLE BOARDS

AM policy is to vote "for" proposals to restrict a Supervisory Board Member
from serving on more than five Supervisory Boards.


Rationale: We consider a strong, independent and knowledgeable Supervisory
---------
Board as important counter-balance to executive Management to ensure that the
interests of shareholders are fully reflected by the company.


Full information should be disclosed in the annual reports and accounts to
allow all shareholders to judge the success of the Supervisory Board
controlling their company.


Supervisory Board Members must have sufficient time to ensure that
     shareholders' interests are represented adequately.


Note: A Director's service on multiple closed-end fund Boards within a fund
----
complex are treated as service on a single Board for the purpose of the proxy
voting guidelines


J.   PROPOSALS TO ESTABLISH AUDIT COMMITTEES

AM policy is to vote "for" proposals that require the establishment of Audit
Committees.


Rationale: The Audit Committee should deal with accounting and risk management
---------
related questions, verifies the independence of the auditor with due regard to
possible conflicts of interest. It also should determine the procedure of the
audit process.


                                     II-181


II.  CAPITAL STRUCTURE


A.   AUTHORIZATION OF ADDITIONAL SHARES

AM policy is to vote "for" proposals to increase the authorization of existing
classes of stock that do not exceed a 3:1 ratio of shares authorized to shares
outstanding for a large cap company, and do not exceed a 4:1 ratio of shares
authorized to shares outstanding for a small-midcap company (companies having a
market capitalization under one billion US dollars).


Rationale: While companies need an adequate number of shares in order to carry
---------
on business, increases requested for general financial flexibility must be
limited to protect shareholders from their potential use as an anti-takeover
device. Requested increases for specifically designated, reasonable business
purposes (stock split, merger, etc.) will be considered in light of those
purposes and the number of shares required.


B.   AUTHORIZATION OF "BLANK CHECK" PREFERRED STOCK

AM policy is to vote:


1. "Against" proposals to create blank check preferred stock or to increase the
   number of authorized shares of blank check preferred stock unless the
   company expressly states that the stock will not be used for anti-takeover
   purposes and will not be issued without shareholder approval.


2. "For" proposals mandating shareholder approval of blank check stock
placement.


Rationale: Shareholders should be permitted to monitor the issuance of classes
---------
of preferred stock in which the Board of Directors is given unfettered
discretion to set voting, dividend, conversion and other rights for the shares
issued.


C.   STOCK SPLITS / REVERSE STOCK SPLITS

AM policy is to vote "for" stock splits if a legitimate business purpose is set
forth and the split is in the shareholders' best interests. A vote is cast
"for" a reverse stock split only if the number of shares authorized is reduced
in the same proportion as the reverse split or if the effective increase in
authorized shares (relative to outstanding shares) complies with the proxy
guidelines for common stock increases.


Rationale: Generally, stock splits do not detrimentally affect shareholders.
---------
Reverse stock splits, however, may have the same result as an increase in
authorized shares and should be analyzed accordingly.


D.   DUAL CLASS/SUPERVOTING STOCK

AM policy is to vote "against" proposals to create or authorize additional
shares of super-voting stock or stock with unequal voting rights.


Rationale: The "one share, one vote" principal ensures that no shareholder
---------
maintains a voting interest exceeding their equity interest in the company.


E.   LARGE BLOCK ISSUANCE

AM policy is to address large block issuances of stock on a case-by-case basis
based on the nature of the issuance and incorporating the recommendation of ISS
as stated below subject to review by the GPVSC as set forth in AM's Proxy
Voting Policy and Guidelines:


For general Issuances, in general AM policy is to:

                                     II-182


o  Vote for issuance authorities with pre-emptive rights to a maximum of 100
   percent over currently issued capital and as long as the share issuance
   authorities' periods are clearly disclosed (or implied by the application
   of a legal maximum duration) and in line with market-specific practices
   and/or recommended guidelines (e.g. issuance periods limited to 18 months
   for the Netherlands); and


o  Vote for issuance authorities without pre-emptive rights to a maximum of 20
   percent (or a lower limit if local market best practice recommendations
   provide) of currently issued capital as long as the share issuance
   authorities' periods are clearly disclosed (or implied by the application
   of a legal maximum duration) and in line with market-specific practices
   and/or recommended guidelines (e.g. issuance periods limited to 18 months
   for the Netherlands).


For French companies, AM policy is to:


o  Vote for general issuance requests with pre-emptive rights, or without
   pre-emptive rights but with a binding "priority right," for a maximum of 50
   percent over currently issued capital; and


o  Generally vote for general authorities to issue shares without pre-emptive
   rights up to a maximum of 10 percent of share capital. When companies are
   listed on a regulated market, the maximum discount on share issuance price
   proposed in the resolution must, in addition, comply with the legal
   discount (i.e., a maximum of 5 percent discount to the share listing price)
   for a vote for to be warranted.


For specific issuances, in general AM policy is to:


o  Vote on a case-by-case basis on all requests, with or without pre-emptive
   rights, incorporating where applicable the recommendation of ISS.


o  Additionally, AM supports proposals requiring shareholder approval of large
   block issuances.


Rationale: Stock issuances must be reviewed in light of the business
---------
circumstances leading to the request and the potential impact on shareholder
value.


F.   RECAPITALIZATION INTO A SINGLE CLASS OF STOCK

AM policy is to vote "for" recapitalization plans to provide for a single class
of common stock, provided the terms are fair, with no class of stock being
unduly disadvantaged.


Rationale: Consolidation of multiple classes of stock is a business decision
---------
that may be left to the Board and/or Management if there is no adverse effect
on shareholders.


G.   SHARE REPURCHASES

AM policy is to vote "for" share repurchase plans provided all shareholders are
     able to participate on equal terms.


Rationale: Buybacks are generally considered beneficial to shareholders because
---------
they tend to increase returns to the remaining shareholders.


H.   REDUCTIONS IN PAR VALUE

AM policy is to vote "for" proposals to reduce par value, provided a legitimate
business purpose is stated (e.g., the reduction of corporate tax
responsibility).


Rationale: Usually, adjustments to par value are a routine financial decision
---------
with no substantial impact on shareholders.

                                     II-183


III. CORPORATE GOVERNANCE ISSUES


A.   CONFIDENTIAL VOTING

AM policy is to vote "for" proposals to provide for confidential voting and
independent tabulation of voting results and to vote "against" proposals to
repeal such provisions.


Rationale: Confidential voting protects the privacy rights of all shareholders.
---------
This is particularly important for employee-shareholders or shareholders with
business or other affiliations with the company, who may be vulnerable to
coercion or retaliation when opposing Management. Confidential voting does not
interfere with the ability of corporations to communicate with all
shareholders, nor does it prohibit shareholders from making their views known
directly to Management.


B.   CUMULATIVE VOTING

AM policy is to vote "against" shareholder proposals requesting cumulative
voting and "for" Management proposals to eliminate it. The protections afforded
shareholders by cumulative voting are not necessary when a company has a
history of good performance and does not have a concentrated ownership
interest. Accordingly, a vote is cast "against" cumulative voting and "for"
proposals to eliminate it if:


a) The company has a five year return on investment greater than the relevant
   industry index,


b) All Directors and executive officers as a group beneficially own less than
   10% of the outstanding stock, and


c) No shareholder (or voting block) beneficially owns 15% or more of the
   company.


Thus, failure of any one of the three criteria results in a vote for cumulative
voting in accordance with the general policy.


Rationale: Cumulative voting is a tool that should be used to ensure that
---------
holders of a significant number of shares may have Board representation;
however, the presence of other safeguards may make their use unnecessary.


C.   SUPERMAJORITY VOTING REQUIREMENTS

AM policy is to vote "against" Management proposals to require a supermajority
vote to amend the charter or by-laws and to vote "for" shareholder proposals to
modify or rescind existing supermajority requirements.


*     Exception made when company holds a controlling position and seeks to
      lower threshold to maintain control and/or make changes to corporate
      by-laws.


Rationale: Supermajority voting provisions violate the democratic principle
---------
that a simple majority should carry the vote. Setting supermajority
requirements may make it difficult or impossible for shareholders to remove
egregious by-law or charter provisions. Occasionally, a company with a
significant insider held position might attempt to lower a supermajority
threshold to make it easier for Management to approve provisions that may be
detrimental to shareholders. In that case, it may not be in the shareholders
interests to lower the supermajority provision.


D.   SHAREHOLDER RIGHT TO VOTE

AM policy is to vote "against" proposals that restrict the right of
shareholders to call special meetings, amend the bylaws, or act by written
consent. AM Policy is to vote "for" proposals that remove such restrictions.


Rationale: Any reasonable means whereby shareholders can make their views known
---------
to Management or affect the governance process should be supported.


                                     II-184


IV.  COMPENSATION

Annual Incentive Plans or Bonus Plans are often submitted to shareholders for
approval. These plans typically award cash to executives based on company
performance. Deutsche Bank believes that the responsibility for executive
compensation decisions rest with the Board of Directors and/or the compensation
committee, and its policy is not to second-guess the Board's award of cash
compensation amounts to executives unless a particular award or series of
awards is deemed excessive. If stock options are awarded as part of these bonus
or incentive plans, the provisions must meet Deutsche Bank's criteria regarding
stock option plans, or similar stock-based incentive compensation schemes, as
set forth below.


A.   ESTABLISHMENT OF A REMUNERATION COMMITTEE

AM policy is to vote "for" proposals that require the establishment of a
Remuneration Committee.


Rationale: Corporations should disclose in each annual report or proxy
----------
statement their policies on remuneration. Essential details regarding executive
remuneration including share options, long-term incentive plans and bonuses,
should be disclosed in the annual report, so that investors can judge whether
corporate pay policies and practices meet the standard.


The Remuneration Committee shall not comprise any Board members and should be
sensitive to the wider scene on executive pay. It should ensure that
performance-based elements of executive pay are designed to align the interests
of shareholders.


B.   EXECUTIVE AND DIRECTOR STOCK OPTION PLANS

AM policy is to vote "for" stock option plans that meet the following criteria:


o  The resulting dilution of existing shares is less than (a) 15% of
   outstanding shares for large capital corporations; or (b) 20% of
   outstanding shares for small-mid capital companies (companies having a
   market capitalization under one billion US dollars).


o  The transfer of equity resulting from granting options at less than fair
   market value ("FMV") is no greater than 3% of the over-all market
   capitalization of large capital corporations or 5% of market cap for
   small-mid capital companies.


o  The plan does not contain express repricing provisions and, in the absence
   of an express statement that options will not be repriced, the company does
   not have a history of repricing options.


o  The plan does not grant options on super-voting stock.


AM will support performance-based option proposals as long as (a) they do not
mandate that all options granted by the company must be performance based; and
(b) only certain high-level executives are subject to receive the performance
based options.


AM will support proposals to eliminate the payment of outside Director
pensions.


Rationale: Determining the cost to the company and to shareholders of
----------
stock-based incentive plans raises significant issues not encountered with
cash-based compensation plans. These include the potential dilution of existing
shareholders' voting power, the transfer of equity out of the company resulting
from the grant and execution of options at less than FMV and the authority to
reprice or replace underwater options. Our stock option plan analysis model
seeks to allow reasonable levels of flexibility for a company yet still protect
shareholders from the negative impact of excessive stock compensation.
Acknowledging that small mid-capital corporations often rely more heavily on
stock option plans as their main source of executive compensation and may not
be able to compete with their large capital competitors with cash compensation,
we provide slightly more flexibility for those companies.


                                     II-185


C.   EMPLOYEE STOCK OPTION/PURCHASE PLANS

AM policy is to vote for employee stock purchase plans ("ESPPs") when the plan
complies with Internal Revenue Code Section 423, allowing non-Management
employees to purchase stock at 85% of FMV.


AM policy is to vote "for" employee stock option plans ("ESOPs") provided they
meet the standards for stock option plans in general. However, when computing
dilution and transfer of equity, ESOPs are considered independently from
executive and Director option plans.


Rationale: ESOPs and ESPPs encourage rank-and-file employees to acquire an
----------
ownership stake in the companies they work for and have been shown to promote
employee loyalty and improve productivity.


D.   GOLDEN PARACHUTES

AM policy is to vote "for" proposals to require shareholder approval of golden
parachutes and for proposals that would limit golden parachutes to no more than
three times base compensation. AM Policy is to vote "against" more restrictive
shareholder proposals to limit golden parachutes.


Rationale: In setting a reasonable limitation, AM considers that an effective
parachute should be less attractive than continued employment and that the IRS
has opined that amounts greater than three times annual salary, are excessive.


E.   PROPOSALS TO LIMIT BENEFITS OR EXECUTIVE COMPENSATION

AM policy is to vote "against"


o  Proposals to limit benefits, pensions or compensation and


o  Proposals that request or require disclosure of executive compensation
   greater than the disclosure required by Securities and Exchange Commission
   ("SEC") regulations.


Rationale: Levels of compensation and benefits are generally considered to be
---------
day-to-day operations of the company, and are best left unrestricted by
arbitrary limitations proposed by shareholders.


F.   OPTION EXPENSING

AM policy is to support proposals requesting companies to expense stock
options.


Rationale: Although companies can choose to expense options voluntarily, the
---------
Financial Accounting Standards Board ("FASB") does not yet require it, instead
allowing companies to disclose the theoretical value of options as a footnote.
Because the expensing of stock options lowers earnings, most companies elect
not to do so. Given the fact that options have become an integral component of
compensation and their exercise results in a transfer of shareholder value, AM
agrees that their value should not be ignored and treated as "no cost"
compensation. The expensing of stock options would promote more modest and
appropriate use of stock options in executive compensation plans and present a
more accurate picture of company operational earnings.


G.   MANAGEMENT BOARD ELECTION AND MOTION

AM policy is to vote "against":


o  The election of Board members with positions on either Remuneration or Audit
   Committees;


o  The election of Supervisory Board members with too many Supervisory Board
   mandates; and


o  "Automatic" election of former Board members into the Supervisory Board.

                                     II-186


Rationale: Management as an entity, and each of its members, are responsible
----------
for all actions of the company, and are - subject to applicable laws and
regulations - accountable to the shareholders as a whole for their actions.


Sufficient information should be disclosed in the annual company report and
account to allow shareholders to judge the success of the company.


H.   REMUNERATION (VARIABLE PAY)


EXECUTIVE REMUNERATION FOR MANAGEMENT BOARD

AM policy is to vote "for" Management Board remuneration that is transparent
and linked to results.


Rationale: Executive compensation should motivate Management and align the
---------
interests of Management with the shareholders. The focus should be on criteria
that prevent excessive remuneration; but enable the company to hire and retain
first-class professionals.


Shareholder interests are normally best served when Management is remunerated
to optimize long-term returns. Criteria should include suitable measurements
like return on capital employed or economic value added.


Interests should generally also be correctly aligned when Management own shares
in the company - even more so if these shares represent a substantial portion
of their own wealth.


Its disclosure shall differentiate between fixed pay, variable (performance
related) pay and long-term incentives, including stock option plans with
valuation ranges as well as pension and any other significant arrangements.


EXECUTIVE REMUNERATION FOR SUPERVISORY BOARD

AM policy is to vote "for" remuneration for Supervisory Board that is at least
50% in fixed form.


Rationale: It would normally be preferable if performance linked compensation
---------
were not based on dividend payments, but linked to suitable result based
parameters. Consulting and procurement services should also be published in the
company report.


I.   LONG-TERM INCENTIVE PLANS

AM policy is to vote "for" long-term incentive plans for members of Management
Boards that reward for above average company performance.


Rationale: Incentive plans will normally be supported if they:
---------


o  Directly align the interests of members of Management Boards with those of
shareholders;


o  Establish challenging performance criteria to reward only above average
   performance;


o  Measure performance by total shareholder return in relation to the market or
   a range of comparable companies;


o  Are long-term in nature and encourage long-term ownership of the shares once
   exercised through minimum holding periods; and


o  Do not allow a repricing of the exercise price in stock option plans.

                                     II-187


J.   SHAREHOLDER PROPOSALS CONCERNING "PAY FOR SUPERIOR PERFORMANCE"

AM policy is to vote on a case-by-case basis on shareholder proposals that
request the Board establish a pay-for-superior performance standard in the
company's executive compensation plan for senior executives, incorporating
where applicable the recommendations of ISS, subject to review by the GPVSC as
set forth in AM's Proxy Voting Policy and Guidelines, based on ISS'
consideration of the following factors:


o  What aspects of the company's annual and long-term equity incentive programs
   are performance driven?


o  If the annual and long-term equity incentive programs are performance
   driven, are the performance criteria and hurdle rates disclosed to
   shareholders or are they benchmarked against a disclosed peer group?


o  Can shareholders assess the correlation between pay and performance based on
   the current disclosure?


o  What type of industry and stage of business cycle does the company belong
   to?


These proposals generally include the following principles:


o  Set compensation targets for the plan's annual and long-term incentive pay
   components at or below the peer group median;


o  Deliver a majority of the plan's target long-term compensation through
   performance-vested, not simply time-vested, equity awards;


o  Provide the strategic rationale and relative weightings of the financial and
   non-financial performance metrics or criteria used in the annual and
   performance-vested long-term incentive components of the plan;


o  Establish performance targets for each plan financial metric relative to the
   performance of the company's peer companies; and


o  Limit payment under the annual and performance-vested long-term incentive
   components of the plan to when the company's performance on its selected
   financial performance metrics exceeds peer group median performance.


Rationale: While AM agrees that compensation issues are better left to the
---------
discretion of Management, there remains the need to monitor for excessive
compensation practices on a case-by-case basis. If, after a review of the ISS
metrics, AM is comfortable with ISS's applying this calculation and will vote
according to their recommendation.


K.   EXECUTIVE COMPENSATION ADVISORY

AM policy is to follow Management's recommended vote on shareholder proposals
to propose an advisory resolution seeking to ratify the compensation of the
company's named executive officers ("NEOs") on an annual basis.


Rationale: AM believes that controls exist within senior Management and
---------
corporate compensation committees, ensuring fair compensation to executives.
This might allow shareholders to require approval for all levels of
Management's compensation.


L.   ADVISORY VOTES ON EXECUTIVE COMPENSATION

AM policy is to vote on a case-by-case basis on ballot items related to
executive pay and practices, as well as certain aspects of outside director
compensation, including recommendations by ISS where applicable, subject to
review by the GPVSC as set forth in AM's Proxy Voting Policy and Guidelines.


AM policy is to vote against Advisory Votes on Executive Compensation
(Management Say-on-Pay -  MSOP) if:


o  There is a significant misalignment between CEO pay and company performance
   (pay for performance);

                                     II-188


o  The company maintains significant problematic pay practices; or


o  The Board exhibits a significant level of poor communication and
   responsiveness to shareholders.


PRIMARY EVALUATION FACTORS FOR EXECUTIVE PAY


Pay-for-Performance Evaluation


AM will consider the pay-for-performance analysis conducted annually by an
independent third party, currently ISS, to identify strong or satisfactory
alignment between pay and performance over a sustained period. With respect to
companies in the Russell 3000 or Russell 3000E Indices, AM considers the
following based on ISS' analysis:


1. Peer Group Alignment:


o  The degree of alignment between the company's annualized TSR rank and the
   CEO's annualized total pay rank within a peer group, each measured over a
   three-year period.


o  The multiple of the CEO's total pay relative to the peer group median.


2. Absolute Alignment - the absolute alignment between the trend in CEO pay and
   company TSR over the prior five fiscal years - i.e., the difference between
   the trend in annual pay changes and the trend in annualized TSR during the
   period.


If the above analysis demonstrates significant unsatisfactory long-term
pay-for-performance alignment or, in the case of companies outside the Russell
indices, misaligned pay and performance are otherwise suggested, AM may
consider any of the following qualitative factors as relevant to evaluating how
various pay elements may work to encourage or to undermine long-term value
creation and alignment with shareholder interests:


o  The ratio of performance- to time-based equity awards;


o  The overall ratio of performance-based compensation;


o  The completeness of disclosure and rigor of performance goals;


o  The company's peer group benchmarking practices;


o  Actual results of financial/operational metrics, such as growth in revenue,
   profit, cash flow, etc., both absolute and relative to peers;


o  Special circumstances related to, for example, a new CEO in the prior FY or
   anomalous equity grant practices (e.g., bi-annual awards);


o  Realizable pay compared to grant pay; and


o  Any other factors deemed relevant.


Problematic Pay Practices


AM's policy is to defer to ISS' recommendation regarding executive compensation
practices that contravene the global pay principles considered by ISS in
evaluating executive pay and practices, including:


o  Problematic practices related to non-performance-based compensation
   elements;


o  Incentives that may motivate excessive risk-taking; and

                                     II-189


o  Options Backdating.


Problematic Pay Practices related to Non-Performance-Based Compensation
Elements


AM's policy is, in general, to evaluate pay elements that are not directly
based on performance on a case-by-case considering the context of a company's
overall pay program and demonstrated pay-for-performance philosophy. AM will
defer to ISS' analysis of specific pay practices that have been identified as
potentially problematic and may lead to negative recommendations if they are
deemed to be inappropriate or unjustified relative to executive pay best
practices. The list below highlights the problematic practices that carry
significant weight in AM's overall consideration and may result in adverse vote
recommendations:


o  Repricing or replacing of underwater stock options/SARS without prior
   shareholder approval (including cash buyouts and voluntary surrender of
   underwater options);


o  Excessive perquisites or tax gross-ups, including any gross-up related to a
   secular trust or restricted stock vesting;


o  New or extended agreements that provide for:
o  CIC payments exceeding 3 times base salary and average/target/most recent
   bonus;
o  CIC severance payments without involuntary job loss or substantial diminution
   of duties ("single" or "modified single" triggers);
o  CIC payments with excise tax gross-ups (including "modified" gross-ups); and


o  Insufficient executive compensation disclosure by externally- managed
   issuers (EMIs) such that a reasonable assessment of pay programs and
   practices applicable to the EMI's executives is not possible.


Incentives that may Motivate Excessive Risk-Taking


o  Multi-year guaranteed bonuses;


o  A single or common performance metric used for short- and long-term plans;


o  Lucrative severance packages;


o  High pay opportunities relative to industry peers;


o  Disproportionate supplemental pensions; or


o  Mega annual equity grants that provide unlimited upside with no downside
   risk.


Factors that potentially mitigate the impact of risky incentives include
rigorous claw-back provisions and robust stock ownership/holding guidelines.


