Filed electronically with the Securities and Exchange Commission
                               on April 30, 2009

                                                                File No. 2-78122
                                                               File No. 811-3495


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM N-1A

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933



                         Post-Effective Amendment No. 46

                                       and

         REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

                                Amendment No. 42


                             DWS MONEY MARKET TRUST
               (Exact name of Registrant as Specified in Charter)

                       345 Park Avenue, New York, NY 10154
                       -----------------------------------
               (Address of Principal Executive Offices) (Zip Code)

       Registrant's Telephone Number, including Area Code: (617) 295-1000

                                Caroline Pearson
                  Deutsche Investment Management Americas Inc.
                       One Beacon Street, Boston MA 02108
                       ----------------------------------
                     (Name and Address of Agent for Service)


It is proposed that this filing will become effective (check appropriate box):

|__|     Immediately upon filing pursuant to paragraph (b)
| X |    On May 1, 2009 pursuant to paragraph (b)
|__|     60 days after filing pursuant to paragraph (a)(1)
|__|     On _____________ pursuant to paragraph (a)(1)
|__|     75 days after filing pursuant to paragraph (a)(2)
|__|     On ____________ pursuant to paragraph (a)(2) of Rule 485

         If appropriate, check the following box:

|__|     This post-effective amendment designates a new effective date for a
         previously filed post-effective amendment.


                                EXPLANATORY NOTE
                                ----------------

This post-effective amendment contains the prospectus and Statement of
Additional Information relating to the following series of the registrant:

o        DWS Money Market Series: Institutional Shares

This post-effective amendment is not intended to update or amend any other
prospectus or Statement of Additional Information of the registrant's other
series or classes.


                                       1
<PAGE>


               SUPPLEMENT TO THE CURRENTLY EFFECTIVE PROSPECTUSES

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


Cash Account Trust                       Cash Reserves Fund Institutional
   Government & Agency                   DWS Money Market Prime Series
     Securities Portfolio                DWS Money Market Series
   Money Market Portfolio                NY Tax Free Money Fund
   Tax-Exempt Portfolio                  Tax-Exempt California Money Market Fund
Cash Management Fund                        Premier Shares
    Institutional                        Tax Free Money Fund Investment
Cash Reserve Fund, Inc.                     Premier Shares
   Prime Series

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

Important Information Regarding Each of the Above-Noted Funds/Portfolios

The Funds/Portfolios listed above are participating in the U.S. Treasury
Department's (the "Treasury") Temporary Guarantee Program for Money Market Funds
(the "Program").

The Program is designed to protect the value of accounts in the Fund/Portfolio
as of the close of business on September 19, 2008. According to the terms of the
Program, any investment made by a shareholder after September 19, 2008 in excess
of the amount held in the account as of the close of business on that date will
not be covered by the Program. Any purchase of shares of the Funds/Portfolios
for an account opened after September 19, 2008 will also not be covered under
the Program. The Program guarantee will apply to the lesser of (i) the number of
shares held in an account as of the close of business on September 19, 2008, or
(ii) the number of shares held in the account on the date the Program guarantee
is triggered. Subject to certain conditions and limitations, the Program
guarantee is triggered if the Fund's/Portfolio's net asset value per share falls
below $0.995 -- which is commonly referred to as "breaking the buck" -- and the
Fund/Portfolio is liquidated. Guarantee payments under the Program will not
exceed the


May 1, 2009                                               [DWS INVESTMENTS LOGO]
MONEY-3606                                                   Deutsche Bank Group


<PAGE>

amount available within the Treasury's Exchange Stabilization Fund
("ESF") on the date of payment. As of February 28, 2009, ESF assets were
approximately $49.4 billion. The Treasury and the Secretary of the Treasury have
the authority to use assets from the ESF for purposes other than those of the
Program.

The Program had an initial three-month term after which the Treasury had the
option to renew the Program up to September 18, 2009. The Program was initially
in effect until December 18, 2008, was extended on November 24, 2008 until April
30, 2009, and was extended again on March 31, 2009 until September 18, 2009. The
Board of the Funds/Portfolios listed above approved continued participation in
the Program. The Treasury is not expected to extend the Program beyond September
18, 2009.

Each Fund/Portfolio will bear the expense of participating in the Program. The
expense born by a share class of a Fund/Portfolio is determined by the product
of: (i) the total shares outstanding of that particular share class as of
September 19, 2008 valued at $1.00; and (ii) the applicable Program
participation fee rate, which is based upon the market-based net asset value of
the outstanding shares of the applicable share class as of September 19, 2008.
For the initial period ending December 18, 2008, the Program participation fee
rate was equal to either 0.01% or 0.015%. For the Program extension from
December 19, 2008 and ending on April 30, 2009, the Program participation fee
rate was equal to either 0.015% or 0.022%. For continued coverage under the
Program beginning on May 1, 2009 and ending on September 18, 2009, the Program
participation fee rate is equal to either 0.015% or 0.023%.

Neither this prospectus supplement, the above-referenced prospectuses, DWS Funds
nor Deutsche Investment Management Americas Inc., the investment advisor, are in
any manner approved, endorsed, sponsored or authorized by the Treasury. As of
the date of this prospectus supplement, additional information about the
Program, including the consequences of a Fund's/Portfolio's triggering the
Program guarantee, is available at http://www.ustreas.gov.

               Please Retain This Supplement for Future Reference

May 1, 2009
MONEY-3606
                                       2

<PAGE>


                                  MAY 1, 2009








                                   PROSPECTUS

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

                              INSTITUTIONAL SHARES

--------------------------------------------------------------------------------
                            DWS MONEY MARKET SERIES

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.


                                     RESHAPING INVESTING. [DWS INVESTMENTS LOGO]
                                                             Deutsche Bank Group

<PAGE>

CONTENTS





<TABLE>
<S>      <C>
HOW THE FUND WORKS
  4      The Fund's Main Investment
         Strategy
  6      The Main Risks of Investing in
         the Fund
 10      The Fund's Performance
         History
 11      How Much Investors Pay
 13      Other Policies and Risks
 14      Who Manages and Oversees
         the Fund
 16      Financial Highlights


</TABLE>
<TABLE>
<S>      <C>
HOW TO INVEST IN THE FUND
 19      How to Buy Shares
 20      How to Buy Shares of the
         Legacy Classes
 22      How to Sell Shares
 23      How to Sell and Exchange
         Shares of the Legacy Classes
 25      Policies You Should Know
         About
 38      Understanding Distributions
         and Taxes
 41      Appendix
</TABLE>


<PAGE>

HOW THE FUND WORKS

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

Whether you are considering investing in the fund or are already a shareholder,
you'll want to LOOK THIS INFORMATION OVER CAREFULLY. You may want to keep it on
hand for reference as well.

Remember that mutual funds are investments, not bank deposits. They're not
insured or guaranteed by the FDIC or any other government agency. Their share
prices will go up and down, and you could lose money by investing in them.


This prospectus offers one class of shares, Institutional Shares. Managed
Shares ("Institutional Shares MGD"), Prime Reserve Class S Shares
("Institutional Shares PRS") and Premium Class S Shares ("Institutional Shares
PS" and together with Institutional Shares MGD and Institutional Shares PRS the
"legacy classes") were combined into Institutional Shares as of the close of
business on October 1, 2008.

Following the completion of the combination, the legacy classes will no longer
be offered separately. Because the eligibility and minimum investment
requirements for each of the legacy classes differ from the Institutional
Shares, shareholders of each of the legacy classes may continue to purchase
shares of the fund and the investment requirements in effect for each of the
legacy classes will apply to those shareholders. Any account privileges
previously available to shareholders of the legacy classes remain unchanged.

<PAGE>



<TABLE>
<S>                          <C>              <C>              <C>              <C>
                              Institutional    Institutional    Institutional    Institutional
                             Shares           Shares MGD       Shares PS        Shares PRS
  ticker symbol               ICAXX            MCAXX            SPMXX            SCRXX
    fund number               2403             2023             2402             2309

    DWS MONEY MARKET SERIES


</TABLE>


            THE FUND'S MAIN INVESTMENT STRATEGY

            The fund is a feeder fund that invests substantially all of its
            assets in a "master portfolio," the Cash Management Portfolio (the
            "Portfolio"), which will invest directly in securities and other
            instruments. References to the fund may refer to actions undertaken
            by the Portfolio.

            The fund's goal is to seek a high level of current income
            consistent with liquidity and the preservation of capital. The
            fund, through the Portfolio, seeks to achieve its goal by investing
            in high quality short-term money market instruments.


            Although the fund seeks to maintain a share price of $1.00 per
            share, it is possible to lose money by investing in the fund. All
            money market instruments, including US government obligations, can
            change in value when interest rates change or an issuer's
            creditworthiness changes.


            The fund maintains a dollar-weighted average maturity of 90 days or
            less. The fund is managed in accordance with Rule 2a-7 under the
               Investment Company Act of 1940, as amended.

            The fund follows policies designed to maintain a stable share
            price:


            -  Fund securities are denominated in US dollars and have remaining
               maturities of 397 days (about 13 months) or less at the time of
               purchase. The fund may also invest in securities that have
               features that have the effect of reducing their maturities to
               397 days or less at the time of purchase.


            -  The fund buys US government debt obligations, money market
               instruments and other debt obligations that at the time of
               purchase:


4 | DWS Money Market Series
<PAGE>

               - have received one of the two highest short-term ratings from
                 two nationally recognized statistical rating organizations
                 (NRSROs) or one NRSRO if that NRSRO is the only NRSRO that
                 rates such obligations;

               - are unrated, but are deemed by the Advisor to be of comparable
                 quality to one of the two highest short-term ratings; or

               - have no short-term rating, but are rated in one of the top
                 three highest long-term rating categories by a NRSRO or are
                 deemed by the Advisor to be of comparable quality.


            Principal investments

            The fund invests in the following investments through the
            Portfolio.

            The fund may invest in high quality, short-term, US dollar
            denominated money market instruments paying a fixed, variable or
            floating interest rate. These include:

            -  Debt obligations issued by US and foreign banks, financial
               institutions, corporations or other entities, including
               certificates of deposit, euro-time deposits, commercial paper
               (including asset-backed commercial paper), notes, funding
               agreements and US government securities. Securities that do not
               satisfy the maturity restrictions for a money market fund may be
               specifically structured so that they are eligible investments
               for money market funds. For example, some securities have
               features which have the effect of shortening the security's
               maturity.

            -  US government securities that are issued or guaranteed by the US
               Treasury, or by agencies or instrumentalities of the US
               government.

            -  Repurchase agreements, which are agreements to buy securities at
               one price, with a simultaneous agreement to sell back the
               securities at a future date at an agreed-upon price.

            -  Asset-backed securities, which are generally participations in a
               pool of assets whose payment is derived from the payments
               generated by the underlying assets. Payments on the asset-backed
               security generally consist of interest and/
               or principal.

                                                    DWS Money Market Series  | 5
<PAGE>


            The fund will invest more than 25% of its total assets in the
            obligations of banks and other financial institutions that meets
            the fund's eligibility requirements.


            The fund may invest up to 10% of its total assets in other money
            market mutual funds in accordance with applicable regulations.


            SECURITIES LENDING. The fund may lend its investment securities in
            an amount up to 33 1/3% of its total assets to approved
            institutional borrowers who need to borrow securities in order to
            complete certain transactions.


            Working in consultation with the portfolio managers, a credit team
            screens potential securities and develops a list of those that the
            fund may buy. The portfolio managers, looking for attractive yield
            and weighing considerations such as credit quality, economic
            outlooks and possible interest rate movements, then decide which
            securities on this list to buy. The portfolio managers may adjust
            the fund's exposure to interest rate risk, typically seeking to
            take advantage of possible rises in interest rates and to preserve
            yield when interest rates appear likely to fall.


            THE MAIN RISKS OF INVESTING IN THE FUND


            There are several risk factors that could reduce the yield you get
            from the fund, cause the fund's performance to trail that of other
            investments, or cause you to lose money.


            The fund is exposed to the risk factors below even though the
            Portfolio, not the fund, invests directly in the individual
            securities.


            MONEY MARKET FUND RISK. An investment in the fund is not insured or
            guaranteed by the FDIC or any other government agency. Although the
            fund seeks to preserve the value of your investment at $1.00 per
            share, this share price isn't guaranteed and you could lose money
            by investing in the fund. The share price of money market funds can
            fall below the $1.00 share price. You should not rely on or expect
            the Advisor to enter into support agreements or take other actions
            to maintain the fund's $1.00 share price. The credit quality of the
            fund's holdings can change rapidly in certain markets, and the
            default of a single holding could have an adverse impact on the
            fund's share price. The fund's share price can also be



6 | DWS Money Market Series
<PAGE>


            negatively affected during periods of high redemption pressures
            and/or illiquid markets. The actions of a few large investors in
            the fund may have a significant adverse effect on the share price
            of the fund.

            INTEREST RATE RISK. Money market instruments, like all debt
            securities, face the risk that the securities will decline in value
            because of changes in interest rates. Generally, investments
            subject to interest rate risk will decrease in value when interest
            rates rise and increase in value when interest rates decline. To
            reduce such price fluctuations, the fund limits the dollar-weighted
            average maturity of the securities held by the fund to 90 days or
            less. Generally, the price of short-term investments fluctuates
            less than longer-term investments. Income earned on floating or
            variable rate securities may vary as interest rates decrease or
            increase.

            CREDIT RISK. A money market instrument's credit quality depends on
            the issuer's ability to pay interest on the security and repay the
            debt; the lower the credit rating, the greater the risk that the
            security's issuer will default, or fail to meet its payment
            obligations. The credit risk of a security may also depend on the
            credit quality of any bank or financial institution that provides
            credit enhancement for it. To reduce credit risk, the fund only
            buys high quality securities. Also, the fund only buys securities
            with remaining maturities of 397 days (approximately 13 months) or
            less. This reduces the risk that the issuer's creditworthiness will
            change, or that the issuer will default on the principal and
            interest payments of the obligation. Additionally, some securities
            issued by US government agencies or instrumentalities are supported
            only by the credit of that agency or instrumentality. There is no
            guarantee that the US government will provide support to such
            agencies or instrumentalities and such securities may involve risk
            of loss of principal and interest. Securities that rely on third
            party guarantors to raise their credit quality could fall in price
            or go into default if the financial condition of the guarantor
            deteriorates.


            MARKET RISK. Although individual securities may outperform the
            market, the entire market may decline as a result of rising
            interest rates, regulatory developments or deteriorating economic
            conditions.


                                                    DWS Money Market Series  | 7
<PAGE>

            SECURITY SELECTION RISK. While the fund invests in short-term
            securities, which by their nature are relatively stable
            investments, the risk remains that the securities in which the fund
            invests will not perform as expected. This could cause the fund's
            returns to lag behind those of similar money market mutual funds.

            REPURCHASE AGREEMENT RISK. A repurchase agreement exposes the fund
            to the risk that the party that sells the securities may default on
            its obligation to repurchase them. In this circumstance, the fund
            can lose money because:

            -  it cannot sell the securities at the agreed-upon time and price;
               or

            -  the securities lose value before they can be sold.

            The fund seeks to reduce this risk by monitoring the
            creditworthiness of the sellers with whom it enters into repurchase
            agreements. The fund also monitors the value of the securities to
            ensure that they are at least equal to the total amount of the
            repurchase obligations, including interest and accrued interest.

            CONCENTRATION RISK. Because the fund will invest more than 25% of
            its total assets in the obligations of banks and other financial
            institutions, it may be vulnerable to setbacks in that industry.
            Banks and other financial institutions are highly dependent on
            short-term interest rates and can be adversely affected by
            downturns in the US and foreign economies or changes in banking
            regulations.

            PREPAYMENT RISK. A bond issuer, such as an issuer of asset-backed
            securities, may retain the right to pay off a high yielding bond
            before it comes due. In that event, the fund may have to reinvest
            the proceeds at lower interest rates. Thus, prepayment may reduce
            the fund's income. It may also create a capital gains tax
            liability, because bond issuers usually pay a premium for the right
            to pay off bonds early.

            FOREIGN INVESTMENT RISK. The fund may invest in money market
            instruments of foreign issuers that are denominated in US dollars.
            Foreign investments involve certain special risks, such as
            unfavorable political and legal developments, limited financial
            information, regulatory risk and economic and financial
            instability.


8 | DWS Money Market Series
<PAGE>


            SECURITIES LENDING RISK. Any loss in the market price of securities
            loaned by the fund that occurs during the term of the loan would be
            borne by the fund and would adversely affect the fund's
            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 the loan is
            outstanding. However, loans will be made only to borrowers selected
            by the fund's delegate after a review of relevant facts and
            circumstances, including the creditworthiness of the borrower.



                                                    DWS Money Market Series  | 9
<PAGE>

THE FUND'S PERFORMANCE HISTORY

While a fund's past performance isn't necessarily a sign of how it will do in
the future, it can be valuable for an investor to know.

The bar chart shows how the performance of the fund has varied from year to
year, which may give some idea of risk. The table shows how the fund's returns
over different periods average out. The "total return" of a fund is the change
in the value of an investment in the fund over a given period. Average annual
returns are calculated by averaging the year-by-year returns of the fund over a
given period. All figures include the effects of the fund's expenses and assume
reinvestment of dividends and distributions. As always, past performance is no
guarantee of future results.

The 7-DAY YIELD, which is often referred to as the "current yield," is the
income generated by the fund over a seven-day period. This amount is then
annualized, which means that we assume the fund generates the same income every
week for a year. To learn the current yield, investors may call (800) 730-1313.


Effective July 30, 2007, some of the fund's investment strategies changed. The
fund's past performance would have been different if the fund was managed using
the current strategies.

DWS Money Market Series


ANNUAL TOTAL RETURN (%) AS OF 12/31 EACH YEAR - Institutional Shares

[BAR GRAPHIC OMITTED HERE]

[BAR GRAPHIC DATA]




<TABLE>
<S>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>     <C>
 5.26      6.52      4.14      1.74      1.09      1.30      3.19      5.05     5.34    2.80
1999      2000      2001      2002      2003      2004      2005      2006      2007    2008
</TABLE>









<TABLE>
<CAPTION>
2009 TOTAL RETURN AS OF MARCH 31: 0.22%
<S>                                        <C>
FOR THE PERIODS INCLUDED IN THE BAR CHART:
BEST QUARTER: 1.68%, Q4 2000               WORST QUARTER: 0.24%, Q3 2003
</TABLE>




AVERAGE ANNUAL TOTAL RETURNS (%) as of 12/31/2008





<TABLE>
<CAPTION>
                            1 YEAR      5 YEARS      10 YEARS
<S>                        <C>         <C>          <C>
 Institutional Shares         2.80         3.53         3.63
</TABLE>



Total returns would have been lower if operating expenses hadn't been reduced.

10 | DWS Money Market Series
<PAGE>

HOW MUCH INVESTORS PAY


The table below describes the fees and expenses that you may pay if you buy and
hold fund shares. This information doesn't include any fees that may be charged
by your financial advisor.



<TABLE>
<CAPTION>
                                                 INSTITUTIONAL
FEE TABLE                                           SHARES
<S>                                       <C>
 SHAREHOLDER FEES, paid directly from
 your investment                                     None
______________________________________
 ANNUAL OPERATING EXPENSES, deducted
 from fund assets
______________________________________               _____
 Management Fee 1                                     0.12%
 Distribution/Service (12b-1) Fee                    None
 Other Expenses 2,3                                   0.17
 TOTAL ANNUAL OPERATING EXPENSES 4                    0.29
 Less Fee Waiver/Expense
 Reimbursement 5,6                                    0.14
 NET ANNUAL OPERATING EXPENSES 7                      0.15
</TABLE>




1  The management fee is paid at the Portfolio level.


2  "Other Expenses" include an administrative services fee paid to the Advisor
   in the amount of 0.10% from the fund and 0.03% from the Portfolio.


3  Total Annual Operating Expenses reflect the actual expenses incurred during
   the fund's most recent fiscal year and include a portion of the fee paid by
   the fund for its participation in the U.S. Treasury Department's Temporary
   Guarantee Program (the "Program"), which has been extended through
   September 18, 2009. The cost of the fund's participation in the Program in
   2008 equaled 0.01% of average net assets. Based on net assets as of April
   15, 2009, the estimated annualized cost of the fund's participation in the
   Program in 2009 is 0.03%. Actual expenses may be different. The fees paid
   by the fund for participating in the Program are excluded from the Fund's
   expense limitation.

4  Information on the annual operating expenses reflects the expenses of both
   the fund and the Portfolio, in which the fund invests its assets.

5  The Portfolio's Advisor has contractually agreed through July 29, 2010 to
   waive all or a portion of its management fee and reimburse or pay certain
   operating expenses (excluding certain expenses such as extraordinary
   expenses, taxes, brokerage and interest expenses) to the extent necessary
   to maintain the annual expenses of the Portfolio at 0.15% of the
   Portfolio's average daily net assets. (A further discussion of the
   relationship between the fund and the Portfolio appears in the "Who Manages
   and Oversees the Fund -  Organizational Structure" section of this
   prospectus.)

6  Through July 29, 2010, the Advisor has contractually agreed to waive all or
   a portion of its administrative services fee and reimburse or pay operating
   expenses of the fund to the extent necessary to maintain the fund's total
   operating expenses at 0.15% for Institutional Shares, excluding certain
   expenses such as extraordinary expenses, taxes, brokerage and interest
   expenses.

7  From time to time, the Advisor may voluntarily waive or reimburse certain
   operating expenses of the Portfolio and/or the fund. These voluntary
   waivers or reimbursements may be terminated at any time at the option of
   the Advisor.


                                                   DWS Money Market Series  | 11
<PAGE>


Based on the costs above (including one year of capped expenses in each
period), this example helps you compare the expenses of the fund to those of
other mutual funds. This example assumes operating expenses remain the same. It
also assumes that you invested $10,000, earned 5% annual returns and reinvested
all dividends and distributions and sold your shares at the end of each period.
This is only an example; actual expenses will be different.




<TABLE>
<CAPTION>
                            1 YEAR      3 YEARS      5 YEARS      10 YEARS
<S>                        <C>         <C>          <C>          <C>
 Institutional Shares         $15         $79          $149         $354
</TABLE>




12 | DWS Money Market Series
<PAGE>

OTHER POLICIES AND RISKS

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

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


           For more information

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

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

           Keep in mind that there is no assurance that the fund will achieve
           its objective.


           A complete list of the fund's portfolio holdings is posted twice
           each month on www.moneyfunds.deam-us.db.com (the Web site does not
           form a part of this prospectus). Portfolio holdings as of the 15th
           day of each month are posted to the Web site on or after month-end
           and portfolio holdings as of each month-end are posted to the Web
           site on or after the 14th day of the following month. More frequent
           posting of portfolio holdings information may be made from time to
           time on www.moneyfunds.deam-us.db.com. The posted portfolio holdings
           information is available by fund and generally remains accessible at
           least until the date on which the 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. The
           fund also may post on the Web site, on the same or a more frequent
           basis, various depictions of portfolio characteristics such as the
           allocation of the portfolio across various security types, market
           sectors and sub-sectors and maturities and risk characteristics of
           the portfolio. The fund's Statement of Additional Information
           includes a description of the fund's policies and procedures with
           respect to the disclosure of the fund's portfolio holdings.



                                                  Other Policies and Risks  | 13
<PAGE>

WHO MANAGES AND OVERSEES THE FUND


           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 the fund and the Portfolio.
           Under the oversight of the Board, the Advisor makes investment
           decisions, buys and sells securities for the fund and the Portfolio
           and conducts research that leads to these purchase and sale
           decisions. The Advisor provides a full range of global investment
           advisory services to institutional and retail clients.


           DWS Investments is part of Deutsche Bank's Asset Management division
           and, within the US, represents the retail asset management
           activities of Deutsche Bank AG, Deutsche Bank Trust Company
           Americas, DIMA and DWS Trust Company.


           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.

           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.


           MANAGEMENT FEE. The Advisor receives a management fee from the
           Portfolio. Pursuant to the master/feeder structure noted earlier in
           this prospectus, for the most recent fiscal year, the Portfolio paid
           0.09% (reflects the effects of expense limitations and/or fee
           waivers then in effect) as a percentage of average daily net assets.


           A discussion regarding the basis for the Board's approval of the
           investment management agreements for the Portfolio and the fund,
           respectively, is contained in the most recent shareholder report for
           the annual period ended December 31 (see "Shareholder reports" on
           the back cover).



14 | Who Manages and Oversees the Fund
<PAGE>


           Under a separate administrative services agreement between the fund
           and the Advisor, the fund pays the Advisor a fee for providing most
           of the fund's administrative services. In addition, the Portfolio
           has a separate administrative services agreement with the Advisor
           pursuant to which the Portfolio pays the Advisor for certain
           administrative services.


           ORGANIZATIONAL STRUCTURE. The fund is a "feeder fund" that invests
           substantially all of its assets in a "master portfolio." The fund
           and the Portfolio have the same investment objective. The Portfolio
           is advised by DIMA. The Portfolio may accept investments from other
           feeder funds. Each feeder fund bears the Portfolio's expenses in
           proportion to that feeder fund's assets. Each feeder fund can set
           its own transaction minimums, fund-specific expenses and other
           conditions. The fund's board members may determine to withdraw the
           fund's assets from the Portfolio if they believe doing so is in the
           shareholders' best interests. If the board members withdraw the
           fund's assets, they would then consider whether the fund should hire
           its own investment advisor, invest in a different master portfolio
           or take other action.