Options Backdating


AM's policy is to examine the following factors case-by-case to allow for
distinctions to be made between "sloppy" plan administration versus deliberate
action or fraud:


o  Reason and motive for the options backdating issue, such as inadvertent vs.
   deliberate grant date changes;


o  Duration of options backdating;


o  Size of restatement due to options backdating;


o  Corrective actions taken by the Board or compensation committee, such as
   canceling or re-pricing backdated options, the recouping of option gains on
   backdated grants; and


                                     II-190


o  Adoption of a grant policy that prohibits backdating, and creates a fixed
   grant schedule or window period for equity grants in the future.


AM may rely on ISS's analysis of the foregoing and may defer to ISS's
recommendation subject to review by the GPVSC.


Rationale: While AM agrees that compensation issues are better left to the
discretion of Management, there remains a need to take action on this
nonbinding proposal if excessive compensation practices exist.


M.   FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION

AM policy is to vote "for" annual advisory votes on compensation, which provide
the most consistent and clear communication channel for shareholder concerns
about companies' executive pay programs.


Rationale: AM believes that annual advisory vote gives shareholders the
----------
opportunity to express any compensation concerns to the Executive Compensation
proposal which is an advisory voting.


V.   ANTI-TAKEOVER RELATED ISSUES


A.   SHAREHOLDER RIGHTS PLANS ("POISON PILLS")

AM policy is to vote "for" proposals to require shareholder ratification of
poison pills or that request Boards to redeem poison pills, and to vote
"against" the adoption of poison pills if they are submitted for shareholder
ratification.


Rationale: Poison pills are the most prevalent form of corporate takeover
----------
defenses and can be (and usually are) adopted without shareholder review or
consent. The potential cost of poison pills to shareholders during an attempted
takeover outweighs the benefits.


B.   REINCORPORATION

AM policy is to examine reincorporation proposals on a case-by-case basis. The
voting decision is based on:


Differences in state law between the existing state of incorporation and the
proposed state of incorporation; and


Differences between the existing and the proposed charter/bylaws/articles of
incorporation and their effect on shareholder rights.


If changes resulting from the proposed reincorporation violate the corporate
governance principles set forth in these guidelines, the reincorporation will
be deemed contrary to shareholder's interests and a vote cast "against."


Rationale: Reincorporations can be properly analyzed only by looking at the
---------
advantages and disadvantages to their shareholders. Care must be taken that
anti-takeover protection is not the sole or primary result of a proposed
change.


C.   FAIR-PRICE PROPOSALS

AM policy is to vote "for" Management fair-price proposals, provided that:


o  The proposal applies only to two-tier offers;


o  The proposal sets an objective fair-price test based on the highest price
   that the acquirer has paid for a company's shares;


o  The supermajority requirement for bids that fail the fair-price test is no
   higher than two-thirds of the outstanding shares; and


o  The proposal contains no other anti-takeover provisions or provisions that
   restrict shareholders rights.

                                     II-191


A vote is cast for shareholder proposals that would modify or repeal existing
fair-price requirements that do not meet these standards.


Rationale: While fair price provisions may be used as anti-takeover devices, if
---------
adequate provisions are included, they provide some protection to shareholders
who have some say in their application and the ability to reject those
protections if desired.


D.   EXEMPTION FROM STATE TAKEOVER LAWS

AM policy is to vote "for" shareholder proposals to opt out of state takeover
laws and to vote "against" Management proposals requesting to opt out of state
takeover laws.


Rationale: Control share statutes, enacted at the state level, may harm
---------
long-term share value by entrenching Management. They also unfairly deny
certain shares their inherent voting rights.


E.   NON-FINANCIAL EFFECTS OF TAKEOVER BIDS

Policy is to vote "against" shareholder proposals to require consideration of
non-financial effects of merger or acquisition proposals.


Rationale: Non-financial effects may often be subjective and are secondary to
---------
AM's stated purpose of acting in its client's best economic interest.


VI.  MERGERS & ACQUISITIONS


EVALUATION OF MERGERS, ACQUISITIONS AND OTHER SPECIAL CORPORATE TRANSACTIONS
(I.E., TAKEOVERS, SPIN-OFFS, SALES OF ASSETS, REORGANIZATIONS, RESTRUCTURINGS,
AND RECAPITALIZATIONS) ARE PERFORMED ON A CASE-BY-CASE BASIS, INCLUDING
CONSIDERATION OF ISS'S ANALYSIS AND RECOMMENDATIONS WHERE APPLICABLE, SUBJECT
TO REVIEW BY THE GPVSC. AM POLICY IS TO REVIEW AND EVALUATE THE MERITS AND
DRAWBACKS OF THE PROPOSED TRANSACTION, BALANCING VARIOUS AND SOMETIMES
COUNTERVAILING FACTORS INCLUDING:


o  Valuation - Is the value to be received by the target shareholders (or paid
   by the acquirer) reasonable? While the fairness opinion may provide an
   initial starting point for assessing valuation reasonableness, emphasis is
   placed on the offer premium, market reaction and strategic rationale.


o  Market reaction - How has the market responded to the proposed deal? A
   negative market reaction should cause closer scrutiny of a deal.


o  Strategic rationale - Does the deal make sense strategically? From where is
   the value derived? Cost and revenue synergies should not be overly
   aggressive or optimistic, but reasonably achievable. Management should also
   have a favorable track record of successful integration of historical
   acquisitions.


o  Negotiations and process - Were the terms of the transaction negotiated at
   arm's-length? Was the process fair and equitable? A fair process helps to
   ensure the best price for shareholders. Significant negotiation "wins" can
   also signify the deal makers' competency. The comprehensiveness of the
   sales process (e.g., full auction, partial auction, no auction) can also
   affect shareholder value.


o  Conflicts of interest - Are insiders benefiting from the transaction
   disproportionately and inappropriately as compared to non-insider
   shareholders? As the result of potential conflicts, the directors and
   officers of the company may be more likely to vote to approve a merger than
   if they did not hold these interests. Consider whether these interests may
   have influenced these directors and officers to support or recommend the
   merger. The CIC figure presented in the "ISS Transaction Summary" section
   of this report is an aggregate figure that can in certain cases be a
   misleading indicator of the true value transfer from shareholders to
   insiders. Where such figure appears to be excessive, analyze the underlying
   assumptions to determine whether a potential conflict exists.


                                     II-192


o  Governance - Will the combined company have a better or worse governance
   profile than the current governance profiles of the respective parties to
   the transaction? If the governance profile is to change for the worse, the
   burden is on the company to prove that other issues (such as valuation)
   outweigh any deterioration in governance.

Additional resources including portfolio management and research analysts may
be considered as set forth in AM's policies and procedures.


VII. ENVIRONMENTAL, SOCIAL AND GOVERNANCE ISSUES

Environmental, social and governance issues (ESG) are becoming increasingly
important to corporate success. We incorporate ESG considerations into both our
investment decisions and our proxy voting decisions - particularly if the
financial performance of the company could be impacted. Companies or states
that seriously contravene internationally accepted ethical principles will be
subject to heightened scrutiny.


A.   PRINCIPLES FOR RESPONSIBLE INVESTMENT

AM policy is to actively engage with companies on ESG issues and participate in
ESG initiatives. In this context, AM (a) votes "for" increased disclosure on
ESG issues; (b) is willing to participate in the development of policy,
regulation, and standard setting (such as promoting and protecting shareholder
rights); (c) could support shareholder initiatives and also file shareholder
resolutions with long term ESG considerations and improved ESG disclosure, when
applicable; (d) could support standardized ESG reporting and issues to be
integrated within annual financial reports; and (e) on a case-by-case basis,
will generally follow Management's recommended vote on other matters related to
ESG issues.


Rationale: ESG issues can affect the performance of investment portfolios (to
---------
varying degrees across companies, sectors, regions, asset classes and through
time).


B.   ESG ISSUES

AM policy is to vote in line with the Coalition for Environmentally Responsible
Economies ("CERES") recommendation on Environmental matters contained in the
CERES Principles and the recommendations on social and sustainability issues
not specifically addressed elsewhere in these Guidelines. AM will rely on ISS
to identify shareholder proposals addressing CERES Principles and proxies will
be voted in accordance with ISS' predetermined voting guidelines on CERES
Principles. AM policy is to generally vote for social and environmental
shareholder proposals that promote good corporate citizens while enhancing
long-term shareholder and stakeholder value. AM policy is to vote for
disclosure reports that seek additional information particularly when it
appears companies have not adequately addressed shareholders' social,
workforce, and environmental concerns. In determining vote recommendations on
shareholder social, workforce, and environmental proposals, AM may defer to
ISS' analysis and recommendation based on consideration of the following
factors:


o  Whether the proposal itself is well framed and reasonable;


o  Whether adoption of the proposal would have either a positive or negative
   impact on the company's short-term or long-term share value;


o  Whether the company's analysis and voting recommendation to shareholders is
   persuasive;


o  The degree to which the company's stated position on the issues could affect
   its reputation or sales, or leave it vulnerable to boycott or selective
   purchasing;


o  Whether the subject of the proposal is best left to the discretion of the
   Board;


o  Whether the issues presented in the proposal are best dealt with through
   legislation, government regulation, or company-specific action;


o  The company's approach compared with its peers or any industry standard
   practices for addressing the issue(s) raised by the proposal;


                                     II-193


o  Whether the company has already responded in an appropriate or sufficient
   manner to the issue(s) raised in the proposal;


o  If the proposal requests increased disclosure or greater transparency,
   whether or not sufficient information is publically available to
   shareholders and whether it would be unduly burdensome for the company to
   compile and avail the requested information to shareholders in a more
   comprehensive or amalgamated fashion; or


o  Whether implementation of the proposal would achieve the objectives sought
   in the proposal.


In general, AM policy supports proposals that request the company to furnish
information helpful to shareholders in evaluating the company's operations,
based on ISS' analysis and recommendation. In order to be able to intelligently
monitor their investments shareholders often need information best provided by
the company in which they have invested. Requests to report such information
will merit support. Requests to establish special committees of the Board to
address broad corporate policy and provide forums for ongoing dialogue on
issues including, but not limited to shareholder relations, the environment,
human rights, occupational health and safety, and executive compensation, will
generally be supported, particularly when they appear to offer a potentially
effective method for enhancing shareholder value. AM policy is to closely
evaluate proposals that ask the company to cease certain actions that the
proponent believes are harmful to society or some segment of society with
special attention to the company's legal and ethical obligations, its ability
to remain profitable, and potential negative publicity if the company fails to
honor the request. AM policy supports shareholder proposals that improve the
company's public image, and reduce exposure to liabilities.


Any matter that is to be voted on, consented to or approved by the voting
members, may take place in person, telephonically or via other electronic
means. In addition, voting members may act in writing, including without
limitation, via e-mail.


Rationale: AM supports the CERES Principles and as such generally votes proxies
---------
in line with the CERES recommendation.


C.   LABOR AND HUMAN RIGHTS

AM policy is to vote "against" adopting global codes of conduct or workplace
standards exceeding those mandated by law.


Rationale: Additional requirements beyond those mandated by law are deemed
---------
unnecessary and potentially burdensome to companies


D.   DIVERSITY AND EQUALITY

1. AM policy is to vote "against" shareholder proposals to force equal
   employment opportunity, affirmative action or Board diversity.


Rationale: Compliance with State and Federal legislation along with information
---------
made available through filings with the Equal Employment Opportunity Commission
("EEOC") provides sufficient assurance that companies act responsibly and make
information public.


2. AM policy is also to vote "against" proposals to adopt the MacBride
   Principles. The MacBride Principles promote fair employment, specifically
   regarding religious discrimination.


Rationale: Compliance with the Fair Employment Act of 1989 makes adoption of
---------
the MacBride Principles redundant. Their adoption could potentially lead to
charges of reverse discrimination.


E.   HEALTH AND SAFETY

1. AM policy is to vote "against" adopting a pharmaceutical price restraint
policy or reporting pricing policy changes.

                                     II-194


Rationale: Pricing is an integral part of business for pharmaceutical companies
---------
and should not be dictated by shareholders (particularly pursuant to an
arbitrary formula). Disclosing pricing policies may also jeopardize a company's
competitive position in the marketplace.


2. AM policy is to vote "against" shareholder proposals to control the use or
   labelling of and reporting on genetically engineered products.


Rationale: Additional requirements beyond those mandated by law are deemed
---------
unnecessary and potentially burdensome to companies.


F.   GOVERNMENT/MILITARY

1. AM policy is to vote against shareholder proposals regarding the production
   or sale of military arms or nuclear or space-based weapons, including
   proposals seeking to dictate a company's interaction with a particular
   foreign country or agency.


Rationale: Generally, Management is in a better position to determine what
---------
products or industries a company can and should participate in. Regulation of
the production or distribution of military supplies is, or should be, a matter
of government policy.


2. AM policy is to vote "against" shareholder proposals regarding political
   contributions and donations.


Rationale: The Board of Directors and Management, not shareholders, should
---------
evaluate and determine the recipients of any contributions made by the company.


3. AM policy is to vote "against" shareholder proposals regarding charitable
   contributions and donations.


Rationale: The Board of Directors and Management, not shareholders, should
---------
evaluate and determine the recipients of any contributions made by the company.


G.   TOBACCO

1. AM policy is to vote "against" shareholder proposals requesting additional
   standards or reporting requirements for tobacco companies as well as
   "against" requesting companies to report on the intentional manipulation of
   nicotine content.


Rationale: Where a tobacco company's actions meet the requirements of legal and
---------
industry standards, imposing additional burdens may detrimentally affect a
company's ability to compete. The disclosure of nicotine content information
could affect the company's rights in any pending or future litigation.


2. Shareholder requests to spin-off or restructure tobacco businesses will be
   opposed.


Rationale: These decisions are more appropriately left to the Board and
---------
   Management, and not to shareholder mandate.


VIII. MISCELLANEOUS ITEMS


A.   RATIFICATION OF AUDITORS

AM policy is to vote "for" (a) the Management recommended selection of auditors
and (b) proposals to require shareholder approval of auditors.


Rationale: Absent evidence that auditors have not performed their duties
---------
adequately, support for Management's nomination is warranted.


                                     II-195


B.   LIMITATION OF NON-AUDIT SERVICES PROVIDED BY INDEPENDENT AUDITOR

AM policy is to support proposals limiting non-audit fees to 50% of the
aggregate annual fees earned by the firm retained as a company's independent
auditor.


Rationale: In the wake of financial reporting problems and alleged audit
---------
failures at a number of companies, AM supports the general principle that
companies should retain separate firms for audit and consulting services to
avoid potential conflicts of interest. However, given the protections afforded
by the Sarbanes-Oxley Act of 2002 (which requires Audit Committee pre-approval
for non-audit services and prohibits auditors from providing specific types of
services), and the fact that some non-audit services are legitimate
audit-related services, complete separation of audit and consulting fees may
not be warranted. A reasonable limitation is appropriate to help ensure auditor
independence and it is reasonable to expect that audit fees exceed non-audit
fees.


C.   AUDIT FIRM ROTATION

AM policy is to vote against proposals seeking audit firm rotation.


Rationale: While the Sarbanes-Oxley Act mandates that the lead audit partner be
---------
switched every five years, AM believes that rotation of the actual audit firm
would be costly and disruptive.


D.   TRANSACTION OF OTHER BUSINESS

AM policy is to vote "against" transaction of other business proposals.


Rationale: This is a routine item to allow shareholders to raise other issues
---------
and discuss them at the meeting. As the nature of these issues may not be
disclosed prior to the meeting, we recommend a vote against these proposals.
This protects shareholders voting by proxy (and not physically present at a
meeting) from having action taken at the meeting that they did not receive
proper notification of or sufficient opportunity to consider.


E.   MOTIONS TO ADJOURN THE MEETING

AM Policy is to vote "against" proposals to adjourn the meeting.


Rationale: Management may seek authority to adjourn the meeting if a favorable
---------
outcome is not secured. Shareholders should already have had enough information
to make a decision. Once votes have been cast, there is no justification for
Management to continue spending time and money to press shareholders for
support.


F.   BUNDLED PROPOSALS

AM policy is to vote against bundled proposals if any bundled issue would
     require a vote against it if proposed individually.


Rationale: Shareholders should not be forced to "take the good with the bad" in
---------
cases where the proposals could reasonably have been submitted separately.


G.   CHANGE OF COMPANY NAME

AM policy is to support Management on proposals to change the company name.


Rationale: This is generally considered a business decision for a company.
---------


H.   PROPOSALS RELATED TO THE ANNUAL MEETING

AM Policy is to vote "for" Management for proposals related to the conduct of
the annual meeting (meeting time, place, etc.)


Rationale: These are considered routine administrative proposals.
---------

                                     II-196


I.   REIMBURSEMENT OF EXPENSES INCURRED FROM CANDIDATE NOMINATION

AM policy is to follow Management's recommended vote on shareholder proposals
related to the amending of company bylaws to provide for the reimbursement of
reasonable expenses incurred in connection with nominating one or more
candidates in a contested election of Directors to the corporation's Board of
Directors.


Rationale: Corporations should not be liable for costs associated with
---------
shareholder proposals for Directors.


J.   INVESTMENT COMPANY PROXIES

Proxies solicited by investment companies are voted in accordance with the
recommendations of an independent third party, currently ISS. However,
regarding investment companies for which AM or an affiliate serves as
investment adviser or principal underwriter, such proxies are voted in the same
proportion as the vote of all other shareholders. Proxies solicited by master
funds from feeder funds will be voted in accordance with applicable provisions
of Section 12 of the Investment Company Act of 1940 ("Investment Company Act").


Investment companies, particularly closed-end investment companies, are
different from traditional operating companies. These differences may call for
differences in voting positions on the same matter. For example, AM could vote
"for" staggered Boards of closed-end investment companies, although AM
generally votes "against" staggered Boards for operating companies. Further,
the manner in which AM votes investment company proxies may differ from
proposals for which an AM-advised investment company solicits proxies from its
shareholders. As reflected in the Guidelines, proxies solicited by closed-end
(and open-end) investment companies are voted in accordance with the
pre-determined guidelines of an independent third-party.


Subject to participation agreements with certain Exchange Traded Funds ("ETF")
issuers that have received exemptive orders from the US Securities and Exchange
Commission allowing investing Deutsche funds to exceed the limits set forth in
Section 12(d)(1)(A) and (B) of the Investment Company Act, AM will echo vote
proxies for ETFs in which Deutsche Bank holds more than 25% of outstanding
voting shares globally when required to do so by participation agreements and
SEC orders.


Note: With respect to the Central Cash Management Fund (registered under the
----
Investment Company Act), the Fund is not required to engage in echo voting and
the investment adviser will use these Guidelines, and may determine, with
respect to the Central Cash Management Fund, to vote contrary to the positions
in the Guidelines, consistent with the Fund's best interest.


K.   INTERNATIONAL PROXY VOTING

The above guidelines pertain to issuers organized in the United States, Canada
and Germany. Proxies solicited by other issuers are voted in accordance with
international guidelines or the recommendation of ISS and in accordance with
applicable law and regulation.


                                     II-197

 

  

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November 30, 2016

Annual Report
to Shareholders

Deutsche Small Cap Value Fund

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Contents

3 Letter to Shareholders

5 Portfolio Management Review

11 Performance Summary

13 Investment Portfolio

18 Statement of Assets and Liabilities

20 Statement of Operations

21 Statements of Changes in Net Assets

22 Financial Highlights

27 Notes to Financial Statements

38 Report of Independent Registered Public Accounting Firm

39 Information About Your Fund's Expenses

41 Tax Information

42 Advisory Agreement Board Considerations and Fee Evaluation

47 Board Members and Officers

52 Account Management Resources

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

Any fund that focuses in a particular segment of the market or region of the world will generally be more volatile than a fund that invests more broadly. The fund may lend securities to approved institutions. Small company stocks tend to be more volatile than medium-sized or large company stocks. Stocks may decline in value. See the prospectus for details.

Deutsche Asset Management represents the asset management activities conducted by Deutsche Bank AG or any of its subsidiaries.

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

Letter to Shareholders

Dear Shareholder:

Today’s low-return investment environment — punctuated by periods of short-term volatility and plenty of opinions in the financial media — can be a challenge for those of us just trying to keep our portfolios moving forward.

Let’s face it: a report about the obstacles to economic growth grabs more attention than an article about the slow, steady improvement of the economy. The fact is, we continue to see the U.S. economy remaining on a moderate expansionary path. Although net exports are still challenged by modest global growth, most metrics suggest the labor market here at home continues to heal, which, along with low interest rates, is supporting the consumer.

Is action necessary? Numerous studies have found that acting impulsively on negative financial news can actually reduce your overall investment returns over time. That’s because there is a good chance you’ll miss the gains to be achieved if the market or a specific security recovers from a brief setback. So, assuming you have built your portfolio based on long-term needs and an honest assessment of your risk tolerance, short-term fluctuations should not cause an extreme level of worry.

As a global asset manager with decades of experience in helping investors through multiple market cycles, we want you to know and trust that our global intelligence, expertise and resources are here to support you. As always, we appreciate the opportunity to help you meet your goals.

Best regards,

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Brian Binder

President, Deutsche Funds

Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.

Portfolio Management Review (Unaudited)

Market Overview and Fund Performance

All performance information below is historical and does not guarantee future results. Returns shown are for Class A shares, unadjusted for sales charges. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the most recent month-end performance of all share classes. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had. Please refer to pages 11 through 12 for more complete performance information.

Deutsche Small Cap Value Fund returned 6.10% during the 12-month period ended November 30, 2016, underperforming the 19.85% return of its benchmark, the Russell 2000® Value Index.

Investment Process

In choosing stocks, we focus on individual security selection rather than industry selection. We use an active process that combines financial analysis with company visits to evaluate management and strategies. Company research lies at the heart of the investment process. We emphasize individual selection of stocks across all economic sectors, focusing on companies that we believe have strong management, identifiable catalysts (e.g., acquisitions or new products) and valuations that offer an attractive risk/reward trade-off. We utilize multiple sources for idea generation, as we believe quantitative screens by themselves are not robust enough to consistently source attractive investment ideas.

Although the index closed with a strong return, the annual period in fact began on a down note. The global financial markets experienced meaningful weakness in December and January, with higher-risk asset classes coming under heavy pressure from the combination of slowing global growth, falling commodity prices and worries that the U.S. Federal Reserve Board (the Fed) would take a more aggressive approach to raising interest rates.

This challenging backdrop quickly changed for the better in February, when the European Central Bank and the Bank of Japan each announced a shift toward more aggressive monetary policies. In addition, the Fed reiterated its intent to maintain a gradual, data-dependent approach to raising interest rates. These factors touched off a rebound in higher-risk market segments, and the rally gained momentum throughout the spring and summer behind rising investor optimism and signs of improving growth both in the U.S. and around the globe.

While stocks paused in the weeks prior to the election, the subsequent removal of political uncertainty in November — together with the prospect of more growth-oriented policy direction in the United States — led to a significant rally in the final month of the period. The benchmark gained 13.27% in the month, reflecting smaller companies’ above-average sensitivity to domestic economic trends.

Performance Attribution

While the overall asset class finished with strong returns, the fund did not fully participate in the gains. We recognize that the shortfall is disappointing for our investors, but our goal is to invest in stocks we believe are positioned for outperformance over a two-to-three-year time frame. Although this can lead to swings in short-term performance relative to the benchmark, we are focused on making sure the fund is invested in fundamentally sound, undervalued companies with the potential for market-beating returns. Moreover, the fund holds a number of companies that are creating shareholder value by paying above-average dividends and buying back shares. We therefore believe the portfolio is well positioned from a longer-term perspective, notwithstanding its underperformance of the past year.

Both sector allocations and stock selection contributed to the deficit. We held an underweight allocation to utilities and real estate investment trusts, which proved to be a headwind given that both groups registered robust gains in the first half of the period. We began to reduce the extent of these underweights, but we put the money to work gradually as opportunities permitted rather than establishing the positions all at once. The fund therefore had an above-average cash weighting for much of the year, which was an additional drag on returns in the rising market.

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Stock selection also played a role in the fund’s underperformance, with our weakest relative results occurring in the information technology, industrials and materials sectors.

Houghton Mifflin Harcourt Co. was the largest individual detractor for the year. The company experienced a larger loss of market share than investors anticipated, leading to the resignation of its chief executive officer. Believing the fundamental case for the stock had changed, we began to reduce the position late in the period. In the industrials sector, shares of Vectrus, Inc. — which provides logistics and management for military bases — declined after the company announced the loss of a large contract in September. We liquidated the position because of our much lower conviction regarding Vectrus’ ability to compete with larger players in the industry. Our investment in the logistics and engineering firm Harsco Corp. also detracted after the company missed earnings expectations, and we elected to sell the stock due to what we saw as a lack of fundamental upside. Other key detractors included Performance Sports Group Ltd., which lost ground due to its difficulty in successfully integrating an acquisition, and Babcock & Wilcox Enterprises, Inc., which fell sharply after pre-announcing weaker-than-expected second-quarter earnings. Both stocks have been sold from the portfolio.

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On the plus side, the advanced-materials manufacturer Rogers Corp. was one of the fund’s leading contributors. The company provides components for wireless telecommunications infrastructure, making it a direct beneficiary of the rapidly growing demand in this area. Our position in Lydall, Inc., a maker of filtration technologies and lightweight auto parts, made a further contribution. The stock rallied as concerns that its fundamentals would suffer from weaker industrial and automotive end markets proved unfounded. Gibraltar Industries, Inc., a manufacturer of building components, gained ground as the more efficient manufacturing practices it has implemented over the past two years began to bear fruit. In the financial sector, we benefited from the recovery in the Puerto Rico-based bank OFG Bancorp. The stock lagged in 2015 due to concerns about a potential debt default by the territory. We held on to the position on the belief that the company was unlikely to be affected by such a development, enabling the fund to benefit from the rally that accompanied the improving credit outlook for Puerto Rico in 2016.

"We continued to manage the portfolio with a lower valuation than the small-cap market as a whole, as well as an emphasis on companies with robust fundamentals and healthy balance sheets."

Outlook and Positioning

The fund’s management team changed during the first calendar quarter, but we maintained the same disciplined, value-oriented and research-driven style the fund employed in the past. We continued to manage the portfolio with a lower valuation than the small-cap market as a whole, and we retained a focus on companies with robust fundamentals, high free cash flow and healthy balance sheets.

With that said, we did make two shifts of note. First, the fund now strives to maintain sector weightings that are more closely in line with the benchmark, which we believe can help reduce the impact of sector allocations on the fund’s relative performance. Second, we are placing a larger emphasis on higher-quality companies that are trading below their intrinsic values due to factors that have caused their stocks to fall temporarily out of favor. At a time in which market performance has been driven largely by liquidity flows, we saw a growing opportunity set among these types of companies. In total, we believe the fund’s value-driven approach, together with these important shifts, can help us identify the most compelling investment ideas in the small-cap space.

Ten Largest Equity Holdings at November 30, 2016 (24.6% of Net Assets)

1. OFG Bancorp.

Operates as a holding company, providing a range of financial services

2.6%

2. Sterling Bancorp.

Provides clients with a full range of depository and cash management services

2.6%

3. Rogers Corp.

Manufactures and markets specialty materials and components for applications in the communications, computer, imaging, consumer and transportation markets

2.6%

4. Walker & Dunlop, Inc.

Provides commercial real estate financial services in the United States

2.5%

5. Capital Bank Financial Corp.

Operates as a bank holding company

2.5%

6. HealthSouth Corp.

Provides outpatient surgery

2.5%

7. ICF International, Inc.

Provides management, technology, policy consulting and implementation service.

2.4%

8. Lydall, Inc.

Develops and manufactures engineered materials for a variety of applications

2.4%

9. Synergy Resources Corp.

Explores for oil and natural gas in the western United States

2.3%

10. Verint Systems, Inc.

Provider of voice analysis software

2.2%

Portfolio holdings and characteristics are subject to change.

For more complete details about the fund's investment portfolio, see page 13. A quarterly Fact Sheet is available on deutschefunds.com or upon request. Please see the Account Management Resources section on page 52 for contact information.

Portfolio Management Team

Richard Hanlon, CFA, Director

Portfolio Manager of the fund. Began managing the fund in 2016.

Joined Deutsche Asset Management in 2013 with 23 years of industry experience. Previously, he founded Glenville Capital Management, where he served as Managing Partner. Prior to that, he worked as a Partner and Co-Head of the Equity Group at Silvercrest Asset Management Group. Before joining Silvercrest, he was Director of Research and a portfolio manager at DLJ Asset Management.

BA in Economics, University at Albany, State University of New York.

Mary Schafer, Director

Portfolio Manager of the fund. Began managing the fund in 2016.

Joined Deutsche Asset Management in 2013 with 15 years of industry experience. Prior to joining, she was a Co-Founder and Principal of Lockwell Investments. Previously, she worked as an Executive Director at Morgan Stanley Investment Management and as an Analyst at Lehman Brothers, Neuberger Berman and Deutsche Bank Securities.

BA in Molecular, Cellular and Developmental Biology, University of Colorado; MBA in Finance and Accounting, Columbia Business School.

The views expressed reflect those of the portfolio management team only through the end of the period of the report as stated on the cover. The management team's views are subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance is no guarantee of future results. Current and future portfolio holdings are subject to risk.

Terms to Know

The Russell 2000 Value Index is an unmanaged index measuring the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values. Index and category returns assume reinvestment of all distributions. Index returns do not reflect fees or expenses and it is not possible to invest directly in an index.

Overweight means the fund holds a higher weighting in a given sector or security than the benchmark. Underweight means the fund holds a lower weighting.

Contribution and detraction incorporate both a stock’s total return and its weighting in the fund.

Performance Summary November 30, 2016 (Unaudited)

Class A 1-Year 5-Year 10-Year
Average Annual Total Returns as of 11/30/16
Unadjusted for Sales Charge 6.10% 10.34% 5.01%
Adjusted for the Maximum Sales Charge (max 5.75% load) 0.00%** 9.04% 4.39%
Russell 2000® Value Index 19.85% 14.50% 5.92%
Class C 1-Year 5-Year 10-Year
Average Annual Total Returns as of 11/30/16
Unadjusted for Sales Charge 5.28% 9.51% 4.23%
Adjusted for the Maximum Sales Charge (max 1.00% CDSC) 5.28% 9.51% 4.23%
Russell 2000® Value Index 19.85% 14.50% 5.92%
Class R6   1-Year Life of Class*
Average Annual Total Returns as of 11/30/16
No Sales Charges   6.43% 3.32%
Russell 2000® Value Index   19.85% 8.51%
Class S 1-Year 5-Year 10-Year
Average Annual Total Returns as of 11/30/16
No Sales Charges 6.40% 10.58% 5.22%
Russell 2000® Value Index 19.85% 14.50% 5.92%
Institutional Class 1-Year 5-Year 10-Year
Average Annual Total Returns as of 11/30/16
No Sales Charges 6.48% 10.75% 5.42%
Russell 2000® Value Index 19.85% 14.50% 5.92%

Performance in the Average Annual Total Returns table(s) above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the Fund's most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated March 16, 2016 are 1.17%, 1.94%, 1.06%, 0.94% and 0.81% for Class A, Class C, Class R6, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

The Fund may charge a 2% fee for redemptions of shares held less than 15 days.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

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

Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

Growth of an Assumed $10,000 Investment (Adjusted for Maximum Sales Charge)

 Deutsche Small Cap Value Fund — Class A

 Russell 2000 Value Index

SCV_g10k200
Yearly periods ended November 30

The Fund's growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 5.75%. This results in a net initial investment of $9,425.

The growth of $10,000 is cumulative.

Performance of other share classes will vary based on the sales charges and the fee structure of those classes.

* Class R6 shares commenced operations on August 25, 2014.

** Amount is less than .005%.

The Russell 2000 Value Index is an unmanaged index measuring the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values.

  Class A Class C Class R6 Class S Institutional Class
Net Asset Value
11/30/16 $ 24.36 $ 19.70 $ 25.01 $ 24.81 $ 24.99
11/30/15 $ 25.24 $ 20.94 $ 25.83 $ 25.67 $ 25.86
Distribution Information as of 11/30/16
Income Dividends, Twelve Months $ .04 $ — $ .10 $ .11 $ .14
Capital Gain Distributions, Twelve Months $ 2.08 $ 2.08 $ 2.08 $ 2.08 $ 2.08

Investment Portfolio as of November 30, 2016

  Shares Value ($)
     
Common Stocks 92.5%
Consumer Discretionary 9.1%
Auto Components 1.4%
Standard Motor Products, Inc. 113,080 5,647,215
Diversified Consumer Services 0.8%
Houghton Mifflin Harcourt Co.* 300,155 3,316,713
Hotels, Restaurants & Leisure 1.7%
Denny's Corp.* 575,244 6,954,700
Media 0.5%
AMC Entertainment Holdings, Inc. "A" 58,500 1,986,075
Specialty Retail 3.2%
Hibbett Sports, Inc.* (a) 194,305 7,820,776
Sportsman's Warehouse Holdings, Inc.* 582,631 5,243,679
  13,064,455
Textiles, Apparel & Luxury Goods 1.5%
Movado Group, Inc. 206,897 5,844,840
Consumer Staples 2.3%
Food Products 1.3%
Snyder's-Lance, Inc. 136,528 5,087,033
Household Products 1.0%
Central Garden & Pet Co.* 140,700 4,063,416
Energy 4.2%
Oil, Gas & Consumable Fuels
Matador Resources Co.* (a) 300,649 8,009,289
Synergy Resources Corp.* 961,148 9,121,295
  17,130,584
Financials 30.2%
Banks 18.4%
Capital Bank Financial Corp. "A" 282,291 10,106,018
Chemical Financial Corp. 79,981 4,149,414
Eagle Bancorp., Inc.* 75,331 4,425,696
Great Western Bancorp., Inc. 213,505 8,540,200
MB Financial, Inc. 95,684 4,140,247
OFG Bancorp. (a) 787,780 10,635,030
Pacific Premier Bancorp., Inc.* 162,540 5,209,407
State Bank Financial Corp. 328,146 8,101,925
Sterling Bancorp. 462,526 10,522,467
TriState Capital Holdings, Inc.* 443,206 9,041,402
  74,871,806
Capital Markets 1.4%
Safeguard Scientifics, Inc.* 486,636 5,717,973
Insurance 6.4%
Argo Group International Holdings Ltd. 138,285 8,774,183
CNO Financial Group, Inc. 232,396 4,159,888
Employers Holdings, Inc. 187,697 6,635,089
ProAssurance Corp. 111,457 6,247,165
  25,816,325
Thrifts & Mortgage Finance 4.0%
Capitol Federal Financial, Inc. 377,435 6,004,991
Walker & Dunlop, Inc.* 351,414 10,328,057
  16,333,048
Health Care 4.9%
Health Care Equipment & Supplies 0.6%
Invacare Corp. 219,344 2,522,456
Health Care Providers & Services 3.8%
HealthSouth Corp. 239,379 9,974,923
PharMerica Corp.* 228,241 5,489,196
  15,464,119
Health Care Technology 0.5%
HMS Holdings Corp.* 94,965 1,739,759
Industrials 16.6%
Air Freight & Logistics 0.7%
Forward Air Corp. 59,306 2,869,224
Building Products 1.5%
Gibraltar Industries, Inc.* 136,821 6,156,945
Commercial Services & Supplies 4.4%
G&K Services, Inc. "A" 21,593 2,071,201
Pitney Bowes, Inc. 286,555 4,112,064
Steelcase, Inc. "A" 313,332 4,872,313
The Brink's Co. 171,376 6,923,590
  17,979,168
Construction & Engineering 2.2%
Primoris Services Corp. 395,937 9,078,836
Machinery 4.3%
Hillenbrand, Inc. 222,338 7,781,830
Lydall, Inc.* 162,338 9,691,579
  17,473,409
Professional Services 3.5%
FTI Consulting, Inc.* 95,802 4,090,745
ICF International, Inc.* 178,220 9,864,477
  13,955,222
Information Technology 14.6%
Electronic Equipment, Instruments & Components 8.7%
CTS Corp. 322,362 7,124,200
Electro Scientific Industries, Inc.* 970,585 5,047,042
Novanta, Inc.* 379,115 7,677,079
Rogers Corp.* 140,111 10,413,050
VeriFone Systems, Inc.* 300,818 5,080,816
  35,342,187
IT Services 3.7%
Convergys Corp. 311,063 8,047,200
NeuStar, Inc. "A"* 280,166 6,794,025
  14,841,225
Software 2.2%
Verint Systems, Inc.* 242,258 9,096,788
Materials 0.7%
Chemicals
A. Schulman, Inc. 89,434 2,978,152
Real Estate 6.2%
Equity Real Estate Investment Trusts (REITs)
Agree Realty Corp. 130,300 5,849,167
Community Healthcare Trust, Inc. 274,765 5,984,382
Farmland Partners, Inc. (a) 326,200 3,624,082
Pebblebrook Hotel Trust 150,338 4,323,721
STAG Industrial, Inc. 236,989 5,595,310
  25,376,662
Utilities 3.7%
Electric Utilities 1.7%
IDACORP, Inc. 88,850 6,765,927
Gas Utilities 1.0%
ONE Gas, Inc. 70,800 4,248,708
Multi-Utilities 1.0%
NorthWestern Corp. 71,846 4,030,561
Total Common Stocks (Cost $294,999,449) 375,753,531
 
Securities Lending Collateral 1.5%
Government & Agency Securities Portfolio "Deutsche Government Cash Institutional Shares", 0.30% (b) (c) (Cost $5,988,286) 5,988,286 5,988,286
 
Cash Equivalents 8.0%
Deutsche Central Cash Management Government Fund, 0.38% (b) (Cost $32,620,902) 32,620,902 32,620,902

 

  % of Net Assets Value ($)
   
Total Investment Portfolio (Cost $333,608,637) 102.0 414,362,719
Other Assets and Liabilities, Net (2.0) (8,207,726)
Net Assets 100.0 406,154,993

* Non-income producing security.

The cost for federal income tax purposes was $334,314,860. At November 30, 2016, net unrealized appreciation for all securities based on tax cost was $80,047,859. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $95,592,217 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $15,544,358.

(a) All or a portion of these securities were on loan. In addition, "Other Assets and Liabilities, Net" may include pending sales that are also on loan. The value of securities loaned at November 30, 2016 amounted to $6,023,001, which is 1.5% of net assets.

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

(c) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

Fair Value Measurements

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The following is a summary of the inputs used as of November 30, 2016 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets Level 1 Level 2 Level 3 Total
 
Common Stocks (d) $ 375,753,531 $ — $ — $ 375,753,531
Short-Term Investments (d)  38,609,188 38,609,188
Total $ 414,362,719 $ — $ — $ 414,362,719

There have been no transfers between fair value measurement levels during the year ended November 30, 2016.

(d) See Investment Portfolio for additional detailed categorizations.

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

Statement of Assets and Liabilities

as of November 30, 2016
Assets

Investments:

Investments in non-affiliated securities, at value (cost $294,999,449) — including $6,023,001 of securities loaned

$ 375,753,531
Investment in Government & Agency Securities Portfolio (cost $5,988,286)* 5,988,286
Investment in Deutsche Central Cash Management Government Fund (cost $32,620,902) 32,620,902
Total investments in securities, at value (cost $333,608,637) 414,362,719
Receivable for investments sold 2,832,472
Receivable for Fund shares sold 115,988
Dividends receivable 456,422
Interest receivable 12,279
Other assets 31,633
Total assets 417,811,513
Liabilities
Payable upon return of securities loaned 5,988,286
Payable for investments purchased 3,529,992
Payable for Fund shares redeemed 1,307,368
Accrued management fee 214,942
Accrued Directors' fees 6,713
Other accrued expenses and payables 609,219
Total liabilities 11,656,520
Net assets, at value $ 406,154,993
Net Assets Consist of
Distributions in excess of net investment income (503,183)
Net unrealized appreciation (depreciation) on investments 80,754,082
Accumulated net realized gain (loss) 766,988
Paid-in capital 325,137,106
Net assets, at value $ 406,154,993

* Represents collateral on securities loaned.

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

Statement of Assets and Liabilities as of November 30, 2016 (continued)
Net Asset Value

Class A

Net Asset Value and redemption price(a) per share ($274,046,478  ÷ 11,248,416 shares of capital stock outstanding, $.01 par value, 420,000,000 shares authorized)

$ 24.36
Maximum offering price per share (100 ÷ 94.25 of $24.36) $ 25.85

Class C

Net Asset Value, offering and redemption price(a) (subject to contingent deferred sales charge) per share ($50,720,775 ÷ 2,574,465 shares of capital stock outstanding, $.01 par value, 80,000,000 shares authorized)

$ 19.70

Class R6

Net Asset Value, offering and redemption price(a) per share ($46,825 ÷ 1,872 shares of capital stock outstanding, $.01 par value, 50,000,000 shares authorized)

$ 25.01

Class S

Net Asset Value, offering and redemption price(a) per share ($56,888,799 ÷ 2,292,866 shares of capital stock outstanding, $.01 par value, 150,000,000 shares authorized)

$ 24.81

Institutional Class

Net Asset Value, offering and redemption price(a) per share ($24,452,116  ÷ 978,307 shares of capital stock outstanding, $.01 par value, 180,000,000 shares authorized)

$ 24.99

(a) Redemption price per share for shares held less than 15 days is equal to net asset value less a 2% redemption fee.

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

Statement of Operations

for the year ended November 30, 2016
Investment Income

Income:

Dividends (net of foreign taxes withheld of $18,772)

$ 5,111,060
Income distributions — Deutsche Central Cash Management Government Fund 106,457
Securities lending income, net of borrower rebates 265,101
Other income 40,344
Total income 5,522,962

Expenses:

Management fee

3,409,463
Services to shareholders 808,919
Distribution and service fees 1,219,712
Custodian fee 7,122
Professional fees 110,918
Reports to shareholders 85,624
Registration fees 87,144
Directors' fees and expenses 23,458
Other 28,125
Total expenses before expense reductions 5,780,485
Expense reductions (23,551)
Total expenses after expense reductions 5,756,934
Net investment income (loss) (233,972)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) from investments 10,219,848
Change in net unrealized appreciation (depreciation) on investments (1,307,114)
Net gain (loss) 8,912,734
Net increase (decrease) in net assets resulting from operations $ 8,678,762

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

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets Years Ended November 30,
2016 2015

Operations:

Net investment income (loss)

$ (233,972) $ 2,506,036
Net realized gain (loss) 10,219,848 53,180,408
Change in net unrealized appreciation (depreciation) (1,307,114) (28,993,949)
Net increase (decrease) in net assets resulting from operations 8,678,762 26,692,495

Distributions to shareholders from:

Net investment income:

Class A

(573,276)
Class R6 (38) (31)
Class S (386,558) (168,929)
Institutional Class (748,124) (827,150)

Net realized gains:

Class A

(27,897,458) (39,826,462)
Class B (21,336)* (171,604)
Class C (6,554,963) (9,460,259)
Class R6 (816) (894)
Class S (7,366,142) (11,461,611)
Institutional Class (10,783,339) (31,201,360)
Total distributions (54,332,050) (93,118,300)

Fund share transactions:

Proceeds from shares sold

34,572,454 95,509,948
Reinvestment of distributions 51,877,619 88,635,665
Cost of shares redeemed (275,365,364) (502,341,448)
Redemption fees 1,017 3,368
Net increase (decrease) in net assets from Fund share transactions (188,914,274) (318,192,467)
Increase (decrease) in net assets (234,567,562) (384,618,272)
Net assets at beginning of period 640,722,555 1,025,340,827
Net assets at end of period (including distributions in excess of net investment income and undistributed net investment income of $503,183 and $1,909,868, respectively) $ 406,154,993 $ 640,722,555

* For the period from December 1, 2015 to February 10, 2016 (see Note A).

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

Financial Highlights

Class A  
Years Ended November 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.24 $ 27.38 $ 47.55 $ 36.23 $ 32.95

Income (loss) from investment operations:

Net investment income (loss)a

(.01) .06 (.00)* .25 .27
Net realized and unrealized gain (loss) 1.25 .31 (.05) 12.39 3.64
Total from investment operations 1.24 .37 (.05) 12.64 3.91

Less distributions from:

Net investment income

(.04) (.48) (.38) (.33)
Net realized gains (2.08) (2.51) (19.64) (.94) (.30)
Total distributions (2.12) (2.51) (20.12) (1.32) (.63)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 24.36 $ 25.24 $ 27.38 $ 47.55 $ 36.23
Total Return (%)b 6.10c 1.35 (.31) 35.95 12.21
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 274 343 442 869 871
Ratio of expenses before expense reductions (%) 1.25 1.17 1.19 1.19 1.19
Ratio of expenses after expense reductions (%) 1.24 1.17 1.19 1.19 1.19
Ratio of net investment income (loss) (%) (.04) .23 (.01) .60 .78
Portfolio turnover rate (%) 29 26 17 98 27

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Amount is less than $.005.