           The portfolio managers

           A group of investment professionals is responsible for the day-to-day
           management of the fund. These investment professionals have a broad
           range of experience managing money market funds.


                                         Who Manages and Oversees the Fund  | 15
<PAGE>

FINANCIAL HIGHLIGHTS

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


16 | Financial Highlights
<PAGE>

DWS Money Market Series - Institutional Shares



<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,            2008        2007a       2007c      2006c      2005c      2004c
<S>                              <C>        <C>          <C>        <C>        <C>        <C>
SELECTED PER SHARE DATA
--------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD                         $  1.00      $ 1.00     $  1.00    $  1.00    $  1.00    $  1.00
--------------------------------  -------      ------     -------    -------    -------    -------
Income from investment
operations:
  Net investment income               .028        .030        .052       .039       .020       .010
________________________________  ________     _______    ________   ________   ________   ________
  Net realized and unrealized
  gain (loss)***                        -           -           -          -          -          -
--------------------------------  --------     -------    --------   --------   --------   --------
  TOTAL FROM INVESTMENT
  OPERATIONS                          .028        .030        .052       .039       .020       .010
________________________________  ________     _______    ________   ________   ________   ________
Less distributions from:
  Net investment income            ( .028)     ( .030)     ( .052)    ( .039)    ( .020)    ( .010)
________________________________  ________     _______    ________   ________   ________   ________
NET ASSET VALUE, END OF
PERIOD                            $  1.00      $ 1.00     $  1.00    $  1.00    $  1.00    $  1.00
--------------------------------  --------     -------    --------   --------   --------   --------
Total Return (%)b                    2.80        3.08**      5.37       4.02       1.98        .99
--------------------------------  --------     -------    --------   --------   --------   --------
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
-----------------------------------------------------------------------------------------  --------
Net assets, end of period
($ millions)                       19,857      21,262      17,469      8,637     12,214      8,646
________________________________  ________     _______    ________   ________   ________   ________
Ratio of expenses before
expense reductions including
expenses allocated from Cash
Management Portfolio (%)d             .29         .26*        .24        .28        .27        .34
________________________________  ________     _______    ________   ________   ________   ________
Ratio of expenses after
expense reductions including
expenses allocated from Cash
Management Portfolio (%)d             .14         .12*        .10        .12        .13        .15
________________________________  ________     _______    ________   ________   ________   ________
Ratio of net investment
income (%)                           2.83        5.18*       5.26       3.89       1.99        .99
--------------------------------  --------     -------    --------   --------   --------   --------
</TABLE>



a  For the period from June 1, 2007 through December 31, 2007. The fund
   changed its fiscal year end from May 31 to December 31.

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

c  For the years ended May 31.

d  On July 30, 2007, DWS Money Market Series became a feeder of Cash
   Management Portfolio. Expense ratios disclosed prior to December 31, 2007
   are for DWS Money Market Series as a stand-alone fund.

*  Annualized

** Not annualized


*** Amount is less than $.0005.


                                                      Financial Highlights  | 17
<PAGE>

HOW TO INVEST IN THE FUND

THE FOLLOWING PAGES TELL YOU HOW TO INVEST IN THE 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 using the method that's most convenient
for you.


If you're investing directly with DWS Investments, 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.

<PAGE>

How to Buy Shares



This section is a reference for eligible Institutional clients only. For
shareholders of the legacy classes, please refer to "How to Buy Shares of the
Legacy Classes" on the following pages.




<TABLE>
<CAPTION>
 FIRST INVESTMENT                               ADDITIONAL INVESTMENTS
<S>                                             <C>
 $1,000,000 or more for all accounts            No minimum amount

 BY REGULAR, EXPRESS, REGISTERED OR
 CERTIFIED MAIL
 -  Fill out and sign a purchase                -  Send a check and a letter with your
    application                                    name, account number, the full name
 -  Send it to us at the address below,            of the fund and class, and your
    along with an investment check made            investment instructions to us at the
    out to the complete fund and class             address on the left
    name
    Mail to the address below.

 BY WIRE
 -  Call (800) 730-1313 to open an account      -  Please contact your financial advisor
    and get an account number                      for wire instructions on purchase
                                                   orders
 -  Please contact your financial advisor
    for wire instructions on purchase
    orders
 -  Complete a purchase application and
    send it to us at the address below

 E-MAIL ADDRESS                                  -
 ifunds@dws.com
</TABLE>



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


<TABLE>
<S>               <C>
TO REACH US:      PHONE NUMBER: (800) 730-1313
                  WEB SITE: www.moneyfunds.deam-us.db.com
                  MAIL: DWS Investments Service Company,
                  Institutional Money Funds-Client Services PO Box 219210
                  Kansas City, MO 64121-9210
</TABLE>




                                                         How to Buy Shares  | 19
<PAGE>


How to Buy Shares of the Legacy Classes


BUYING INSTITUTIONAL SHARES MGD: Use the following instructions to invest
 directly.





<TABLE>
<CAPTION>
                        ADDITIONAL INVESTMENTS
<S>   <C>
 $1,000 or more for regular accounts
 $100 or more for IRAs
 $50 or more with an Automatic Investment Plan

 BY MAIL OR EXPRESS MAIL (SEE BELOW)
 Send a DWS Investments investment slip or short note that includes:
 -  fund, class name and account number
 -  check payable to "DWS Investments"

 BY WIRE
 -  Call (800) 730-1313 for instructions
 -  Instruct the wiring bank to transmit the specified amount to:
    State Street Bank and Trust Company
    225 Franklin Street
    Boston, MA 02110
    ABA#0110-0002-8
    DDA#9902-810-2
    Attn: Money Market Series-Institutional Shares MGD #2023

 BY PHONE
 -  Call (800) 730-1313 for instructions

 WITH AN AUTOMATIC INVESTMENT PLAN
 -  To set up regular investments from a bank checking account, call
  (800) 730-1313

 USING QuickBuy
 -  Call (800) 730-1313 to make sure QuickBuy is set up on your
    account; if it is, you
    can request a transfer from your bank account of any amount between
    $50 and $250,000

 ON THE INTERNET
 -  Call (800) 730-1313 to ensure you have electronic services
 -  Register at www.moneyfunds.deam-us.db.com
</TABLE>




--------------------------------------------------------------------------------
PHONE NUMBER: 1-800-730-1313


WEB SITE: www.moneyfunds.deam-us.db.com
REGULAR, EXPRESS, REGISTERED OR CERTIFIED MAIL: Deutsche Asset Management
Institutional Money Funds; Client Services, 210 West 10th Street, Kansas City,
MO 64105-1614

20 | How to Buy Shares of the Legacy Classes

<PAGE>


BUYING INSTITUTIONAL SHARES PS AND INSTITUTIONAL SHARES PRS: Use the following
instructions to invest directly.




<TABLE>
<CAPTION>
                        ADDITIONAL INVESTMENTS
<S>   <C>
 $50 or more for regular accounts and IRA accounts
 $50 or more with an Automatic Investment Plan

 BY MAIL OR EXPRESS MAIL (SEE BELOW)
 Send a DWS Investments investment slip or short note that includes:
 -  fund and class name
 -  account number
 -  check payable to "DWS Investments"

 BY WIRE
 -  Call (800) 728-3337 for instructions

 BY PHONE
 -  Call (800) 728-3337 for instructions

 WITH AN AUTOMATIC INVESTMENT PLAN
 -  To set up regular investments from a bank checking account, call
    (800) 728-3337

 USING QuickBuy
 -  Call (800) 728-3337 to make sure QuickBuy is set up on your
    account; if it is, you
    can request a transfer from your bank account of any amount between
    $50 and $250,000

 ON THE INTERNET
 -  Call (800) 728-3337 to ensure you have electronic services
 -  Register at www.dws-investments.com
 -  Follow the instructions for buying shares with money from your
    bank account
</TABLE>




--------------------------------------------------------------------------------
PHONE NUMBER: (800) 728-3337


WEB SITE: www.dws-investments.com
REGULAR MAIL:
Additional Investments: DWS Investments, PO Box 219154, Kansas City, MO
64121-9154
EXPRESS, REGISTERED OR CERTIFIED MAIL:
DWS Investments, 210 West 10th Street, Kansas City, MO 64105-1614


                                   How to Buy Shares of the Legacy Classes  | 21
<PAGE>

How to SELL Shares



This section is a reference for eligible Institutional clients only. For
shareholders of the legacy classes, please refer to "How to Sell and Exchange
Shares of the Legacy Classes" on the following pages.




<TABLE>
<S>  <C>
BY EXPEDITED REDEMPTION SERVICE
If Expedited Redemption Service has been elected on the Purchase
Application on file with the Transfer Agent, redemption of shares may be
requested by:
 -  telephoning Client Services at (800) 730-1313

BY MAIL OR EXPRESS MAIL
 Write a letter that includes:
 -  the fund, class, and account number from which you want to sell
    shares
 -  the dollar amount or number of shares you want to sell
 -  your name(s), signature(s), and address, as they appear on your
    account
 -  a daytime telephone number
    Mail to the address below.

 BY PHONE
 -  Call (800) 730-1313 for instructions
</TABLE>



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


<TABLE>
<S>               <C>
TO REACH US:      PHONE NUMBER: (800) 730-1313
                  WEB SITE: www.moneyfunds.deam-us.db.com
                  MAIL: DWS Investments Service Company,
                  Institutional Money Funds-Client Services PO Box 219210
                  Kansas City, MO 64121-9210
</TABLE>





22 | How to Sell Shares

<PAGE>


How to Sell and Exchange Shares of the Legacy Classes

EXCHANGING OR SELLING INSTITUTIONAL SHARES MGD: Use these instructions to
exchange or sell shares in an account opened directly with DWS Investments.




<TABLE>
<CAPTION>
 EXCHANGING INTO ANOTHER FUND                   SELLING SHARES
<S>                                            <C>
 To open a new account: same minimum           Some transactions, including most for
 as for a first investment                     over $100,000, can only be ordered in
 For exchanges between existing                writing with a signature guarantee;
 accounts: $1,000 or more                      please see "Signature Guarantee"

 BY PHONE OR WIRE
 -  Call (800) 730-1313 for instructions       -  Call (800) 730-1313 for instructions

 BY MAIL OR EXPRESS MAIL
 Your instructions should include:             Your instructions should include:
 -  the fund, class and account number         -  the fund, class and account number
    you're exchanging out of                      you're redeeming from
 -  the dollar amount or number of shares      -  the dollar amount or number of shares
    you want to exchange                          you want to sell
 -  the name and class of the fund you         -  your name(s), signature(s) and
    want to exchange into                         address, as they appear on your
                                                  account
 -  your name(s), signature(s) and
    address, as they appear on your            -  a daytime telephone number
    account
 -  a daytime telephone number

 WITH AN AUTOMATIC EXCHANGE PLAN                WITH AN AUTOMATIC WITHDRAWAL PLAN
 -  To set up regular exchanges from a         -  To set up regular withdrawals from a
    fund account, call (800) 730-1313             fund account, call (800) 730-1313

 USING QuickSell
 Not available                                 -  Call (800) 730-1313 to make sure
                                                  QuickSell is set up on your account; if
                                                  it is, you can request a transfer to your
                                                  bank account of any amount between
                                                  $50 and $250,000

 USING CHECKWRITING
 Not available                                 -  Call (800) 730-1313 for instructions
</TABLE>




--------------------------------------------------------------------------------
PHONE NUMBER: 1-800-730-1313


WEB SITE: www.moneyfunds.deam-us.db.com
REGULAR, EXPRESS, REGISTERED OR CERTIFIED MAIL: Deutsche Asset Management
Institutional Money Funds; Client Services, 210 West 10th Street, Kansas City,
MO 64105-1614

                     How to Sell and Exchange Shares of the Legacy Classes  | 23

<PAGE>


EXCHANGING OR SELLING INSTITUTIONAL SHARES PS AND INSTITUTIONAL SHARES PRS: Use
these instructions to exchange or sell shares in an account opened directly
with DWS Investments.




<TABLE>
<CAPTION>
 EXCHANGING INTO ANOTHER FUND                   SELLING SHARES
<S>                                            <C>
 To open a new account: same minimum           Some transactions, including most for
 as for a first investment                     over $100,000, can only be ordered in
 For exchanges between existing                writing with a signature guarantee;
 accounts: $50 or more                         please see "Signature Guarantee"

 BY PHONE OR WIRE
 -  Call (800) 728-3337 for instructions       -  Call (800) 728-3337 for instructions

 USING THE AUTOMATED INFORMATION LINE
 -  Call (800) 728-3337 for instructions       -  Call (800) 728-3337 for instructions

 BY MAIL OR EXPRESS MAIL
 Your instructions should include:             Your instructions should include:
 -  the fund, class and account number         -  the fund, class and account number
    you're exchanging out of                      you're redeeming from
 -  the dollar amount or number of shares      -  the dollar amount or number of shares
    you want to exchange                          you want to sell
 -  the name and class of the fund you         -  your name(s), signature(s) and
    want to exchange into                         address, as they appear on your
                                                  account
 -  your name(s), signature(s) and
    address, as they appear on your              -  a daytime telephone number
    account
 -  a daytime telephone number

 WITH AN AUTOMATIC EXCHANGE PLAN                WITH AN AUTOMATIC WITHDRAWAL PLAN
 -  To set up regular exchanges from a         -  To set up regular withdrawals from a
    fund account, call (800) 728-3337             fund account, call (800) 728-3337

 USING QuickSell
 Not available                                 -  Call (800) 728-3337 to make sure
                                                  QuickSell is set up on your account; if
                                                  it is, you can request a transfer to your
                                                  bank account of any amount between
                                                  $50 and $250,000
 USING CHECKWRITING
 Not available                                 -  Write a check on your account. See
                                                  "Checkwriting" under "Policies about
                                                  transactions" for checkwriting
                                                  minimums
 ON THE INTERNET
 -  Register at www.dws-                       -  Register at www.dws-
   investments.com                                investments.com
</TABLE>




--------------------------------------------------------------------------------
PHONE NUMBER: (800) 728-3337


WEB SITE: www.dws-investments.com
REGULAR MAIL:
Additional Investments: DWS Investments, PO Box 219154, Kansas City, MO
64121-9154
EXPRESS, REGISTERED OR CERTIFIED MAIL:
DWS Investments, 210 West 10th Street, Kansas City, MO 64105-1614


24 | How to Sell and Exchange Shares of the Legacy Classes
<PAGE>

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 by the fund. Please note that
           a financial advisor may charge fees separate from those charged by
           the fund and may be compensated by the fund.

           Keep in mind that the information in this prospectus applies only to
           the shares offered herein. Other share classes are described in
           separate prospectuses and have different fees, requirements and
           services.

           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 (800)
           730-1313.


           Financial intermediary support payments


           The Advisor, DWS Investments Distributors, Inc. (the "Distributor")
           and/or their affiliates may pay additional compensation, out of
           their own assets and not as an additional charge to the 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 the fund, any record keeping/sub-transfer
           agency/networking fees payable by the fund (generally through the
           Distributor or an affiliate) and/or the Distributor to certain
           financial advisors for performing such services and any sales
           charge, commissions, non-cash compensation arrangements expressly
           permitted under applicable rules of the Financial Industry
           Regulatory Authority or



                                            Policies You Should Know About  | 25
<PAGE>

           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 the 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.

           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 the 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 revenue sharing 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 DWS fund shares or the retention
           and/or servicing of investors and DWS fund shares to financial
           advisors in amounts that generally range from .01% up to .50% of
           assets of the fund serviced and maintained by the financial advisor,
           .05% to .25% of sales of the fund attributable to the financial
           advisor, a flat fee of $13,350 up to $500,000, or any combination
           thereof. These amounts 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 the fund or of
           any particular share class of the 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 the fund. Additional



26 | Policies You Should Know About
<PAGE>

           information regarding these revenue sharing payments is included in
           the 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 DWS
           funds and non-DWS funds by financial advisors to retirement plans
           that obtain record keeping services from ADP, Inc. on the DWS
           Investments branded retirement plan platform (the "Platform") with
           the level of revenue sharing payments being based upon sales of both
           the DWS funds and the non-DWS funds by the financial advisor on the
           Platform or current assets of both the DWS funds and the non-DWS
           funds serviced and maintained by the financial advisor on the
           Platform.


           It is likely that broker-dealers that execute portfolio transactions
           for the fund will include firms that also sell shares of the DWS
           funds to their customers. However, the Advisor will not consider
           sales of DWS fund shares as a factor in the selection of
           broker-dealers to execute portfolio transactions for the DWS funds.
           Accordingly, the Advisor has implemented policies and procedures
           reasonably designed to prevent its traders from considering sales of
           DWS fund shares as a factor in the selection of broker-dealers to
           execute portfolio transactions for the 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 about transactions


           To help the government fight the funding of terrorism and money
           laundering activities, federal law requires all financial
           institutions to obtain, verify and record information that
           identifies each person who opens an account. What this means to you:
           When you open an account, we will ask for your name, address, date
           of birth and other information that will allow us to identify you.
           Some or all of this information will be used to verify the identity
           of all persons opening an account.


                                            Policies You Should Know About  | 27
<PAGE>

           We might request additional information about you (which may include
           certain documents, such as articles of incorporation for companies)
           to help us verify your identity and, in some cases, the information
           and/or documents may be required to conduct the verification. The
           information and documents will be used solely to verify your
           identity.

           We will attempt to collect any missing required and requested
           information by contacting you or your financial advisor. If we are
           unable to obtain this information within the time frames established
           by the fund, then we may reject your application and order.

           The 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." After we receive all
           the information, your application is deemed to be in good order and
           we accept your purchase, you will receive the net asset value per
           share next calculated.

           If we are unable to verify your identity within time frames
           established by the fund, after a reasonable effort to do so, you
           will receive written notification.

           With certain limited exceptions, only US residents may invest in the
           fund.

           Because orders placed through a financial advisor must be forwarded
           to the transfer agent before they can be processed, you'll need to
           allow extra time. 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.

           TRANSACTION PROCESSING. Except as provided below, purchase,
           redemption and exchange orders must be received in good order by
           4:00 p.m. Eastern time (or prior to the close of the fund, if the
           New York Stock Exchange closes early on such date) on a business day
           on which the fund is open in order to be effective on that day;
           otherwise such orders will be effective on the next business day.
           However, on a normal business day that the fund calculates its share
           price at 5:00 p.m. Eastern time as provided below, purchase orders
           with payment sent by wire and redemption orders with proceeds to be
           sent by wire, ACH or by


28 | Policies You Should Know About
<PAGE>


           check that are communicated by telephone (but not by the Automated
           Information Line, as applicable) and are received in good order by
           5:00 p.m. Eastern time on a business day will be effective on that
           business day.


           Orders for the purchase of shares by wire transfer will normally be
           effective at the share price next computed after receipt of the wire
           transfer of the amount to be invested. If a wire transfer purchase
           order is received in good order before 5:00 p.m. Eastern time, it
           will normally receive the dividend for that day.


           Shareholders known to the fund may notify Institutional Investment
           Services in advance of their wire transfer purchase by calling
           Institutional Investment Services prior to the 5:00 p.m. Eastern
           time cut-off time and provide the amount of the order. The investor
           will receive a confirmation number for the trade. If the fund
           receives the wire transfer before the close of the Federal Funds
           wire system, the trade will be entitled to that day's dividend. If
           the fund does not receive the wire transfer by the close of the
           Federal Funds wire system, the trade may not receive the dividend
           for that day and, depending upon the circumstances, the trade may
           receive the dividend for the following business day or may be
           canceled or rejected and, in any case, the investor may be charged
           for any losses or fees that result, which may be paid by deductions
           from their account or otherwise. The fund's Distributor may refuse
           to allow any investor to trade with the fund in this manner and may
           require that the wire transfer of purchase proceeds be received
           before the trade is considered in good order.


           Investments by check will be effective on the business day following
           receipt and will earn dividends the following business day. 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 the fund or its agents have incurred.


           Orders processed through dealers or other financial services firms
           via Fund/SERV will be effected at the share price calculated on the
           trade day (normally the date the order is received). Purchases
           processed via Fund/SERV will begin earning dividends on the day the
           fund receives the payment (typically the next business day). For
           redemptions processed via Fund/SERV, you generally will receive
           dividends accrued up to, but not including, the business day that
           payment for your shares is made.


                                            Policies You Should Know About  | 29
<PAGE>

           When selling shares, shareholders generally receive dividends up to,
           but not including, the business day following the day on which the
           shares were sold. To sell shares, you must state whether you would
           like to receive the proceeds by wire or check.


           In order to receive proceeds by wire, contact Institutional
           Investment Services before 5:00 p.m. Eastern time. After you inform
           Institutional Investment Services of the amount of your redemption,
           you will receive a trade confirmation number. If the fund receives a
           sell request before 5:00 p.m. Eastern time and the request calls for
           proceeds to be sent out by wire, the proceeds will normally be wired
           on the same day. However, the shares sold will not earn that day's
           dividend.

           As noted elsewhere in the prospectus, proceeds of a redemption may
           be delayed. The ability to receive "same day" wire redemption
           proceeds can be affected by a variety of circumstances including the
           time that the request is made, the level of redemption requests and
           purchase orders and general market conditions. A request for a same
           day wire that is received earlier in the day will be given priority
           over a request received later in the day in the event that it is
           necessary to limit the amount of same day wire redemptions.


           Your initial investment must be for at least $1,000,000. There are
           no minimum subsequent investment requirements.

           The minimum initial investment is waived for:

           -  Shareholders with existing accounts prior to August 13, 2004 who
              met the previous minimum investment eligibility requirement.

           -  Investment advisory affiliates of Deutsche Bank Securities, Inc.,
              DWS funds or Deutsche funds purchasing shares for the accounts of
              their investment advisory clients.

           -  Employee benefit plans with assets of at least $50 million.

           -  Clients of the private banking division of Deutsche Bank AG.

           -  Institutional clients and qualified purchasers that are clients
              of a division of Deutsche Bank AG.

           -  A current or former director or trustee of the Deutsche or DWS
              funds.

30 | Policies You Should Know About
<PAGE>

          -    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 DWS family of funds
               or a broker-dealer authorized to sell shares of the funds.


           -  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.



           -  Employee benefit plan platforms approved by the Advisor that
              invest in the fund through an omnibus account, and that meet or,
              in the Advisor's judgment, will meet within a reasonable period
              of time, the $1,000,000 minimum investment.

           The fund reserves the right to modify the above eligibility
           requirements and investment minimum at any time. In addition, the
           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 the fund
           equals or exceeds the minimum initial investment amount but where a
           particular account or program may not on its own meet such minimum
           amount.

           SUB-MINIMUM BALANCES. The fund may close your account and send you
           the proceeds if your balance falls below $1,000,000 ($100,000 for
           Institutional Shares MGD, $20,000 for Institutional Shares PS and
           $7,500 for Institutional Shares PRS); we will give you 60 days'
           notice so you can either increase your balance or close your account
           (these policies don't apply to most retirement accounts).


           For more information on how to buy or sell shares by mail, refer to
           "Policies about transactions - Transaction Processing" below.


                                            Policies You Should Know About  | 31
<PAGE>

           WIRE:

           BUYING: You may buy shares by wire only if your account is
           authorized to do so. Instruct your bank to send payment by wire
           using the wire instructions below.



<TABLE>
<S>                <C>
  BANK NAME:       State Street Bank Boston

  ROUTING NO:      011000028

  ATTN:            DWS Investments

  DDA NO:          99028102

  FBO:             (Account name) (Account number)

  CREDIT:          (Fund name, Fund number and, if applicable, class
                   name) (Refer to the start of "The Fund's Main
                   Investment Strategy" above for the fund number.)
</TABLE>



           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.

           SELLING: 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 as promptly as feasible. For
           your protection, you may not change the destination bank account
           over the phone.

           For more information on how to buy or sell shares by wire, refer to
           "Policies about transactions - Transaction Processing" below.


           THE AUTOMATED INFORMATION LINE IS AVAILABLE 24 HOURS A DAY BY
           CALLING (800) 728-3337 for Institutional Shares PRS and
           Institutional Shares PS. You can use our automated phone services to
           get information on DWS funds generally and on accounts held directly
           at DWS Investments. Account information for Institutional Shares and
           Institutional Shares MGD can be accessed by calling (800) 730-1313.

           QUICKBUY AND QUICKSELL let you set up a link between a DWS fund
           account and a bank account. Once this link is in place, you can move
           money between the two with a phone call. You'll need to make sure
           your bank has Automated Clearing House (ACH) services. Transactions
           take two to three days to be



32 | Policies You Should Know About
<PAGE>


           completed and there is a $50 minimum and a $250,000 maximum. To set
           up QuickBuy or QuickSell on a new account, see the account
           application; to add it to an existing account, please contact us.

           TELEPHONE AND ELECTRONIC TRANSACTIONS. Generally, you are
           automatically entitled to telephone check redemption and exchange
           privileges, but you may elect not to have them when you open your
           account or by contacting Institutional Investment Services at (800)
           730-1313 at a later date.

           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.

           CHECKWRITING enables you to sell shares of the fund by writing a
           check. Your investment keeps earning dividends until your check
           clears. Please note that we will not accept checks for less than
           $1,000 ($100 for Institutional Shares PS and Institutional Shares
           PRS). Please note that you should not write checks for more than
           $5,000,000. Note as well that we can't honor any check larger than
           your balance at the time the check is presented to us. It is not a
           good idea to close out an account using a check because the account
           balance could change between the time you write the check and the
           time it is processed. Please keep in mind that if you make a
           purchase by check and that check has not yet cleared, those funds
           will not be available for immediate redemption.


           REGULAR INVESTMENTS AND WITHDRAWALS enable you to set up a link
           between the fund account and a bank account. Once this link is in
           place, you can move money between the two with a phone call. You'll
           need to make sure your bank has Automated Clearing House (ACH)
           services. Transactions take two to three days to be completed.


           THE FUND ACCEPTS AUTOMATED CLEARING HOUSE ("ACH") debit entries for
           accounts that have elected the checkwriting redemption privilege.
           Upon receipt of an ACH debit entry referencing your account number
           you authorize us to redeem shares in your account to pay the entry
           to the third party



                                            Policies You Should Know About  | 33
<PAGE>


           originating the debit. Your fund account statement will show all ACH
           debit entries in your account. IN CASE OF ERRORS OR QUESTIONS ABOUT
           YOUR TRANSACTIONS OR PRE-AUTHORIZED TRANSFERS please contact your
           financial advisor as soon as possible if you believe your statement
           reflects an improper charge or if you need more information about an
           ACH debit entry transaction. Your financial advisor must contact the
           Shareholder Service Agent within sixty (60) days of the fund sending
           you the first fund account statement on which an improper charge
           appears.


           EXPEDITED REDEMPTIONS. Expedited Redemption Service allows you to
           have proceeds from your sales of fund shares wired directly to a
           bank account. To use this service, you'll need to designate the bank
           account in advance. Follow the instructions on your application.


           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. The fund can only send wires of $1,000 or more and accept
           wires of $50 or more.


           THE 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.


           THE 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. The 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 normally be payable to DWS Investments and
           drawn by you or a financial institution on your behalf with your
           name or account number included with the check.


           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 include a
           signature guarantee. However, if you want money


34 | Policies You Should Know About
<PAGE>


           transferred electronically 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. You can get a signature
           guarantee from an eligible guarantor institution, including
           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. We recommend
           stamps from members of a medallion signature guarantee program. Note
           that you can't get a signature guarantee from a notary public and we
           must be provided the original guarantee.


           SELLING SHARES OF TRUST ACCOUNTS AND BUSINESS OR ORGANIZATION
           ACCOUNTS may require additional documentation. Please call (800)
           730-1313 or contact your financial advisor for more information.


           MONEY FROM SHARES YOU SELL is sent out within one business day of
           the business day that your redemption order is effective except as
           discussed below. It could be longer 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 by check or ACH or in the event of the closing of
           the Federal Reserve wire payment system. The fund reserves the right
           to suspend or postpone redemptions as permitted pursuant to Section
           22(e) of the Investment Company Act of 1940. Those circumstances are
           when 1) the New York Stock Exchange is closed other than customary
           weekend or holiday closings; 2) trading on the New York Stock
           Exchange is restricted; 3) an emergency exists which makes the
           disposal of securities owned by the fund or the fair determination
           of the value of the 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 the fund, please see
           "Other rights we reserve."



                                            Policies You Should Know About  | 35
<PAGE>

           You may obtain additional information about other ways to sell your
           shares by contacting your financial advisor.

           SHORT-TERM TRADING. Since money market funds hold short-term
           instruments and are intended to provide liquidity to shareholders,
           the Advisor does not monitor or limit short-term or excessive
           trading activity in the fund and, accordingly, the Board of the fund
           has not approved any policies and procedures designed to limit this
           activity. However, the fund reserves the right to and may reject or
           cancel a purchase or exchange order into the fund for any reason,
           including if, in the opinion of the Advisor, there appears to be a
           pattern of short-term or excessive trading by an investor in another
           DWS fund.


           How the fund calculates share price

           To calculate net asset value, or NAV, each share class uses the
           following equation:


<TABLE>
<S>                                                     <C> <C>
            TOTAL ASSETS - TOTAL LIABILITIES
           -----------------------------------------    =    NAV
               TOTAL NUMBER OF SHARES OUTSTANDING
</TABLE>



           The price at which you buy and sell shares is based on the NAV per
           share next calculated after the order is received and accepted by
           the transfer agent.


           IN VALUING SECURITIES, we typically use amortized cost (the method
           used by most money market funds) to account for any premiums or
           discounts above or below the face value of any securities the fund
           buys, and round the per share NAV to the nearest whole cent.

           THE FUND IS OPEN FOR BUSINESS each day the New York Stock Exchange
           (the "Exchange") is open. Normally, the fund calculates its share
           price once every business day at 5:00 p.m. Eastern time. The close
           of regular trading on the Exchange is typically 4:00 p.m. Eastern
           time, but sometimes earlier, as in the case of scheduled half-day
           trading or unscheduled suspensions of trading. In the event of
           scheduled partial day trading or unscheduled suspensions of trading
           on the Exchange, the calculation of share price shall be as of the
           close of trading on the Exchange. In such instances, the latest time
           for receipt of wire purchase transactions entitled to receive same
           day


36 | Policies You Should Know About
<PAGE>

           dividend treatment and for receipt of redemption orders for same day
           wire transfer of proceeds will be the earlier of (a) 5:00 p.m.
           Eastern time or (b) the early closing time of the Exchange. The fund
           seeks to maintain a stable $1.00 share price.

           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 closed, or beyond an Exchange early closing
           time (referred to as a "Limited Trading Period") if: (a) the Federal
           Reserve system is open, (b) the primary trading markets for the
           fund's portfolio instruments are open and (c) the Advisor believes
           there will be adequate liquidity in the short-term markets. During
           any such Limited Trading Period, the fund will only accept purchase
           orders by wire with advance telephone notification and telephone
           redemption orders with proceeds to be sent by wire, ACH or check and
           will not accept orders by any other means. (Automated Telephone Line
           orders are not permitted.) If redemption proceeds are requested by
           ACH or check, the transmission of the ACH payment or the mailing of
           the check, as the case may be, will be delayed by at least one
           business day in comparison to normal trading periods. Orders
           submitted by other means will be processed on the next day that the
           Exchange is open. The calculation of share price will be as set
           forth in the prospectus for normal trading days. Orders must be
           submitted by the cut-off times for receipt of wire purchases
           entitled to that day's dividend and for receipt of telephone
           redemption orders for same day wire transfer, which will be the
           earlier of: (a) the times set forth in the prospectus for normal
           trading days or (b) such earlier times that the fund determines
           based on the criteria described above. If redemption proceeds are
           requested by ACH or check, orders must be received prior to the
           calculation of share price. Please call (877) 237-1131 or visit our
           Web site at www.moneyfunds.deam-us.db.com for additional information
           about whether the fund will be open for business on a particular
           day. Information concerning the intention of the fund to be open for
           a Limited Trading Period will be available at least one business day
           prior to the applicable day that the Exchange is closed or is
           closing early in the case of scheduled closings and as soon as
           practical in the case of unscheduled closings.


           Other rights we reserve

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

           -  withdraw or suspend the offering of shares at any time

                                            Policies You Should Know About  | 37
<PAGE>


          -    withhold a portion of your distributions and redemption  proceeds
               if we have  been  notified  by the IRS  that you are  subject  to
               backup  withholding or 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


           -  reject a new account application if you don't provide any
              required or requested identifying information, or for any other
              reason

           -  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 the fund's best
              interests or when the fund is requested or compelled to do so by
              governmental authority or by applicable law

           -  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 applicable redemption fee, if any); you may
              recognize a gain or loss on the redemption of your fund shares
              and you may incur a tax liability

           -  change, add or withdraw various services, fees and account
              policies (for example, we may adjust the fund's investment
              minimums at any time)

UNDERSTANDING DISTRIBUTIONS AND TAXES

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



THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS

Because each  shareholder's  tax situation is unique,  ask your tax professional
about the tax  consequences of your  investments,  including any state and local
tax consequences.



38 | Understanding Distributions and Taxes
<PAGE>

           THE FUND'S INCOME DIVIDENDS ARE DECLARED DAILY AND PAID MONTHLY TO
           SHAREHOLDERS. The fund may take into account capital gains and
           losses (other than net long-term capital gains) in its daily
           dividend declarations. The fund may make additional distributions
           for tax purposes if necessary.


           Dividends or distributions 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 on December 31
           of that year, provided such dividends or distributions are paid by
           the end of the following January.


           For federal income tax purposes, income and capital gains
           distributions are generally taxable to shareholders. However,
           dividends and distributions received by retirement plans qualifying
           for tax exemption under federal income tax laws generally will not
           be taxable.


           YOU CAN CHOOSE HOW TO RECEIVE YOUR DIVIDENDS AND DISTRIBUTIONS. You
           can have them all automatically reinvested in fund shares (at NAV),
           sent to you by check or wired to your bank account of record. Tell
           us your preference on your application. If you don't indicate a
           preference, your dividends and distributions will all be reinvested.
           Under the terms of employer-sponsored qualified plans, and
           retirement plans, reinvestment is the only option.


           Distributions are treated the same for federal income tax purposes
           whether you receive them in cash or reinvest them in additional
           shares. For federal income tax purposes, an exchange is treated the
           same as a sale.

           Because the fund seeks to maintain a stable share price, you are
           unlikely to have capital gains or losses when you sell fund shares.


           For federal income tax purposes, distributions of net investment
           income are taxable as ordinary income. The fund does not expect to
           make distributions that are eligible for taxation as long-term
           capital gains or as qualified dividend income.


           The use of a master/feeder structure could affect the amount, timing
           and character of distributions, and therefore, may increase the
           amount of taxes payable to shareholders.


                                     Understanding Distributions and Taxes  | 39
<PAGE>

           Your fund will send you detailed federal income tax information
           every January. 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.


           If the fund's distributions exceed its current and accumulated
           earnings and profits, the excess will be treated for federal income
           tax purposes as a return of capital to the extent of your basis in
           your shares and thereafter as a gain from the sale or exchange of
           your shares. A return of capital distribution reduces the basis of
           your shares. As a result, even though the fund seeks to maintain a
           stable share price, you may recognize a capital gain when you sell
           your shares if you have received a return of capital distribution.

           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 the fund. For
           more information, see "Taxes" in the Statement of Additional
           Information.



40 | Understanding Distributions and Taxes
<PAGE>

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 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. 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 objectives, risks, expenses and charges of the fund prior
           to investing.


                                                                  Appendix  | 41
<PAGE>

                DWS Money Market Series - Institutional Shares




<TABLE>
<CAPTION>
              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 AND        EXPENSE        FEES AND           FEES AND            AND
YEAR          EXPENSES         RATIOS        EXPENSES           EXPENSES         EXPENSES
<S>       <C>                <C>          <C>               <C>                <C>
   1            5.00%        0.15%              4.85%       $ 10,485.00         $  15.36
   2           10.25%        0.29%              9.79%       $ 10,978.84         $  31.12
   3           15.76%        0.29%             14.96%       $ 11,495.95         $  32.59
   4           21.55%        0.29%             20.37%       $ 12,037.41         $  34.12
   5           27.63%        0.29%             26.04%       $ 12,604.37         $  35.73
   6           34.01%        0.29%             31.98%       $ 13,198.03         $  37.41
   7           40.71%        0.29%             38.20%       $ 13,819.66         $  39.18
   8           47.75%        0.29%             44.71%       $ 14,470.57         $  41.02
   9           55.13%        0.29%             51.52%       $ 15,152.13         $  42.95
  10           62.89%        0.29%             58.66%       $ 15,865.80         $  44.98
  TOTAL                                                                         $ 354.46
</TABLE>




42 | Appendix
<PAGE>

TO GET MORE INFORMATION

SHAREHOLDER REPORTS - These include commentary from the fund's management team
about recent market conditions and the effects of the fund's strategies on its
performance. They also have detailed performance figures, a list of everything
the fund owns, and its financial statements. Shareholders get these reports
automatically.

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


For a free copy of any of these documents or to request other information about
the fund, call (800) 730-1313, or contact DWS Investments at the address listed
below. The fund's SAI and shareholder reports are also available through the
DWS Investments Web site at www.moneyfunds.deam-us.db.com. These documents and
other information about the fund are available from the EDGAR Database on the
SEC's Internet site at www.sec.gov. If you like, you may obtain copies of this
information, after paying a copying 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 the fund,
including the 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 (800) SEC-0330.




<TABLE>
<CAPTION>
DWS INVESTMENTS             SEC                     DISTRIBUTOR
------------------------    --------------------    ------------------------------
<S>                         <C>                     <C>
PO Box 219210               100 F Street, N.E.      DWS Investments Distributors,
Kansas City, MO 64121-      Washington, D.C.        Inc.
9210                        20549-0102              222 South Riverside Plaza
WWW.MONEYFUNDS.DEAM-        WWW.SEC.GOV             Chicago, IL 60606-5808
US.DB.COM                   (800) SEC-0330          (800) 621-1148
(800) 730-1313
</TABLE>




<TABLE>
<S>                         <C>                          <C>
SEC FILE NUMBER:
DWS Money Market Trust        DWS Money Market Series    811-03495
</TABLE>







(05/01/09) 403-2-106

[RECYCLE GRAPHIC APPEARS HERE]
                                                          [DWS INVESTMENTS LOGO]
                                                             Deutsche Bank Group
<PAGE>




                             DWS MONEY MARKET TRUST



                             DWS Money Market Series




                              Institutional Shares








                       STATEMENT OF ADDITIONAL INFORMATION


                                   May 1, 2009

This Statement of Additional Information is not a prospectus and should be read
in conjunction with the prospectus for the Fund, dated May 1, 2009, as amended
from time to time, for DWS Money Market Series (the "Fund"), a series of DWS
Money Market Trust (the "Trust"), copies of which may be obtained without charge
by contacting DWS Investments Distributors, Inc., 222 South Riverside Plaza,
Chicago, Illinois 60606, (800) 621-1148 or from the firm from which this
Statement of Additional Information was obtained. It is also available along
with other related materials on the Securities and Exchange Commission's
Internet Web site (http://www.sec.gov).

This prospectus offers one class of shares, Institutional Shares. Managed Shares
("Institutional Shares MGD"), Prime Reserve Class S Shares ("Institutional
Shares PRS") and Premium Class S Shares ("Institutional Shares PS" and together
with Institutional Shares MGD and Institutional Shares PRS the "legacy classes")
were combined into Institutional Shares as of the close of business on October
6, 2008.

Following the completion of the combination, the legacy classes will no longer
be offered separately. Because the eligibility and minimum investment
requirements for each of the legacy classes differ from the Institutional
Shares, shareholders of each of the legacy classes may continue to purchase
shares of the fund and the investment requirements in effect for each of the
legacy classes will apply to those shareholders. Any account privileges
previously available to shareholders of the legacy classes remain unchanged.


Effective, July 30, 2007, the Fund became a feeder fund in a master/feeder fund
arrangement. The Fund pursues its investment objective by investing
substantially all of its assets in a master portfolio -- the Cash Management
Portfolio (the "Portfolio"), which has the same investment objective and is
subject to the same investment risks as the Fund. References to actions
undertaken by the Fund may refer to actions undertaken by the Portfolio.


Portions of the Annual Report to Shareholders of the Fund, dated December 31,
2008, are incorporated by reference, as specified herein. A copy of the Fund's
Annual Reports may be obtained without charge by calling the Fund at the
toll-free number (800) 730-1313.

This Statement of Additional Information is incorporated by reference into the
prospectus.






                                TABLE OF CONTENTS
                                                                           Page

INVESTMENT RESTRICTIONS.......................................................1

INVESTMENT POLICIES AND TECHNIQUES............................................2
   Portfolio Holdings........................................................10

MANAGEMENT OF THE FUND.......................................................11
   Investment Advisor........................................................11

SERVICE PROVIDERS............................................................16
   Administrator.............................................................16
   Distributor...............................................................18
   Custodian.................................................................18
   Transfer Agent and Shareholder Service Agent..............................18
   Legal Counsel.............................................................20
   Independent Registered Public Accounting Firm.............................20

PORTFOLIO TRANSACTIONS.......................................................20

PURCHASE AND REDEMPTION OF SHARES............................................23

DIVIDENDS....................................................................44

TAXES........................................................................45

NET ASSET VALUE..............................................................54

BOARD MEMBERS AND OFFICERS...................................................55

TRUST ORGANIZATION...........................................................74

PROXY VOTING GUIDELINES......................................................76

FINANCIAL STATEMENTS.........................................................77

ADDITIONAL INFORMATION.......................................................78

APPENDIX A -- PROXY VOTING GUIDELINES........................................79

APPENDIX B -- RATINGS OF INVESTMENTS........................................105




                             INVESTMENT RESTRICTIONS

Unless specified to the contrary, the following fundamental policies may not be
changed without the approval of a majority of the outstanding voting securities
of the Fund which, under the Investment Company Act of 1940, as amended (the
"1940 Act"), and the rules thereunder and as used in this Statement of
Additional Information, means the lesser of (1) 67% or more of the voting
securities present at a meeting, if the holders of more than 50% of the
outstanding voting securities of the Fund are present or represented by proxy,
or (2) more than 50% of the outstanding voting securities of the Fund.

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, the Fund or Portfolio.

As a matter of fundamental policy, the Fund and the Portfolio may not:
(1)       borrow money, except as permitted under the 1940 Act, and as
          interpreted or modified by regulatory authority having jurisdiction,
          from time to time;

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

(3)       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;

(4)       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;

(5)       purchase or sell commodities, except as permitted by the 1940 Act, and
          as  interpreted   or  modified  by  the   regulatory   authority  have
          jurisdiction, from time to time;

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

(7)       concentrate its investments in any particular industry (excluding US
          Government Obligations), as that term is used in the 1940 Act, and as
          interpreted or modified by the regulatory authority having
          jurisdiction from time to time; except that the Fund will invest more
          than 25% of its total assets in the obligations of banks and other
          financial institutions.

In addition, as a matter of non-fundamental policy, the Fund and the Portfolio
currently do not intend to:

(1)       borrow money in an amount greater than 5% of its total assets,  except
          for temporary or emergency purposes;

(2)       lend  portfolio  securities  in an amount  greater than 33 1/3% of its
          total assets.; or

(3)       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.

Non-fundamental policies may be changed by the Trustees of the Trust or
Portfolio without requiring approval of or, with certain exceptions, prior
notice to shareholders.

There will be no violation of any investment restrictions or policies (except
with respect to fundamental investment restriction (1) above) if that
restriction is complied with at the time the relevant action is taken,
notwithstanding a later change in the market value of an investment, in net or
total assets, or in the change of securities rating of the investment, or any
other later change.

                       INVESTMENT POLICIES AND TECHNIQUES

Investment Techniques

The Fund is a diversified investment portfolio of the Trust, a professionally
managed open-end, management investment company. The Fund seeks a high level of
current income consistent with liquidity and the preservation of capital. The
Fund invests substantially all of its assets in the Portfolio with the same goal
as the Fund. The Fund, through the Portfolio, seeks to achieve its goal by
investing in high quality, short-term money market instruments and maintains a
dollar-weighted average maturity of 90 days or less. The Fund may withdraw its
investments from the Portfolio at any time if the Trustees of the Trust
determine that it is in the best interests of the Fund to do so.

Since the investment characteristics of the Fund will correspond directly to
those of the Portfolio in which the Fund invests all of its assets, the
following is a discussion of the various investments of and techniques employed
by the Portfolio.

Quality and Maturity of the Portfolio's Securities. The Portfolio will maintain
a dollar-weighted average maturity of 90 days or less. All securities in which
the Portfolio invests will have, or be deemed to have, remaining maturities of
397 days or less on the date of their purchase and will be denominated in US
dollars. The Advisor, acting under the supervision of and procedures adopted by
the Board of Trustees of the Portfolio, will also determine that all securities
purchased by the Portfolio present minimal credit risks. The Advisor will cause
the Portfolio to dispose of any security as soon as practicable if the security
is no longer of the requisite quality, unless such action would not be in the
best interest of the Portfolio. High-quality, short-term instruments may result
in a lower yield than instruments with a lower quality or longer term.

Obligations of Banks and Other Financial Institutions. The Portfolio may invest
in US dollar-denominated high quality fixed rate or variable rate obligations of
US or foreign financial institutions, including banks, which have received one
of the two highest short-term ratings from two nationally recognized statistical
rating organizations ("NRSROs") (or one NRSRO if that NRSRO is the only NRSRO
that rates such obligations) or, are unrated, but are deemed by the Advisor to
be of comparable quality to one of the two highest short-term ratings; or, have
no short-term rating, but are rated in one of the top three highest long-term
rating categories by a NRSRO or are deemed by the Advisor to be of comparable
quality. Obligations of domestic and foreign financial institutions in which the
Portfolio may invest include (but are not limited to) certificates of deposit,
bankers' acceptances, 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.

For purposes of the Portfolio's investment policies with respect to bank
obligations, the assets of a bank will be deemed to include the assets of its
domestic and foreign branches. 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. If the Advisor deems the instruments to present minimal
credit risk, the Portfolio may invest in obligations of foreign banks or foreign
branches of US banks, which may include banks located in the United Kingdom,
Grand Cayman Island, Nassau, Japan, Canada and Australia.

Investments in these obligations may entail risks that are different from those
of investments in obligations of US domestic banks because of differences in
political, regulatory and economic systems and conditions. These 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 of pursuing legal
remedies and obtaining 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.

Under normal market conditions, the Portfolio will invest a significant portion
of its assets in the bank and other financial institution obligations. The
Portfolio's concentration of its investments in the obligations of banks and
other financial institutions will cause the Portfolio to be subject to the risks
peculiar to these industries to a greater extent than if its investments were
not so concentrated.

Commercial Paper. The Portfolio may invest in fixed rate or variable rate
commercial paper, issued by US or foreign entities. Commercial paper consists of
short-term (usually up to one year) unsecured promissory notes issued by US or
foreign entities in order to finance their current operations.

Commercial paper when purchased by the Portfolio must be rated in the highest
short-term rating category by any two NRSROs (or one NRSRO if that NRSRO is the
only such NRSRO which rates such security) or, is unrated, but is deemed by the
Advisor to be of comparable quality to one of the two highest short-term
ratings; or, has no short-term rating, but is rated in one of the top three
highest long-term rating categories by a NRSRO or is deemed by the Advisor to be
of comparable quality. Investing in foreign commercial paper generally involves
risks similar to those described above relating to obligations of foreign banks
or foreign branches and subsidiaries of US and foreign banks. Any commercial
paper issued by a foreign entity and purchased by the Portfolio must be US
dollar-denominated and must not be subject to foreign withholding tax at the
time of purchase.

For a description of commercial paper ratings, see the Appendix to this SAI.

Variable Rate Master Demand Notes. Variable rate master demand notes are
unsecured instruments that permit the indebtedness there under to vary and
provide for periodic adjustments in the interest rate. Because variable rate
master demand notes are direct lending arrangements between the Portfolio and
the issuer, they are not ordinarily traded. Although no active secondary market
may exist for these notes, the Portfolio 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. While the notes are not
typically rated by credit rating agencies, issuers of variable rate master
demand notes must satisfy the Advisor, acting under the supervision of the Board
of Trustees of the Portfolio, that the same criteria as set forth above for
issuers of commercial paper are met. In the event an issuer of a variable rate
master demand note defaulted on its payment obligation, the Portfolio might be
unable to dispose of the note because of the absence of an active secondary
market and could, for this or other reasons, suffer a loss to the extent of the
default. The face maturities of variable rate notes subject to a demand feature
may exceed 397 days in certain circumstances. (See "Quality and Maturity of the
Portfolio's Securities" herein.)

US Government Obligations. The Portfolio may invest in obligations issued or
guaranteed by the US government which include: (1) direct obligations of the US
Treasury and (2) obligations issued by US government agencies and
instrumentalities ("US Government Obligations"). Included among direct
obligations of the US are Treasury Bills, Treasury Notes and Treasury Bonds,
which differ in terms of their interest rates, maturities and dates of issuance.
Treasury Bills have maturities of less than one year, Treasury Notes have
maturities of one to 10 years and Treasury Bonds generally have maturities of
greater than 10 years at the date of issuance. Included among the obligations
issued by agencies and instrumentalities of the US are: instruments that are
supported by the full faith and credit of the US (such as certificates issued by
the Government National Mortgage Association ("GNMA" or "Ginnie Mae");
instruments that are supported by the right of the issuer to borrow from the US
Treasury (such as securities of Federal Home Loan Banks); and instruments that
are supported by the credit of the instrumentality (such as Federal National
Mortgage Association ("FNMA" or "Fannie Mae") and Federal Home Loan Mortgage
Corporation ("FHLMC" or "Freddie Mac").