 

Class C  
Years Ended November 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 20.94 $ 23.30 $ 43.30 $ 33.06 $ 30.09

Income (loss) from investment operations:

Net investment income (loss)a

(.14) (.11) (.18) (.06) .02
Net realized and unrealized gain (loss) .98 .26 (.05) 11.34 3.34
Total from investment operations .84 .15 (.23) 11.28 3.36

Less distributions from:

Net investment income

(.13) (.10) (.09)
Net realized gains (2.08) (2.51) (19.64) (.94) (.30)
Total distributions (2.08) (2.51) (19.77) (1.04) (.39)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 19.70 $ 20.94 $ 23.30 $ 43.30 $ 33.06
Total Return (%)b 5.28c .56 (1.06) 34.99 11.38
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 51 68 92 132 114
Ratio of expenses before expense reductions (%) 2.00 1.94 1.93 1.93 1.92
Ratio of expenses after expense reductions (%) 1.99 1.94 1.93 1.93 1.92
Ratio of net investment income (loss) (%) (.80) (.53) (.75) (.15) .07
Portfolio turnover rate (%) 29 26 17 98 27

a Based on average shares outstanding during the period.

b Total return does not reflect the effect of any sales charges.

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

* Amount is less than $.005.

 

Class R6   Years Ended November 30, Period Ended 11/30/14a
2016 2015
Selected Per Share Data
Net asset value, beginning of period $ 25.83 $ 27.97 $ 28.09

Income (loss) from investment operations:

Net investment income (loss)b

.07 .12 .02
Net realized and unrealized gain (loss) 1.29 .33 (.14)
Total from investment operations 1.36 .45 (.12)

Less distributions from:

Net investment income

(.10) (.08)
Net realized gains (2.08) (2.51)
Total distributions (2.18) (2.59)
Redemption fees .00*** .00*** .00***
Net asset value, end of period $ 25.01 $ 25.83 $ 27.97
Total Return (%) 6.43c 1.61c (.43)**
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ thousands) 47 10 10
Ratio of expenses before expense reductions (%) .90 1.06 .77*
Ratio of expenses after expenses reductions (%) .82 .93 .77*
Ratio of net investment income (loss) (%) .32 .45 .26*
Portfolio turnover rate (%) 29 26 17d

a For the period from August 25, 2014 (commencement of operations) to November 30, 2014.

b Based on average shares outstanding during the period.

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

d Represents the Fund's portfolio turnover rate for the year ended November 30, 2014.

* Annualized

** Not annualized

*** Amount is less than $.005.

 

Class S  
Years Ended November 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.67 $ 27.78 $ 47.97 $ 36.55 $ 33.25

Income (loss) from investment operations:

Net investment income (loss)a

.05 .12 .07 .33 .34
Net realized and unrealized gain (loss) 1.28 .32 (.05) 12.49 3.66
Total from investment operations 1.33 .44 .02 12.82 4.00

Less distributions from:

Net investment income

(.11) (.04) (.57) (.46) (.40)
Net realized gains (2.08) (2.51) (19.64) (.94) (.30)
Total distributions (2.19) (2.55) (20.21) (1.40) (.70)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 24.81 $ 25.67 $ 27.78 $ 47.97 $ 36.55
Total Return (%) 6.40b 1.59 (.05) 36.17b 12.41
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 57 93 135 159 306
Ratio of expenses before expense reductions (%) .97 .94 .92 1.06 1.03
Ratio of expenses after expense reductions (%) .97 .94 .92 1.05 1.03
Ratio of net investment income (loss) (%) .23 .46 .24 .80 .96
Portfolio turnover rate (%) 29 26 17 98 27

a Based on average shares outstanding during the period.

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

* Amount is less than $.005.

 

Institutional Class  
Years Ended November 30,
2016 2015 2014 2013 2012
Selected Per Share Data
Net asset value, beginning of period $ 25.86 $ 27.96 $ 48.23 $ 36.74 $33.42

Income (loss) from investment operations:

Net investment income (loss)a

.06 .17 .10 .41 .42
Net realized and unrealized gain (loss) 1.29 .30 (.05) 12.56 3.67
Total from investment operations 1.35 .47 .05 12.97 4.09

Less distributions from:

Net investment income

(.14) (.06) (.68) (.54) (.47)
Net realized gains (2.08) (2.51) (19.64) (.94) (.30)
Total distributions (2.22) (2.57) (20.32) (1.48) (.77)
Redemption fees .00* .00* .00* .00* .00*
Net asset value, end of period $ 24.99 $ 25.86 $ 27.96 $ 48.23 $ 36.74
Total Return (%) 6.48b 1.72 .03 36.50 12.65
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 24 136 355 541 559
Ratio of expenses before expense reductions (%) .90 .81 .82 .81 .80
Ratio of expenses after expense reductions (%) .90 .81 .82 .81 .80
Ratio of net investment income (loss) (%) .27 .66 .36 .98 1.20
Portfolio turnover rate (%) 29 26 17 98 27

a Based on average shares outstanding during the period.

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

* Amount is less than $.005.

Notes to Financial Statements

A. Organization and Significant Accounting Policies

Deutsche Small Cap Value Fund (the "Fund") is a diversified series of Deutsche Value Series, Inc. (the "Corporation"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a Maryland corporation.

The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are subject to an initial sales charge. Class B shares automatically converted to Class A shares on February 10, 2016 and are no longer offered. Class B shares were not subject to an initial sales charge and were subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions. Class C shares are not subject to an initial sales charge but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class C shares do not automatically convert into another class. Class R6 shares are not subject to initial or contingent deferred sales charges and are generally available only to certain retirement plans. Class S shares are not subject to initial or contingent deferred sales charges and are only available to a limited group of investors. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.

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

The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") which require the use of management estimates. Actual results could differ from those estimates. The Fund qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Fund in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

Equity securities are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. 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. Equity securities are generally categorized as Level 1.

Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

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 Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.

Securities Lending. Brown Brothers Harriman & Co., as lending agent, lends securities of the Fund to certain financial institutions under the terms of its securities lending agreement. During the term of the loans, the Fund retains the benefits of owning the securities it has loaned and continues to receive interest and dividends generated by the securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the securities lending agreement. As of period end, any securities on loan were collateralized by cash. During the year ended November 30, 2016, the Fund invested the cash collateral into a joint trading account in affiliated money market funds managed by Deutsche Investment Management Americas Inc. As of November 30, 2016, the Fund invested the cash collateral in Government & Agency Securities Portfolio. Deutsche Investment Management Americas Inc. receives a management/administration fee (0.09% annualized effective rate as of November 30, 2016) on the cash collateral invested in Government & Agency Securities Portfolio. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan at any time, and the borrower, after notice, is required to return borrowed securities within a standard time period. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. If the Fund is not able to recover securities lent, the Fund may sell the collateral and purchase a replacement investment in the market, incurring the risk that the value of the replacement security is greater than the value of the collateral. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

As of November 30, 2016, the Fund had securities on loan, which were classified as common stock in the Investment Portfolio. Due to the increased market values of securities on loan on November 30, 2016, the value of the related collateral was less than the value of securities on loan at period end. On the next business day, additional collateral was received, and the value of collateral exceeded the value of the securities on loan. As of period end, the remaining contractual maturity of the collateral agreements were overnight and continuous.

Federal Income Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

The Fund has reviewed the tax positions for the open tax years as of November 30, 2016 and has determined that no provision for income tax and/or uncertain tax provisions is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Distributions from net investment income of the Fund, if any, are declared and distributed to shareholders annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.

The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to net investment losses incurred by the Fund, reclassification of distributions and certain securities sold at a loss. 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, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

At November 30, 2016, the Fund's components of distributable earnings (accumulated losses) on a tax basis were as follows:

Undistributed ordinary income* $ 176,277
Undistributed long-term capital gains $ 793,751
Net unrealized appreciation (depreciation) on investments $ 80,047,859

In addition, the tax character of distributions paid to shareholders by the Fund is summarized as follows:

  Years Ended November 30,
  2016 2015
Distributions from ordinary income* $ 3,244,952 $ 48,664,500
Distributions from long-term capital gains $ 51,087,098 $ 44,453,800

* For tax purposes, short-term capital gain distributions are considered ordinary income distributions.

Redemption Fees. The Fund imposes a redemption fee of 2% of the total redemption amount on Fund shares redeemed or exchanged within 15 days of buying them, either by purchase or exchange (subject to certain exceptions). This fee is assessed and retained by the Fund for the benefit of the remaining shareholders. The redemption fee is accounted for as an addition to paid-in-capital.

Expenses. Expenses of the Corporation arising in connection with a specific fund are allocated to that fund. Other Corporation expenses which cannot be directly attributed to a fund are apportioned among the funds in the Corporation based upon the relative net assets or other appropriate measures.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Real Estate Investment Trusts. The Fund at its fiscal year end recharacterizes distributions received from a Real Estate Investment Trust ("REIT") investment based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available timely from a REIT, the recharacterization will be estimated for financial reporting purposes and a recharacterization will be made to the accounting records in the following year when such information becomes available. Distributions received from REITs in excess of income are recorded as either a reduction of cost of investments or realized gains.

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. Realized gains and losses from investment transactions are recorded on an identified cost basis. Proceeds from litigation payments, if any, are included in net realized gain (loss) from investments.

B. Purchases and Sales of Securities

During the year ended November 30, 2016, purchases and sales of investment securities (excluding short-term investments) aggregated $126,148,450 and $377,611,026, respectively.

C. Related Parties

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund 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 Fund. In addition to portfolio management services, the Advisor provides certain administrative services in accordance with the Investment Management Agreement.

Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the Fund's average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:

First $250 million of the Fund's average daily net assets .750%
Next $750 million of such net assets .720%
Next $1.5 billion of such net assets .700%
Next $2.5 billion of such net assets .680%
Next $2.5 billion of such net assets .650%
Next $2.5 billion of such net assets .640%
Next $2.5 billion of such net assets .630%
Over $12.5 billion of such net assets .620%

Accordingly for the year ended November 30, 2016, the fee pursuant to the Investment Management Agreement was equivalent to an annual rate (exclusive of any applicable waivers/reimbursements) of 0.74% of the Fund's average daily net assets.

For the period from December 1, 2015 through September 30, 2016 (through February 10, 2016 for Class B shares), the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of each class as follows:

Class A 1.30%
Class B 2.05%
Class C 2.05%
Class R6 1.05%
Class S 1.15%
Institutional Class 1.05%

Effective October 1, 2016 through September 30, 2017, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of each class as follows:

Class A 1.29%
Class C 2.04%
Class R6 1.04%
Class S 1.14%
Institutional Class 1.04%

In addition, effective March 1, 2016, the Advisor has voluntarily agreed to waive its fees and/or reimburse certain operating expenses of Class R6 shares to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.81%.

For the year ended November 30, 2016 (through February 10, 2016 for Class B shares), fees waived and/or expenses reimbursed for each class are as follows:

Class A $ 13,917
Class B 549
Class C 2,667
Class R6 55
Class S 3,320
Institutional Class 3,043
  $ 23,551

Service Provider Fees. Deutsche AM Service Company ("DSC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DSC and DST Systems, Inc. ("DST"), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing fee it receives from the Fund. For the year ended November 30, 2016 (through February 10, 2016 for Class B shares), the amounts charged to the Fund by DSC were as follows:

Services to Shareholders Total Aggregated Unpaid at November 30, 2016
Class A $ 135,397 $ 32,504
Class B 491
Class C 11,136 2,667
Class R6 51 13
Class S 11,787 2,803
Institutional Class 6,047 1,211
  $ 164,909 $ 39,198

Pursuant to a fund accounting agreement, DIMA is responsible for computing the daily net asset value per share and maintaining the portfolio and general accounting records of the Fund. DIMA has delegated certain fund accounting and record-keeping services to State Street Bank and Trust Company. The costs and expenses of such delegation are paid by DIMA. During the period, the Fund paid no fee to DIMA for fund accounting and record-keeping services provided under the fund accounting agreement.

Distribution and Service Fees. Under the Fund's Class B and Class C 12b-1 Plans, Deutsche AM Distributors, Inc. ("DDI"), an affiliate of the Advisor, receives a fee ("Distribution Fee") of 0.75% of average daily net assets of each of Class B and C shares. In accordance with the Fund's Underwriting and Distribution Services Agreement, DDI enters into related selling group agreements with various firms at various rates for sales of Class B and C shares. For the year ended November 30, 2016 (through February 10, 2016 for Class B shares), the Distribution Fee was as follows:

Distribution Fee Total Aggregated Unpaid at November 30, 2016
Class B $ 243 $ —
Class C 403,574 30,334
  $ 403,817 $ 30,334

In addition, DDI provides information and administrative services for a fee ("Service Fee") to Class A, B and C shareholders at an annual rate of up to 0.25% of average daily net assets for each such class. DDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder accounts the firms service. For the year ended November 30, 2016 (through February 10, 2016 for Class B shares), the Service Fee was as follows:

Service Fee Total Aggregated Unpaid at November 30, 2016 Annual
Rate
Class A $ 681,419 $ 165,379 .24%
Class B 79 .24%
Class C 134,397 31,908 .25%
  $ 815,895 $ 197,287  

Underwriting Agreement and Contingent Deferred Sales Charge. DDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares for the year ended November 30, 2016, aggregated $6,059.

In addition, DDI receives any contingent deferred sales charge ("CDSC") from Class B share redemptions occurring within six years of purchase and Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is based on declining rates, ranging from 4% to 1% for Class B and 1% for Class C, of the value of the shares redeemed. For the year ended November 30, 2016 (through February 10, 2016 for Class B shares), the CDSC for Class B and C shares aggregated $21 and $3,083, respectively. A deferred sales charge of up to 1% is assessed on certain redemptions of Class A shares. For the year ended November 30, 2016, DDI received $570 for Class A shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the year ended November 30, 2016, the amount charged to the Fund by DIMA included in the Statement of Operations under "Reports to shareholders" aggregated $18,171, of which $7,390 is unpaid.

Directors' Fees and Expenses. The Fund paid retainer fees to each Director not affiliated with the Advisor, plus specified amounts to the Board Chairperson and Vice Chairperson and to each committee Chairperson.

Affiliated Cash Management Vehicles. The Fund may invest uninvested cash balances in Deutsche Central Cash Management Government Fund and Deutsche Variable NAV Money Fund, affiliated money market funds which are managed by the Advisor. Each affiliated money market fund is managed in accordance with Rule 2a-7 under the 1940 Act, which governs the quality, maturity, diversity and liquidity of instruments in which a money market fund may invest. Deutsche Central Cash Management Government Fund seeks to maintain a stable net asset value, and Deutsche Variable NAV Money Fund maintains a floating net asset value. The Fund indirectly bears its proportionate share of the expenses of each affiliated money market fund in which it invests. Deutsche Central Cash Management Government Fund does not pay the Advisor an investment management fee. To the extent that Deutsche Variable NAV Money Fund pays an investment management fee to the Advisor, the Advisor will waive an amount of the investment management fee payable to the Advisor by the Fund equal to the amount of the investment management fee payable on the Fund's assets invested in Deutsche Variable NAV Money Fund.

D. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a $400 million revolving credit facility provided by a syndication of banks. The Fund may borrow 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 on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if the one-month LIBOR exceeds the Federal Funds Rate, the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at November 30, 2016.

E. Share Transactions

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

  Year Ended
November 30, 2016
Year Ended
November 30, 2015
  Shares Dollars Shares Dollars
Shares sold
Class A 769,040 $ 16,459,866 1,862,361 $ 48,005,384
Class B 4* 64* 1,144 22,822
Class C 125,049 2,179,194 155,806 3,283,275
Class R6 5,098 103,451
Class S 434,795 9,484,147 793,988 20,260,634
Institutional Class 292,287 6,345,732 924,160 23,937,833
    $ 34,572,454   $ 95,509,948
Shares issued to shareholders in reinvestment of distributions
Class A 1,274,529 $ 27,388,987 1,506,130 $ 38,029,801
Class B 1,258* 21,079* 8,180 166,130
Class C 324,047 5,670,821 386,589 8,157,036
Class R6 39 854 36 925
Class S 354,813 7,742,013 452,438 11,612,874
Institutional Class 503,135 11,053,865 1,185,465 30,668,899
    $ 51,877,619   $ 88,635,665
Shares redeemed
Class A (4,400,176) $ (95,934,134) (5,900,927) $ (151,403,180)
Class B (14,898)* (238,651)* (70,267) (1,456,420)
Class C (1,103,763) (19,611,376) (1,242,162) (26,685,618)
Class R6 (3,657) (82,757)
Class S (2,121,459) (46,962,518) (2,497,939) (65,487,553)
Institutional Class (5,088,337) (112,535,928) (9,530,152) (257,308,677)
    $ (275,365,364)   $ (502,341,448)
Redemption fees $ 1,017   $ 3,368
Net increase (decrease)
Class A (2,356,607) $ (52,084,453) (2,532,436) $ (65,364,264)
Class B (13,636)* (217,508)* (60,943) (1,267,468)
Class C (654,667) (11,761,259) (699,767) (15,245,283)
Class R6 1,480 21,548 36 925
Class S (1,331,851) (29,736,282) (1,251,513) (33,614,412)
Institutional Class (4,292,915) (95,136,320) (7,420,527) (202,701,965)
    $ (188,914,274)   $ (318,192,467)

* For the period from December 1, 2015 to February 10, 2016 (see Note A).

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Deutsche Value Series, Inc. and Shareholders of Deutsche Small Cap Value Fund:

We have audited the accompanying statement of assets and liabilities, including the investment portfolio, of Deutsche Small Cap Value Fund (one of the funds constituting Deutsche Value Series, Inc.) (the Fund) as of November 30, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2016, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Deutsche Small Cap Value Fund (one of the funds constituting Deutsche Value Series, Inc.) at November 30, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

    SCV_eny0
Boston, Massachusetts
January 25, 2017
   

 

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (June 1, 2016 to November 30, 2016).

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

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

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

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Classes A, C and S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Classes A, C and S shares during the period would be higher, and account value during the period would be lower, by this amount.

Expenses and Value of a $1,000 Investment
for the year ended November 30, 2016 (Unaudited)
Actual Fund Return Class A Class C Class R6 Class S Institutional Class
Beginning Account Value 6/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 11/30/16 $ 1,104.70 $ 1,099.90 $ 1,106.60 $ 1,107.00 $ 1,106.70
Expenses Paid per $1,000* $ 6.37 $ 10.29 $ 4.27 $ 4.48 $ 4.58
Hypothetical 5% Fund Return Class A Class C Class R6 Class S Institutional Class
Beginning Account Value 6/1/16 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00 $ 1,000.00
Ending Account Value 11/30/16 $ 1,018.95 $ 1,015.20 $ 1,020.95 $ 1,020.75 $ 1,020.65
Expenses Paid per $1,000* $ 6.11 $ 9.87 $ 4.09 $ 4.29 $ 4.39

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 183 (the number of days in the most recent six-month period), then divided by 366.

Annualized Expense Ratios Class A Class C Class R6 Class S Institutional Class
Deutsche Small Cap Value Fund 1.21% 1.96% .81% .85% .87%

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

For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to http://apps.finra.org/fundanalyzer/1/fa.aspx.

Tax Information (Unaudited)

The Fund paid distributions of $2.06 per share from net long-term capital gains during its year ended November 30, 2016.

Pursuant to Section 852 of the Internal Revenue Code, the Fund designates $9,877,000 as capital gain dividends for its year ended November 30, 2016.

For corporate shareholders, 100% of the ordinary dividends (i.e., income dividends plus short-term capital gains) paid during the Fund's fiscal year ended November 30, 2016, qualified for the dividends received deduction.

For federal income tax purposes, the Fund designates approximately $5,780,000, or the maximum amount allowable under tax law, as qualified dividend income.

Please contact a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about our account, please call (800) 728-3337.

Advisory Agreement Board Considerations and Fee Evaluation

The Board of Directors (hereinafter referred to as the "Board" or "Directors") approved the renewal of Deutsche Small Cap Value Fund’s (the "Fund") investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DIMA") in September 2016.

In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:

During the entire process, all of the Fund’s Directors were independent of DIMA and its affiliates (the "Independent Directors").

The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board’s Contract Committee reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of the Fund’s performance, fees and expenses, and profitability from a fee consultant retained by the Fund’s Independent Directors (the "Fee Consultant"). The Board also received extensive information throughout the year regarding performance of the Fund.

The Independent Directors regularly meet privately with counsel to discuss contract review and other matters. In addition, the Independent Directors were advised by the Fee Consultant in the course of their review of the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.

In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, transfer agency agreement and other material service agreements.

Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee’s findings and recommendations.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Fund. DIMA is part of Deutsche Bank AG’s ("Deutsche Bank") Asset Management ("Deutsche AM") division. Deutsche AM is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. Deutsche Bank has advised the Board that the U.S. asset management business continues to be a critical and integral part of Deutsche Bank, and that Deutsche Bank will continue to invest in Deutsche AM and seek to enhance Deutsche AM’s investment platform. Deutsche Bank also has confirmed its commitment to maintaining strong legal and compliance groups within the Deutsche AM division.

As part of the contract review process, the Board carefully considered the fees and expenses of each Deutsche fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps. As part of these negotiations, the Board indicated that it would consider relaxing these caps in future years following sustained improvements in performance, among other considerations.

While shareholders may focus primarily on fund performance and fees, the Fund’s Board considers these and many other factors, including the quality and integrity of DIMA’s personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DIMA provides portfolio management services and administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct ("Morningstar"), an independent fund data service. The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2015, the Fund’s performance (Class A shares) was in the 3rd quartile, 4th quartile and 4th quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has outperformed its benchmark in the one-year period and has underperformed its benchmark in the three- and five-year periods ended December 31, 2015. The Board noted the disappointing investment performance of the Fund in recent periods and continued to discuss with senior management of DIMA the factors contributing to such underperformance and actions being taken to improve performance. The Board recognized the efforts by DIMA in recent years to enhance its investment platform and improve long-term performance across the Deutsche fund complex.

Fees and Expenses. The Board considered the Fund’s investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. ("Broadridge") and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund were lower than the median (2nd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2015). The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be lower than the median (1st quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2015, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) ("Broadridge Universe Expenses"). The Board also reviewed data comparing each share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by DIMA to a comparable Deutsche U.S. registered fund ("Deutsche Funds") and considered differences between the Fund and the comparable Deutsche Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub advised funds and accounts) and funds offered primarily to European investors ("Deutsche Europe funds") managed by Deutsche AM. The Board noted that DIMA indicated that Deutsche AM does not manage any institutional accounts or Deutsche Europe funds comparable to the Fund.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.

Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DIMA from advising the Deutsche Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the Deutsche Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available.

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 noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DIMA and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DIMA and its affiliates, including any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DIMA related to Deutsche Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Fund’s management fees were reasonable.

Compliance. The Board considered the significant attention and resources dedicated by DIMA to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers; (ii) the large number of DIMA compliance personnel; and (iii) the substantial commitment of resources by DIMA and its affiliates to compliance matters.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Directors and counsel present. It is possible that individual Independent Directors may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.

Board Members and Officers

The following table presents certain information regarding the Board Members and Officers of the fund. Each Board Member's year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Keith R. Fox, Deutsche Funds Board Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199-3600. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the fund. Because the fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period. The Board Members may also serve in similar capacities with other funds in the fund complex.

Independent Board Members
Name, Year of Birth, Position with the Fund and Length of Time Served1 Business Experience and Directorships During the Past Five Years Number of Funds in Deutsche Fund Complex Overseen Other Directorships Held by Board Member

Keith R. Fox, CFA (1954)

Chairperson since 2017,2 and Board Member since 1996

Managing General Partner, Exeter Capital Partners (a series of private investment funds) (since 1986). Directorships: Progressive International Corporation (kitchen goods importer and distributor); The Kennel Shop (retailer); former Chairman, National Association of Small Business Investment Companies; former Directorships: BoxTop Media Inc. (advertising); Sun Capital Advisers Trust (mutual funds) (2011–2012) 100

Kenneth C. Froewiss (1945)

Vice Chairperson since 2017,2 Board Member since 2001, and Chairperson (2013– December 31, 2016)

Retired Clinical Professor of Finance, NYU Stern School of Business (1997–2014); Member, Finance Committee, Association for Asian Studies (2002–present); Director, Mitsui Sumitomo Insurance Group (US) (2004–present); prior thereto, Managing Director, J.P. Morgan (investment banking firm) (until 1996) 100

John W. Ballantine (1946)

Board Member since 1999

Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996–1998); Executive Vice President and Head of International Banking (1995–1996); former Directorships: Director and former Chairman of the Board, Healthways, Inc.3 (population well-being and wellness services) (2003–2014); Stockwell Capital Investments PLC (private equity); First Oak Brook Bancshares, Inc. and Oak Brook Bank; Prisma Energy International

 

100 Portland General Electric3 (utility company) (2003– present)

Henry P. Becton, Jr. (1943)

Board Member since 1990

Vice Chair and former President, WGBH Educational Foundation. Directorships: Public Radio International; Public Radio Exchange (PRX); The Pew Charitable Trusts (charitable organization); former Directorships: Becton Dickinson and Company3 (medical technology company); Belo Corporation3 (media company); The PBS Foundation; Association of Public Television Stations; Boston Museum of Science; American Public Television; Concord Academy; New England Aquarium; Mass. Corporation for Educational Telecommunications; Committee for Economic Development; Public Broadcasting Service; Connecticut College; North Bennett Street School (Boston) 100

Dawn-Marie Driscoll (1946)

Board Member since 1987

Emeritus Executive Fellow, Center for Business Ethics, Bentley University; formerly: President, Driscoll Associates (consulting firm); Partner, Palmer & Dodge (law firm) (1988–1990); Vice President of Corporate Affairs and General Counsel, Filene's (retail) (1978–1988). Directorships: Advisory Board, Center for Business Ethics, Bentley University; Trustee and former Chairman of the Board, Southwest Florida Community Foundation (charitable organization); former Directorships: ICI Mutual Insurance Company (2007–2015); Sun Capital Advisers Trust (mutual funds) (2007–2012), Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees) 100

Paul K. Freeman (1950)

Board Member since 1993

Consultant, World Bank/Inter-American Development Bank; Chair, Independent Directors Council; Investment Company Institute (executive and nominating committees); formerly, Chairman of Education Committee of Independent Directors Council; Project Leader, International Institute for Applied Systems Analysis (1998–2001); Chief Executive Officer, The Eric Group, Inc. (environmental insurance) (1986–1998); Directorships: Denver Zoo Foundation (December 2012–present); former Directorships: Prisma Energy International 100

Richard J. Herring (1946)

Board Member since 1990

Jacob Safra Professor of International Banking and Professor, Finance Department, The Wharton School, University of Pennsylvania (since July 1972); Co-Director, Wharton Financial Institutions Center; formerly: Vice Dean and Director, Wharton Undergraduate Division (July 1995–June 2000); Director, Lauder Institute of International Management Studies (July 2000–June 2006) 100 Director, Aberdeen Singapore and Japan Funds (since 2007); Independent Director of Barclays Bank Delaware (since September 2010)

William McClayton (1944)

Board Member since 2004, and Vice Chairperson (2013– December 31, 2016)

Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001–2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966–2001); Trustee, Ravinia Festival 100

Rebecca W. Rimel (1951)

Board Member since 1995

President, Chief Executive Officer and Director, The Pew Charitable Trusts (charitable organization) (1994–present); formerly: Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983–2004); Board Member, Investor Education (charitable organization) (2004–2005); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001–2007); Director, Viasys Health Care3 (January 2007–June 2007); Trustee, Thomas Jefferson Foundation (charitable organization) (1994–2012) 100 Director, Becton Dickinson and Company3 (medical technology company) (2012– present); Director, BioTelemetry Inc.3 (health care) (2009– present)

William N. Searcy, Jr. (1946)

Board Member since 1993

Private investor since October 2003; formerly: Pension & Savings Trust Officer, Sprint Corporation3 (telecommunications) (November 1989–September 2003); Trustee, Sun Capital Advisers Trust (mutual funds) (1998–2012) 100

Jean Gleason Stromberg (1943)

Board Member since 1997

Retired. Formerly, Consultant (1997–2001); Director, Financial Markets U.S. Government Accountability Office (1996–1997); Partner, Norton Rose Fulbright, L.L.P. (law firm) (1978–1996); former Directorships: The William and Flora Hewlett Foundation (charitable organization) (2000–2015); Service Source, Inc. (nonprofit), Mutual Fund Directors Forum (2002–2004), American Bar Retirement Association (funding vehicle for retirement plans) (1987–1990 and 1994–1996) 100

 

Officers5
Name, Year of Birth, Position with the Fund and Length of Time Served6 Business Experience and Directorships During the Past Five Years

Brian E. Binder9 (1972)

President and Chief Executive Officer, 2013–present

Managing Director4 and Head of US Product and Fund Administration, Deutsche Asset Management (2013–present); Director and President, Deutsche AM Service Company (since 2016); Director and Vice President, Deutsche AM Distributors, Inc. (since 2016); Director and President, DB Investment Managers, Inc. (since 2016); formerly, Head of Business Management and Consulting at Invesco, Ltd. (2010–2012)

John Millette8 (1962)

Vice President and Secretary, 1999–present

Director,4 Deutsche Asset Management; Chief Legal Officer and Secretary, Deutsche Investment Management Americas Inc. (2015–present); and Director and Vice President, Deutsche AM Trust Company (since 2016)

Hepsen Uzcan7 (1974)

Vice President, since 2016

Assistant Secretary, 2013–present

Director,4 Deutsche Asset Management

Paul H. Schubert7 (1963)

Chief Financial Officer, 2004–present

Treasurer, 2005–present

Managing Director,4 Deutsche Asset Management, and Chairman, Director and President, Deutsche AM Trust Company (since 2013); Vice President, Deutsche AM Distributors, Inc. (since 2016); formerly, Director, Deutsche AM Trust Company (2004–2013)

Caroline Pearson8 (1962)

Chief Legal Officer, 2010–present

Managing Director,4 Deutsche Asset Management; Secretary, Deutsche AM Distributors, Inc.; and Secretary, Deutsche AM Service Company

Scott D. Hogan8 (1970)

Chief Compliance Officer, since 2016

Director,4 Deutsche Asset Management

Wayne Salit7 (1967)

Anti-Money Laundering Compliance Officer, 2014–present

Director,4 Deutsche Asset Management; AML Compliance Officer, Deutsche AM Distributors, Inc.; formerly: Managing Director, AML Compliance Officer at BNY Mellon (2011–2014); and Director, AML Compliance Officer at Deutsche Bank (2004–2011)

Paul Antosca8 (1957)

Assistant Treasurer, 2007–present

Director,4 Deutsche Asset Management

Jack Clark8 (1967)

Assistant Treasurer, 2007–present

Director,4 Deutsche Asset Management

Diane Kenneally8 (1966)

Assistant Treasurer, 2007–present

Director,4 Deutsche Asset Management

1 The length of time served represents the year in which the Board Member joined the board of one or more Deutsche funds currently overseen by the Board.

2 Effective as of January 1, 2017.

3 A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

4 Executive title, not a board directorship.

5 As a result of their respective positions held with the Advisor, these individuals are considered "interested persons" of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the fund.

6 The length of time served represents the year in which the officer was first elected in such capacity for one or more Deutsche funds.

7 Address: 60 Wall Street, New York, NY 10005.

8 Address: One Beacon Street, Boston, MA 02108.

9 Address: 222 South Riverside Plaza, Chicago, IL 60606.

The fund's Statement of Additional Information ("SAI") includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.

Account Management Resources

 
For More Information

The automated telephone system allows you to access personalized account information and obtain information on other Deutsche funds using either your voice or your telephone keypad. Certain account types within Classes A, C and S also have the ability to purchase, exchange or redeem shares using this system.

For more information, contact your financial advisor. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:

(800) 728-3337

Web Site

deutschefunds.com

View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

Written Correspondence

Deutsche Asset Management

PO Box 219151
Kansas City, MO 64121-9151

Proxy Voting The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 are available on our Web site — deutschefunds.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings Following the fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC's Web site at 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. The fund's portfolio holdings are also posted on deutschefunds.com from time to time. Please see the fund's current prospectus for more information.
Principal Underwriter

If you have questions, comments or complaints, contact:

Deutsche AM Distributors, Inc.

222 South Riverside Plaza
Chicago, IL 60606-5808

(800) 621-1148

Investment Advisor

Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), which is part of Deutsche Asset Management, is the investment advisor for the fund. DIMA and its predecessors have more than 80 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients.

DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking institution engaged in a wide variety of financial services, including investment management, retail, private and commercial banking, investment banking and insurance.

Deutsche Asset Management is the retail brand name in the U.S. for the asset management activities of Deutsche Bank AG and DIMA. Deutsche Asset Management is committed to delivering the investing expertise, insight and resources of this global investment platform to American investors.

 

  Class A Class C Class S Institutional Class
Nasdaq Symbol KDSAX KDSCX KDSSX KDSIX
CUSIP Number 25159G 787 25159G 829 25159G 837 25159G 845
Fund Number 088 388 2389 545

 

For shareholders of Class R6
Automated Information Line

Deutsche AM Flex Plan Access (800) 728-3337

24-hour access to your retirement plan account.

Web Site

deutschefunds.com

Click "Retirement Plans" to reallocate assets, process transactions, review your funds, and subscribe to fund updates by e-mail through our secure online account access.

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

For More Information

(800) 728-3337

To speak with a service representative.

Written Correspondence

Deutsche AM Service Company

222 South Riverside Plaza
Chicago, IL 60606-5806

 

  Class R6
Nasdaq Symbol KDSZX
CUSIP Number 25159G 712
Fund Number 1689

Notes

Notes

Notes

Notes

SCV_backcover0

 

 

 

 

 

Table of Contents

LOGO

May 31, 2017

Semiannual Report

to Shareholders

Deutsche Small Cap Value Fund

 

LOGO

 


Table of Contents

Contents

 

 

 

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

Any fund that focuses in a particular segment of the market or region of the world will generally be more volatile than a fund that invests more broadly. The fund may lend securities to approved institutions. Small company stocks tend to be more volatile than medium-sized or large company stocks. Stocks may decline in value. See the prospectus for details.

Deutsche Asset Management represents the asset management activities conducted by Deutsche Bank AG or any of its subsidiaries.

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

 

2      Deutsche Small Cap Value Fund  


Table of Contents

Letter to Shareholders

Dear Shareholder:

America’s economic expansion, now in its eighth year, continues. Much of the damage from the Great Recession appears to have been repaired, and growth, while not spectacular, has been sufficient to support a stronger labor market.

How long can this last? Our economists generally expect the economy to continue performing well this year. The labor markets should firm a bit further, and underlying inflation is edging closer to target.

Against this backdrop, the U.S. stock markets have set a series of record highs — thanks, in part, to expectations for a boost from Washington. The challenge is that the new administration is still finding its footing. So, while some combination of tax cuts, regulatory reforms, and spending increases in infrastructure and defense seems likely, the timing of implementation is unclear. It remains to be seen how the President’s legislative agenda will translate into tangible results after running the gauntlet of political procedure and bargaining.

We invite you to stay abreast of that process — and our economists’ take on the impact for the markets and investors — by visiting deutschefunds.com. The “Insights” section of our Web site offers up-to-date views on the global and domestic economies and the implications for each asset class.

Thank you, as always, for allowing us to serve your investment needs.

Best regards,

 

LOGO   

LOGO

 

Brian Binder

 

President, Deutsche Funds

Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.

 

  Deutsche Small Cap Value Fund        3  


Table of Contents
Performance Summary   May 31, 2017 (Unaudited)

 

Class A   6-Month     1-Year     5-Year     10-Year  
Average Annual Total Returns as of 5/31/17  
Unadjusted for Sales Charge     1.35%       11.96%       9.95%       4.13%  
Adjusted for the Maximum Sales Charge
(max 5.75% load)
    –4.48%       5.52%       8.65%       3.52%  
Russell 2000® Value Index     1.15%       21.00%       13.67%       5.31%  
Average Annual Total Returns as of 3/31/17 (most recent calendar quarter end)  
Unadjusted for Sales Charge       17.32%       8.37%       5.08%  
Adjusted for the Maximum Sales Charge (max 5.75% load)       10.57%       7.09%       4.46%  
Russell 2000® Value Index       29.37%       12.54%       6.09%  
Class C   6-Month     1-Year     5-Year     10-Year  
Average Annual Total Returns as of 5/31/17  
Unadjusted for Sales Charge     1.01%       11.10%       9.12%       3.37%  
Adjusted for the Maximum Sales Charge
(max 1.00% CDSC)
    0.01%       11.10%       9.12%       3.37%  
Russell 2000® Value Index     1.15%       21.00%       13.67%       5.31%  
Average Annual Total Returns as of 3/31/17 (most recent calendar quarter end)  
Unadjusted for Sales Charge       16.50%       7.56%       4.31%  
Adjusted for the Maximum Sales Charge
(max 1.00% CDSC)
      16.50%       7.56%       4.31%  
Russell 2000® Value Index       29.37%       12.54%       6.09%  
Class R6         6-Month     1-Year     Life of
Class*
 
Average Annual Total Returns as of 5/31/17  
No Sales Charges       1.61%       12.45%       3.31%  
Russell 2000® Value Index       1.15%       21.00%       7.37%  
Average Annual Total Returns as of 3/31/17 (most recent calendar quarter end)  
No Sales Charges         17.85%       4.31%  
Russell 2000® Value Index         29.37%       8.12%  
Class S   6-Month     1-Year     5-Year     10-Year  
Average Annual Total Returns as of 5/31/17  
No Sales Charges     1.49%       12.36%       10.19%       4.35%  
Russell 2000® Value Index     1.15%       21.00%       13.67%       5.31%  
Average Annual Total Returns as of 3/31/17 (most recent calendar quarter end)  
No Sales Charges       17.74%       8.63%       5.29%  
Russell 2000® Value Index       29.37%       12.54%       6.09%  

 

4      Deutsche Small Cap Value Fund  


Table of Contents
Institutional Class   6-Month     1-Year     5-Year     10-Year  
Average Annual Total Returns as of 5/31/17  
No Sales Charges     1.51%       12.34%       10.34%       4.54%  
Russell 2000® Value Index     1.15%       21.00%       13.67%       5.31%  
Average Annual Total Returns as of 3/31/17 (most recent calendar quarter end)  
No Sales Charges       17.75%       8.76%       5.49%  
Russell 2000® Value Index       29.37%       12.54%       6.09%  

Performance in the Average Annual Total Returns table(s) above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit deutschefunds.com for the Fund’s most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated March 16, 2017 are 1.25%, 2.00%, 0.90%, 0.97% and 0.90% for Class A, Class C, Class R6, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

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

Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

 

Growth of an Assumed $10,000 Investment
(Adjusted for Maximum Sales Charge)

 

LOGO

 

 

  Deutsche Small Cap Value Fund        5  


Table of Contents

The Fund’s growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 5.75%. This results in a net initial investment of $9,425.

The growth of $10,000 is cumulative.

Performance of other share classes will vary based on the sales charges and the fee structure of those classes.

 

* Class R6 shares commenced operations on August 25, 2014.

 

  The Russell 2000 Value Index is an unmanaged index measuring the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values.

 

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

 

     Class A      Class C      Class R6      Class S      Institutional
Class
 
Net Asset Value  
5/31/17    $ 24.64      $ 19.84      $ 25.27      $ 25.10      $ 25.25  
11/30/16    $ 24.36      $ 19.70      $ 25.01      $ 24.81      $ 24.99  
Distribution Information as of 5/31/17  
Income Dividends, Six Months    $      $      $ .09      $ .03      $ .07  
Capital Gain Distributions, Six Months    $ .06      $ .06      $ .06      $ .06      $ .06  

 

6      Deutsche Small Cap Value Fund  


Table of Contents

Portfolio Management Team

Richard Hanlon, CFA, Director

Portfolio Manager of the fund. Began managing the fund in 2016.

 

Joined Deutsche Asset Management in 2013 with 23 years of industry experience. Previously, he founded Glenville Capital Management, where he served as Managing Partner. Prior to that, he worked as a Partner and Co-Head of the Equity Group at Silvercrest Asset Management Group. Before joining Silvercrest, he was Director of Research and a portfolio manager at DLJ Asset Management.

 

BA in Economics, University at Albany, State University of New York.

Mary Schafer Mahrer, Director

Portfolio Manager of the fund. Began managing the fund in 2016.

 

Joined Deutsche Asset Management in 2013 with 15 years of industry experience. Prior to joining, she was a Co-founder and Principal of Lockwell Investments. Previously, she worked as an Executive Director at Morgan Stanley Investment Management and as an Analyst at Lehman Brothers, Neuberger Berman and Deutsche Bank Securities.

 

BA in Molecular, Cellular and Developmental Biology, University of Colorado; MBA in Finance and Accounting, Columbia Business School.

 

Portfolio Summary      (Unaudited)  
Asset Allocation (As a % of Investment Portfolio excluding
Securities Lending Collateral)
   5/31/17      11/30/16  

Common Stocks

     94%        92%  

Equity — Exchange-Traded Fund

     4%         

Cash Equivalents

     2%        8%  
       100%        100%  
Sector Diversification (As a % of Common Stocks)    5/31/17      11/30/16  

Financials

     30%        33%  

Industrials

     19%        18%  

Information Technology

     14%        16%  

Real Estate

     9%        10%  

Consumer Discretionary

     8%        7%  

Health Care

     5%        5%  

Utilities

     5%        4%  

Energy

     5%        4%  

Materials

     4%        2%  

Consumer Staples

     1%        1%  
       100%        100%  

 

  Deutsche Small Cap Value Fund        7  


Table of Contents
Ten Largest Equity and Exchange-Traded Fund Holdings at May  31, 2017
(23.5% of Net Assets)
 
  1     iShares Russell 2000 Value ETF       4.1
        Exchange-traded fund seeks to track the investment results of an index composed of small-capitalization U.S. equities that exhibit value characteristics.            
  2     Rogers Corp.       2.3
        Manufactures and markets specialty materials and components for applications in the communications, computer, imaging, consumer and transportation markets            
  3     Walker & Dunlop, Inc.       2.2
        Provides commercial real estate financial services in the United States            
  4     Hillenbrand, Inc.       2.2
        Manufactures and supplies burial caskets, cremation products and related services to licensed funeral homes            
  5     HealthSouth Corp.       2.2
        Provides outpatient surgery            
  6     IDACORP, Inc.       2.2
        Provider of electricity            
  7     The Brink’s Co.       2.1
        Provides business and security services            
  8     Novanta, Inc.       2.1
        Manufactures and sells precision photonics and motion control components            
  9     Argo Group International Holdings Ltd.       2.1
        Offers property casualty insurance and reinsurance            
  10     State Bank Financial Corp.       2.0
        A bank holding company            

Portfolio holdings and characteristics are subject to change.

For more complete details about the fund’s investment portfolio, see page 9. A quarterly Fact Sheet is available on deutschefunds.com or upon request. Please see the Account Management Resources section on page 40 for contact information.

 

8      Deutsche Small Cap Value Fund  


Table of Contents
Investment Portfolio    as of May 31, 2017 (Unaudited)

 

    Shares     Value ($)  
Common Stocks 94.9%    
Consumer Discretionary 7.4%    

Auto Components 2.1%

   

Cooper Tire & Rubber Co.

    54,200       1,951,200  

Standard Motor Products, Inc.

    113,080       5,502,473  
   

 

 

 
      7,453,673  

Diversified Consumer Services 0.1%

   

Regis Corp.*

    52,200       493,290  

Hotels, Restaurants & Leisure 1.8%

   

Denny’s Corp.*

    545,944       6,496,733  

Media 0.7%

   

AMC Entertainment Holdings, Inc. “A”

    109,200       2,457,000  

Specialty Retail 1.6%

   

Hibbett Sports, Inc.* (a)

    152,305       3,533,476  

Sportsman’s Warehouse Holdings, Inc.* (a)

    356,431       2,077,993  
   

 

 

 
      5,611,469  

Textiles, Apparel & Luxury Goods 1.1%

   

Movado Group, Inc.

    191,597       4,042,697  
Consumer Staples 1.4%    

Food Products 0.3%

   

Snyder’s-Lance, Inc.

    26,228       963,879  

Household Products 1.1%

   

Central Garden & Pet Co.* (a)

    131,000       3,919,520  
Energy 4.3%    

Energy Equipment & Services 1.2%

   

Oil States International, Inc.*

    79,000       2,310,750  

U.S. Silica Holdings, Inc.

    51,343       1,951,034  
   

 

 

 
      4,261,784  

Oil, Gas & Consumable Fuels 3.1%

   

Matador Resources Co.*

    285,849       6,514,499  

SRC Energy, Inc.*

    694,548       4,778,490  
   

 

 

 
      11,292,989  
Financials 28.8%    

Banks 16.6%

   

Capital Bank Financial Corp. “A”

    179,791       6,670,246  

Chemical Financial Corp.

    79,981       3,596,746  

Eagle Bancorp., Inc.*

    75,331       4,297,634  

Great Western Bancorp., Inc.

    166,805       6,315,237  

Hancock Holding Co.

    76,372       3,528,386  

MB Financial, Inc.

    95,684       3,940,267  

 

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

 

  Deutsche Small Cap Value Fund        9  


Table of Contents
    Shares     Value ($)  

OFG Bancorp.

    446,580       4,175,523  

Pacific Premier Bancorp., Inc.*

    162,540       5,526,360  

State Bank Financial Corp.