Mortgage-backed securities may be issued or guaranteed by GNMA, Fannie Mae and
FHLMC (also known as Freddie Mac), but also may be issued or guaranteed by other
issuers, including private companies. GNMA is a government-owned corporation
that is an agency of the U.S. 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 payment of interest and principal but that are
not backed by the full faith and credit of the U.S. 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 U.S. 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. More recently, in September 2008,
the U.S. Treasury announced that FNMA and FHLMC had been placed in
conservatorship by the Federal Housing Finance Agency ("FHFA"), a newly created
independent regulator. In addition to placing the companies in conservatorship,
the U.S. Treasury announced three additional steps that it intended to take with
respect to FNMA and FHLMC. First, the U.S. Treasury has entered into preferred
stock purchase agreements ("PSPAs") under which, if the FHFA determines that
FNMA's or FHLMC's liabilities have exceeded its assets under generally accepted
accounting principles, the U.S. Treasury will contribute cash capital to the
company in an amount equal to the difference between liabilities and assets. The
PSPAs are designed to provide protection to the senior and subordinated debt and
the mortgage-backed securities issued by FNMA and FHLMC. Second, the U.S.
Treasury established a new secured lending credit facility that is available to
FNMA and FHLMC until December 2009. Third, the U.S. Treasury initiated a
temporary program to purchase FNMA and FHLMC mortgage-backed securities, which
is expected to continue until December 2009. No assurance can be given that the
U.S. Treasury initiatives discussed above with respect to the debt and
mortgage-backed securities issued by FNMA and FHLMC will be successful.


Other US government securities the Portfolio may invest in include (but are not
limited to) securities issued or guaranteed by the Federal Housing
Administration, Farmers Home Loan Administration, Export-Import Bank of the US,
Small Business Administration, General Services Administration, Central Bank for
Cooperatives, Federal Farm Credit Banks, Federal Intermediate Credit Banks,
Federal Land Banks, Maritime Administration, Tennessee Valley Authority,
District of Columbia Armory Board and Student Loan Marketing Association.
Because the US government is not obligated by law to provide support to an
instrumentality it sponsors, the Portfolio will invest in obligations issued by
such an instrumentality only if the Advisor determines that the credit risk with
respect to the instrumentality does not make its securities unsuitable for
investment by the Portfolio.

The Portfolio may also invest in separately traded principal and interest
component of securities guaranteed or issued by the US government or its
agencies, instrumentalities or sponsored enterprises if such components trade
independently under the Separate Trading of Registered Interest and Principal of
Securities program ("STRIPS") or any similar program sponsored by the US
government. STRIPS are sold as zero coupon securities.

Other Debt Obligations. The Portfolio may invest in deposits, bonds, notes and
debentures and other debt obligations that at the time of purchase meet the
Portfolio's minimum credit quality standards, or, if unrated, have been
determined by the Advisor to be of comparable quality or, if the obligations
have no short-term rating, are rated in one of the top three highest long-term
rating categories or have been determined by the Advisor to be of comparable
quality.

Asset-Backed Securities. The Portfolio may invest in securities generally
referred to as asset-backed securities. Asset-backed securities are secured by
and payable from, or directly or indirectly represent undivided fractional
interests in, assets such as pools of consumer loans, trade receivables or other
types of loans held in a trust. 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 of the underlying assets. Payments of principal and interest
are typically supported by some form of credit enhancement, such as a letter of
credit, surety bond, limited guarantee or senior/subordination. The degree of
credit enhancement varies, but generally amounts to only a fraction of the
asset-backed security's par value until exhausted. If the credit enhancement is
exhausted, certificate-holders may experience losses or delays in payment if the
required payments of principal and interest are not made to the trust with
respect to the underlying loans. The value of the securities also may change
because of changes in the market's perception of creditworthiness of the
servicing agent for the loan pool, the originator of the loans or the financial
institution providing the credit enhancement. Asset-backed securities are
ultimately dependent upon payment of loans and receivables by individuals,
businesses and other borrowers, and the certificate-holder generally has no
recourse against the entity that originated the loans.

The underlying assets of asset-backed securities include 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, receivables from revolving credit (credit card)
agreements and trade receivables. Payments or distributions of principal and
interest on asset-backed securities may be guaranteed up to certain amounts and
for a certain time period by a letter of credit or a pool insurance policy
issued by a financial institution unaffiliated with the issuer, or other credit
enhancements may be present.

Asset-backed securities present certain risks. Primarily, these securities do
not have the benefit of a security interest in the related collateral. 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. 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 asset-backed securities in which the Portfolio may invest are limited to
those which satisfy the requirements contained in Rule 2a-7 under the Investment
Company Act of 1940 (the "1940 Act").

The yield characteristics of the asset-backed securities in which the Portfolio
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 the Portfolio 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 the Portfolio purchases these securities at a discount,
faster than expected prepayments will increase, while slower than expected
prepayments will reduce, the yield on these securities. Amounts available for
reinvestment by the Portfolio are likely to be greater during a period of
declining interest rates and, as a result, are likely to be reinvested at lower
interest rates than during a period of rising interest rates.

Repurchase Agreements. The Portfolio may engage in repurchase agreement
transactions with members of the Federal Reserve System, certain non-US banks
and certain non-bank entities. Under the terms of a typical repurchase
agreement, the Portfolio would acquire any underlying security for a relatively
short period (usually not more than one week), subject to an obligation of the
seller to repurchase, and the Portfolio to resell, the obligation at an agreed
price and time, thereby determining the yield during the Portfolio's holding
period. This arrangement results in a fixed rate of return that is not subject
to market fluctuations during the Portfolio's holding period. The value of the
underlying securities will be at least equal at all times to the total amount of
the repurchase obligation, including interest. The Portfolio bears a risk of
loss in the event of default by or bankruptcy of the other party to a repurchase
agreement. The Portfolio may be delayed in, or prevented from, exercising its
rights to dispose of the collateralized securities. To the extent that, in the
meantime, the value of the underlying securities had decreased or the value of
the collateralized securities had increased, the Portfolio could experience a
loss. The Advisor reviews the creditworthiness of those banks and dealers with
which the Portfolio enters into repurchase agreements and monitors on an ongoing
basis the value of the securities subject to repurchase agreements to ensure
that it is maintained at the required level. A repurchase agreement is
considered to be a loan under the 1940 Act.

Reverse Repurchase Agreements. The Portfolio may borrow funds by, among other
things, agreeing to sell portfolio securities to financial institutions that
meet the standards described under "Repurchase Agreements" and to repurchase
them at a mutually agreed date and price (a "reverse repurchase agreement"). The
Portfolio may enter into reverse repurchase agreements with banks and domestic
broker-dealers. At the time the Portfolio enters into a reverse repurchase
agreement it will identify on its books cash or liquid securities having a value
equal to the repurchase price, including accrued interest. The marked assets
will be marked-to-market daily and additional assets will be marked on any day
in which the assets fall below the repurchase price (plus accrued interest). The
Portfolio's liquidity and ability to manage its assets might be affected when it
sets aside cash or portfolio securities to cover such commitments. Reverse
repurchase agreements involve the risk that the market value of the securities
sold by the Portfolio may decline below the repurchase price of those
securities. In the event the buyer of securities under a reverse repurchase
agreement files for bankruptcy or becomes insolvent, such buyer or its trustee
or receiver may receive an extension of time to determine whether to enforce the
Portfolio's obligation to repurchase the securities, and the Portfolio's use of
the proceeds of the reverse repurchase agreement may effectively be restricted
pending such decision. Reverse repurchase agreements are considered to be
borrowings by the Portfolio under the 1940 Act.

When-Issued and Delayed-Delivery Securities. The Portfolio 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 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 the Portfolio until settlement takes place.

At the time the Portfolio make 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, the Portfolio
identifies on its books cash or liquid assets in an amount at least equal to
such commitments. It may be expected that the Portfolio'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, the Portfolio will meet its obligations from maturities or
sales of the segregated securities and/or from cash flow. If the Portfolio
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 the Portfolio
engages in when-issued or delayed-delivery transactions, it relies on the other
party to consummate the trade. Failure of the seller to do so may result in the
Portfolio's incurring a loss or missing an opportunity to obtain a price
considered to be advantageous.

Investment in Other Investment Companies. In accordance with applicable law, the
Portfolio may invest its assets in other money market funds with comparable
investment objectives. In general, the Portfolio may not (1) purchase more than
3% of any other money market fund's voting stock; (2) invest more than 5% of its
assets in any single money market fund; and (3) invest more than 10% of its
assets in other money market funds unless permitted to exceed these limitations
by an exemptive order of the Securities and Exchange Commission (the "SEC"). As
a shareholder of another money market fund, the Portfolio would bear, along with
other shareholders, their pro rata portion of the other money market fund's
expenses, including advisory fees. These expenses would be in addition to the
advisory and other expenses that the Portfolio bears directly (and the Fund
bears indirectly on a pro rata basis) in connection with its own operations.

Credit Enhancement. Certain of the Portfolio's acceptable 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
the Portfolio and affect the Portfolio's share price. Subject to the
diversification limits contained in Rule 2a-7 under the 1940 Act, the Portfolio
may have more than 25% of its total assets invested in securities issued by or
credit-enhanced by banks or other financial institutions.


Lending of Portfolio Securities. The Portfolio may lend 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. By lending
its investment securities, the Portfolio 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 the Portfolio. The Portfolio 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, among other
things, that (a) the borrower pledge and maintain with the Portfolio 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 (i.e., the borrower
"marks to the market" on a daily basis), (c) the loan be made subject to
termination by the Portfolio at any time, and (d) the Portfolio receives
reasonable interest on the loan (which may include the Portfolio investing any
cash collateral in interest bearing short-term investments), and distributions
on the loaned securities and any increase in their market value. There may be
risks of delay in recovery of the securities or even loss of rights in the
collateral should the borrower of the securities fail financially. However,
loans will be made only to borrowers selected by the Portfolio's delegate after
a commercially reasonable review of relevant facts and circumstances, including
the creditworthiness of the borrower.

The Portfolio may pay negotiated fees in connection with loaned securities,
pursuant to written contracts. In addition, voting rights may pass with the
loaned securities, but if a material event occurs 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 the Portfolio may be
invested in a money market fund managed by the Advisor (or one of its
affiliates).




Illiquid Securities. Historically, illiquid securities have included securities
subject to contractual or legal restrictions on resale because they have not
been registered under the Securities Act of 1933, as amended (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. Investments in non-publicly traded securities (including Rule
144A Securities, as defined below) 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. 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 the Portfolio 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 the Portfolio'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. 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 ("Rule 144A Securities"). The Advisor anticipates that the
market for certain restricted securities such as institutional commercial paper
will expand further as a result of this regulation and the development of
automated systems for the trading, clearance and settlement of unregistered
securities of domestic and non-US issuers, such as the PORTAL System sponsored
by the Financial Industry Regulatory Authority ("FINRA").

An investment in Rule 144A Securities will be considered illiquid and therefore
subject to the Portfolio's limit on the purchase of illiquid securities unless
the Advisor determines that the Rule 144A Securities are liquid. In reaching
liquidity decisions, the Advisor 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 the Portfolio to the extent that qualified institutional
buyers are unavailable or uninterested in purchasing such securities from the
Portfolio. The Board has adopted guidelines and delegated to the Advisor the
daily function of determining and monitoring the liquidity of Rule 144A
Securities, although the Board will retain ultimate responsibility for any
liquidity determinations.

Impact of Sub-Prime Mortgage Market. The 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,
the Fund's investments in certain fixed-income securities may decline in value,
their market value may be more difficult to determine, and the Fund may have
more difficulty disposing of them.

Impact of Large Redemptions and Purchases of Fund Shares. From time to time,
shareholders of the Fund (which may include affiliated and/or non-affiliated
registered investment companies that invest in the Fund) may make relatively
large redemptions or purchases of Fund shares. These transactions may cause the
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 the Fund's performance to the extent
that the 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 the
Fund's expense ratio.

Additional Risk Factors

In addition to the risks discussed above, the Portfolio's investments may be
subject to the following risk factors:


Special Information Concerning Master-Feeder Fund Structure. Unlike other
open-end management investment companies (mutual funds) which directly acquire
and manage their own portfolio securities, the Fund seeks to achieve its
investment objective by investing substantially all of its assets in the
Portfolio, a separate registered investment company with the same investment
objective as the Fund. Therefore, an investor's interest in the Portfolio's
securities is indirect. In addition to selling a beneficial interest to the
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 the Fund due to variations in sales commissions and other operating
expenses. Therefore, investors in the 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. Information concerning other
holders of interests in the Portfolio is available from the Advisor at (800)
730-1313.


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. Except
as permitted by the SEC, whenever the Fund is requested to vote on matters
pertaining to the Portfolio, the Fund will hold a meeting of shareholders of the
Fund and will cast all of its votes in the same proportion as the votes of the
Fund's shareholders.

Certain changes in the Portfolio's investment objectives, policies or
restrictions may require the 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, the 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
the Fund. Notwithstanding the above, there are other means for meeting
redemption requests, such as borrowing.

The Fund may withdraw its investment from the Portfolio at any time, if the
Board of Trustees of DWS Money Market Trust (the "Trust") determines that it is
in the best interests of the shareholders of the Fund to do so. Upon any such
withdrawal, the Board of Trustees would consider what action might be taken,
including the investment of all the assets of the Fund in another pooled
investment entity having the same investment objective as the Fund or the
retaining of an investment advisor to manage the Fund's assets in accordance
with the investment policies described herein with respect to the Portfolio.

Rating Services. The ratings of Moody's Investor Service ("Moody's"), the
Standard & Poor's Division of The McGraw-Hill Companies ("S&P") and Fitch
Ratings ("Fitch") represent their opinions as to the quality of the securities
that they undertake to rate. It should be emphasized, however, that ratings are
relative and subjective and are not absolute standards of quality. Although
these ratings are an initial criterion for selection of portfolio investments,
the Advisor also makes its own evaluation of these securities, subject to review
by the Board of Trustees. After purchase by the Portfolio, an obligation may
cease to be rated or its rating may be reduced below the minimum required for
purchase by the Portfolio. The Advisor will cause the Portfolio to dispose of
any security as soon as practicable if the security is no longer of the
requisite quality, unless such action would not be in the best interest of the
Portfolio. A description of the ratings used herein and in the Prospectus is set
forth in the Appendix to this SAI.

Portfolio Holdings

In addition to the public disclosure of Fund portfolio holdings through required
Securities and Exchange Commission ("SEC") quarterly filings, the Fund may make
its portfolio holdings information publicly available on the DWS Funds' Web site
as described in the Fund's prospectus. The Fund does not disseminate non-public
information about portfolio holdings except in accordance with policies and
procedures adopted by the Fund.


The Fund's procedures permit non-public portfolio holdings information to be
shared with Deutsche Asset Management and its affiliates (collectively "DeAM"),
subadvisors, if any, 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 the 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 and rating and tracking agencies, or to shareholders in connection with
in-kind redemptions (collectively, "Authorized Third Parties").


Prior to any disclosure of the Fund's non-public portfolio holdings information
to Authorized Third Parties, a person authorized by the Fund's Trustees must
make a good faith determination in light of the facts then known that the Fund
has a legitimate business purpose for providing the information, that the
disclosure is in the best interest of the 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. No
compensation is received by the Fund or DeAM for disclosing non-public holdings
information. Periodic reports regarding these procedures will be provided to the
Fund's Trustees.


Portfolio holdings information distributed by the trading desks of DeAM 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 the 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, currencies and cash, types of bonds, bond maturities,
duration, bond coupons and bond credit quality ratings so long as the identity
of the Fund's holdings could not be derived from such information.


Registered investment companies that are subadvised by DeAM may be subject to
different portfolio holdings disclosure policies, and neither DeAM nor the
Fund's Trustees exercise control over such policies. In addition, separate
account clients of DeAM have access to their portfolio holdings and are not
subject to the Fund's portfolio holdings disclosure policy. The portfolio
holdings of some of the funds subadvised by DeAM and some of the separate
accounts managed by DeAM may substantially overlap with the portfolio holdings
of the Fund.

DeAM also manages certain unregistered commingled trusts and creates model
portfolios, the portfolio holdings of which may substantially overlap with the
portfolio holdings of the Fund. To the extent that investors in these commingled
trusts or recipients of model portfolio holdings information may receive
portfolio holdings information of their trust or of a model portfolio on a
different basis from that on which fund portfolio holdings information is made
public, DeAM has implemented procedures reasonably designed to encourage such
investors and recipients to keep such information confidential, and to prevent
those investors from trading on the basis of non-public holdings information.

There is no assurance that the 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.

                             MANAGEMENT OF THE FUND

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 and
the Portfolio. The Fund seeks to achieve its investment objective by investing
substantially all its assets into the Portfolio. Under the supervision of the
Board of Trustees, DIMA, with headquarters at 345 Park Avenue, New York, New
York 10154, makes the Portfolio's investment decisions, buys and sells
securities for the Portfolio and conducts research that leads to these purchase
and sale decisions. The Advisor manages the Portfolio's daily investment and
business affairs subject to the policies established by the Board. DIMA and its
predecessors have more than 80 years of experience managing mutual funds. DIMA
provides a full range of investment advisory services to institutional and
retail clients. The Portfolio's investment advisor is also responsible for
selecting brokers and dealers and for negotiating brokerage commissions and
dealer charges.


DeAM is the marketing name in the US for the asset management activities of
Deutsche Bank AG, DIMA, Deutsche Asset Management, Inc., Deutsche Bank Trust
Company Americas and DWS Trust Company. DeAM 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 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 fund, retail, private and
commercial banking, investment banking and insurance. DWS Investments is part of
Deutsche Bank's Asset Management division and, within the US, represents the
retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust
Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust
Company.


Pursuant to each investment management agreement with the Fund and the
Portfolio, the Advisor acts as investment advisor, manages its investments,
administers its business affairs, furnishes office facilities and equipment,
provides clerical and administrative services and permits its officers and
employees to serve without compensation as trustees or officers of the Fund and
Portfolio if elected to such positions. DIMA provides investment counsel for
many individuals and institutions, including insurance companies, industrial
corporations, and financial and banking organizations, as well as providing
investment advice to open- and closed-end SEC registered funds. In certain
cases, the investments for the Portfolio, and in some cases the Fund, are
managed by the same individuals who manage one or more other mutual funds
advised by the Advisor that have similar names, objectives and investment
styles. You should be aware that the Portfolio, and the Fund, if applicable, are
likely to differ from these other mutual funds in size, cash flow pattern and
tax matters. Accordingly, the holdings and performance of the Portfolio and the
Fund can be expected to vary from those of these other mutual funds.

Certain investments may be appropriate for the Portfolio or the Fund and also
for other clients advised by the Advisor. Investment decisions for the Portfolio
or the 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 the Advisor 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 the Portfolio or the Fund. Purchase and sale
orders for the Portfolio, or the Fund as appropriate, may be combined with those
of other clients of the Advisor in the interest of achieving the most favorable
net results to the Fund.

The Board and the shareholders of the Portfolio and the Fund, respectively,
approved an amended and restated investment management agreement (the
"Investment Management Agreements" and each an "Investment Management
Agreement"). Pursuant to the Investment Management Agreements, the Advisor
provides continuing investment management of the assets of the Fund and the
Portfolio. In addition to the investment management of the assets of the Fund
and the Portfolio, the Advisor determines the investments to be made for the
Fund and the Portfolio, including what portion of its assets remain uninvested
in cash or cash equivalents, and with whom the orders for investments are
placed, consistent with the policies set forth in its Prospectus and SAI, or as
adopted by the Board. The Advisor will also monitor, to the extent not monitored
by the administrator or other agent of the Fund or Portfolio, the compliance
with its investment and tax guidelines and other compliance policies.

The Advisor provides assistance to the Board in valuing the securities and other
instruments held by the Portfolio or Fund, as appropriate, to the extent
reasonably required by valuation policies and procedures that may be adopted by
the Portfolio or Fund.

Pursuant to the Investment Management Agreements, (unless otherwise provided in
the agreement or as determined by the Board and to the extent permitted by
applicable law), the Advisor pays the compensation and expenses of all the Board
members, officers, and executive employees of the Fund and Portfolio, including
its share of payroll taxes, who are affiliated persons of the Advisor.

The Investment Management Agreements provide that the Fund and the Portfolio are
each generally responsible for expenses that include: 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 the Fund
and the Portfolio, the custodian, or other agents of the Fund and the Portfolio,
respectively; taxes and governmental fees; fees and expenses of the Portfolio's,
or 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 the Fund and the
Portfolio; and litigation expenses and other extraordinary expenses not incurred
in the ordinary course of the Portfolio's, or Fund's, business.

The Investment Management Agreements allow the Advisor to delegate any of its
duties under each agreement to a subadvisor, subject to a majority vote of the
Board, including a majority of the Board who are not interested persons, and, if
required by applicable law, subject to a majority vote of the shareholders of
the Fund or Portfolio, as appropriate.

The Investment Management Agreements provide that the Advisor shall not be
liable for any error of judgment or mistake of law or for any loss suffered by
the Fund or Portfolio 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 the Advisor in the performance of its duties or from reckless
disregard by the Advisor of its obligations and duties under the agreement. The
Investment Management Agreements 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 the Portfolio on 60 days' written notice.

Effective July 30, 2007, for all services provided under the Investment
Management Agreement with the Fund, the Fund pays the Advisor a fee equal to
0.000% of the Fund's net assets if substantially all of the Fund's assets are
invested in the Portfolio. Otherwise the Fund will pay the Advisor a fee,
computed daily and paid monthly, at the annual rate as a percentage of net
assets shown below:

DWS Money Market Series                       0.165% to $1.5 billion
                                              0.150% next $1.75 billion
                                              0.135% next $1.75 billion
                                              0.120% thereafter

Effective August 1, 2007, for all services provided under the Investment
Management Agreement with the Portfolio, the Portfolio pays the Advisor a fee,
computed and accrued daily and paid monthly, at the annual rate of 0.150% of the
first $3 billion of the Portfolio's average daily net assets, 0.133% of the next
$4.5 billion of the Portfolio's average daily net assets and 0.120% over $7.5
billion of the Portfolio's average daily net assets. For the period from May 14,
2007 through July 31, 2007, the Portfolio paid the Advisor a fee, computed and
accrued daily and paid monthly, at the annual rate of 0.150% of the first $5.5
billion of the Portfolio's average daily net assets, 0.135% of the next $5
billion of the Portfolio's average daily net assets and 0.120% over $10.5
billion of the Portfolio's average daily net assets. Prior to May 14, 2007, the
Portfolio paid the Advisor an annual advisory fee of 0.15%, based on its average
daily net assets, calculated daily and paid monthly.


Through July 29, 2010, the Advisor has contractually agreed to waive all or a
portion of its administrative services fee and reimburse or pay operating
expenses of the fund to the extent necessary to maintain the fund's total
operating expenses at 0.15% for Institutional Shares, excluding certain expenses
such as extraordinary expenses, taxes, brokerage and interest expenses.

For the Fund's period from June 1, 2007 through July 29, 2007, the Advisor
aggregated fees of $4,759,371, of which all were waived. For the Fund's fiscal
year ended May 31, 2007*, the Advisor aggregated fees of $22,087,465, of which
all were waived. For the Fund's fiscal year ended May 31, 2006**, the Advisor
did not impose fees of $17,730,108 and did impose fees of $10,367,601.

*  Effective June 30, 2007, the Fund changed its fiscal year end from May 31 to
   December 31.

** Prior to June 1, 2006, these fees included an administrative service fee.

For the Portfolio's fiscal year ended December 31, 2008, the Advisor aggregated
fees of $40,442,627, of which $12,102,098 was waived.


For the Portfolio's fiscal year ended December 31, 2007, the Advisor aggregated
fees of $27,236,671, of which $6,007,663 was waived.

Effective July 30, 2007, the management fee is accrued and paid by the Cash
Management Portfolio and allocated to the Fund.

The Portfolio's Advisor has contractually agreed through July 29, 2010 to waive
all or a portion of its management fee and reimburse or pay certain operating
expenses (excluding certain expenses such as extraordinary expenses, taxes,
brokerage and interest expenses) to the extent necessary to maintain the annual
expenses of the Portfolio at 0.15% of the Portfolio's average daily net assets.



In reviewing the terms of the Investment Management Agreement and in discussions
with the Advisor  concerning such  agreement,  the Trustees of the Trust who are
not "interested  persons" of the Advisor are represented by independent  counsel
at the Fund's expense.

Officers and employees of the Advisor from time to time may have transactions
with various banks, including the 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.

The Advisor may enter into arrangements with affiliates and third party service
providers to perform various administrative, back-office and other services
relating to client accounts. Such service providers may be located in the US or
in non-US jurisdictions.


From time to time, Deutsche Bank or an affiliate (collectively, "DB") may at its
sole discretion invest its own assets in shares of the Fund ("proprietary
investment") for such purposes it deems appropriate, including investments
designed to assist in the management of the Fund's portfolio. Any proprietary
investment may be hedged and, in that event, the return on the proprietary
investment, net of the effect of the hedge, would be expected to differ from the
return of the Fund. DB has no obligation to make any proprietary investments and
the amount of any proprietary investment this is made may or may not be
significant in comparison to the level of assets of the Fund. In the event that
a proprietary investment is made, except as otherwise required under the
Investment Company Act of 1940, DB would be permitted to redeem the investment
at such time that it deems appropriate.