    287,748       7,294,412  

Sterling Bancorp.

    328,425       7,044,716  

TriState Capital Holdings, Inc.*

    311,694       7,231,301  
   

 

 

 
      59,620,828  

Capital Markets 1.3%

   

Safeguard Scientifics, Inc.*

    440,236       4,864,608  

Insurance 7.2%

   

Argo Group International Holdings Ltd.

    120,385       7,451,832  

CNO Financial Group, Inc.

    232,396       4,761,794  

Employers Holdings, Inc.

    178,197       7,136,790  

ProAssurance Corp.

    111,457       6,637,264  
   

 

 

 
      25,987,680  

Thrifts & Mortgage Finance 3.7%

   

Capitol Federal Financial, Inc.

    377,435       5,216,151  

Walker & Dunlop, Inc.*

    172,204       8,043,649  
   

 

 

 
      13,259,800  
Health Care 5.0%    

Health Care Equipment & Supplies 0.7%

   

Invacare Corp.

    184,844       2,615,543  

Health Care Providers & Services 4.3%

   

Aceto Corp.

    196,815       2,784,932  

HealthSouth Corp.

    171,628       7,779,897  

PharMerica Corp.*

    196,141       4,844,683  
   

 

 

 
      15,409,512  
Industrials 17.8%    

Building Products 1.0%

   

Gibraltar Industries, Inc.*

    117,621       3,658,013  

Commercial Services & Supplies 5.4%

   

Interface, Inc.

    140,908       2,895,660  

Pitney Bowes, Inc.

    235,059       3,495,327  

Steelcase, Inc. “A”

    313,332       5,248,311  

The Brink’s Co.

    122,787       7,747,860  
   

 

 

 
      19,387,158  

Construction & Engineering 2.9%

   

Aegion Corp.*

    184,000       3,641,360  

Primoris Services Corp.

    297,866       6,910,491  
   

 

 

 
      10,551,851  

Electrical Equipment 1.0%

   

Babcock & Wilcox Enterprises, Inc.*

    68,900       733,785  

EnerSys

    36,000       2,666,160  
   

 

 

 
      3,399,945  

 

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

 

10      Deutsche Small Cap Value Fund  


Table of Contents
    Shares     Value ($)  

Machinery 5.4%

   

Douglas Dynamics, Inc.

    85,600       2,606,520  

Federal Signal Corp.

    82,000       1,285,760  

Global Brass & Copper Holdings, Inc.

    83,100       2,517,930  

Hillenbrand, Inc.

    222,338       7,937,467  

Lydall, Inc.*

    99,774       5,033,598  
   

 

 

 
      19,381,275  

Professional Services 2.1%

   

FTI Consulting, Inc.*

    57,202       1,975,185  

ICF International, Inc.*

    120,759       5,681,711  
   

 

 

 
      7,656,896  
Information Technology 13.2%    

Electronic Equipment, Instruments & Components 9.2%

 

 

CTS Corp.

    269,562       5,674,280  

Electro Scientific Industries, Inc.*

    806,185       6,739,706  

Insight Enterprises, Inc.*

    105,500       4,382,470  

Novanta, Inc.*

    223,167       7,587,678  

Rogers Corp.*

    77,613       8,243,277  

Sanmina Corp.*

    20,000       732,000  
   

 

 

 
      33,359,411  

IT Services 2.3%

   

Convergys Corp.

    180,263       4,382,194  

NeuStar, Inc. “A”*

    116,660       3,867,279  
   

 

 

 
      8,249,473  

Software 1.7%

   

Verint Systems, Inc.*

    147,737       6,071,991  
Materials 4.0%    

Chemicals 3.0%

   

A. Schulman, Inc.

    77,034       2,257,096  

GCP Applied Technologies, Inc.*

    61,710       1,857,471  

H.B. Fuller Co.

    57,300       2,907,975  

Minerals Technologies, Inc.

    52,100       3,748,595  
   

 

 

 
      10,771,137  

Containers & Packaging 1.0%

   

Owens-Illinois, Inc.*

    162,600       3,669,882  
Real Estate 8.2%    

Equity Real Estate Investment Trusts (REITs)

   

Agree Realty Corp.

    130,300       5,932,559  

Community Healthcare Trust, Inc.

    274,765       6,786,695  

Easterly Government Properties, Inc.

    112,909       2,242,373  

Farmland Partners, Inc. (a)

    371,700       3,616,641  

Pebblebrook Hotel Trust (a)

    150,338       4,648,451  

STAG Industrial, Inc.

    236,989       6,393,963  
   

 

 

 
      29,620,682  

 

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

 

  Deutsche Small Cap Value Fund        11  


Table of Contents
    Shares     Value ($)  
Utilities 4.8%    

Electric Utilities 2.2%

   

IDACORP, Inc.

    88,850       7,756,605  

Gas Utilities 1.4%

   

ONE Gas, Inc.

    70,800       5,002,020  

Multi-Utilities 1.2%

   

NorthWestern Corp.

    71,846       4,451,578  
Total Common Stocks (Cost $274,942,765)       341,738,922  
Exchange-Traded Fund 4.1%    

iShares Russell 2000 Value ETF (Cost $14,900,942)

    128,319       14,752,835  
Securities Lending Collateral 4.6%    

Deutsche Government & Agency Securities Portfolio “Deutsche Government Cash Institutional Shares”, 0.74% (b) (c) (Cost $16,786,095)

    16,786,095       16,786,095  
Cash Equivalents 1.6%    

Deutsche Central Cash Management Government Fund, 0.85% (b) (Cost $5,636,267)

    5,636,267       5,636,267  
    % of Net
Assets
    Value ($)  
Total Investment Portfolio (Cost $312,266,069)     105.2       378,914,119  
Other Assets and Liabilities, Net     (5.2     (18,864,460

 

 
Net Assets     100.0       360,049,659  

 

* Non-income producing security.

 

  The cost for federal income tax purposes was $312,972,292. At May 31, 2017, net unrealized appreciation for all securities based on tax cost was $65,941,827. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $82,957,113 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $17,015,286.

 

(a) All or a portion of these securities were on loan. In addition, “Other Assets and Liabilities, Net” may include pending sales that are also on loan. The value of securities loaned at May 31, 2017 amounted to $16,368,405, which is 4.5% of net assets.

 

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

 

(c) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

 

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

 

12      Deutsche Small Cap Value Fund  


Table of Contents

Fair Value Measurements

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The following is a summary of the inputs used as of May 31, 2017 in valuing the Fund’s investments. For information on the Fund’s policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

 

Assets    Level 1      Level 2      Level 3      Total  

Common Stocks (d)

   $   341,738,922      $             —      $             —      $   341,738,922  

Exchange-Traded Fund

     14,752,835                      14,752,835  
Short-Term Investments (d)      22,422,362                      22,422,362  
Total    $ 378,914,119      $      $      $ 378,914,119  

There have been no transfers between fair value measurement levels during the period ended May 31, 2017.

 

(d) See Investment Portfolio for additional detailed categorizations.

 

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

 

  Deutsche Small Cap Value Fund        13  


Table of Contents

Statement of Assets and Liabilities

 

as of May 31, 2017 (Unaudited)        
Assets        

Investments:

 

Investments in non-affiliated securities, at value (cost $289,843,707) — including $16,368,405 of securities loaned

  $ 356,491,757  

Investment in Deutsche Government & Agency Securities Portfolio (cost $16,786,095)*

    16,786,095  

Investment in Deutsche Central Cash Management Government Fund (cost $5,636,267)

    5,636,267  
Total investments in securities, at value (cost $312,266,069)     378,914,119  
Receivable for Fund shares sold     57,933  
Dividends receivable     282,597  
Interest receivable     8,366  
Other assets     23,016  
Total assets     379,286,031  
Liabilities        
Payable upon return of securities loaned     16,786,095  
Payable for investments purchased     491,656  
Payable for Fund shares redeemed     1,262,088  
Accrued management fee     173,347  
Accrued Directors’ fees     9,004  
Other accrued expenses and payables     514,182  
Total liabilities     19,236,372  
Net assets, at value   $ 360,049,659  
Net Assets Consist of        
Undistributed net investment income     54,650  
Net unrealized appreciation (depreciation) on investments     66,648,050  
Accumulated net realized gain (loss)     19,607,571  
Paid-in capital     273,739,388  
Net assets, at value   $ 360,049,659  

 

* Represents collateral on securities loaned.

 

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

 

14      Deutsche Small Cap Value Fund  


Table of Contents
Statement of Assets and Liabilities as of May 31, 2017 (Unaudited) (continued)    

 

Net Asset Value        

Class A

 
Net Asset Value and redemption price per share
($235,059,132 ÷ 9,539,277 shares of capital stock outstanding,
$.01 par value, 420,000,000 shares authorized)
  $ 24.64  
Maximum offering price per share (100 ÷ 94.25 of $24.64)   $ 26.14  

Class C

 
Net Asset Value, offering and redemption price per share
($40,754,433 ÷ 2,053,935 shares of capital stock outstanding,
$.01 par value, 80,000,000 shares authorized)
  $ 19.84  

Class R6

 
Net Asset Value, offering and redemption price per share
($168,834 ÷ 6,681 shares of capital stock outstanding,
$.01 par value, 50,000,000 shares authorized)
  $ 25.27  

Class S

 
Net Asset Value, offering and redemption price per share
($60,752,978 ÷ 2,420,444 shares of capital stock outstanding,
$.01 par value, 150,000,000 shares authorized)
  $ 25.10  

Institutional Class

 
Net Asset Value, offering and redemption price per share
($23,314,282 ÷ 923,409 shares of capital stock outstanding,
$.01 par value, 180,000,000 shares authorized)
  $ 25.25  

 

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

 

  Deutsche Small Cap Value Fund        15  


Table of Contents

Statement of Operations

 

for the six months ended May 31, 2017 (Unaudited)        
Investment Income        

Income:

 
Dividends (net of foreign taxes withheld of $6,923)   $ 3,092,971  
Income distributions — Deutsche Central Cash Management Government Fund     28,009  
Securities lending income, net of borrower rebates     73,784  
Total income     3,194,764  

Expenses:

 
Management fee     1,444,979  
Services to shareholders     388,017  
Distribution and service fees     555,644  
Custodian fee     3,707  
Professional fees     59,153  
Reports to shareholders     44,037  
Registration fees     42,441  
Directors’ fees and expenses     13,307  
Other     15,828  
Total expenses before expense reductions     2,567,113  
Expense reductions     (76,190
Total expenses after expense reductions     2,490,923  
Net investment income     703,841  
Realized and Unrealized Gain (Loss)        
Net realized gain (loss) from investments     19,752,101  
Change in net unrealized appreciation (depreciation) on investments     (14,106,032
Net gain (loss)     5,646,069  
Net increase (decrease) in net assets resulting from operations   $ 6,349,910  

 

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

 

16      Deutsche Small Cap Value Fund  


Table of Contents

Statements of Changes in Net Assets

 

Increase (Decrease) in Net Assets  

Six Months

Ended

May 31, 2017

(Unaudited)

   

Year Ended
November 30, 2016

 

Operations:

   
Net investment income (loss)   $ 703,841     $ (233,972
Net realized gain (loss)     19,752,101       10,219,848  
Change in net unrealized appreciation (depreciation)     (14,106,032     (1,307,114
Net increase (decrease) in net assets resulting from operations     6,349,910       8,678,762  

Distributions to shareholders from:

   

Net investment income:

   

Class A

          (573,276

Class R6

    (164     (38

Class S

    (75,684     (386,558

Institutional Class

    (70,160     (748,124

Net realized gains:

   

Class A

    (570,754     (27,897,458

Class B

          (21,336 )* 

Class C

    (137,978     (6,554,963

Class R6

    (270     (816

Class S

    (146,078     (7,366,142

Institutional Class

    (56,438     (10,783,339
Total distributions     (1,057,526     (54,332,050

Fund share transactions:

   
Proceeds from shares sold     41,173,831       34,572,454  
Reinvestment of distributions     992,056       51,877,619  
Cost of shares redeemed     (93,563,704     (275,365,364
Redemption fees     99       1,017  
Net increase (decrease) in net assets from Fund share transactions     (51,397,718     (188,914,274
Increase (decrease) in net assets     (46,105,334     (234,567,562
Net assets at beginning of period     406,154,993       640,722,555  
Net assets at end of period (including undistributed net investment income and distributions in excess of net investment income of $54,650 and $503,183, respectively)   $ 360,049,659     $ 406,154,993  

 

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

 

  Deutsche Small Cap Value Fund        17  


Table of Contents

Financial Highlights

 

   

Six Months
Ended 5/31/17

    Years Ended November 30,  
Class A   (Unaudited)     2016     2015     2014     2013     2012  
Selected Per Share Data                          

Net asset value, beginning of period

  $ 24.36     $ 25.24     $ 27.38     $ 47.55     $ 36.23     $ 32.95  

Income (loss) from investment operations:

           

Net investment income (loss)a

    .05       (.01     .06       (.00 )*      .25       .27  

Net realized and unrealized gain (loss)

    .29       1.25       .31       (.05     12.39       3.64  

Total from investment operations

    .34       1.24       .37       (.05     12.64       3.91  

Less distributions from:

           

Net investment income

          (.04           (.48     (.38     (.33

Net realized gains

    (.06     (2.08     (2.51     (19.64     (.94     (.30

Total distributions

    (.06     (2.12     (2.51     (20.12     (1.32     (.63

Redemption fees

    .00 ***      .00 ***      .00 ***      .00 ***      .00 ***      .00 *** 

Net asset value, end of period

  $ 24.64     $ 24.36     $ 25.24     $ 27.38     $ 47.55     $ 36.23  

Total Return (%)b

    1.35 c**      6.10 c      1.35       (.31     35.95       12.21  

Ratios to Average Net Assets and Supplemental Data

 

                       

Net assets, end of period ($ millions)

    235       274       343       442       869       871  

Ratio of expenses before expense reductions (%)

    1.28 *      1.25       1.17       1.19       1.19       1.19  

Ratio of expenses after expense reductions (%)

    1.25 *      1.24       1.17       1.19       1.19       1.19  

Ratio of net investment income (loss) (%)

    .39 *      (.04     .23       (.01     .60       .78  

Portfolio turnover rate (%)

    19 **      29       26       17       98       27  

 

a  Based on average shares outstanding during the period.

 

b  Total return does not reflect the effect of any sales charges.

 

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

 

*  Annualized

 

**  Not annualized

 

***  Amount is less than $.005.

 

18      Deutsche Small Cap Value Fund  


Table of Contents
   

Six Months
Ended 5/31/17

    Years Ended November 30,  
Class C   (Unaudited)     2016     2015     2014     2013     2012  
Selected Per Share Data                          

Net asset value, beginning of period

  $ 19.70     $ 20.94     $ 23.30     $ 43.30     $ 33.06     $ 30.09  

Income (loss) from investment operations:

           

Net investment income (loss)a

    (.04     (.14     (.11     (.18     (.06     .02  

Net realized and unrealized gain (loss)

    .24       .98       .26       (.05     11.34       3.34  

Total from investment operations

    .20       .84       .15       (.23     11.28       3.36  

Less distributions from:

           

Net investment income

                      (.13     (.10     (.09

Net realized gains

    (.06     (2.08     (2.51     (19.64     (.94     (.30

Total distributions

    (.06     (2.08     (2.51     (19.77     (1.04     (.39

Redemption fees

    .00 ***      .00 ***      .00 ***      .00 ***      .00 ***      .00 *** 

Net asset value, end of period

  $ 19.84     $ 19.70     $ 20.94     $ 23.30     $ 43.30     $ 33.06  

Total Return (%)b

    1.01 c**      5.28 c      .56       (1.06     34.99       11.38  

Ratios to Average Net Assets and Supplemental Data

 

                       

Net Assets, end of period ($ millions)

    41       51       68       92       132       114  

Ratio of expenses before expense reductions (%)

    2.02 *      2.00       1.94       1.93       1.93       1.92  

Ratio of expenses after expense reductions (%)

    1.98 *      1.99       1.94       1.93       1.93       1.92  

Ratio of net investment income (loss) (%)

    (.35 )*      (.80     (.53     (.75     (.15     .07  

Portfolio turnover rate (%)

    19 **      29       26       17       98       27  

 

a  Based on average shares outstanding during the period.

 

b  Total return does not reflect the effect of any sales charges.

 

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

 

*  Annualized

 

**  Not annualized

 

***  Amount is less than $.005.

 

  Deutsche Small Cap Value Fund        19  


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Six Months
Ended 5/31/17

    Years Ended
November 30,
   

Period
Ended

11/30/14a

 

 
Class R6   (Unaudited)     2016     2015    

Selected Per Share Data

                               

Net asset value, beginning of period

  $ 25.01     $ 25.83     $ 27.97     $ 28.09  

Income (loss) from investment operations:

       

Net investment income (loss)b

    .09       .07       .12       .02  

Net realized and unrealized gain (loss)

    .32       1.29       .33       (.14

Total from investment operations

    .41       1.36       .45       (.12

Less distributions from:

       

Net investment income

    (.09     (.10     (.08      

Net realized gains

    (.06     (2.08     (2.51      

Total distributions

    (.15     (2.18     (2.59      

Redemption fees

    .00 ***      .00 ***      .00 ***      .00 *** 

Net asset value, end of period

  $ 25.27     $ 25.01     $ 25.83     $ 27.97  

Total Return (%)

    1.61 c**      6.43 c      1.61 c      (.43 )** 

Ratios to Average Net Assets and Supplemental Data

 

Net Assets, end of period ($ thousands)

    169       47       10       10  

Ratio of expenses before expense reductions (%)

    .90 *      .90       1.06       .77 * 

Ratio of expenses after expense reductions (%)

    .81 *      .82       .93       .77 * 

Ratio of net investment income (loss) (%)

    .70 *      .32       .45       .26 * 

Portfolio turnover rate (%)

    19 **      29       26       17 d 

 

a  For the period from August 25, 2014 (commencement of operations) to November 30, 2014.

 

b  Based on average shares outstanding during the period.

 

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

 

d  Represents the Fund’s portfolio turnover rate for the year ended November 30, 2014.

 

*  Annualized

 

**  Not annualized

 

***  Amount is less than $.005.

 

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Six Months
Ended 5/31/17

   

Years Ended November 30,

 
Class S   (Unaudited)     2016     2015     2014     2013     2012  

Selected Per Share Data

 

               

Net asset value, beginning of period

  $ 24.81     $ 25.67     $ 27.78     $ 47.97     $ 36.55     $ 33.25  

Income (loss) from investment operations:

           

Net investment income (loss)a

    .09       .05       .12       .07       .33       .34  

Net realized and unrealized gain (loss)

    .29       1.28       .32       (.05     12.49       3.66  

Total from investment operations

    .38       1.33       .44       .02       12.82       4.00  

Less distributions from:

           

Net investment income

    (.03     (.11     (.04     (.57     (.46     (.40

Net realized gains

    (.06     (2.08     (2.51     (19.64     (.94     (.30

Total distributions

    (.09     (2.19     (2.55     (20.21     (1.40     (.70

Redemption fees

    .00 ***      .00 ***      .00 ***      .00 ***      .00 ***      .00 *** 

Net asset value, end of period

  $ 25.10     $ 24.81     $ 25.67     $ 27.78     $ 47.97     $ 36.55  

Total Return (%)

    1.49 b**      6.40 b      1.59       (.05     36.17 b      12.41  

Ratios to Average Net Assets and Supplemental Data

 

               

Net Assets, end of period ($ millions)

    61       57       93       135       159       306  

Ratio of expenses before expense reductions (%)

    .99 *      .97       .94       .92       1.06       1.03  

Ratio of expenses after expense reductions (%)

    .95 *      .97       .94       .92       1.05       1.03  

Ratio of net investment income (loss) (%)

    .67 *      .23       .46       .24       .80       .96  

Portfolio turnover rate (%)

    19 **      29       26       17       98       27  

 

a  Based on average shares outstanding during the period.

 

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

 

*  Annualized

 

**  Not annualized

 

***  Amount is less than $.005.

 

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Six Months
Ended 5/31/17

   

Years Ended November 30,

 
Institutional Class   (Unaudited)     2016     2015     2014     2013     2012  
Selected Per Share Data                  

Net asset value, beginning of period

  $ 24.99     $ 25.86     $ 27.96     $ 48.23     $ 36.74     $ 33.42  

Income (loss) from investment operations:

           

Net investment income (loss)a

    .09       .06       .17       .10       .41       .42  

Net realized and unrealized gain (loss)

    .30       1.29       .30       (.05     12.56       3.67  

Total from investment operations

    .39       1.35       .47       .05       12.97       4.09  

Less distributions from:

           

Net investment income

    (.07     (.14     (.06     (.68     (.54     (.47

Net realized gains

    (.06     (2.08     (2.51     (19.64     (.94     (.30

Total distributions

    (.13     (2.22     (2.57     (20.32     (1.48     (.77

Redemption fees

    .00 ***      .00 ***      .00 ***      .00 ***      .00 ***      .00 *** 

Net asset value, end of period

  $ 25.25     $ 24.99     $ 25.86     $ 27.96     $ 48.23     $ 36.74  

Total Return (%)

    1.51 b**      6.48 b      1.72       .03       36.50       12.65  

Ratios to Average Net Assets and Supplemental Data

 

               

Net Assets, end of period ($ millions)

    23       24       136       355       541       559  

Ratio of expenses before expense reductions (%)

    .99 *      .90       .81       .82       .81       .80  

Ratio of expenses after expense reductions (%)

    .95 *      .90       .81       .82       .81       .80  

Ratio of net investment income (loss) (%)

    .69 *      .27       .66       .36       .98       1.20  

Portfolio turnover rate (%)

    19 **      29       26       17       98       27  

 

a  Based on average shares outstanding during the period.

 

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

 

* Annualized

 

**  Not annualized

 

***  Amount is less than $.005.

 

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Notes to Financial Statements   (Unaudited)

A. Organization and Significant Accounting Policies

Deutsche Small Cap Value Fund (the “Fund”) is a diversified series of Deutsche Value Series, Inc. (the “Corporation”), which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company organized as a Maryland corporation.

The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are subject to an initial sales charge. Class B shares automatically converted to Class A shares on February 10, 2016 and are no longer offered. Class B shares were not subject to an initial sales charge and were subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions. Class C shares are not subject to an initial sales charge but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class R6 shares are not subject to initial or contingent deferred sales charges and are generally available only to certain retirement plans. Class S shares are not subject to initial or contingent deferred sales charges and are only available to a limited group of investors. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.

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

The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which require the use of management estimates. Actual results could differ from those estimates. The Fund qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Fund in the preparation of its financial statements.