In addition, the Board and shareholders have approved a new subadvisor approval
policy for the Fund and the Portfolio (the "Subadvisor Approval Policy"). The
Subadvisor Approval Policy permits the Advisor, subject to the approval of the
Board, including a majority of its independent board members, to appoint and
replace subadvisors and to amend sub-advisory contracts without obtaining
shareholder approval. Under the Subadvisor Approval Policy, the Board, including
its independent board members, will continue to evaluate and approve all new
sub-advisory contracts between the Advisor and any subadvisor, as well as all
changes to any existing sub-advisory contract. The Fund and the Portfolio cannot
implement the Subadvisor Approval Policy without the SEC either adopting
revisions to current rules (as it proposed to do in October 2003) or granting
the Fund and the Portfolio exemptive relief from existing rules. The Fund, the
Portfolio and the Advisor would be subject to certain conditions imposed by the
SEC (and certain conditions that may be imposed in the future within either
exemptive relief or a rule) to ensure that the interests of the Fund and the
Portfolio and their respective shareholders are adequately protected whenever
the Advisor acts under the Subadvisor Approval Policy, including any shareholder
notice requirements.

Code of Ethics

The Board of Trustees of the Trust has adopted a Code of Ethics pursuant to Rule
17j-1 under the 1940 Act. The Trust's Code of Ethics permits access persons of
the Fund/Portfolio (Board members, officers and employees of the Advisor), to
make personal securities transactions for their own accounts. This includes
transactions in securities that may be purchased or held by the Fund/Portfolio,
but requires compliance with the Code's pre-clearance requirements, subject to
certain exceptions. In addition, the Trust's Code of Ethics provides for trading
"blackout periods" that prohibit trading of personnel within periods of trading
by the Fund/Portfolio in the same security. The Trust's Code of Ethics also
prohibits short term trading profits and personal investment in initial public
offerings and requires prior approval with respect to purchases of securities in
private placements.


The Advisor and its affiliates (including the Fund's Distributor, DIDI) have
each adopted a Code of Ethics pursuant to 17j-1 under the 1940 Act (the
"Consolidated Code"). The Consolidated Code permits access persons to trade in
securities that may be purchased or held by the Fund/Portfolio for their own
accounts, subject to compliance with the Consolidated Code's preclearance
requirements. In addition, the Consolidated Code also provides for trading
"blackout periods" that prohibit trading by personnel within periods of trading
by the Portfolio in the same security. The Consolidated Code also prohibits
short term trading profits, and personal investment in initial public offerings
and requires prior approval with respect to purchases of securities in private
placements.


Regulatory Matters and Legal Proceedings


On December 21, 2006, Deutsche Asset Management ("DeAM") settled proceedings
with the Securities and Exchange Commission ("SEC") and the New York Attorney
General on behalf of Deutsche Asset Management, Inc. ("DAMI") and DIMA, the
investment advisors to many of the DWS Investments funds, regarding allegations
of improper trading of fund shares at DeAM and at the legacy Scudder and Kemper
organizations prior to their acquisition by DeAM in April 2002. These regulators
alleged that although the prospectuses for certain funds in the regulators' view
indicated that the funds did not permit market timing, DAMI and DIMA breached
their fiduciary duty to those funds in that their efforts to limit trading
activity in the funds were not effective at certain times. The regulators also
alleged that DAMI and DIMA breached their fiduciary duty to certain funds by
entering into certain market timing arrangements with investors. These trading
arrangements originated in businesses that existed prior to the currently
constituted DeAM organization, which came together as a result of various
mergers of the legacy Scudder, Kemper and Deutsche fund groups, and all of the
arrangements were terminated prior to the start of the regulatory investigations
that began in the summer of 2003. No current DeAM employee approved these
trading arrangements. Under the terms of the settlements, DAMI and DIMA neither
admitted nor denied any wrongdoing.


The terms of the SEC settlement, which identified improper trading in the legacy
Deutsche and Kemper mutual funds only, provide for payment of disgorgement in
the amount of $17.2 million. The terms of the settlement with the New York
Attorney General provide for payment of disgorgement in the amount of $102.3
million, which is inclusive of the amount payable under the SEC settlement, plus
a civil penalty in the amount of $20 million. The total amount payable by DeAM,
approximately $122.3 million, will be distributed to shareholders of the
affected funds in accordance with a distribution plan to be developed by a
distribution consultant. The funds' investment advisors do not believe these
amounts will have a material adverse financial impact on them or materially
affect their ability to perform under their investment management agreements
with the DWS funds. The above-described amounts are not material to Deutsche
Bank, and have already been reserved.

Among the terms of the settled orders, DeAM is subject to certain undertakings
regarding the conduct of its business in the future, including formation of a
Code of Ethics Oversight Committee to oversee all matters relating to issues
arising under the advisors' Code of Ethics; establishment of an Internal
Compliance Controls Committee having overall compliance oversight responsibility
of the advisors; engagement of an Independent Compliance Consultant to conduct a
comprehensive review of the advisors' supervisory compliance and other policies
and procedures designed to prevent and detect breaches of fiduciary duty,
breaches of the Code of Ethics and federal securities law violations by the
advisors and their employees; and commencing in 2008, the advisors shall undergo
a compliance review by an independent third party.

In addition, DeAM is subject to certain further undertakings relating to the
governance of the mutual funds, including that at least 75% of the members of
the Boards of Trustees/Directors overseeing the DWS Funds continue to be
independent of DeAM; the Chairmen of the DWS Funds' Boards of Trustees/Directors
continue to be independent of DeAM; DeAM maintain existing management fee
reductions for certain funds for a period of five years and not increase
management fees for these certain funds during this period; the funds retain a
senior officer (or independent consultants, as applicable) responsible for
assisting in the review of fee arrangements and monitoring compliance by the
funds and the investment advisors with securities laws, fiduciary duties, codes
of ethics and other compliance policies, the expense of which shall be borne by
DeAM; and periodic account statements, fund prospectuses and the mutual funds'
web site contain additional disclosure and/or tools that assist investors in
understanding the fees and costs associated with an investment in the funds and
the impact of fees and expenses on fund returns.

DeAM has also settled proceedings with the Illinois Secretary of State regarding
market timing matters. The terms of the Illinois settlement provide for investor
education contributions totaling approximately $4 million and a payment in the
amount of $2 million to the Securities Audit and Enforcement Fund.


On September 28, 2006, the SEC and the National Association of Securities
Dealers ("NASD") (now known as the Financial Industry Regulatory Authority, or
"FINRA") announced final agreements in which Deutsche Investment Management
Americas Inc. ("DIMA"), Deutsche Asset Management, Inc. ("DAMI") and DWS Scudder
Distributors, Inc. (now known as DWS Investments Distributors, Inc. ("DIDI"))
settled administrative proceedings regarding disclosure of brokerage allocation
practices in connection with sales of the DWS Funds' (now known as the DWS
Investments Funds) shares during 2001-2003. The agreements with the SEC and NASD
are reflected in orders which state, among other things, that DIMA and DAMI
failed to disclose potential conflicts of interest to the funds' Boards and to
shareholders relating to DIDI's use of certain funds' brokerage commissions to
reduce revenue sharing costs to broker-dealer firms with whom it had
arrangements to market and distribute DWS Fund shares. These directed brokerage
practices were discontinued in October 2003.





Under the terms of the settlements, in which DIMA, DAMI and DIDI neither
admitted nor denied any of the regulators' findings, DIMA, DAMI and DIDI agreed
to pay disgorgement, prejudgment interest and civil penalties in the total
amount of $19.3 million. The portion of the settlements distributed to the funds
was approximately $17.8 million and was paid to the funds as prescribed by the
settlement orders based upon the amount of brokerage commissions from each fund
used to satisfy revenue sharing agreements with broker-dealers who sold fund
shares.

As part of the settlements, DIMA, DAMI and DIDI also agreed to implement certain
measures and undertakings relating to revenue sharing payments including making
additional disclosures in the funds' Prospectuses or Statements of Additional
Information, adopting or modifying relevant policies and procedures and
providing regular reporting to the fund Boards.

Additional information announced by DeAM regarding the terms of the settlements
is available at www.dws-investments.com/regulatory_settlements.


The matters alleged in the regulatory settlements described above also serve as
the general basis of a number of private class action lawsuits involving the DWS
funds. These lawsuits name as defendants various persons, including certain DWS
funds, the funds' investment advisors and their affiliates, and certain
individuals, including in some cases fund Trustees/Directors, officers, and
other parties. Each DWS fund's investment advisor has agreed to indemnify the
applicable DWS funds in connection with these lawsuits, or other lawsuits or
regulatory actions that may be filed making similar allegations.

Based on currently available information, the funds' investment advisors believe
the likelihood that the pending lawsuits will have a material adverse financial
impact on a DWS fund is remote and such actions are not likely to materially
affect their ability to perform under their investment management agreements
with the DWS funds.

                                SERVICE PROVIDERS

Administrator

The Fund and the Portfolio have entered into administrative services agreements
with DIMA (the "Administrator') (the "Administrative Services Agreement"),
pursuant to which the Administrator provides administrative services to the Fund
and Portfolio including, among others, providing the Fund and Portfolio with
personnel, preparing and making required filings on behalf of the Fund and
Portfolio, maintaining books and records for the Fund and Portfolio, and
monitoring the valuation of securities. For all services provided under the
Administrative Services Agreement, the Fund pays the Administrator a fee,
computed daily and paid monthly, of 0.100% of the Fund's average daily net
assets. For all services provided under the Administrative Services Agreement,
the Portfolio pays the Administrator a fee, computed daily and paid monthly, of
0.030% of the Portfolio's average daily net assets.


Under the Administrative Services Agreement, the Administrator is obligated on a
continuous basis to provide such administrative services as the Board of the
Fund and Portfolio reasonably deems necessary for the proper administration of
the Fund and Portfolio. The Administrator provides the Fund and Portfolio with
personnel; arranges for the preparation and filing of the Fund's and Portfolio's
tax returns; prepares and submits reports and meeting materials to the Board and
the shareholders; prepares and files updates to the Fund's and Portfolio's
prospectus and statement of additional information as well as other reports
required to be filed by the SEC; maintains the Fund's and Portfolio's records;
provides the Fund and Portfolio with office space, equipment and services;
supervises, negotiates the contracts of and monitors the performance of third
party 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 the Fund
and Portfolio; assists in the resolution of accounting issues that may arise
with respect to the Fund and Portfolio; establishes and monitors the Fund's and
Portfolio's operating expense budgets; reviews and processes the Fund's and
Portfolio's bills; assists in determining the amount of dividends and
distributions available to be paid by the Fund and Portfolio, 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 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 State Street Bank and
Trust Company, the Administrator has delegated certain administrative functions
to SSB. The costs and expenses of such delegation are borne by the
Administrator, not by the Fund and Portfolio.

The fee payable by the Fund and Portfolio to the Administrator pursuant to the
Administrative Services Agreement is reduced by the amount of any credit
received from the custodian for cash balances.

For the period June 1, 2007 through December 31, 2007, and for the year ended
May 31, 2007, the Advisor received $13,812,319 and $17,270,804, respectively, as
compensation for administrative services provided to the Fund, of which
$10,801,752 and $2,438,267, respectively, were waived.


For year ended December 31, 2008, the Advisor received $21,966,733 as
compensation for administrative services provided to the Fund, of which
$21,773,468 was waived.

Through July 29, 2010, the Advisor has contractually agreed to waive all or a
portion of its administrative services fee and reimburse or pay operating
expenses of the Fund to the extent necessary to maintain the Fund's total
operating expenses at 0.15% for Institutional Shares, excluding certain expenses
such as extraordinary expenses, taxes, brokerage and interest.

For the one-month ended June 30, 2007, DIMA received $1,772,787 as compensation
for administrative services provided to the Fund, of which $411,904 was waived.


For the year ended December 31, 2007, the Advisor received $6,287,793 as
compensation for administrative services provided to the Portfolio, of which
$911,650 is unpaid as of December 31, 2007.


Prior to June 1, 2006, DWS Investments Fund Accounting Corporation ("DIFA"), a
subsidiary of the Advisor, was responsible for determining the daily net asset
value per share of the Fund and maintaining portfolio and general accounting
records. For the fiscal year ended May 31, 2006, the amount charged to the Fund
by DIFA for accounting services aggregated $513,308.


Pursuant to DeAM procedures approved by the Boards on behalf of the DWS funds,
proof of claim forms are routinely filed on behalf of the DWS funds by a third
party service provider, with certain limited exceptions. The Boards of the DWS
funds receive periodic reports regarding the implementation of these procedures.

Distributor


Effective September 30, 2002, the Trust has an underwriting agreement with DWS
Investments Distributors, Inc. ("DIDI" or the "Distributor"), 222 South
Riverside Plaza, Chicago, Illinois 60606, an affiliate of the Advisor, serves as
distributor and principal underwriter for the Trust to provide information and
services for existing and potential shareholders. The distribution agreement
provides that DIDI shall appoint various firms to provide cash management
services for their customers or clients through the Fund. The Trust's
underwriting agreement was last approved by the Trustees on September 19, 2008
and will remain in effect until September 30, 2009.


Under the underwriting agreement, the Fund is responsible for: the payment of
all fees and expenses in connection with the preparation and filing with the SEC
of its registration statement and prospectus and any amendments and supplements
thereto; the registration and qualification of shares for sale in the various
states, including registering the Fund as a broker or dealer in various states,
as required; the fees and expenses of preparing, printing and mailing
prospectuses annually to existing shareholders (see below for expenses relating
to prospectuses paid by the Distributor); notices, proxy statements, reports or
other communications to shareholders of the Fund; the cost of printing and
mailing confirmations of purchases of shares and any prospectuses accompanying
such confirmations; any issuance taxes and/or any initial transfer taxes; a
portion of shareholder toll-free telephone charges and expenses of shareholder
service representatives; the cost of wiring funds for share purchases and
redemptions (unless paid by the shareholder who initiates the transaction); the
cost of printing and postage of business reply envelopes; and a portion of the
cost of computer terminals used by both the Fund and the Distributor.

The Distributor will pay for printing and distributing prospectuses or reports
prepared for its use in connection with the offering of the Fund's shares to the
public and preparing, printing and mailing any other literature or advertising
in connection with the offering of shares of the Fund to the public. The
Distributor will pay all fees and expenses in connection with its qualification
and registration as a broker or dealer under federal and state laws, a portion
of the cost of toll-free telephone service and expenses of shareholder service
representatives, a portion of the cost of computer terminals, and expenses of
any activity which is primarily intended to result in the sale of shares issued
by the Fund.

The Distributor currently offers shares of the Fund on a continuous basis to
investors in all states in which shares of the Fund may from time to time be
registered or where permitted by applicable law. The underwriting agreement
provides that the Distributor accepts orders for shares at net asset value as no
sales commission or load is charged to the investor. The Distributor has made no
firm commitment to acquire shares of the Fund.

Although the Fund does not currently have a 12b-1 Plan, and the Trustees have no
current intention of adopting one, a Fund will also pay those fees and expenses
permitted to be paid or assumed by the Trust pursuant to a 12b-1 Plan, if any,
adopted by the Trust, notwithstanding any other provision to the contrary in the
underwriting agreement.

Custodian

State Street Bank and Trust Company, ("SSB" or the "Custodian"), 225 Franklin
Street, Boston, Massachusetts 02101, serves as custodian for the Trust and the
Portfolio. As Custodian, SSB holds the Portfolio's assets.

Transfer Agent and Shareholder Service Agent


DWS Investments Service Company ("DISC" or the "Transfer Agent"), 210 West 10th
Street, Kansas City, Missouri 64105-1614, an affiliate of the Advisor, is the
transfer, dividend-paying and shareholder service agent for the Fund and as such
performs the customary services of a Transfer Agent and dividend disbursing
agent. These services include, but are not limited to: (i) receiving for
acceptance in proper form orders for the purchase or redemption of Fund shares
and promptly effecting such orders; (ii) recording purchases of Fund shares and,
if requested, issuing stock certificates; (iii) reinvesting dividends and
distributions in additional shares or transmitting payments therefor; (iv)
receiving for acceptance in proper form transfer requests and effecting such
transfers; (v) responding to shareholder inquiries and correspondence regarding
shareholder account status; (vi) reporting abandoned property to the various
states; and (vii) recording and monitoring daily the issuance in each state of
shares of the Fund of the Trust.

The Transfer Agent receives an annual service fee for each account of the Fund,
based on the type of account. For open retail accounts, the fee is a flat fee
ranging from $20.00 to $27.50 per account, for open wholesale money funds the
fee is $35.05 per account, while for certain retirement accounts serviced on the
recordkeeping system of ADP, Inc., the fee is a flat fee up to $3.80 per account
(as of 2008, indexed to inflation) plus an asset based fee of up to 0.25% of
average net assets. 1/12th of the annual service charge for each account is
charged and payable to the Transfer Agent each month. A fee is charged for any
account which at any time during the month had a share balance in the Fund.
Smaller fees are also charged for closed accounts for which information must be
retained on the Transfer Agent's system for up to 18 months after closing for
tax reporting purposes.


Certain out-of-pocket expenses incurred by the Transfer Agent, including
expenses of printing and mailing routine fund disclosure documents, costs of
record retention and transaction processing costs are reimbursed by the Fund or
are paid directly by the Fund. Certain additional out-of-pocket expenses,
including costs of computer hardware and software, third party record-keeping
and processing of proxy statements, may only be reimbursed by the Fund with the
prior approval of the Fund's Board.


Pursuant to a sub-transfer agency agreement between DISC and DST Systems, Inc.
("DST"), DISC 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 DISC, not by the Fund.





For the fiscal year ended May 31, 2006, the following amounts were charged to
the classes of the Fund by DWS-SSC:

Prime Reserve Class S Shares                                    $65,338
Premium Class S Shares                                         $182,806
Managed Shares                                                  $54,508
Institutional Shares                                            $59,075

For the fiscal year ended May 31, 2007, the following amounts were charged to
the classes of the Fund by DISC and DWS-SSC (prior to April 1, 2007):

Prime Reserve Class S Shares                                   $137,289
Premium Class S Shares                                         $257,015
Managed Shares                                                  $26,509
Institutional Shares                                           $423,368

For the period from June 1, 2007 through December 31, 2007, the following
amounts were charged to the classes of the Fund by DISC:

                                                                     Unpaid at
                                                                    December 31,
                                    Total        Amount Waived         2007
                                    -----        -------------        ------
Prime Reserve Class S Shares     $76,387              $3,003         $19,688
Premium Class S Shares          $150,890             $18,745        $24,495
Managed Shares                    $9,404              $9,404              --
Institutional Shares            $666,267            $594,794              --

For the year ended December 31, 2008, the following amounts were charged to the
classes of the Fund by DISC:
                                                                     Unpaid at
                                                                    December 31,
                                      Total       Amount Waived       2008
                                      -----       -------------      ------
Prime Reserve Class S Shares*       $91,828           $4,310            --
Premium Class S Shares*            $182,191          $25,975            --
Managed Shares*                     $24,302          $20,635            --
Institutional Shares             $1,052,988       $1,052,988            --

*     Managed  Shares,  Prime  Reserve Class S Shares and Premium Class S Shares
      were  combined  into  Institutional  Shares as of the close of business on
      October 6, 2008.


Legal Counsel


Ropes & Gray LLP, One International Place, Boston, MA 02110-2624, serves as
legal counsel to the Fund and to the Independent Trustees.




Independent Registered Public Accounting Firm

The financial highlights of the Fund included in the prospectuses and the
Financial Statements incorporated by reference in this Statement of Additional
Information have been so included or incorporated by reference in reliance on
the report of PricewaterhouseCoopers LLP, Independent Registered Public
Accounting Firm, 125 High Street, Boston, MA 02110-2624, independent
accountants, given on the authority of said firm as experts in auditing and
accounting. PricewaterhouseCoopers LLP audits the financial statements of the
Fund and provides other audit, tax and related services. Shareholders will
receive annual audited financial statements and semi-annual unaudited financial
statements.

                             PORTFOLIO TRANSACTIONS

The Advisor is generally responsible for placing the orders for the purchase and
sale of portfolio securities, including the allocation of brokerage. With
respect to those funds for which a sub-investment advisor manages the fund's
investments, references in this section to the "Advisor" should be read to mean
the Sub-Advisor, except as noted below.

The policy of the Advisor in placing orders for the purchase and sale of
securities for the Portfolio 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
Portfolio 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
Portfolio to their customers. However, the Advisor does not consider sales of
shares of the Portfolio as a factor in the selection of broker-dealers to
execute portfolio transactions for the Portfolio and, accordingly, has
implemented policies and procedures reasonably designed to prevent its traders
from considering sales of shares of the Portfolio as a factor in the selection
of broker-dealers to execute portfolio transactions for the Portfolio.

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
Portfolio, to cause the Portfolio 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 Portfolio 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
Portfolio. Services received from broker-dealers that executed securities
transactions for a Portfolio will not necessarily be used by the Advisor
specifically to service such Portfolio.

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. Currently,
it is the Advisor's policy that Sub-Advisors may not execute portfolio
transactions on behalf of the Portfolio to obtain third party research and
brokerage services. The Advisor may, in the future, change this policy.
Regardless, certain Sub-Advisors may, as matter of internal policy, limit or
preclude third party research and brokerage services.

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.

DIMA 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 each Portfolio 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 Portfolio with those to be sold or
purchased for other accounts in executing transactions. Purchases or sales are
then averaged as to price and commission and allocated as to amount in a manner
deemed equitable to each account. 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, the Portfolio, in other cases it is
believed that the ability to engage in volume transactions will be beneficial to
the Portfolio.

DIMA and its affiliates and the Portfolio'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.

DIMA 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. DIMA 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.

Deutsche Bank AG or one of its affiliates (or in the case of a Sub-Advisor, the
Sub-Advisor or one of its affiliates) may act as a broker for the Portfolio and
receive brokerage commissions or other transaction-related compensation from the
Portfolio 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 Portfolio's 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 Portfolio
a rate consistent with that charged to comparable unaffiliated customers in
similar transactions.

Money market instruments are normally purchased in principal transactions
directly from the issuer or from an underwriter or market maker. There usually
are no brokerage commissions paid by the Portfolio for such purchases. During
the last three fiscal years the Portfolio paid no portfolio brokerage
commissions. Purchases from underwriters will include a commission or concession
paid by the issuer to the underwriter, and purchases from dealers serving as
market makers will include the spread between the bid and asked prices.

During the last three fiscal years, neither the Portfolio nor the Fund paid any
brokerage commissions.

Portfolio Turnover

The Portfolio may attempt to increase yields by trading to take advantage of
short-term market variations, which results in higher portfolio turnover. This
policy does not result in higher brokerage commissions to the Portfolio as the
purchases and sales of portfolio securities are usually effected as principal
transactions. The Portfolio's turnover rates are not expected to have a material
effect on its income and have been and are expected to be zero for regulatory
reporting purposes.

                        PURCHASE AND REDEMPTION OF SHARES


The shares described in the DWS Money Market Series-Institutional Shares
prospectus (the "Prospectus") may not, directly or indirectly, be offered or
acquired in The Netherlands, and the Prospectus may not be circulated in The
Netherlands as part of initial distribution or at any time thereafter, except to
investors who acquire shares against a minimum consideration of EUR 50,000 or
the equivalent thereof in another currency. The Fund has not been registered for
public offer or distribution in The Netherlands and neither the Fund nor the
Advisor is licensed under the Dutch Financial Markets Supervision Act (Wet op
het financieel toezicht). Consequently, neither the Fund nor the Advisor is
subject to the prudential and conduct of business supervision of the Dutch
Central Bank (De Nederlandsche Bank N.V.) and the Dutch Authority for the
Financial Markets (Stichting Autoriteit Financiele Markten).


General Information

Policies and procedures affecting transactions in Fund 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 the Fund's agents. Transaction delays in
processing (and changing account features) due to circumstances within or beyond
the control of the Fund and its agents may occur. Shareholders (or their
financial service 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 distribution will be reinvested in shares of the same Fund and class if the
distribution check is returned as undeliverable.


Managed Shares ("Institutional Shares MGD"), Prime Reserve Class S Shares
("Institutional Shares PRS") and Premium Class S Shares ("Institutional Shares
PS" and together with Institutional Shares MGD and Institutional Shares PRS the
"legacy classes") were combined into Institutional Shares as of the close of
business on October 1, 2008. Following the completion of the combination, the
legacy classes will no longer be offered separately. Because the eligibility and
minimum investment requirements for each of the legacy classes differ from the
Institutional Shares, shareholders of each of the legacy classes may continue to
purchase shares of the fund and the investment requirements in effect for each
of the legacy classes will apply to those shareholders. Any account privileges
previously available to shareholders of the legacy classes remain unchanged.

Minimum Balance for Institutional Shares

The initial minimum investment requirement in the Institutional Shares of the
Fund is $1,000,000. Shareholders should maintain a share balance worth at least
$1,000,000 (which minimum amount may be changed by the Board of Trustees).

Shareholders whose account balance falls below $1,000,000 may be given 60 days'
notice to bring the account back up to $1,000,000 or more. Where a reduction in
value has occurred due to a redemption out of the account and the account
balance is not increased in 60 days, the Advisor reserves the right to redeem
all shares and close the account and send the proceeds to the shareholder's
address of record.

Minimum Balances for Institutional Shares MGD

Shareholders  should  maintain a share  balance worth at least  $100,000  (which
minimum amount may be changed by the Board of Trustees).

Shareholders whose account balance falls below $100,000 may be given 60 days'
notice to bring the account back up to $100,000 or more. Where a reduction in
value has occurred due to a redemption or exchange out of the account and the
account balance is not increased in 60 days, the Advisor reserves the right to
redeem all shares and close the account and send the proceeds to the
shareholder's address of record.