 

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Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

Equity securities and exchange-traded funds (“ETFs”) are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. 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. Equity securities and ETFs are generally categorized as Level 1.

Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

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 Board and are generally categorized as Level 3. In accordance with the Fund’s valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security’s disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company’s or issuer’s financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund’s Investment Portfolio.

 

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Securities Lending. Brown Brothers Harriman & Co., as lending agent, lends securities of the Fund to certain financial institutions under the terms of its securities lending agreement. During the term of the loans, the Fund continues to receive interest and dividends generated by the securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the securities lending agreement. As of period end, any securities on loan were collateralized by cash. During the six months ended May 31, 2017, the Fund invested the cash collateral into a joint trading account in affiliated money market funds managed by Deutsche Investment Management Americas Inc. As of May 31, 2017, the Fund invested the cash collateral in Deutsche Government & Agency Securities Portfolio. Deutsche Investment Management Americas Inc. receives a management/administration fee (0.12% annualized effective rate as of May 31, 2017) on the cash collateral invested in Deutsche Government & Agency Securities Portfolio. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan at any time, and the borrower, after notice, is required to return borrowed securities within a standard time period. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. If the Fund is not able to recover securities lent, the Fund may sell the collateral and purchase a replacement investment in the market, incurring the risk that the value of the replacement security is greater than the value of the collateral. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

As of May 31, 2017, the Fund had securities on loan, which were classified as common stock in the Investment Portfolio. The value of the related collateral exceeded the value of the securities loaned at period end. As of period end, the remaining contractual maturity of the collateral agreements were overnight and continuous.

Federal Income Taxes. The Fund’s policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

The Fund has reviewed the tax positions for the open tax years as of November 30, 2016 and has determined that no provision for income tax

 

  Deutsche Small Cap Value Fund        25  


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and/or uncertain tax provisions is required in the Fund’s financial statements. The Fund’s federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Distributions from net investment income of the Fund, if any, are declared and distributed to shareholders annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.

The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to net investment losses incurred by the Fund, reclassification of distributions and certain securities sold at a loss. 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, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

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

Redemption Fees. Prior to February 1, 2017, the Fund imposed a redemption fee of 2% of the total redemption amount on Fund shares redeemed or exchanged within 15 days of buying them, either by purchase or exchange (subject to certain exceptions). This fee was assessed and retained by the Fund for the benefit of the remaining shareholders. The redemption fee was accounted for as an addition to paid-in capital.

Expenses. Expenses of the Corporation arising in connection with a specific fund are allocated to that fund. Other Corporation expenses which cannot be directly attributed to a fund are apportioned among the funds in the Corporation based upon the relative net assets or other appropriate measures.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

 

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Real Estate Investment Trusts. The Fund at its fiscal year end recharacterizes distributions received from a Real Estate Investment Trust (“REIT”) investment based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available timely from a REIT, the recharacterization will be estimated for financial reporting purposes and a recharacterization will be made to the accounting records in the following year when such information becomes available. Distributions received from REITs in excess of income are recorded as either a reduction of cost of investments or realized gains.

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. Realized gains and losses from investment transactions are recorded on an identified cost basis. Proceeds from litigation payments, if any, are included in net realized gain (loss) from investments.

B. Purchases and Sales of Securities

During the six months ended May 31, 2017, purchases and sales of investment securities (excluding short-term investments) aggregated $72,560,692 and $97,468,469, respectively.

C. Related Parties

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. (“DIMA” or the “Advisor”), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund 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 Fund. In addition to portfolio management services, the Advisor provides certain administrative services in accordance with the Investment Management Agreement.

Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the Fund’s average daily

 

  Deutsche Small Cap Value Fund        27  


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net assets, computed and accrued daily and payable monthly, at the following annual rates:

 

First $250 million of the Fund’s average daily net assets      .750%  
Next $750 million of such net assets      .720%  
Next $1.5 billion of such net assets      .700%  
Next $2.5 billion of such net assets      .680%  
Next $2.5 billion of such net assets      .650%  
Next $2.5 billion of such net assets      .640%  
Next $2.5 billion of such net assets      .630%  
Over $12.5 billion of such net assets      .620%  

Accordingly for the six months ended May 31, 2017, the fee pursuant to the Investment Management Agreement was equivalent to an annualized rate (exclusive of any applicable waivers/reimbursements) of 0.74% of the Fund’s average daily net assets.

For the period from December 1, 2016 through September 30, 2017, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of each class as follows:

 

Class A      1.29%  
Class C      2.04%  
Class R6      1.04%  
Class S      1.14%  
Institutional Class      1.04%  

For the period December 1, 2016 through May 31, 2017, the Advisor had voluntarily agreed to waive its fees and/or reimburse certain operating expenses of Class R6 shares to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.81%.

For the six months ended May 31, 2017, fees waived and/or expenses reimbursed for each class are as follows:

 

Class A   $ 50,356  
Class C     9,514  
Class R6     46  
Class S     11,668  
Institutional Class     4,606  
    $ 76,190  

Service Provider Fees. Deutsche AM Service Company (“DSC”), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency

 

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agreement between DSC and DST Systems, Inc. (“DST”), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing fee it receives from the Fund. For the six months ended May 31, 2017, the amounts charged to the Fund by DSC were as follows:

 

Services to Shareholders  

Total

Aggregated

   

Unpaid at

May 31, 2017

 
Class A   $ 64,581     $ 33,654  
Class C     5,264       2,729  
Class R6     26       13  
Class S     5,663       2,664  
Institutional Class     2,274       1,517  
    $ 77,808     $ 40,577  

Pursuant to a fund accounting agreement, DIMA is responsible for computing the daily net asset value per share and maintaining the portfolio and general accounting records of the Fund. DIMA has delegated certain fund accounting and record-keeping services to State Street Bank and Trust Company. The costs and expenses of such delegation are paid by DIMA. During the period, the Fund paid no fee to DIMA for fund accounting and record-keeping services provided under the fund accounting agreement.

Distribution and Service Fees. Under the Fund’s Class C 12b-1 Plan, Deutsche AM Distributors, Inc. (“DDI”), an affiliate of the Advisor, receives a fee (“Distribution Fee”) of 0.75% of average daily net assets of Class C shares. In accordance with the Fund’s Underwriting and Distribution Services Agreement, DDI enters into related selling group agreements with various firms at various rates for sales of Class C shares. For the six months ended May 31, 2017, the Distribution Fee was as follows:

 

Distribution Fee   Total
Aggregated
    Unpaid at
May 31, 2017
 
Class C   $ 183,172     $ 28,779  

In addition, DDI provides information and administrative services for a fee (“Service Fee”) to Class A and C shareholders at an annual rate of up to 0.25% of average daily net assets for each such class. DDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder accounts the firms service. For the six months ended May 31, 2017, the Service Fee was as follows:

 

Service Fee   Total
Aggregated
    Unpaid at
May 31, 2017
    Annualized
Rate
 
Class A   $ 311,883     $ 152,156       .24
Class C     60,589       30,170       .25
    $ 372,472     $ 182,326          

 

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Underwriting Agreement and Contingent Deferred Sales Charge. DDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares for the six months ended May 31, 2017, aggregated $2,906.

In addition, DDI receives any contingent deferred sales charge (“CDSC”) from Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is 1% of the value of the shares redeemed for Class C. For the six months ended May 31, 2017, the CDSC for Class C shares aggregated $499. A deferred sales charge of up to 1% is assessed on certain redemptions of Class A shares. For the six months ended May 31, 2017, DDI received $50 for Class A shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the six months ended May 31, 2017, the amount charged to the Fund by DIMA included in the Statement of Operations under “Reports to shareholders” aggregated $9,079, of which $4,976 is unpaid.

Directors’ Fees and Expenses. The Fund paid retainer fees to each Director not affiliated with the Advisor, plus specified amounts to the Board Chairperson and Vice Chairperson and to each committee Chairperson.

Affiliated Cash Management Vehicles. The Fund may invest uninvested cash balances in Deutsche Central Cash Management Government Fund and Deutsche Variable NAV Money Fund, affiliated money market funds which are managed by the Advisor. Each affiliated money market fund is managed in accordance with Rule 2a-7 under the 1940 Act, which governs the quality, maturity, diversity and liquidity of instruments in which a money market fund may invest. Deutsche Central Cash Management Government Fund seeks to maintain a stable net asset value, and Deutsche Variable NAV Money Fund maintains a floating net asset value. The Fund indirectly bears its proportionate share of the expenses of each affiliated money market fund in which it invests. Deutsche Central Cash Management Government Fund does not pay the Advisor an investment management fee. To the extent that Deutsche Variable NAV Money Fund pays an investment management fee to the Advisor, the Advisor will waive an amount of the investment management fee payable to the Advisor by the Fund equal to the amount of the investment management fee payable on the Fund’s assets invested in Deutsche Variable NAV Money Fund.

 

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D. Line of Credit

The Fund and other affiliated funds (the “Participants”) share in a $400 million revolving credit facility provided by a syndication of banks. The Fund may borrow 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 on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if the one-month LIBOR exceeds the Federal Funds Rate, the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at May 31, 2017.

E. Share Transactions

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

 

     Six Months Ended May 31, 2017      Year Ended November 30, 2016  
             Shares      Dollars                     Shares     Dollars         
Shares sold  
Class A              636,096      $ 15,973,630                             769,040     $ 16,459,866          
Class B                                             4     64        
Class C              61,933        1,264,298                         125,049       2,179,194          
Class R6              4,795        123,012                         5,098       103,451          
Class S              645,923        16,363,843                         434,795       9,484,147          
Institutional Class              286,549        7,449,048                         292,287       6,345,732          
                      $   41,173,831                               $ 34,572,454          
Shares issued to shareholders in reinvestment of distributions  
Class A              22,186      $ 542,897                         1,274,529     $ 27,388,987          
Class B                                             1,258     21,079        
Class C              6,086        120,067                         324,047       5,670,821          
Class R6              17        434                         39       854          
Class S              8,773        221,419                         354,813       7,742,013          
Institutional Class              4,189        107,239                         503,135       11,053,865          
                      $ 992,056                               $      51,877,619          

 

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     Six Months Ended May 31, 2017      Year Ended November 30, 2016  
             Shares     Dollars                    Shares     Dollars         
Shares redeemed  
Class A              (2,367,421   $ (59,272,096                      (4,400,176   $ (95,934,134        
Class B                                           (14,898 )*      (238,651 )*         
Class C              (588,549     (11,883,654                      (1,103,763     (19,611,376        
Class R6              (3     (79                      (3,657     (82,757        
Class S              (527,118     (13,488,860                      (2,121,459     (46,962,518        
Institutional Class              (345,636     (8,919,015                      (5,088,337     (112,535,928        
                     $ (93,563,704                            $ (275,365,364        
Redemption fees                    $ 99                              $ 1,017          
Net increase (decrease)  
Class A              (1,709,139   $ (42,755,471                      (2,356,607   $ (52,084,453        
Class B                                           (13,636 )*      (217,508 )*         
Class C              (520,530     (10,499,289                      (654,667     (11,761,259        
Class R6              4,809       123,367                        1,480       21,548          
Class S              127,578       3,096,403                        (1,331,851     (29,736,282        
Institutional Class              (54,898     (1,362,728                      (4,292,915     (95,136,320        
                     $   (51,397,718                            $   (188,914,274        

 

* For the period from December 1, 2015 to February 10, 2016 (see Note A).

 

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Information About Your Fund’s Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (December 1, 2016 to May 31, 2017).

The tables illustrate your Fund’s expenses in two ways:

 

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

 

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

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The “Expenses Paid per $1,000” line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Classes A, C and S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Classes A, C and S shares during the period would be higher, and account value during the period would be lower, by this amount.

 

  Deutsche Small Cap Value Fund        33  


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Expenses and Value of a $1,000 Investment
for the six months ended May 31, 2017 (Unaudited)
        
Actual Fund Return   Class A     Class C     Class R6     Class S     Institutional
Class
 

Beginning Account Value 12/1/16

  $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00  

Ending Account Value 5/31/17

  $ 1,013.50     $ 1,010.10     $ 1,016.10     $ 1,014.90     $ 1,015.10  

Expenses Paid per $1,000*

  $ 6.27     $ 9.92     $ 4.07     $ 4.77     $ 4.77  

Hypothetical 5% Fund Return

                                  
Beginning Account Value 12/1/16   $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00  
Ending Account Value 5/31/17   $ 1,018.70     $ 1,015.06     $ 1,020.89     $ 1,020.19     $ 1,020.19  
Expenses Paid per $1,000*   $ 6.29     $ 9.95     $ 4.08     $ 4.78     $ 4.78  

 

* Expenses are equal to the Fund’s annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 182 (the number of days in the most recent six-month period), then divided by 365.

 

Annualized Expense Ratios   Class A     Class C     Class R6     Class S     Institutional
Class
 
Deutsche Small Cap Value Fund     1.25     1.98     .81     .95     .95

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

For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to http://apps.finra.org/fundanalyzer/1/fa.aspx.

 

 

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Advisory Agreement Board Considerations and Fee Evaluation

The Board of Directors (hereinafter referred to as the “Board” or “Directors”) approved the renewal of Deutsche Small Cap Value Fund’s (the “Fund”) investment management agreement (the “Agreement”) with Deutsche Investment Management Americas Inc. (“DIMA”) in September 2016.

In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:

 

During the entire process, all of the Fund’s Directors were independent of DIMA and its affiliates (the “Independent Directors”).

 

The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board’s Contract Committee reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of the Fund’s performance, fees and expenses, and profitability from a fee consultant retained by the Fund’s Independent Directors (the “Fee Consultant”). The Board also received extensive information throughout the year regarding performance of the Fund.

 

The Independent Directors regularly meet privately with counsel to discuss contract review and other matters. In addition, the Independent Directors were advised by the Fee Consultant in the course of their review of the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.

 

In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, transfer agency agreement and other material service agreements.

 

Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee’s findings and recommendations.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Fund. DIMA is part of Deutsche Bank AG’s (“Deutsche Bank”) Asset

 

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Management (“Deutsche AM”) division. Deutsche AM is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. Deutsche Bank has advised the Board that the U.S. asset management business continues to be a critical and integral part of Deutsche Bank, and that Deutsche Bank will continue to invest in Deutsche AM and seek to enhance Deutsche AM’s investment platform. Deutsche Bank also has confirmed its commitment to maintaining strong legal and compliance groups within the Deutsche AM division.

As part of the contract review process, the Board carefully considered the fees and expenses of each Deutsche fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps. As part of these negotiations, the Board indicated that it would consider relaxing these caps in future years following sustained improvements in performance, among other considerations.

While shareholders may focus primarily on fund performance and fees, the Fund’s Board considers these and many other factors, including the quality and integrity of DIMA’s personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DIMA provides portfolio management services and administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Focus Funds” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2015, the Fund’s performance (Class A shares) was in the 3rd quartile, 4th quartile and 4th quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has outperformed its benchmark in the one-year period and has

 

36      Deutsche Small Cap Value Fund  


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underperformed its benchmark in the three- and five-year periods ended December 31, 2015. The Board noted the disappointing investment performance of the Fund in recent periods and continued to discuss with senior management of DIMA the factors contributing to such underperformance and actions being taken to improve performance. The Board recognized the efforts by DIMA in recent years to enhance its investment platform and improve long-term performance across the Deutsche fund complex.

Fees and Expenses. The Board considered the Fund’s investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund were lower than the median (2nd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2015). The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be lower than the median (1st quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2015, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by DIMA to a comparable Deutsche U.S. registered fund (“Deutsche Funds”) and considered differences between the Fund and the comparable Deutsche Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub advised funds and accounts) and funds offered primarily to European investors (“Deutsche Europe funds”) managed by Deutsche AM. The Board noted that DIMA indicated that Deutsche AM does not manage any institutional accounts or Deutsche Europe funds comparable to the Fund.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.

Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DIMA from advising the

 

  Deutsche Small Cap Value Fund        37  


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Deutsche Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the Deutsche Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available.

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 noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DIMA and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DIMA and its affiliates, including any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DIMA related to Deutsche Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Fund’s management fees were reasonable.

Compliance. The Board considered the significant attention and resources dedicated by DIMA to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers; (ii) the large number of DIMA compliance personnel; and (iii) the substantial commitment of resources by DIMA and its affiliates to compliance matters.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the

 

38      Deutsche Small Cap Value Fund  


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Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Directors and counsel present. It is possible that individual Independent Directors may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.

 

  Deutsche Small Cap Value Fund        39  


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Account Management Resources

 

For More Information   

The automated telephone system allows you to access personalized account information and obtain information on other Deutsche funds using either your voice or your telephone keypad. Certain account types within Classes A, C and S also have the ability to purchase, exchange or redeem shares using this system.

 

For more information, contact your financial advisor. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:

 

(800) 728-3337

Web Site   

deutschefunds.com

 

View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.

 

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

Written Correspondence   

Deutsche Asset Management

 

PO Box 219151

Kansas City, MO 64121-9151

Proxy Voting    The fund’s policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 are available on our Web site — deutschefunds.com (click on “proxy voting” at the bottom of the page) — or on the SEC’s Web site — sec.gov. To obtain a written copy of the fund’s policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings    Following the fund’s fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC’s Web site at 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. The fund’s portfolio holdings are also posted on deutschefunds.com from time to time. Please see the fund’s current prospectus for more information.
Principal Underwriter   

If you have questions, comments or complaints, contact:

 

Deutsche AM Distributors, Inc.

 

222 South Riverside Plaza

Chicago, IL 60606-5808

(800) 621-1148

 

40      Deutsche Small Cap Value Fund  


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Investment Advisor   

Deutsche Investment Management Americas Inc. (“DIMA” or the “Advisor”), which is part of Deutsche Asset Management, is the investment advisor for the fund. DIMA and its predecessors have more than 80 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients.

 

DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking institution engaged in a wide variety of financial services, including investment management, retail, private and commercial banking, investment banking and insurance.

      Class A    Class C    Class S    Institutional
Class
Nasdaq Symbol    KDSAX    KDSCX    KDSSX    KDSIX
CUSIP Number    25159G 787    25159G 829    25159G 837    25159G 845
Fund Number    088    388    2389    545
For shareholders of Class R6            
Automated Information Line   

Deutsche AM Flex Plan Access (800) 728-3337

 

24-hour access to your retirement plan account.

Web Site   

deutschefunds.com

 

Click “Retirement Plans” to reallocate assets, process transactions, review your funds, and subscribe to fund updates by e-mail through our secure online account access.

 

Obtain prospectuses and applications, blank forms, interactive worksheets, news about Deutsche funds, retirement planning information, and more.

For More Information   

(800) 728-3337

 

To speak with a service representative.

Written Correspondence   

Deutsche AM Service Company

 

222 South Riverside Plaza

Chicago, IL 60606-5806

      Class R6                  
Nasdaq Symbol    KDSZX     

 

    

 

    

 

CUSIP Number    25159G 712     

 

    

 

    

 

Fund Number    1689     

 

    

 

    

 

 

  Deutsche Small Cap Value Fund        41  


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Privacy Statement

 

FACTS   What Does Deutsche Asset Management Do With Your
Personal Information?
Why?   Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share and protect your personal information. Please read this notice carefully to understand what we do.
What?  

The types of personal information we collect and share can include:

 

    Social Security number

 

    Account balances

 

    Purchase and transaction history

 

    Bank account information

 

    Contact information such as mailing address, e-mail address and telephone number

How?   All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information, the reasons Deutsche Asset Management chooses to share and whether you can limit this sharing.

 

Reasons we can share your personal
information
  Does Deutsche
Asset Management
share?
  Can you limit
this sharing?
For our everyday business purposes —
such as to process your transactions, maintain your account(s), respond to court orders or legal investigations
  Yes   No
For our marketing purposes — to offer our products and services to you   Yes   No
For joint marketing with other financial companies   No   We do not share
For our affiliates’ everyday business purposes — information about your transactions and experiences   No   We do not share
For our affiliates’ everyday business purposes — information about your creditworthiness   No   We do not share
For non-affiliates to market to you   No   We do not share

 

Questions?   Call (800) 728-3337 or e-mail us at service@db.com

 

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Who we are    
Who is providing this notice?   Deutsche AM Distributors, Inc; Deutsche Investment Management Americas Inc.; Deutsche AM Investor Services, Inc.; Deutsche AM Trust Company; the Deutsche Funds
What we do    
How does Deutsche Asset Management protect my personal information?   To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does Deutsche Asset Management collect my personal information?  

We collect your personal information, for example, when you:

 

    open an account

 

    give us your contact information

 

provide bank account information for ACH or wire transactions

 

    tell us where to send money

 

seek advice about your investments

Why can’t I limit all sharing?  

Federal law gives you the right to limit only

 

— sharing for affiliates’ everyday business purposes

 

— information about your creditworthiness

 

— affiliates from using your information to market to you

 

—  sharing for non-affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing.

Definitions    
Affiliates   Companies related by common ownership or control. They can be financial or non-financial companies. Our affiliates include financial companies with the DWS or Deutsche Bank (“DB”) name, such as DB AG Frankfurt.
Non-affiliates  

Companies not related by common ownership or control. They can be financial and non-financial companies.

 

Non-affiliates we share with include account service providers, service quality monitoring services, mailing service providers and verification services to help in the fight against money laundering and fraud.

Joint marketing   A formal agreement between non-affiliated financial companies that together market financial products or services to you. Deutsche Asset Management does not jointly market.

Rev. 05/2017

 

  Deutsche Small Cap Value Fund        43  


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Notes


Table of Contents

 

 

LOGO

 

DSCVF-3

(R-027914-6 7/17)

 

   

 

 

 

 

 

 

PART C. OTHER INFORMATION

 

Item 15.Indemnification

 

Article IV of the Registrant’s Amended and Restated Declaration of Trust (“Declaration of Trust”) (Exhibit (a)(1) hereto, which is incorporated herein by reference) provides in effect that the Registrant will indemnify its officers and trustees under certain circumstances. However, in accordance with Section 17(h) and 17(i) of the Investment Company Act of 1940 and its own terms, said Declaration of Trust does not protect any person against any liability to the Registrant or its shareholders to which such Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.

 

Each of the trustees who is not an “interested person” (as defined under the Investment Company Act of 1940) of Registrant (a “Non-interested Trustee”) has entered into an indemnification agreement with Registrant, which agreement provides that the Registrant shall indemnify the Non-interested Trustee against certain liabilities which such Trustee may incur while acting in the capacity as a trustee, officer or employee of the Registrant to the fullest extent permitted by law, now or in the future, and requires indemnification and advancement of expenses unless prohibited by law. The indemnification agreement cannot be altered without the consent of the Non-interested Trustee and is not affected by amendment of the Declaration of Trust. In addition, the indemnification agreement adopts certain presumptions and procedures which may make the process of indemnification and advancement of expenses, more timely, efficient and certain. In accordance with Section 17(h) of the Investment Company Act of 1940, the indemnification agreement does not protect a Non-interested Trustee against any liability to the Registrant or its shareholders to which such Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.

 

The Registrant has purchased insurance policies insuring its officers and trustees against certain liabilities which such officers and trustees may incur while acting in such capacities and providing reimbursement to the Registrant for sums which it may be permitted or required to pay to its officers and trustees by way of indemnification against such liabilities, subject to certain deductibles.

 

On April 5, 2002, Zurich Scudder Investments, Inc. (“Scudder”), the investment advisor, now known as Deutsche Investment Management Americas Inc. (“DIMA”), was acquired by Deutsche Bank AG, not including certain U.K. Operations (the “Transaction”). In connection with the Trustees’ evaluation of the Transaction, Deutsche Bank agreed to indemnify, defend and hold harmless Registrant and the trustees who were not “interested persons of Scudder, Deutsche Bank or Registrant (the “Independent Trustees”) for and against any liability and claims and expenses based upon or arising from, whether in whole or in part, or directly or indirectly, any untrue statement or alleged untrue statement of a material fact made to the Independent Trustees by Deutsche Bank in connection with the Independent Trustees’ consideration of the Transaction, or any omission or alleged omission of a material fact necessary in order to make statements made, in light of the circumstances under which they were made, not misleading.

 

DIMA, the investment advisor, has agreed, subject to applicable law and regulation, to indemnify and hold harmless the Registrant against any loss, damage, liability and expense, including, without limitation, the advancement and payment, as incurred, of reasonable fees and expenses of counsel (including counsel to the Registrant and counsel to the Non-interested Trustees) and consultants, whether retained by the Registrant or the Non-interested Trustees, and other customary costs and expenses incurred by the Registrant in connection with any litigation or regulatory action related to possible improper market timing or other improper trading activity or possible improper marketing and sales activity in the Registrant (“Private Litigation and Enforcement Actions”). In the event that this indemnification is unavailable to the Registrant for any reason, then DIMA has agreed to contribute to the amount paid or payable by the Registrant as a result of any loss, damage, liability or expense in such proportion as is appropriate to reflect the relative fault of DIMA and the Registrant with respect to the matters which resulted in such loss, damage, liability or expense, as well as any other relevant equitable considerations; provided, however, if no final determination is made in such action or proceeding as to the relative fault of DIMA and the Registrant, then DIMA shall pay the entire amount of such loss, damage, liability or expense.

 

2

 

In recognition of its undertaking to indemnify the Registrant, DIMA has also agreed, subject to applicable law and regulation, to indemnify and hold harmless each of the Non-interested Trustees against any and all loss, damage, liability and expense, including without limitation the advancement and payment as incurred of reasonable fees and expenses of counsel and consultants, and other customary costs and expenses incurred by the Non-interested Trustees, arising from the Private Litigation and Enforcement Actions, including without limitation:

 

1.       all reasonable legal and other expenses incurred by the Non-interested Trustees in connection with the Private Litigation and Enforcement Actions, and any actions that may be threatened or commenced in the future by any person (including any governmental authority), arising from or similar to the matters alleged in the Private Litigation and Enforcement Actions, including without limitation expenses related to the defense of, service as a witness in, or monitoring of such proceedings or actions;

 

2.       all liabilities and expenses incurred by any Non-interested Trustee in connection with any judgment resulting from, or settlement of, any such proceeding, action or matter;

 

3.       any loss or expenses incurred by any Non-interested Trustee as a result of the denial of, or dispute about, any insurance claim under, or actual or purported rescission or termination of, any policy of insurance arranged by DIMA (or by a representative of DIMA acting as such, acting as a representative of the Registrant or of the Non-interested Trustees or acting otherwise) for the benefit of the Non-interested Trustee, to the extent that such denial, dispute or rescission is based in whole or in part upon any alleged misrepresentation made in the application for such policy or any other alleged improper conduct on the part of DIMA, any of its corporate affiliates, or any of their directors, officers or employees;

 

4.       any loss or expenses incurred by any Non-interested Trustee, whether or not such loss or expense is otherwise covered under the terms of a policy of insurance, but for which the Non-interested Trustee is unable to obtain advancement of expenses or indemnification under that policy of insurance, due to the exhaustion of policy limits which is due in whole or in part to DIMA or any affiliate thereof having received advancement of expenses or indemnification under that policy for or with respect to a matter which is the subject of the indemnification agreement; provided, however, the total amount which DIMA will be obligated to pay under this provision for all loss or expense, will not exceed the amount that DIMA and any of its affiliate actually receive under that policy or insurance for or with respect to a matter which is the subject of the indemnification agreement; and

 

5.       all liabilities and expenses incurred by any Non-interested Trustee in connection with any proceeding or action to enforce his or her rights under the agreement, unless DIMA prevails on the merits of any such dispute in a final, nonappealable court order.

 

DIMA is not required to pay costs or expenses or provide indemnification to or for any individual Non-interested Trustee (i) with respect to any particular proceeding or action as to which the Board of the Registrant has determined that such Non-interested Trustee ultimately will not be entitled to indemnification with respect thereto, or (ii) for any liability of the Non-interested Trustee to the Registrant or its shareholders to which such Non-interested Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the Non-interested Trustee’s duties as a Trustee of the Registrant as determined in a final adjudication in such proceeding or action. In addition, to the extent that DIMA has paid costs or expenses under the agreement to any individual Non-interested Trustee with respect to a particular proceeding or action, and there is a final adjudication in such proceeding or action of the Non-interested Trustee’s liability to the Registrant or its shareholders by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the Non-interested Trustee’s duties as a Trustee of the Registrant, such Non-interested Trustee has undertaken to repay such costs or expenses to DIMA.

 
3

 

Item 16. Exhibits    
       
  (1) (a) Amended and Restated Declaration of Trust dated June 2, 2008. (Incorporated by reference to Post-Effective Amendment No. 171 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 28, 2009.)
       
    (b)

Amended and Restated Establishment and Designation of Series and

Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 22, 2009. (Incorporated by reference to Post-Effective Amendment No. 172 to the Form N-1A Registration Statement, File No. 002-13628, as filed on April 30, 2009.)

       
    (c) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated May 4, 2010. (Incorporated by reference to Post-Effective Amendment No. 190 to the Form N-1A Registration Statement, File No. 002-13628, as filed on April 30, 2012.)
       
    (d) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 12, 2011. (Incorporated by reference to Post-Effective Amendment No. 182 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2011.)
       
    (e) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 11, 2012. (Incorporated by reference to Post-Effective Amendment No. 190 to the Form N-1A Registration Statement, File No. 002-13628, as filed on April 30, 2012.)
       
    (f) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 11, 2012. (Incorporated by reference to Post-Effective Amendment No. 192 to the Form N-1A Registration Statement, File No. 002-13628, as filed on November 28, 2012.)
       
    (g) Amendment Statement of Change of Resident Agent to the Declaration of Trust, dated September 7, 2012.  (Incorporated by reference to Post-Effective Amendment No. 192 to the Form N-1A Registration Statement, File No. 002-13628, as filed on November 28, 2012.)
       
    (h) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated July 9, 2014. (Incorporated by reference to Post-Effective Amendment No. 204 to the Form N-1A Registration Statement, File No. 002-13628, as filed on August 20, 2014.)
       
    (i) Amendment of Amended and Restated Declaration of Trust, dated July 9, 2014. (Incorporated by reference to Post-Effective Amendment No. 204 to the Form N-1A Registration Statement, File No. 002-13628, as filed on August 20, 2014.)

 

4

 

 

    (j) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated July 9, 2014. (Incorporated by reference to Post-Effective Amendment No. 204 to the Form N-1A Registration Statement, File No. 002-13628, as filed on August 20, 2014.)
       
    (k) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated January 6, 2015. (Incorporated by reference to Post-Effective Amendment No. 210 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 16, 2015.)
       
    (l) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated February 12, 2016. (Incorporated by reference to Post-Effective Amendment No. 219 to the Form N-1A Registration Statement, File No. 002-13628, as filed on May 27, 2016.)
       
    (m) Amended and Restated Establishment and Designation of Series and Classes of Shares of Beneficial Interest, With $0.01 Par Value, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 224 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 8, 2016.)
       
  (2)  

Amended and Restated Bylaws dated December 1, 2015.

(Incorporated by reference to Post-Effective Amendment No. 215 to the Form N-1A Registration Statement, File No. 002-13628, as filed on November 25, 2015.)

       
  (3)   Not applicable.
       
  (4)   The Form of Agreement and Plan of Reorganization is attached as Appendix B to Part A of this Registration Statement on Form N-14.
       
  (5)   Instruments defining the rights of shareholders, including the relevant portions of: The Amended and Restated Declaration of Trust, dated June 2, 2008, as amended through December 2, 2016 (see Section 5.2), and the Amended and Restated Bylaws, dated December 1, 2015 (see Article 9). (Incorporated by reference to exhibits (1)(a) to (1)(m) and (2) to this Registration Statement on Form N-14.)

 

5

 

 

  (6) (a) Amended and Restated Investment Management Agreement between the Registrant, on behalf of DWS Capital Growth Fund (now known as Deutsche Capital Growth Fund), DWS Growth & Income Fund (now known as Deutsche Core Equity Fund), DWS Large Cap Focus Growth Fund (now known as Deutsche Large Cap Focus Growth Fund) and DWS Small Cap Core Fund (now known as Deutsche Small Cap Core Fund) and Deutsche Investment Management Americas Inc. (dated June 1, 2006); between the Registrant, on behalf of DWS Mid Cap Growth Fund (now known as Deutsche Mid Cap Growth Fund) and DWS Small Cap Growth Fund (now known as Deutsche Small Cap Growth Fund) and Deutsche Investment Management Americas Inc. (dated February 1, 2011); and between the Registrant on behalf of Deutsche CROCI® U.S. Fund and Deutsche Investment Management Americas Inc. (dated April 1, 2015, and revised as of October 1, 2016). (Incorporated by reference to Post-Effective Amendment No. 221 to the Form N-1A Registration Statement, File No. 002-13628, as filed on October 7, 2016.)
       
  (7) (a) Master Distribution Agreement between the Registrant and DWS Investments Distributors, Inc. (now known as Deutsche AM Distributors Inc.) dated January 13, 2010. (Incorporated by reference to Post-Effective Amendment No. 177 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 2, 2010.)
       
    (b) Appendix A, as amended December 12, 2016, to Master Distribution Agreement, dated January 13, 2010. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (c) Form of Selling Group Agreement. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
  (8)   Not applicable.
       
  (9) (a) Master Custodian Agreement between the Registrant and State Street Bank and Trust Company dated November 17, 2008. (Incorporated by reference to Post-Effective Amendment No. 171 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 28, 2009.)
       
    (b) Amendment, effective as of January 20, 2017, to the Master Custodian Agreement between the Registrant and State Street Bank and Trust Company, dated November 17, 2008. (Filed herein.)
       
    (c) Appendix A, effective as of April 1, 2015, to the Master Custodian Agreement dated November 17, 2008. (Incorporated by reference to Post-Effective Amendment No. 213 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 31, 2015.)
       
  (10) (a) Rule 12b-1 Plan for Scudder Capital Growth Fund (now known as Deutsche Capital Growth Fund) - Class A shares, dated December 29, 2000.  (Incorporated by reference to Post-Effective Amendment No. 124 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 29, 2000.)

 

6

 

 

    (b) Rule 12b-1 Plan for Deutsche Capital Growth Fund – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (c) Amended and Restated Rule 12b-1 Plan for Deutsche Capital Growth Fund – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (d) Amended and Restated Rule 12b-1 Plan for Deutsche Capital Growth Fund – Class R Shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (e) Rule 12b-1 Plan for Scudder Growth and Income Fund (now known as Deutsche Core Equity Fund) - Class A shares, dated December 29, 2000.  (Incorporated by reference to Post-Effective Amendment No. 190 to the Form N-1A Registration Statement, File No. 002-13628, as filed on April 30, 2012.)  
       
    (f) Rule 12b-1 Plan for Deutsche Core Equity Fund – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (g) Amended and Restated Rule 12b-1 Plan for Deutsche Core Equity Fund - Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (h) Amended and Restated Rule 12b-1 Plan for Deutsche Core Equity Fund - Class R shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (i) Rule 12b-1 Plan for Scudder Large Company Growth Fund (now known as Deutsche Large Cap Focus Growth Fund) - Class A shares, dated December 29, 2000. (Incorporated by reference to Post-Effective Amendment No. 211 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 27, 2015.)
       
    (j) Rule 12b-1 Plan for Deutsche Large Cap Focus Growth Fund - Class T shares, dated December 2, 2016.  (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (k) Amended and Restated Rule 12b-1 Plan for Deutsche Large Cap Focus Growth Fund - Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)

 

 

7

 

    (l) Rule 12b-1 Plan for Scudder Small Company Stock Fund (now known as Deutsche Small Cap Core Fund) - Class A shares, dated December 29, 2000.  (Incorporated by reference to Post-Effective Amendment No. 124 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 29, 2000.)
       
    (m) Rule 12b-1 Plan for Deutsche Small Cap Core Fund – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (n) Amended and Restated Rule 12b-1 Plan for Deutsche Small Cap Core Fund – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (o) Rule 12b-1 Plan for DWS Mid Cap Growth Fund (now known as Deutsche Mid Cap Growth Fund) – Class A shares, dated February 1, 2011. (Incorporated by reference to the Post-Effective Amendment No. 182 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2011.)
       
    (p) Rule 12b-1 Plan for Deutsche Mid Cap Growth Fund – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (q) Amended and Restated Rule 12b-1 Plan for Deutsche Mid Cap Growth Fund – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (r) Rule 12b-1 Plan for DWS Small Cap Growth Fund (now known as Deutsche Small Cap Growth Fund) – Class A shares, dated February 1, 2011. (Incorporated by reference to Post-Effective Amendment No. 182 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2011.)
       
    (s) Rule 12b-1 Plan for Deutsche Small Cap Growth Fund – Class T shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 227 to the Form N-1A Registration Statement, File No. 002-13628, as filed on January 31, 2017.)
       
    (t) Amended and Restated Rule 12b-1 Plan for Deutsche Small Cap Growth Fund – Class C shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (u) Amended and Restated Rule 12b-1 Plan for Deutsche Small Cap Growth Fund – Class R shares, dated February 10, 2017. (Incorporated by reference to Form N-1A Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)

 

 

8

 

    (v) Rule 12b-1 Plan for Deutsche CROCI® U.S. Fund – Class A Shares, dated April 1, 2015. (Incorporated by reference to Post-Effective Amendment No. 213 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 31, 2015.)
       
    (w) Rule 12b-1 Plan for Deutsche CROCI® U.S. Fund – Class T Shares, dated December 2, 2016. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (x) Amended and Restated Rule 12b-1 Plan for Deutsche CROCI® U.S. Fund – Class C Shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
    (y) Amended and Restated Rule 12b-1 Plan for Deutsche CROCI® U.S. Fund – Class R Shares, dated February 10, 2017. (Incorporated by reference to Post-Effective Amendment No. 229 to the Form N-1A Registration Statement, File No. 002-13628, as filed on March 15, 2017.)
       
  (11)   Opinion of and Consent of Counsel as to the legality of the securities being registered. (To be filed by amendment to this Registration Statement on Form N-14.)
       
  (12)   Opinion and Consent of Counsel supporting the tax matters and consequences to shareholders discussed in the Prospectus/Proxy Statement. (To be filed by amendment to this Registration Statement on Form N-14.)
       
  (13) (a) Agency Agreement between Registrant and DWS Scudder Investments Service Company (now known as Deutsche AM Service Company), dated April 1, 2007. (Incorporated by reference to Post-Effective Amendment No. 164 to Form N-1A Registration Statement, File No. 002-13628, as filed on April 30, 2007.)
       
    (b) Amendment No. 1 made as of July 13, 2016 to the Agency Agreement dated April 1, 2007. (Incorporated by reference to Post-Effective Amendment No. 221 to the Form N-1A Registration Statement, File No. 002-13628, as filed on October 7, 2016.)
       
    (c) Amended and Restated Shareholder Services Agreement for Class A, Class C, and Class R shares between the Registrant and DeAWM Distributors, Inc. (now known as Deutsche AM Distributors, Inc.), dated February 12, 2016. (Incorporated by reference to Post-Effective Amendment No. 219 to the Form N-1A Registration Statement, File No. 002-13628, as filed on May 27, 2016.)
       
    (d) Letter of Indemnity to The Scudder Funds (Boston Board) dated October 13, 2004.(Incorporated by reference to Post-Effective Amendment No. 155 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 2, 2005.)
       
    (e) Letter of Indemnification for Service as an Independent Trustee of a Liquidating Fund dated October 13, 2004. (Incorporated by reference to Post-Effective Amendment No. 155 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 2, 2005.)

 

9

 

 

    (f) Letters of Indemnity to The Scudder Funds (Boston Board) dated October 13, 2004.  (Incorporated by reference to Post-Effective Amendment No. 155 to the Form N-1A Registration Statement, File No. 002-13628, as filed on December 2, 2005.)
       
    (g) Amended and Restated Administrative Services Agreement between the Registrant, on behalf of Deutsche Capital Growth Fund, Deutsche Core Equity Fund, Deutsche CROCI® U.S. Fund, Deutsche Large Cap Focus Growth Fund, Deutsche Small Cap Core Fund, Deutsche Mid Cap Growth Fund and Deutsche Small Cap Growth Fund, and Deutsche Investment Management Americas Inc., dated July 12, 2017. (Filed herein.)
       
    (h) Sub-Administration and Sub-Accounting Agreement among State Street Bank and Trust Company and Deutsche Investment Management Americas Inc., Scudder Fund Accounting Corporation, and Investment Company Capital Corp. dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 215 to the Form N-1A Registration Statement, File No. 002-13628, as filed on November 25, 2015.)
       
    (i) Amendment, effective as of January 20, 2017, to the Sub-Administration and Sub-Accounting Agreement dated April 1, 2003. (Filed herein.)
       
    (j) Schedule A, dated as of April 1, 2015, to Sub-Administration and Sub-Accounting Agreement dated April 1, 2003. (Incorporated by reference to Post-Effective Amendment No. 215 to the Form N-1A Registration Statement, File No. 002-13628, as filed on November 25, 2015.)
       
       
    (k) Form of Mutual Fund Rule 22c-2 Information Sharing Agreement between Registrant and Deutsche AM Distributors, Inc. and certain financial intermediaries. (Filed herein.)
       
    (l) Form of Expense Limitation Agreement, dated October 1, 2007, between the Registrant and Deutsche Investment Management Americas Inc. (Filed herein.)
       
  (14)   Consent of Independent Registered Public Accounting Firm. (To be filed by amendment to this Registration Statement on Form N-14.)
       
  (15)   Not applicable.
       
  (16)   Power of Attorney (Filed herein.)
       
  (17)   Not applicable.

 

10

 

 

Item 17. Undertakings

 

(1)The undersigned registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act [17 CFR 230.145c], the reoffering prospectus will contain the information called for by the applicable registration form for the reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.

 

(2)The undersigned registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the 1933 Act, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.

 

(3)The Registrant agrees that an executed opinion of counsel or a copy of an Internal Revenue Service ruling supporting the tax consequences of the proposed merger described in the Registrant’s Registration Statement will be filed with the Commission following the closing of the merger.

 

11

 

 

 

 

SIGNATURES

 

 

As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the registrant, in the City of New York and the State of New York on the 16th day of August 2017.

 

 

DEUTSCHE INVESTMENT TRUST

 

By: /s/ Brian E. Binder

 Brian E. Binder

  President

 

 

As required by the Securities Act of 1933, the Registration Statement has been signed below by the following persons in the capacities indicated on August 16, 2017:

 

SIGNATURE TITLE DATE  
     
/s/Brian E. Binder    
Brian E. Binder President August 16, 2017
     
/s/ Paul H. Schubert    
Paul H. Schubert Chief Financial Officer and Treasurer August 16, 2017
     
/s/John W. Ballantine    
John W. Ballantine* Trustee August 16, 2017
     
/s/Henry P. Becton, Jr.    
Henry P. Becton, Jr.* Trustee August 16, 2017
     
 /s/Dawn-Marie Driscoll    
Dawn-Marie Driscoll* Trustee August 16, 2017
     
/s/Keith R. Fox    
Keith R. Fox* Chairperson and Trustee August 16, 2017
     
/s/Paul K. Freeman    
Paul K. Freeman* Trustee August 16, 2017
     
/s/Kenneth C. Froewiss    
Kenneth C. Froewiss* Vice Chairperson and Trustee August 16, 2017
     
/s/Richard J. Herring    
Richard J. Herring* Trustee August 16, 2017
     
/s/William McClayton    
William McClayton* Trustee August 16, 2017
     
/s/Rebecca W. Rimel    
Rebecca W. Rimel* Trustee August 16, 2017
     
/s/William N. Searcy, Jr.    
William N. Searcy, Jr.* Trustee August 16, 2017
     
/s/Jean Gleason Stromberg    
Jean Gleason Stromberg* Trustee August 16, 2017
     
           

 

 

*By:

/s/ Caroline Pearson

Caroline Pearson **

Chief Legal Officer

 

  ** Attorney-in-fact pursuant to the power of attorney that is filed herein.

 

 

 

 

 

INDEX OF EXHIBITS

 

 

EXHIBIT
 
NUMBER         EXHIBIT TITLE

 

 

(9)(b)Amendment, effective as of January 20, 2017, to the Master Custodian Agreement between the Registrant and State Street Bank and Trust Company, dated November 17, 2008

 

(13)(g)Amended and Restated Administrative Services Agreement between the Registrant, on behalf of Deutsche Capital Growth Fund, Deutsche Core Equity Fund, Deutsche CROCI® U.S. Fund, Deutsche Large Cap Focus Growth Fund, Deutsche Small Cap Core Fund, Deutsche Mid Cap Growth Fund and Deutsche Small Cap Growth Fund, and Deutsche Investment Management Americas Inc., dated July 12, 2017

 

(13)(i)Amendment, effective as of January 20, 2017, to the Sub-Administration and Sub-Accounting Agreement dated April 1, 2003

 

(13)(k)Form of Mutual Fund Rule 22c-2 Information Sharing Agreement

 

(13)(l)Form of Expense Limitation Agreement

 

(16)Power of Attorney

 

 

 

 

 

 

 

 

12