Minimum Balances for Institutional Shares PRS

Shareholders  should  maintain a share balance  worth at least  $7,500.  Account
balances  will be  reviewed  periodically  and the Advisor  reserves  the right,
following  60 days'  written  notice to  shareholders,  to redeem  all shares in
accounts that have a value below $7,500.

Minimum Balances for Institutional Shares PS

Shareholders should maintain a share balance worth at least $20,000. Account
balances will be reviewed periodically and the Advisor reserves the right,
following 60 days' written notice to shareholders, to redeem all shares in
accounts that have a value below $20,000.




Share Certificates

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


Use of Financial Services Firms. Investment dealers and other firms provide
varying arrangements for their clients to purchase and redeem the Fund's shares,
including different minimum investments, and may assess transaction or other
fees. 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 the
Fund's shares in nominee or street name as agent for and on behalf of their
customers. In such instances, the Fund's transfer 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 the Fund through the shareholder service agent for record-keeping and other
expenses relating to these nominee accounts. 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. 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 DIDI,
may receive compensation from the Fund through the Shareholder Service Agent for
these services.


The Fund has authorized one or more financial service institutions, including
certain members of the FINRA other than the Distributor ("financial
institutions"), to accept purchase and redemption orders for the Fund's shares.
Such financial institutions may also designate other parties, including plan
administrator intermediaries, to accept purchase and redemption orders on the
Fund's behalf. Orders for purchases or redemptions will be deemed to have been
received by the Fund when such financial institutions or, if applicable, their
authorized designees accept the orders. Subject to the terms of the contract
between the Fund and the financial institution, ordinarily orders will be priced
at the Fund's net asset value next computed after acceptance by such financial
institution or its authorized designees and accepted by the Fund. Further, if
purchases or redemptions of the 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. The Board of Trustees and the Distributor, also the Fund's
principal underwriter, each has the right to limit the amount of purchases by,
and to refuse to sell to, any person. The Trustees and the Distributor may
suspend or terminate the offering of shares of the Fund at any time for any
reason.


DIDI has adopted an Incentive Plan (the "Plan") covering wholesalers that are
regional vice presidents ("DWS Investments Wholesalers"). Generally, DWS
Investments Wholesalers market shares of the DWS funds to financial advisors,
who in turn may recommend that investors purchase shares of a DWS fund. The Plan
is an incentive program that combines a monthly incentive component with a
quarterly strategic bonus component. Under the Plan, DWS Investments 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 category of the fund. Each fund is assigned to one of three product
categories -- "Focus list funds," "Extended list funds" or "Index funds" --
taking into consideration, among other things, the following criteria, where
applicable:

o The Fund's consistency with DWS Investments' branding and long-term strategy.
o The Fund's competitive performance;
o The Fund's Morningstar rating;
o The length of time the Fund's Portfolio Managers have managed the
  Fund/Strategy
o Market size for the fund category;
o The Fund's size, including sales and redemptions of the Fund's shares

This information and other factors are presented to a committee comprised of
representatives from various groups within DWS Investments, who review on a
quarterly basis the funds assigned to each product category described above, and
make any changes to those assignments at that time. No one factor, whether
positive or negative, determines a fund's placement in a given category; all
these factors together are considered, and the designation of funds on the Focus
list and Extended list 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 category assignment.
These category assignments will be posted quarterly to the DWS funds' Web site
at www.dws-investments.com, approximately one month after the end of each
quarter. DWS Investments Wholesalers receive the highest compensation for Focus
list funds, less for Extended list funds and the lowest for Index funds. The
level of compensation among these categories may differ significantly.

In the normal course of business, DWS Investments will from time to time
introduce new funds into the DWS family of funds. As a general rule, new funds
will be assigned to the Focus list compensation category. As described above,
the fund category assignments are reviewed periodically and are subject to
change.

The prospect of receiving, or the receipt of, additional compensation by a DWS
Investments Wholesaler under the Plan may provide an incentive to favor
marketing the Focus list or Extended list funds over Index funds. The Plan,
however, will not change the price that investors pay for shares of a fund. The
DWS Investments Compliance Department monitors DWS Investments 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 category of the fund into account when considering
purchasing a fund or evaluating any recommendations relating to fund shares.




Telephone and Electronic Transaction Procedures. Shareholders have various
telephone, Internet, wire and other electronic privileges available. The Fund or
its agents will not be liable for any losses, expenses or costs arising out of
fraudulent or unauthorized instructions pursuant to these privileges if the Fund
or its agents reasonably believe, based upon reasonable verification procedures,
that the instructions were genuine. Verification procedures include recording
instructions, requiring certain identifying information before acting upon
instructions and sending written confirmations. During periods when it is
difficult to contact the Shareholder Service Agent, it may be difficult to use
telephone, wire and other privileges.


Dividend Payment Option. Investors may have dividends and distributions
automatically deposited to their predesignated bank account through DWS
Investments' Dividend Payment Option request form. Shareholders whose
predesignated checking account of record is with a member bank of Automated
Clearing House Network (ACH) can have income and capital gain distributions
automatically deposited to their personal bank account usually within three
business days after the Fund pays its distribution. A Dividend Payment Option
request form can be obtained by visiting our Web site at:
www.dws-investments.com or calling (800) 728-3337 for Institutional Shares PS
and Institutional Shares PRS shares and (800) 730-1313 for Institutional Shares
MGD. Confirmation Statements will be mailed to shareholders as notification that
distributions have been deposited.


Tax-Sheltered Retirement Plans. The Shareholder Service Agent provides
retirement plan services and documents and the Distributor can establish
investor accounts in any of the following types of retirement plans: Brochures
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.
Additional fees and transaction policies and procedures may apply to such plans.
Investors should consult with their own tax advisors before establishing a
retirement plan.

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.

Purchases

The Fund reserves the right to withdraw all or any part of the offering made by
its prospectus and to reject purchase orders for any reason. Also, from time to
time, the Fund may temporarily suspend the offering of any class of its shares
to new investors. During the period of such suspension, persons who are already
shareholders of such class of such Fund may be permitted to continue to purchase
additional shares of such class and to have dividends reinvested.

To help the government fight the funding of terrorism and money laundering
activities, federal law requires all financial institutions to obtain, verify
and record information that identifies each person who opens an account. For
more information, please see "Policies You Should Know About" in the Fund's
prospectuses.



It is our policy to offer purchase privileges to current or former directors or
trustees of the Deutsche or DWS mutual funds, employees, their spouses or life
partners and children or stepchildren age 21 or younger of Deutsche Bank or its
affiliates or a sub-adviser to any fund in the DWS family of funds or a
broker-dealer authorized to sell shares of the funds. Qualified individuals will
generally be allowed to purchase shares in the class with the lowest expense
ratio, usually the Institutional Class. If the Fund does not offer Institutional
Class shares, these individuals will be allowed to buy Class A shares at NAV.
The Fund also reserves the right to waive the minimum account balance
requirement for employees and director accounts. Fees generally charged to IRA
accounts will be charged to accounts of employees and directors.

Revenue Sharing


In light of recent regulatory developments, 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 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. 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 DWS fund shares, or the retention and/or servicing of investors,
to financial advisors in amounts that generally range from .01% up to .50% of
assets of the Fund serviced and maintained by the financial advisor, .05% to
..25% of sales of the Fund attributable to the financial advisor, a flat fee of
$13,350 up to $500,000, 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 this Fund or of any particular share class
of the 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 this
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 DWS funds and non-DWS funds by
financial advisors to retirement plans that obtain record keeping services from
ADP, Inc. on the DWS Investments branded retirement plan platform (the
"Platform") with the level of revenue sharing payments being based upon sales of
both the DWS funds and the non-DWS funds by the financial advisor on the
Platform or current assets of both the DWS funds and the non-DWS 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 following firms will receive
revenue sharing payments at different points during the coming year as described
above:

Channel: Broker-Dealers and Financial Advisors
----------------------------------------------
AIG Advisors Group
Ameriprise
Cadaret, Grant & Co. Inc.
Capital Analyst, Incorporated
Citigroup Global Markets, Inc. (dba Smith Barney)
Commonwealth Equity Services, LLP (dba Commonwealth Financial Network) Deutsche
Bank Group Ensemble Financial Services First Allied Securities First
Clearing/Wachovia Securities HD Vest Investment Securities, Inc.
ING Advisors Network
John Hancock Distributors LLC
LPL Financial
M.L. Stern & Co.
Meridien Financial Group
Merrill Lynch, Pierce, Fenner & Smith Inc.
Morgan Stanley
Oppenheimer & Co., Inc.
PlanMember Services
Prime Capital Inc.
Raymond James & Associates
Raymond James Financial Services
RBC Dain Rauscher, Inc
Securities America, Inc.
UBS Financial Services
Wells Fargo Investments, LLC

Channel: Cash Product Platform
------------------------------
Allegheny Investments LTD
Bank of America
Bank of New York (Hare & Co.)
BMO Capital Markets
Brown Brothers Harriman
Brown Investment Advisory & Trust Company
Cadaret Grant & Co.
Chicago Mercantile Exchange
D.A. Davidson & Company
Deutsche Bank Group
Emmett A. Larkin Company
Fiduciary Trust Co. - International
First Southwest Company
J.P. Morgan Clearing Corp.
Legent Clearing LLC
Lincoln Investment Planning
LPL Financial
Mellon Financial Markets LLC
Mesirow Financial, Inc.
Penson Financial Services
Pershing Choice Platform
ProFunds Distributors, Inc.
Ridge Clearing & Outsourcing Solutions
Robert W. Baird & Co.
Romano Brothers and Company
SAMCO Capital Markets
Smith Moore & Company
Sungard Institutional Brokerage Inc.
Treasury Curve LLC
US Bancorp
UBS Financial Services
William Blair & Company

Channel: Third Party Insurance Platforms
----------------------------------------
Allstate Life Insurance Company of New York
Ameritas Life Insurance Group
Annuity Investors Life Insurance Company
Columbus Life Insurance Company
Commonwealth Annuity and 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
Integrity Life Insurance Company
John Hancock Life Insurance companies
Kemper Investors Life Insurance Company
Lincoln Benefit Life Insurance Company
Lincoln Life & Annuity Company of New York
Lincoln National Life Insurance Company
Massachusetts Mutual Life Insurance Group
MetLife Group
Minnesota Life Insurance Company
National Life Insurance Company
National Integrity Life Insurance Company
Nationwide Group New York Life Insurance and Annuity Corporation
Phoenix Life Insurance Company
Protective Life Insurance
Provident Mutual Life Insurance
Prudential Insurance Company of America
Sun Life Group
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

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

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 DWS funds or a particular DWS 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 the
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 the 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 the
Fund will include firms that also sell shares of the DWS funds to their
customers. However, the Advisor will not consider sales of DWS fund shares as a
factor in the selection of broker-dealers to execute portfolio transactions for
the DWS funds. Accordingly, the Advisor has implemented policies and procedures
reasonably designed to prevent its traders from considering sales of DWS fund
shares as a factor in the selection of broker-dealers to execute portfolio
transactions for the 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.





Automatic Investment Plan. A shareholder may purchase shares of the Fund through
an automatic investment plan. Investments are made automatically (minimum $500
and maximum $250,000 for initial investments and a minimum of $50 and maximum
$250,000 for subsequent investments) from the shareholder's account at a bank,
savings and loan or credit union into the shareholder's Fund account.
Termination by a shareholder will become effective within thirty days after the
Shareholder Service Agent has received the request. The Fund may immediately
terminate a shareholder's automatic investment plan in the event that any item
is unpaid by the shareholder's financial institution.




Payroll Investment Plans. A shareholder may purchase shares through Payroll
Direct Deposit or Government Direct Deposit. Under these programs, all or a
portion of a shareholder's net pay or government check is invested each payment
period. A shareholder may terminate participation in these programs by giving
written notice to the shareholder's employer or government agency, as
appropriate. (A reasonable time to act is required.) The Fund is not responsible
for the efficiency of the employer or government agency making the payment or
any financial institutions transmitting payments.


Expedited Purchase Procedures for Existing Shareholders. Shareholders of other
DWS funds who have submitted an account application and have certified a tax
identification number, clients having a regular investment counsel account with
the Advisor or its affiliates and members of their immediate families, officers
and employees of the Advisor or of any affiliated organization and their
immediate families, members of the FINRA, and banks may open an account by wire
by calling (800) 728-3337 for Institutional Shares PRS and Institutional Shares
PS and (800) 730-1313 for Institutional Shares and Institutional MGD Shares for
instructions. The investor must send a duly completed and signed application to
the Fund promptly. A subsequent purchase order for $10,000 or more that is not
greater than four times an account value may be placed by telephone, etc. by
established shareholders (except by DWS Investments Individual Retirement
Account (IRA), DWS Simplified Profit Sharing and DWS Money Purchase Pension
Plans, DWS Investments 401(k) and DWS Investments 403(b) Plan holders), members
of the FINRA, and banks.

Purchasing Shares -- Institutional Shares

The Fund has specific minimum initial investment requirements for Institutional
Shares as follows:

Class of Shares       Minimum Initial Investment   Subsequent Minimum Investment
---------------       --------------------------   -----------------------------

Institutional Shares            $1,000,000                      None

The minimum investment requirements may be waived or lowered for investments
effected through banks and other institutions that have entered into special
arrangements with the Fund and for investments effected on a group basis by
certain other entities and their employees, such as pursuant to a payroll
deduction plan and for investments made in an Individual Retirement Account
offered by the Fund. Investment minimums may also be waived for Trustees and
officers of the Trust and for employees of Deutsche Bank. The Fund and the
Distributor each reserve the right to reject any purchase order. The Fund will
be invested in full and fractional shares.

Purchasing Shares -- Legacy Classes

The Fund has specific minimum subsequent investment requirements for each legacy
class of shares as follows:

Class of Shares                                  Subsequent Minimum Investment
---------------                                  -----------------------------

Institutional Shares PRS                                      $50

Institutional Shares PS                                       $50

Institutional Shares MGD                           $1,000 (regular accounts)
                                                          $100 (IRAs)
                                               $50 or more (Automatic Investment
                                                             Plan)


The minimum investment requirements may be waived or lowered for investments
effected through banks and other institutions that have entered into special
arrangements with the Fund and for investments effected on a group basis by
certain other entities and their employees, such as pursuant to a payroll
deduction plan and for investments made in an Individual Retirement Account
offered by the Fund. Investment minimums may also be waived for Trustees and
officers of the Trust. The Fund, the Distributor and the Cash Products Group
each reserve the right to reject any purchase order. The Fund will be invested
in full and fractional shares. Reductions in value that result solely from
market activity will not trigger an annual fee or involuntary redemption.
Shareholders with a combined household account balance in any of the DWS Funds
of $100,000 or more, as well as group retirement and certain other accounts will
not be subject to a fee or automatic redemption.

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


The quarterly subminimum account policy applies to all accounts in a household.
However, the fee will not apply to accounts enrolled in an automatic investment
program, IRAs or employer-sponsored employee benefit plans using the subaccount
record-keeping system made available through DISC.





Wire Transfer of Federal Funds

Orders for shares of the Fund will become effective when an investor's bank wire
order or check is converted into federal funds (monies credited to the account
of State Street Bank and Trust Company (the "Custodian") with its registered
Federal Reserve Bank). If payment is transmitted by the Federal Reserve Wire
System, the order will become effective upon receipt. Orders will be executed at
5:00 p.m. on the same day if a bank wire or check is converted to federal funds
or a federal funds' wire is received by 5:00 p.m. In addition, if investors
known to the Fund notify the Fund by 5:00 p.m. that they intend to wire federal
funds to purchase shares of the Fund on any business day and if monies are
received in time to be invested, orders will be executed at the net asset value
per share determined at 5:00 p.m. the same day. Wire transmissions may, however,
be subject to delays of several hours, in which event the effectiveness of the
order will be delayed. Payments by a bank wire other than the Federal Reserve
Wire System may take longer to be converted into federal funds. When payment for
shares is by check drawn on any member of the Federal Reserve System, federal
funds normally become available to the Fund on the business day after the check
is deposited.

Purchase orders received between 4:00 p.m. and 5:00 p.m. Eastern time, for
effectiveness at the 5:00 p.m. Eastern time net asset value determination, may
be rejected based on certain guidelines. In particular, only investors known to
the Fund may submit wire purchase orders between 4:00 p.m. and 5:00 p.m. Eastern
time and acceptance of such an order will, among other things, be based upon the
level of purchase orders received by the Fund, the size of the order submitted,
general market conditions, and the availability of investments for the Fund.

Shares of the Fund may be purchased by writing or calling the Transfer Agent.
Orders for shares of a particular class of the Fund will be executed at the net
asset value per share of such class next determined after an order has become
effective.

Checks drawn on a non-member bank may take substantially longer to be converted
into federal funds and, accordingly, may delay the execution of an order. Checks
must be payable in US dollars and will be accepted subject to collection at full
face value. By investing in the Fund, a shareholder appoints the Transfer Agent
to establish an open account to which all shares purchased will be credited,
together with any dividends and capital gains distributions that are paid in
additional shares.

Additional  Information  about Subsequent Investments by QuickBuy


Shareholders, whose predesignated bank account of record is a member of the
Automated Clearing House Network (ACH) and who have elected to participate in
the QuickBuy program may purchase shares of the Fund by telephone. Through this
service shareholders may purchase up to $250,000. To purchase shares by
QuickBuy, shareholders should call before the close of regular trading on The
New York Stock Exchange, Inc. ("NYSE"), normally 4:00 p.m. Eastern time.
Proceeds in the amount of your purchase will be transferred from your bank
checking account two or three business days following your call. For requests
received by the close of regular trading on the Exchange, shares will be
purchased at the net asset value per share calculated at the close of trading on
the day of your call. QuickBuy requests received after the close of regular
trading on the Exchange will begin their processing and be purchased at the net
asset value calculated the following business day. If you purchase shares by
QuickBuy and redeem them within seven days of the purchase, the Fund may hold
the redemption proceeds for a period of up to seven business days. If you
purchase shares and there are insufficient funds in your bank account the
purchase will be canceled and you will be subject to any losses or fees incurred
in the transaction. QuickBuy transactions are not available for most retirement
plan accounts. However, QuickBuy transactions are available for DWS Investments
IRA accounts.


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

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

Other Information

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

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

Exchanges and Redemptions

Payment of redemption proceeds may be made in securities upon consent of a
redeeming shareholder. The Trust may suspend or postpone redemptions with
respect to the Fund as permitted pursuant to Section 22(e) of the Investment
Company Act of 1940. Generally, those circumstances are when: 1) the New York
Stock Exchange is closed other than customary weekend or holiday closings; 2)
trading on the New York Stock Exchange is restricted; 3) an emergency exists
which makes the disposal of securities owned by a portfolio or the fair
determination of the value of a portfolio'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
nonroutine closure of the Federal Reserve wire payment system.

A shareholder's Fund account remains open for up to one year following complete
redemption and all costs during the period will be borne by the Trust. This
permits an investor to resume investments.

Exchanges


Shareholders may request a taxable exchange of their shares for shares of the
corresponding class of certain other DWS funds without imposition of a sales
charge, subject to the provisions below. For purposes of calculating any CDSC,
amounts exchanged retain their original cost and purchase date.

Shareholders who exchange their shares out of a DWS money market fund (not
including shares acquired by dividend reinvestment or by exchange from Class A
shares of another DWS fund) into Class A shares of certain other DWS funds, will
generally be subject to the applicable sales charge.

Certain DWS funds may not be available to shareholders on an exchange. To learn
more about which DWS funds may be available on exchange, please contact your
financial services firm or visit our Web site at: www.dws-investments.com or
call (800) 728-3337.

Shareholders may obtain prospectus(es) of the DWS fund they are exchanging into
from dealers, other firms or DIDI.




Redemption by Telephone

(a)      In order to request  redemptions by telephone,  shareholders  must have
         completed and returned to the Transfer Agent the application, including
         the designation of a bank account to which the redemption  proceeds are
         to be sent.  Shareholders  currently  receive the right to redeem up to
         $100,000,  unlimited  for  Institutional  Shares,  to their  address of
         record automatically, without having to elect it. Shareholders may also
         request to have the  proceeds  mailed or wired to their  pre-designated
         bank  account.   NEW  INVESTORS  wishing  to  establish  the  telephone
         redemption  privilege  must  complete  the  appropriate  section on the
         application.

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


Telephone redemption is not available with respect to shares represented by
share certificates or shares held in certain retirement accounts.

If a request for redemption to a shareholder's bank account is made by
telephone, payment will be by Federal Reserve bank wire to the bank account
designated on the application, unless a request is made that the redemption
check be mailed to the designated bank account.

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

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

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

Redemption by QuickSell


Shareholders whose predesignated bank account of record is a member of the
Automated Clearing House Network (ACH) and who have elected to participate in
the QuickSell program may sell shares of the Fund by telephone. Redemptions must
be for at least $50 and a maximum of $250,000. Proceeds in the amount of your
redemption will be transferred to your bank checking account two or three
business days following your call. For requests received by the close of regular
trading on the Exchange, normally 4:00 p.m. Eastern time, shares will be
redeemed at the net asset value per share calculated at the close of trading on
the day of your call. QuickSell requests received after the close of regular
trading on the Exchange will begin their processing and be redeemed at the net
asset value calculated the following business day. QuickSell transactions are
not available for DWS Investments IRA accounts and most other retirement plan
accounts.


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

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

Redemption by Mail

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

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

It is suggested that shareholders holding share certificates or shares
registered in other than individual names contact the Transfer Agent prior to
any redemptions to ensure that all necessary documents accompany the request.
When shares are held in the name of a corporation, trust, fiduciary agent,
attorney or partnership, the Transfer Agent requires, in addition to the stock
power, certified evidence of authority to sign. These procedures are for the
protection of shareholders and should be followed to ensure prompt payment.
Redemption requests must not be conditional as to date or price of the
redemption. Proceeds of a redemption will be sent within one business day of
when your order is processed.


The requirements for IRA redemptions are different from those for regular
accounts. For more information call (800) 728-3337 for Institutional Shares PRS
and Institutional Shares PS and (800) 730-1313 for Institutional Shares MGD.


Redemption by Checkwriting


All new investors and existing shareholders who apply to UMB Bank for checks may
use them to pay any person, provided that each check is for at least $1,000 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 the Fund's book for seven business
days. Shareholders who use this service may also use other redemption
procedures. No shareholder may write checks against certificated shares. The
Fund pays the bank charges for this service. However, the 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. The Fund, DISC and UMB Bank reserve the right at any time to
suspend or terminate the Checkwriting procedure.

The Fund accepts Automated Clearing House ("ACH") debit entries for accounts
that have elected the checkwriting redemption privilege. 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
the 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. The 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. The fund, the fund's transfer
agent, the Shareholder Service Agent or any other person or system handling the
transaction is 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; the 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 value of the shares of the fund then in the account and available
for redemption. The 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 the 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 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 wish to terminate the periodic preauthorized transfers, you should do so
with the person or company to whom you have been making payments. If you have
told the 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, the fund may also
require that you put your request in writing so that the fund will receive it
within 14 days after you call. If you order the fund to stop one of these
payments three (3) business days or more before the transfer is scheduled and
the fund does not do so, the 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.


In case of errors or questions about your ACH debit entry transactions please
telephone ((800) 728-3337 for Institutional Shares PRS and Institutional Shares
PS or (800) 730-1313 for Institutional Shares MGD) or write (DWS Investments
Service Company, P.O. Box 219669, Kansas City, MO 64121-9669) 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 60 days after the
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 the 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 the fund or Shareholder Service Agent could have
stopped someone from taking that money if you had notified the Shareholder
Service Agent in time.


When you report a suspected transaction, we will need your name and account
number, a description of the error or the transfer you are unsure about, an
explanation as to why you believe it is an error or why you need more
information and 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 45 days (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 the fund, the fund's named transfer agent or the Shareholder
Service Agent does not complete a transfer from your account on time or in the
correct amount according to the fund's agreement with you, the fund may be
liable for your losses or damages. The fund will not be liable to you if (i)
there are not sufficient funds available in your account to complete the
transfer, (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, the fund's liability
shall not exceed the amount of the transfer in question.

The fund, the fund's named transfer agent 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 the fund written permission.

The acceptance and processing of ACH debit entry transactions is established
solely for your convenience and the 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
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.

Redemption-in-Kind

If conditions exist which make cash payments undesirable, upon consent of a
redeeming shareholder, the Trust may honor any request for redemption or
repurchase order by making payment in whole or in part in readily marketable
securities chosen by the Fund and valued as they are for purposes of computing
the Fund's net asset value (a redemption-in-kind). If payment is made in
securities, a shareholder may incur transaction expenses in converting these
securities into cash. The Trust has elected to be governed by Rule 18f-1 under
the 1940 Act as a result of which the Fund is obligated to redeem shares, with
respect to any one shareholder during any 90 day period, solely in cash up to
the lesser of $250,000 or 1% of the net asset value of that Fund at the
beginning of the period.

Expedited Redemption Service

In order to request the Expedited Redemption Service for Institutional Shares,
shareholders must have completed and returned to the Transfer Agent the
application electing this option. Redemption of shares may be requested by
calling (800) 730-1313. Expedited Redemption Service orders that arrive before
12 noon Eastern time will be processed that day, and, if possible, those
arriving between noon and 4:00 p.m. will be processed that day as well.
Expedited Redemption Service is not available between 4:00 p.m. and 5:00 p.m.,
but redemptions by other available means may be made until 5:00 p.m. Eastern
time.

Redemption by Wire

Shareholders may request to have redemption proceeds wired to their
pre-designated bank account. If a request for redemption to a shareholder's bank
account is made by telephone, payment will be by Federal Reserve bank wire to
the bank account designated on the application, unless a request is made that
the redemption check be mailed to the designated bank account. The Institutional
Shares do not charge a wire fee.

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

Automatic Withdrawal Plan

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


The minimum account balance required to establish an automatic withdrawal plan
on regular accounts is $5,000. An Automatic Withdrawal Plan request form can be
obtained by calling (800) 728-3337 for Institutional Shares PRS and
Institutional Shares PS.


                                    DIVIDENDS


Dividends and Capital Gains  Distribution Options --

Investors have freedom to choose whether to receive cash or to reinvest any
dividends from net investment income or distributions from realized capital
gains in additional shares of the Fund. For retirement plans, reinvestment is
the only option. A change of instructions for the method of payment must be
received by the Transfer Agent at least five days prior to a dividend record
date. Shareholders also may change their dividend option either by calling (800)
728-3337 for Institutional Shares PRS and Institutional Shares PS and (800)
730-1313 for Institutional MGD Shares or by sending written instructions to the
Transfer Agent. Dividends and other distributions of the Fund in the aggregate
amount of $10 or less are automatically reinvested in shares of the Fund unless
the shareholder requests in writing that such policy not be applied to the
shareholder's account. Please include your account number with your written
request.


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


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


Transaction Summaries


Annual summaries of all transactions in each Fund account are available to
shareholders. The summaries may be obtained by calling (800) 728-3337 for
Institutional Shares PS, Institutional Shares PRS Shares or (800) 730-1313 for
Institutional and Managed Shares.

                                      TAXES

The following is a general summary of certain US federal income tax consequences
of investing in the Fund. It is not intended as a complete discussion of all
such consequences, it does not address foreign, state or local taxes or the
effects of possible changes in tax laws, nor does it deal with all categories of
investors. Investors are therefore advised to consult with their tax advisors
before making an investment in the Fund.

The summary is based on the Internal Revenue Code of 1986, as amended (the
"Code"), US Treasury Regulations, and other applicable authority, as of the date
of this SAI. These authorities are subject to change by legislative or
administrative action, possibly with retroactive effect.

Taxation of the Fund. The Fund intends to elect to be treated and to qualify
each year as a regulated investment company under Subchapter M of the Code. In
order to qualify for the special tax treatment accorded regulated investment
companies and their shareholders, the 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,
         and 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 the
         Fund's taxable year, (i) at least 50% of the market value of the Fund's
         total assets consists of 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 the 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 the Fund's total assets is 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 that
         the Fund controls and that 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 -- generally,
         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, for such year.

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 by a
regulated investment company. However, 100% of the net income derived from an
interest in a "qualified publicly traded partnership" (generally, a partnership
(x) interests in which are traded on an established securities market or readily
tradable on a secondary market or the substantial equivalent thereof, (y) that
is treated as a partnership for federal income tax purposes, and (z) that
derives less than 90% of its income from the qualifying income described in
paragraph (a)(i) above) will be treated as qualifying income. In addition,
although in general the passive loss rules of the Code do not 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. For purposes of paragraph (b) above, the term "outstanding voting
securities of such issuer" will include the equity securities of a qualified
publicly traded partnership. Also, for purposes of the diversification test in
(b) above, identification of the issuer (or, in some cases, issuers) of a
particular Fund investment will 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 Internal Revenue Service ("IRS") with respect to issuer identification for a
particular type of investment may adversely affect the Fund's ability to meet
the diversification test in (b) above.

The Fund will be deemed to own its proportionate share of the Portfolio's assets
and to earn its proportionate share of the Portfolio's income for purposes of
determining whether the Fund satisfies the requirements described above.

If the Fund qualifies as a regulated investment company that is accorded special
tax treatment, the 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).

If for any taxable year the Fund were to fail to qualify for the special federal
income tax treatment accorded regulated investment companies, all of its 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. Such distributions may be eligible (i) to be
treated as qualified dividend income in the case of shareholders taxed as
individuals and (ii) for the dividends received deduction in the case of
corporate shareholders. In addition, the 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.

The Fund intends to distribute to its shareholders, at least annually,
substantially all of its net earnings, including investment company taxable
income (which generally includes taxable ordinary income and any excess of net
realized short-term capital gains over net realized long-term capital losses)
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). Any investment company taxable income retained by
the Fund will be subject to federal income tax at the Fund level at regular
corporate rates. From time to time, the Fund may determine to retain for
reinvestment its net capital gain. If the Fund retains any net capital gain, it
will be subject to federal income tax at regular corporate rates on the amount
retained, but may designate the retained amount as undistributed capital gains,
in a notice to its shareholders who (i) will be required to include in income
for federal income tax purposes, as long-term capital gain, their shares of such
undistributed amount, and (ii) will be entitled to credit their proportionate
shares of the tax paid by the Fund on such undistributed amount against their
federal income tax liabilities, if any, and to claim refunds on a properly filed
US tax return to the extent the credit exceeds such liabilities. For federal
income tax purposes, the tax basis of shares owned by a shareholder of the Fund
will be increased by an amount equal to the difference between the amount of
undistributed capital gains included in the shareholder's gross income under
clause (i) of the preceding sentence and the tax deemed paid by the shareholder
under clause (ii) of the preceding sentence.

In determining its net capital gain for Capital Gain Dividend (as defined below)
purposes, a regulated investment company generally must treat any net capital
loss or any net long-term capital loss incurred after October 31 as if it had
been incurred in the succeeding year. Treasury regulations permit a regulated
investment company, in determining its taxable income, to elect to treat all or
part of any net capital loss, any net long-term capital loss or any foreign
currency loss incurred after October 31 as if it had been incurred in the
succeeding year.

The Fund is subject to a 4% nondeductible federal 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 the Fund's taxable ordinary income
for the calendar year and at least 98% of the excess of its capital gains over
capital losses realized during the one-year period ending October 31 (in most
cases) of such year as well as amounts that were neither distributed nor taxed
to the Fund during the prior calendar year. For this purpose, however, any
ordinary income or capital gain net income retained by the Fund that is subject
to corporate income tax will be considered to have been distributed by year-end.
Although the Fund's distribution policies should enable it to avoid federal
excise tax liability, the 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 the Fund. However, in any event, the Fund intends to comply with the
minimum distribution requirements applicable to regulated investment companies
under Subchapter M of the Code as described above.

Taxation of the Portfolio. The Portfolio will be treated as a partnership for
federal income tax purposes and, as a result, will not be subject to federal
income tax. Instead, the Fund and other investors in the Portfolio will be
required to take into account, in computing their federal income tax liability,
their respective shares of the Portfolio's income, gains, losses, deductions and
credits, without regard to whether they have received any cash distributions
from the Portfolio.

Taxation of Fund Distributions. For federal income tax purposes, distributions
of investment income are generally taxable as ordinary income. Taxes on
distributions of capital gains are determined by how long the 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. Distributions of gains from the sale
of investments that the Fund owned (or is deemed to have owned) for one year or
less will be taxable as ordinary income. Distributions of net capital gains from
the sale of investments that the Fund owned (or is deemed to have owned) for
more than one year and that are properly designated by the Fund as capital gain
dividends ("Capital Gain Dividends") will be taxable as long-term capital gains.
Capital gains distributions may be reduced if Fund capital loss carryforwards
are available. Long-term capital gain rates applicable to individuals have been
temporarily reduced -- in general, to 15% with lower rates applying to taxpayers
in the 10% and 15% rate brackets -- for taxable years beginning before January
1, 2011. The Fund expects that it generally will not earn or distribute any
long-term capital gains. In addition, the Fund expects that none of its
distributions will be treated as "qualified dividend income" eligible for
taxation at the rates generally applicable to long-term capital gains for
individuals.

Distributions are taxable whether shareholders receive them in cash or reinvest
them in additional shares of the Fund or another DWS fund through the
reinvestment privilege. All distributions by the Fund result in a reduction in
the net asset value of the Fund's shares. If the Fund makes a distribution to a
shareholder in excess of its current and accumulated earnings and profits in any
taxable year, the excess distribution will be treated as a return of capital to
the extent of such shareholder's tax basis in its shares, and thereafter as
capital gain. A return of capital is not taxable, but it reduces a shareholder's
tax basis in its shares, thus reducing any loss or increasing any gain on a
subsequent taxable disposition by the shareholder of his or her shares.

Sale or Redemption of Shares. The sale, exchange or redemption of Fund shares is
considered a taxable event. However, because the Fund seeks to maintain a
consistent $1.00 share price, you will generally not realize any taxable gain or
loss when you sell or exchange shares. In general, any gain or loss realized
upon a taxable disposition of shares will be treated as long-term capital gain
or loss if the shares have been held for more than one year. Otherwise, the gain
or loss on the taxable disposition of Fund shares will be treated as short-term
capital gain or loss.

Taxation of Certain Investments. As described above, the Fund is required to
take into account, in computing its federal income tax liability, its respective
shares of the Portfolio's income, gains, losses, deductions and credits, without
regard to whether it has received any cash distributions from the Portfolio. Any
reference to or description herein of the US federal income tax aspects of the
Fund's investment practices and activities, in effect, take into account the
investment practices and activities of the Portfolio.

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 the 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 to the Fund and is included in taxable
income over the term of the debt security, even though payment of that amount is
not received until a later time, usually when the debt security matures. This
OID imputed income will comprise a part of the investment company taxable income
of the Fund, which must be distributed to shareholders in order to maintain the
qualification of the Fund as a regulated investment company and to avoid federal
income and/or excise tax at the Fund level. In addition, payment-in-kind
securities will give rise to income which is required to be distributed and is
taxable even though the Fund receives no interest payment in cash on the
security during the year from such debt obligations.

Some debt obligations with a fixed maturity date of more than one year from the
date of issuance that are acquired by the Fund in the secondary market may be
treated as having market discount. 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 (but as of yet unrecognized)
market discount on such debt security. Market discount generally accrues in
equal daily installments. The Fund may make one or more of the elections
applicable to debt obligations having market discount, which could affect the
character and timing of recognition of income from such debt obligations.

Some debt obligations with a fixed maturity date of one year or less from the
date of issuance that are acquired by the Fund may be treated as having
acquisition discount or OID. Generally, the Fund will be required to include the
acquisition discount or OID in income over the term of the debt security, even
though payment of that amount is not received until a later time, usually when
the debt security matures. The Fund may make one or more of the elections
applicable to debt obligations having acquisition discount or OID, which could
affect the character and timing of recognition of income from such debt
obligations.

If the 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 the Fund actually received. Such distributions may
be made from the cash assets of the Fund or by liquidation of portfolio
securities, if necessary. The Fund may realize gains or losses from such
liquidations. In the event the Fund realizes net short-term or long-term capital
gains from such transactions, its shareholders may receive a larger distribution
from the Fund (which will be taxable to them) than they would in the absence of
such transactions.

Foreign Taxation. Foreign withholding or other foreign taxes with respect to
income (possibly including, in some cases, capital gains) on certain foreign
securities may occur. These taxes may be reduced or eliminated under the terms
of an applicable US income tax treaty. As it is not expected that more than 50%
of the value of the Fund's total assets will consist of securities issued by
foreign corporations, the Fund will not be eligible to pass through to its
shareholders their proportionate share of any foreign taxes paid by the Fund,
with the result that shareholders will not be able to include in income, and
will not be entitled to take any credits or deductions for such foreign taxes.

Backup Withholding. Under the backup withholding provisions of the Code,
redemption proceeds as well as distributions may be subject to federal income
tax withholding for certain shareholders, if (i) the shareholder fails to
furnish the Fund with a correct "taxpayer identification number" (TIN), (ii) the
shareholder underreports dividend or interest income, or (iii) the shareholder
has not certified to the Fund that withholding does not apply. The backup
withholding rate is 28% for amounts paid through 2010. This rate will expire and
the backup withholding rate will be 31% for amounts paid after December 31,
2010, unless Congress enacts tax legislation providing otherwise.

Backup withholding is not an additional tax. Any amounts withheld may be
credited against the shareholder's US federal income tax liability, provided the
appropriate information is furnished to the IRS.

Tax Shelter Reporting Regulations. Under Treasury regulations, 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, 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. Future guidance may extend the current
exception from this reporting requirement to shareholders of most or all
regulated investment companies. 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.

Non-US Shareholders. Distributions properly designated as Capital Gain Dividends
generally will not be subject to withholding of federal income tax. In general,
dividends (other than Capital Gain Dividends) paid by the Fund to a shareholder
that is not a "US person" within the meaning of the Code (such shareholder, a
"foreign person") 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 foreign person directly, would
not be subject to withholding.

However, effective for taxable years of the Fund beginning before January 1,
2010, the Fund will not be required to withhold any amounts (i) with respect to
distributions (other than distributions to a foreign person (w) that has not
provided a satisfactory statement that the beneficial owner is not a US person,
(x) to the extent that the dividend is attributable to certain interest on an
obligation if the foreign person is the issuer or is a 10% shareholder of the
issuer, (y) that is within certain foreign countries that have inadequate
information exchange with the United States, or (z) to the extent the dividend
is attributable to interest paid by a person that is a related person of the
foreign person and the foreign person is a controlled foreign corporation) from
US-source interest income of types similar to those not subject to US federal
income tax if earned directly by an individual foreign person, to the extent
such distributions are properly designated by the Fund ("interest-related
dividends"), and (ii) with respect to distributions (other than (a)
distributions to an individual foreign person 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) of net short-term capital gains in
excess of net long-term capital losses, to the extent such distributions are
properly designated by the Fund ("short-term capital gain dividends"). Depending
on the circumstances, the Fund may make such 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. Absent legislation
extending these exemptions for taxable years beginning on or after January 1,
2010, these special withholding exemptions for interest-related and short-term
capital gain dividends will expire and these dividends generally will be subject
to withholding as described above. It is currently unclear whether Congress will
extend the exemptions for tax years beginning on or after January 1, 2010. The
Fund does not intend to make designations of interest-related dividends.

In the case of shares held through an intermediary, the intermediary may
withhold even if the Fund makes a designation with respect to a payment. Foreign
persons should contact their intermediaries with respect to the application of
these rules to their accounts.

A beneficial holder of shares who is a foreign person 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 the Fund or on Capital Gain Dividends
unless (i) such gain or dividend is effectively connected with the conduct of a
trade or business carried on by such holder within the United States or (ii) in
the case of an individual holder, the holder 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.

In order to qualify for any exemptions from withholding described above or for
lower withholding tax rates under income tax treaties, or to establish an
exemption from backup withholding, a foreign investor must comply with special
certification and filing requirements relating to its non-US status (including,
in general, furnishing an IRS Form W-8BEN or substitute form). Foreign investors
in the Fund should consult their tax advisors in this regard.

If a 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 United States.

A beneficial holder of shares who is a foreign person may be subject to state
and local tax and to the US federal estate tax in addition to the federal tax on
income referred to above.

Securities Lending. To the extent that the Fund makes a distribution of income
received by the Fund in lieu of dividends (a "substitute payment") with respect
to securities on loan pursuant to a securities lending transaction, such income
will not constitute qualified dividend income to individual shareholders and
will not be eligible for the dividends-received deduction for corporate
shareholders.

Other Tax Considerations.

The Fund's shareholders may be subject to state and local taxes on their Fund
distributions and on redemptions of the Fund's shares. Shareholders are advised
to consult their own tax advisors with respect to the particular tax
consequences to them of an investment in the Fund.

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 is designed to provide investors with liquidity and current income. The
Fund is not intended to constitute a balanced investment program and is not
designed for investors seeking capital gains, maximum income or maximum
tax-exempt income irrespective of fluctuations in principal.




                                 NET ASSET VALUE


The net asset value ("NAV") per share of the Portfolio is calculated on each day
on which the Portfolio is open for business. The Portfolio is open for business
each day the New York Stock Exchange is open, as described in the Portfolio's
current prospectus. The NAV per share of the Portfolio is computed by dividing
the value of the Portfolio's assets less all liabilities, by the total number of
shares of the Portfolio outstanding. Although there is no guarantee, the
Portfolio's NAV per share will normally be $1.00.

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.

The Board has established procedures reasonably designed to stabilize the
Portfolio's NAV per share at $1.00. Under the procedures, the Advisor will
monitor and notify the Board of circumstances where the Portfolio'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 average maturity of the
portfolio; withholding or reducing dividends; redeeming shares in kind; or
valuing assets based on market valuations.

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 Portfolio's Pricing Committee (or, in
some cases, the Board's Valuation Committee) based upon input from the Advisor
or other third parties. Additionally, for purposes of determining market
valuations, through January 12, 2009, or such later date as extended by the SEC,
certain portfolio assets may be valued at amortized cost, unless the particular
circumstances suggest that amortized cost is no longer appropriate (e.g., there
is an impairment of the creditworthiness of the issuer). The use of amortized
cost for purposes of determining market valuations is limited to portfolio
assets that (i) have a remaining maturity of 60 days or less as set forth on the
face of the instrument; (ii) are considered First Tier Securities pursuant to
SEC rules; and (iii) are expected to be held to maturity.





                           BOARD MEMBERS AND OFFICERS

The following table presents certain information regarding the Board Members of
the Trust. 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 or the Advisor (each, an "Independent Board Member") is c/o
Dawn-Marie Driscoll, PO Box 100176, Cape Coral, FL 33904. 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. 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 DWS fund complex.

Independent Board Members

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
 Name, Year of Birth, Position                                                                   Number of Funds
 with the Trust and Length of     Business Experience and                                        in DWS Fund
 Time Served(1)                   Directorships During the Past 5 Years                          Complex Overseen
--------------------------------------------------------------------------------------------------------------------
<S>                               <C>                                                                   <C>
Paul K. Freeman                   Consultant, World Bank/Inter-American Development Bank;               129
(1950)                            Governing Council of the Independent Directors Council
Chairperson since 2009, and       (governance, executive committees); formerly: Project Leader,
Board Member since 1993           International Institute for Applied Systems Analysis
                                  (1998-2001); Chief Executive Officer, The Eric Group, Inc.
                                  (environmental insurance) (1986-1998)
--------------------------------------------------------------------------------------------------------------------
John W. Ballantine (1946)         Retired; formerly: Executive Vice President and Chief Risk            129
Board Member since 1999           Management Officer, First Chicago NBD Corporation/The First
                                  National Bank of Chicago (1996-1998); Executive Vice
                                  President and Head of International Banking (1995-1996);
                                  Directorships: Healthways Inc. (provider of disease and care
                                  management services); Portland General Electric (utility
                                  company); Stockwell Capital Investments PLC (private equity);
                                  former Directorships: First Oak Brook Bancshares, Inc. and
                                  Oak Brook Bank
--------------------------------------------------------------------------------------------------------------------
 Henry P. Becton, Jr. (1943)      Vice Chair, WGBH Educational Foundation; Directorships:               129
 Board Member since               Association of Public Television Stations; Becton Dickinson
 1990                             and Company(2) (medical technology company); Belo
                                  Corporation(2) (media company); Boston Museum
                                  of Science; Public Radio International; PRX,
                                  The Public Radio Exchange; The PBS Foundation;
                                  former Directorships: American Public
                                  Television; Concord Academy; New England
                                  Aquarium; Mass. Corporation for Educational
                                  Telecommunications; Committee for Economic
                                  Development; Public Broadcasting Service
--------------------------------------------------------------------------------------------------------------------
Dawn-Marie Driscoll (1946)        President, Driscoll Associates (consulting firm); Executive           129
Board Member since 1987           Fellow, Center for Business Ethics, Bentley University;
                                  formerly: Partner, Palmer & Dodge (1988-1990); Vice President
                                  of Corporate Affairs and General Counsel, Filene's
                                  (1978-1988); Directorships: Trustee of 20 open-end mutual
                                  funds managed by Sun Capital Advisers, Inc. (since 2007);
                                  Director of ICI Mutual Insurance Company (since 2007);
                                  Advisory Board, Center for Business Ethics,
                                  Bentley University; Trustee, Southwest Florida
                                  Community Foundation (charitable
                                  organization); former Directorships:
                                  Investment Company Institute (audit,
                                  executive, nominating committees) and
                                  Independent Directors Council (governance,
                                  executive
                                  committees)
--------------------------------------------------------------------------------------------------------------------
Keith R. Fox (1954)               Managing General Partner, Exeter Capital Partners (a series           129
Board Member since                of private equity funds); Directorships: Progressive Holding
1996                              Corporation (kitchen goods importer and distributor); Natural
                                  History, Inc. (magazine publisher); Box Top Media Inc.
                                  (advertising); The Kennel Shop (retailer)
--------------------------------------------------------------------------------------------------------------------
Kenneth C. Froewiss               Clinical Professor of Finance, NYU Stern School of Business           129
(1945)                            (1997-present); Member, Finance Committee, Association for
Board Member since                Asian Studies (2002-present); Director, Mitsui Sumitomo
2001                              Insurance Group (US) (2004-present); prior thereto, Managing
                                  Director, J.P. Morgan (investment banking firm) (until 1996)
--------------------------------------------------------------------------------------------------------------------
Richard J. Herring                Jacob Safra Professor of International Banking and Professor,         129
(1946)                            Finance Department, The Wharton School, University of
Board Member since                Pennsylvania (since July 1972); Co-Director, Wharton
1990                              Financial Institutions Center (since July 2000); Director,
                                  Japan Equity Fund, Inc. (since September 2007), Thai Capital
                                  Fund, Inc. (since September 2007), Singapore Fund, Inc.
                                  (since September 2007); 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)          Managing Director, Diamond Management & Technology                    129
Board Member since 2004           Consultants, Inc. (global management consulting firm)
                                  (2001-present); Directorship: Board of Managers, YMCA of
                                  Metropolitan Chicago; formerly: Senior Partner, Arthur
                                  Andersen LLP (accounting) (1966-2001); Trustee, Ravinia
                                  Festival
--------------------------------------------------------------------------------------------------------------------
Rebecca W. Rimel                  President and Chief Executive Officer, The Pew Charitable             129
(1951)                            Trusts (charitable organization) (1994 to present); Trustee,
Board Member since                Thomas Jefferson Foundation (charitable organization) (1994
1995                              to present); Trustee, Executive Committee, Philadelphia
                                  Chamber of Commerce (2001 to 2007); Trustee,
                                  Pro Publica (2007-present) (charitable
                                  organization); formerly: Executive Vice
                                  President, The Glenmede Trust Company
                                  (investment trust and wealth management) (1983
                                  to 2004); Board Member, Investor Education
                                  (charitable organization) (2004-2005);
                                  Director, Viasys Health Care(2) (January
                                  2007-June 2007)
--------------------------------------------------------------------------------------------------------------------
William N. Searcy, Jr.            Private investor since October 2003; Trustee of 20 open-end           129
(1946)                            mutual funds managed by Sun Capital Advisers, Inc. (since
Board Member since                October 1998); formerly: Pension & Savings Trust Officer,
1993                              Sprint Corporation(2) (telecommunications) (November
                                  1989-September 2003)
--------------------------------------------------------------------------------------------------------------------
Jean Gleason Stromberg            Retired; formerly: Consultant (1997-2001); Director, US               129
(1943)                            Government Accountability Office (1996-1997); Partner,
Board Member since                Fulbright & Jaworski, L.L.P. (law firm) (1978-1996);
1997                              Directorships: The William and Flora Hewlett Foundation;
                                  Business Leadership Council, Wellesley College; former
                                  Directorships: Service Source, Inc., Mutual Fund Directors
                                  Forum (2002-2004), American Bar Retirement Association
                                  (funding vehicle for retirement plans) (1987-1990 and
                                  1994-1996)
--------------------------------------------------------------------------------------------------------------------
Robert H. Wadsworth (1940)        President, Robert H. Wadsworth & Associates, Inc. (consulting         132
Board Member since 1999           firm) (1983 to present); Director, The Phoenix Boys Choir
                                  Association
--------------------------------------------------------------------------------------------------------------------

Interested Board Member

--------------------------------------------------------------------------------------------------------------------
 Name, Year of Birth, Position                                                                   Number of Funds
 with the Trust and Length of     Business Experience and                                        in DWS Fund
 Time Served(1)                   Directorships During the Past 5 Years                          Complex Overseen
--------------------------------------------------------------------------------------------------------------------
 Axel Schwarzer(3)                Managing Director(4), Deutsche Asset Management; Head of              129
 (1958)                           Deutsche Asset Management Americas; CEO of DWS Investments;
 Board Member since               formerly: board member of DWS Investments, Germany
 2006                             (1999-2005); Head of Sales and Product Management for the
                                  Retail and Private Banking Division of
                                  Deutsche Bank in Germany (1997-1999); various
                                  strategic and operational positions for
                                  Deutsche Bank Germany Retail and Private
                                  Banking Division in the field of investment
                                  funds, tax driven instruments and asset
                                  management for corporates (1989-1996)
--------------------------------------------------------------------------------------------------------------------

Officers((5))

--------------------------------------------------------------------------------------------------------------------
 Name, Year of Birth, Position
 with the Trust and Length of     Business Experience and
 Time Served(6)                   Directorships During the Past 5 Years
--------------------------------------------------------------------------------------------------------------------
 Michael G. Clark(7) (1965)       Managing Director(4), Deutsche Asset Management (2006-present); President of
 President, 2006-present          DWS family of funds; Director, ICI Mutual Insurance Company (since
                                  October 2007); formerly: Director of Fund Board Relations (2004-2006) and
                                  Director of Product Development (2000-2004), Merrill Lynch Investment Managers;
                                  Senior Vice President Operations, Merrill Lynch Asset Management (1999-2000)
--------------------------------------------------------------------------------------------------------------------
 John Millette(8) (1962)          Director(4), Deutsche Asset Management
 Vice President and Secretary,
 1999-present
--------------------------------------------------------------------------------------------------------------------
 Paul H. Schubert(7) (1963)       Managing Director(4), Deutsche Asset Management (since July 2004); formerly:
 Chief Financial Officer,         Executive Director, Head of Mutual Fund Services and Treasurer for UBS Family
 2004-present                     of Funds (1998-2004); Vice President and Director of Mutual Fund Finance at UBS
 Treasurer, 2005-present          Global Asset Management (1994-1998)
--------------------------------------------------------------------------------------------------------------------
 Caroline Pearson(8) (1962)       Managing Director(4), Deutsche Asset Management
 Assistant Secretary,
 1997-present
--------------------------------------------------------------------------------------------------------------------
 Rita Rubin(9) (1970)             Vice President and Counsel, Deutsche Asset Management (since October 2007);
 Assistant Secretary,             formerly, Vice President, Morgan Stanley Investment Management (2004-2007);
 2009-present                     Attorney, Shearman & Sterling LLP (2004); Vice President and Associate General
                                  Counsel, UBS Global Asset Management (2001-2004)
--------------------------------------------------------------------------------------------------------------------
 Paul Antosca(8)                  Director(4), Deutsche Asset Management (since 2006); formerly: Vice President,
 (1957)                           The Manufacturers Life Insurance Company (U.S.A.) (1990-2006)
 Assistant Treasurer,
 2007-present
--------------------------------------------------------------------------------------------------------------------
 Jack Clark (8)                   Director(4), Deutsche Asset Management (since 2007); formerly: Vice President,
 (1967)                           State Street Corporation (2002-2007)
 Assistant Treasurer,
 2007-present
--------------------------------------------------------------------------------------------------------------------
 Diane Kenneally(8)               Director(4), Deutsche Asset Management
 (1966)
 Assistant Treasurer,
 2007-present
--------------------------------------------------------------------------------------------------------------------
 Jason Vazquez(9) (1972)          Vice President, Deutsche Asset Management (since 2006); formerly: AML
 Anti-Money Laundering            Operations Manager for Bear Stearns (2004-2006); Supervising Compliance
 Compliance Officer,              Principal and Operations Manager for AXA Financial (1999-2004)
 2007-present
--------------------------------------------------------------------------------------------------------------------
 Robert Kloby(9) (1962)           Managing Director(4), Deutsche Asset Management (2004-present); formerly: Chief
 Chief Compliance Officer,        Compliance Officer/Chief Risk Officer, Robeco USA (2000-2004); Vice President,
 2006-present                     The Prudential Insurance Company of America (1988-2000); E.F. Hutton and
                                  Company (1984-1988)
--------------------------------------------------------------------------------------------------------------------
 J. Christopher Jackson(9)        Director(4), Deutsche Asset Management (2006-present); formerly: Director,
 (1951)                           Senior Vice President, General Counsel, and Assistant Secretary, Hansberger
 Chief Legal Officer,             Global Investors, Inc. (1996-2006); Director, National Society of Compliance
 2006-present                     Professionals (2002-2005) (2006-2009)
--------------------------------------------------------------------------------------------------------------------
</TABLE>

(1)      The length of time served represents the year in which the Board Member
         joined  the board of one or more DWS 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)      The mailing address of Axel Schwarzer is c/o Deutsche Investment
         Management Americas Inc., 345 Park Avenue, New York, New York 10154.
         Mr. Schwarzer is an interested Board Member by virtue of his positions
         with Deutsche Asset Management. As an interested person, Mr. Schwarzer
         receives no compensation from the Fund.

(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 DWS funds.

(7)      Address:  345 Park Avenue, New York, New York 10154.

(8)      Address: One Beacon Street, Boston, Massachusetts 02108.

(9)      Address:  280 Park Avenue, New York, New York 10017.

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:  DWS Investments Distributors, Inc.

 Paul H. Schubert:                     Vice President
 Jason Vazquez:                        Vice President and AML Compliance Officer
 Caroline Pearson:                     Secretary

Board Members' Responsibilities. The officers of the Trust manage its day-to-day
operations under the direction of the Board. The primary responsibility of the
Board is to represent the interests of the Fund and to provide oversight of the
management of the Fund.

Board Committees. The Board has established the following standing committees:
Audit Committee, Nominating and Governance Committee, Contract Committee, Equity
Oversight Committee, Fixed-Income and Quant Oversight Committee, Marketing and
Shareholder Services Committee, and Operations Committee. For each committee,
the Board has adopted a written charter setting forth each committee's
responsibilities. Each committee was reconstituted effective April 1, 2008.

Audit Committee: The Audit Committee, which consists entirely of Independent
Board Members, assists the Board in fulfilling its responsibility for oversight
of (1) the integrity of the financial statements, (2) the Fund's accounting and
financial reporting policies and procedures, (3) the Fund's compliance with
legal and regulatory requirements related to accounting and financial reporting
and (4) the qualifications, independence and performance of the independent
registered public accounting firm for the Fund. It 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. The members of the Audit Committee are
William McClayton (Chair), Kenneth C. Froewiss (Vice Chair), John W. Ballantine,
Henry P. Becton, Jr., Keith R. Fox and William N. Searcy, Jr. During the
calendar year 2008, the Audit Committee of the Fund's Board held six (6)
meetings.

Nominating and Governance Committee: The Nominating and Governance Committee,
which consists entirely of Independent Board Members, recommends individuals for
membership on the Board, nominates officers, Board and committee chairs, vice
chairs and committee members, and oversees the operations of the Board. The
Nominating and Governance Committee also reviews recommendations by shareholders
for candidates for Board positions. Shareholders may recommend candidates for
Board positions by forwarding their correspondence by US mail or courier service
to Dawn-Marie Driscoll, P.O. Box 100176, Cape Coral, FL 33904. The members of
the Nominating and Governance Committee are Henry P. Becton, Jr. (Chair),
Rebecca W. Rimel (Vice Chair), Paul K. Freeman and William McClayton. During the
calendar year 2008, the Nominating and Governance Committee of the Fund's Board
held four (4) meetings.

Contract Committee: The Contract Committee, which consists entirely of
Independent Board Members, reviews at least annually, (a) the Fund's financial
arrangements with DIMA and its affiliates, and (b) the Fund's expense ratios.
The members of the Contract Committee are Robert H. Wadsworth (Chair), Keith R.
Fox (Vice Chair), Henry P. Becton, Jr., Richard J. Herring, William McClayton
and Jean Gleason Stromberg. During the calendar year 2008, the Contract Review
Committee of the Fund's Board held seven (7) meetings.

Equity Oversight Committee: The Equity Oversight Committee reviews the
investment operations of those funds that primarily invest in equity securities
(except for those funds managed by a quantitative investment team). The members
of the Equity Oversight Committee are John W. Ballantine (Chair), William
McClayton (Vice Chair), Henry P. Becton, Jr., Keith R. Fox, Richard J. Herring
and Rebecca W. Rimel. During the calendar year 2008, the Equity Oversight
Committee of the Fund's Board held five (5) meetings.

Fixed-Income and Quant Oversight Committee: The Fixed-Income and Quant Oversight
Committee reviews the investment operations of those funds that primarily invest
in fixed-income securities or are managed by a quantitative investment team. The
members of the Fixed-Income and Quant Oversight Committee are William N. Searcy,
Jr. (Chair), Jean Gleason Stromberg (Vice Chair), Dawn-Marie Driscoll, Kenneth
C. Froewiss and Robert H. Wadsworth. During the calendar year 2008, the
Fixed-Income Oversight Committee of the Fund's Board held five (5) meetings.

Marketing and Shareholder Services Committee: The Marketing and Shareholder
Services Committee reviews the Fund's marketing program, sales practices and
literature and shareholder services. The Marketing and Shareholder Services
Committee also considers matters relating to fund mergers and liquidations and
the organization of new funds. The members of the Marketing and Shareholder
Services Committee are Richard J. Herring (Chair), Dawn-Marie Driscoll (Vice
Chair), Rebecca W. Rimel, Jean Gleason Stromberg and Robert H. Wadsworth. During
the calendar year 2008, the Marketing/Distribution/Shareholder Service Committee
of the Fund's Board held four (4) meetings.

The Operations Committee: The Operations Committee reviews the administrative
operations, legal affairs and general compliance matters of the Fund. The
Operations Committee reviews administrative matters related to the operations of
the Fund, policies and procedures relating to portfolio transactions, custody
arrangements, fidelity bond and insurance arrangements, valuation of Fund assets
and securities and such other tasks as the full Board deems necessary or
appropriate. The Operations Committee also 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 Operations Committee has appointed a Valuation
Sub-Committee, which may make determinations of fair value required when the
Operations Committee is not in session. The members of the Operations Committee
are Dawn-Marie Driscoll (Chair), John W. Ballantine (Vice Chair), Kenneth C.
Froewiss, Rebecca W. Rimel and William N. Searcy, Jr. The members of the
Valuation Sub-Committee are Kenneth C. Froewiss (Chair), John W. Ballantine,
Dawn-Marie Driscoll (Alternate), Rebecca W. Rimel (Alternate) and William N.
Searcy, Jr. (Alternate). During the calendar year 2008, the Operations Committee
held four (4) meetings and the Valuation Sub-Committee held two (2) meetings.

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.

Remuneration. Each Independent Board Member receives compensation from the Fund
for his or her services, which includes retainer fees and specified amounts for
various committee services and for the Board 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 the Fund or any
fund in the DWS 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 the
Fund. The following tables show compensation from the Fund and aggregate
compensation from all of the funds in the DWS fund complex received by each
Independent Board Member during the calendar year 2008. Mr. Schwarzer is an
interested person of the Fund and received no compensation from the Fund or any
fund in the DWS fund complex during the relevant periods.

                                Aggregate Compensation        Total Compensation
                                        from                    from Fund and
  Name of Board Member          DWS Money Market Series      DWS Fund Complex(1)
  --------------------          -----------------------      -------------------

  John W. Ballantine                    $104                       $237,500
  Henry P. Becton, Jr.(2)               $182                       $246,000
  Dawn-Marie Driscoll(2)((3))           $201                       $292,500
  Keith R. Fox((2))                     $177                       $229,500
  Paul K. Freeman                       $104                       $255,000
  Kenneth C. Froewiss                   $177                       $226,750
  Richard J. Herring(2)                 $182                       $240,000
  William McClayton((4))                $104                       $257,500
  Rebecca W. Rimel(2)                   $177                       $233,500
  William N. Searcy, Jr.                $182                       $238,000
  Jean Gleason Stromberg                $177                       $225,500
  Robert H. Wadsworth                   $104                       $273,500

(1)      The DWS fund complex is composed of 136 funds as of December 31, 2008.

(2)      Aggregate compensation includes amounts paid to the Board Members for
         special meetings of ad hoc committees of the Board in connection with
         the consolidation of the DWS fund boards and various funds, meetings
         for considering fund expense simplification initiatives, and
         consideration of issues specific to the Fund's direct shareholders
         (i.e., those shareholders who did not purchase shares through financial
         intermediaries). Such amounts totaled $8,000 for Mr. Becton, $2,000 for
         Ms. Driscoll, $2,000 for Mr. Fox, $2,000 for Dr. Herring and $8,000 for
         Ms. Rimel. These meeting fees were borne by the funds.

(3)      Includes  $70,000 in annual  retainer fees received by Ms.  Driscoll as
         Chairperson of DWS funds.

(4)      Includes $15,000 paid to Mr. McClayton for numerous special meetings of
         an ad hoc  committee of the former  Chicago  Board in  connection  with
         board consolidation initiatives.

Board Member Ownership in the Fund

The following table shows the dollar range of equity securities beneficially
owned by each Board Member in the Fund and DWS fund complex as of December 31,
2008.

<TABLE>
<CAPTION>
                                                                      Aggregate Dollar Range of
                               Dollar Range of Beneficial        Ownership in all Funds Overseen by
                                       Ownership                            Board Member
Board Member                   in DWS Money Market Series           in the DWS Fund Complex((1))
------------                   --------------------------           ----------------------------

Independent Board Member:
<S>                                       <C>                                  <C>

John W. Ballantine                        None                                 Over $100,000
Henry P. Becton, Jr.                      None                                 Over $100,000
Dawn-Marie Driscoll                       None                                 Over $100,000
Keith R. Fox                              None                                 Over $100,000
Paul K. Freeman                           None                                 Over $100,000
Kenneth C. Froewiss                       None                                 Over $100,000
Richard J. Herring                        None                                 Over $100,000
William McClayton                         None                                 Over $100,000
Rebecca W. Rimel                          None                                 Over $100,000
William N. Searcy, Jr.                    None                                 Over $100,000
Jean Gleason Stromberg                    None                                 Over $100,000
Robert H. Wadsworth                       None                                 Over $100,000

Interested Board Member:

Axel Schwarzer                            None                                 Over $100,000
</TABLE>

(1)      Securities beneficially owned as defined under the 1934 Act include
         direct and/or indirect ownership of securities where the Board Member's
         economic interest is tied to the securities, employment ownership and
         securities when the Board Member can exert voting power, and when the
         Board Member has authority to sell the securities. The dollar ranges
         are: None, $1-$10,000, $10,001-$50,000, $50,001-$100,000 and over
         $100,000.

Ownership in Securities of the Advisor and Related Companies

As reported to the Fund, the information in the following table reflects
ownership by the Independent Board Members and their immediate family members of
certain securities as of December 31, 2008. Immediate family members 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 principal underwriter of the Fund and any persons (other than a registered
investment company) directly or indirectly controlling, controlled by, or under
common control with the Advisor or principal underwriter of the Fund (including
Deutsche Bank AG).

<TABLE>
<CAPTION>
                                                                                   Value of        Percent of
                                   Owner and                                     Securities on     Class on an
Independent                     Relationship to                     Title of     an Aggregate       Aggregate
Board Member                      Board Member         Company        Class          Basis            Basis
------------                      ------------         -------        -----          -----            -----

<S>                                                     <C>
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
Robert H. Wadsworth                                     None
</TABLE>

Securities Beneficially Owned

As of April 14, 2009, the Board Members and officers of the Trust owned, as a
group, less than 1% of the outstanding shares of the Fund.

To the best of the Fund's knowledge, as of April 14, 2009, no person owned of
record or beneficially 5% or more of any class of the Fund's outstanding shares,
except as noted below.

DWS Money Market Series

<TABLE>
<CAPTION>
Name and Address of Investor Ownership                          Shares                      % of Total Shares
--------------------------------------                          ------                      -----------------

<S>                                                        <C>                       <C>
STABLE INVESTMENT CORPORATION                              1,989,328,303.94          11.48% of Institutional Shares
ATTN WEIHUAN QIN/GE ZHANG
MEN ST DONGCHENG DIST
BEIJING CHINA 100010

MELLON BANK NA                                             1,772,659,676.53          10.23% of Institutional Shares
PITTSBURGH PA  15258-0001

CALIFORNIA PUBLIC EMPLOYEES                                1,743,608,454.45          10.06% of Institutional Shares
RETIREMENT SYSTEM
BOSTON MA  02110-2221

STICHTING PRENSIOENFONDS ABP                               1,108,243,824.04           6.39% of Institutional Shares
C/O SECURITIES FINANC TR CO
BOSTON MA  02110-2221

SATURN & CO                                                  95,497,336.87               38.5% of Managed Shares
ATTN IC MUTUAL FUNDS
BOSTON MA  02116-5021

KNOTFLOAT & CO                                               35,741,933.13              14.41% of Managed Shares
C/O STATE STREET BANK
QUINCY MA  02169-0938

NEXTSTUDENT ELF LLC                                          31,922,147.70              12.87% of Managed Shares
PHOENIX AZ  85027-1300

WILMINGTON TRUST COMPANY                                     17,765,205.60               7.16% of Managed Shares
ATTN MUTUAL FUNDS
WILMINGTON DE  19890-0001
</TABLE>




Agreement to Indemnify Independent Trustees 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 DWS Funds (the "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 Trustees of the Affected Funds, against certain
liabilities the Independent Trustees 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 Trustees 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 Trustees ultimately would not be entitled to indemnification or (2)
for any liability of the Independent Trustees to the Funds or their shareholders
to which the Independent Trustee would otherwise be subject by reason of willful
misfeasance, bad faith, gross negligence or reckless disregard of the
Independent Trustee'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 Trustees 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.

                               TRUST ORGANIZATION


The Trustees have the authority to create additional Funds and to designate the
relative rights and preferences as between the different Funds. The Trustees
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 SAI and in the Fund's 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. The Trustees may also terminate any Fund or class by
notice to the shareholders without shareholder approval. Currently,
Institutional Shares are offered.


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 or is removed.

Any of the Trustees may be removed (provided the aggregate number of Trustees
after such removal shall not be less than one) with cause, by the action of
two-thirds of the remaining Trustees. Any Trustee may be removed at any meeting
of shareholders by vote of two-thirds of the outstanding shares. The Trustees
shall promptly call a meeting of the shareholders for the purpose of voting upon
the question of removal of any such Trustee or Trustees when requested in
writing to do so 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 Trust is a Massachusetts business trust organized under the laws of
Massachusetts and is governed by an Amended and Restated Declaration of Trust
that was approved by shareholders in 2006, as may be further amended from time
to time (the "Declaration of Trust"). 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 of Trustees) and are redeemable
as described in the SAI and a Fund's 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.

The Fund 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 to the extent and as provided in the
Declaration of Trust and as required by applicable law: (a) the election or
removal of trustees if a meeting is called for such purpose; (b) the termination
of the Trust or a Fund; (c) an amendment of the Declaration of Trust; and (d)
such additional matters as may be required by law or as the Trustees 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 Trust's By-laws. The By-laws currently in effect
provide that the presence in person or by proxy of the holders of thirty percent
of the shares entitled to vote at a meeting (or of an individual series or class
if required to vote separately) shall constitute a quorum for the transaction of
business at meetings of shareholders of the Trust.

On any matter submitted to a vote of shareholders, all shares of the Trust
entitled to vote shall, except as otherwise provided in the Trust's 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 Trustees shall
have 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 Trustees have 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 of Trustees 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 Trustees, 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 of Trustees 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 of the Trust. The Declaration of Trust also authorizes the Board of
Trustees 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 Trustees may distribute the remaining Trust property or property
of the series, in cash or in kind or partly each, 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
the Fund or the 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 Trustees consider adequate to cover
foreseeable tort claims. 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 Fund itself is unable to meet its obligations.

Cash Management Portfolio (prior to February 6, 2006 known as Scudder Cash
Management Portfolio and prior to May 16, 2003 known as Cash Management
Portfolio) was organized as a master trust fund under the laws of the State of
New York. Cash Management Portfolio's Declaration of Trust provides that the
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 the Portfolio. However, the
risk of the Fund incurring financial loss on account of such liability is
limited to circumstances in which both inadequate insurance existed and the
Portfolio itself was unable to meet its obligations. Accordingly, the Trustees
of the Trust believe that neither the Fund nor its shareholders will be
adversely affected by reason of the Fund's investing in the Portfolio. Whenever
the Trust is requested to vote on a matter pertaining to the Portfolio, the
Trust will vote its shares without a meeting of shareholders of the Fund if the
proposal is one, in which made with respect to the Fund, 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
Trust is requested to vote on matters pertaining to the fundamental policies of
the Portfolio, the Trust will hold a meeting of the Fund's shareholders and will
cast its vote as instructed by the Fund's shareholders. The percentage of the
Trust's votes representing Fund shareholders not voting will be voted by the
Trustees of the Trust in the same proportion as the Fund shareholders who do, in
fact, vote. For all other matters requiring a vote, the Trust will hold a
meeting of shareholders of the Fund and, at the meeting of investors in the
Portfolio, the Trust will cast all of its votes in the same proportion as the
votes of the Portfolio's shareholders even if all Portfolio shareholders did not
vote. Even if the Portfolio votes all its shares at the Portfolio meeting, other
investors with a greater pro rata ownership of the Portfolio could have
effective voting control of the operations of the Portfolio.

                             PROXY VOTING GUIDELINES


The Fund has delegated proxy voting responsibilities to the Advisor, subject to
the Board's general oversight. The Advisor votes proxies pursuant to the proxy
voting policy and guidelines set forth in Appendix A to this SAI.

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: www.dws-investments.com (click on "proxy voting" at the bottom of
the page).




                              FINANCIAL STATEMENTS


The financial statements, including the portfolio of investments, of DWS Money
Market Trust, together with the Report of Independent Registered Public
Accounting Firm, Financial Highlights and notes to financial statements in the
Annual Report to the Shareholders of the Fund dated December 31, 2008 are
incorporated herein by reference and are hereby deemed to be a part of this
combined Statement of Additional Information.


                             ADDITIONAL INFORMATION


The CUSIP number of the Institutional Shares PRS is 23337T607.

The CUSIP number of the Institutional Shares PS is 23337T409.

The CUSIP number of the Institutional Shares is 23337T201.

The CUSIP number of the Institutional Shares MGD is 23337T102.




The Fund has a fiscal year end of December 31.

On June 7, 2007, the Trust's Board of Trustees approved a change in the Fund's
fiscal year end from May 31 to December 31, effective December 31, 2007.
Information enumerated below is provided at the Fund level.


The Fund, on behalf of its Institutional Shares MGD, had entered into
arrangements with banks and other institutions which are omnibus account holders
of shares of the Institutional Shares MGD class providing for the payment of
fees to the institution for servicing and maintaining accounts of beneficial
owners of the omnibus account. Such payments are expenses of the Fund.


The Fund's Prospectus and this Statement of Additional Information omit certain
information contained in the Registration Statement and its amendments which the
Trust 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 the Trust and the securities offered hereby. The Registration Statement and
its amendments are available for inspection by the public at the SEC in
Washington, D.C.


                      APPENDIX A -- PROXY VOTING GUIDELINES

       Deutsche Asset Management ("AM") Proxy Voting Policy and Guidelines


I.       INTRODUCTION

AM has adopted and implemented the following policies and procedures, which it
believes are reasonably designed to ensure that proxies are voted in the best
economic interest of clients, in accordance with its fiduciary duties and local
regulation. These Proxy Voting Policies, Procedures 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 U.S. 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.


II.      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. 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

_____________________

(1)      For purposes of these Policies and Procedures, "clients" refers to
         persons or entities: for which AM serves as investment adviser or
         sub-adviser; for which AM votes proxies; and that have an economic or
         beneficial ownership interest in the portfolio securities of issuers
         soliciting such proxies.

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.


III.     POLICIES

1.       Proxy voting activities are conducted in the best economic interest of
         clients

AM has adopted the following policies and procedures 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.

2.       The Global Proxy Voting Sub-Committee

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:

(i)    adopting, monitoring and updating guidelines, attached as Exhibit 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 (A) the issues are not covered by specific client
       instruction or the Guidelines; (B) the Guidelines specify that the issues
       are to be determined on a case-by-case basis; or (C) where an exception
       to the Guidelines may be in the best economic interest of AM's clients;
       and

(iii)  monitoring the 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.       Availability of Proxy Voting Policies and Procedures and proxy voting
         record

Copies of these Policies and Procedures, as they may be updated from time to
time, are 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; however, AM must not
selectively disclose its investment company clients' proxy voting records. The
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 12-month periods ended June 30 (see
"Recordkeeping" below), if so required by relevant law.


IV.      PROCEDURES

The key aspects of AM's proxy voting process are as follows:

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 a 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 below) 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 a 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. See Section IV.3.B.

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.

2.       Specific proxy voting decisions made by the GPVSC

The 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, the 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 the Proxy Vendor Oversight.(2)

_____________________

(2)      The 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
         the 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.

If the 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.

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. 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;

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.

The 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.       Conflict of Interest Procedures

A. 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)

_____________________

(3)      As mentioned above, the GPVSC votes proxies (i) where neither a
         specific client instruction nor a Guideline directs how the proxy
         should be voted, (ii) where the Guidelines specify that an issue is to
         be determined on a case by case basis or (iii) where voting in
         accordance with the Guidelines may not be in the best economic
         interests of clients.

(4)      The 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.

Independence of the GPVSC. As a matter of Compliance policy, the GPVSC and the
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. There will be a committee (the "Conflicts of
Interest Management Sub-Committee") established within AM that will monitor 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 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 can not 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; (iii) and 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 a 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 effected 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.

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 a AM advisory client, has: (i) requested that AM, the Proxy
Vendor Oversight (or any member thereof) or a GPVSC member vote a particular
proxy in a certain manner; (ii) attempted to influence AM, the 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 whether anyone should
be recused from the proxy voting process, or 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
a 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 effect 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.

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
Policies and Procedures. If there are fewer than three GPVSC voting members
remaining, the GPVSC Chair will vote the proxy in accordance with the standard
guidelines, will obtain instructions as to how to have the proxy voted from, if
time permits, the effected clients and otherwise from ISS.

B.       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.

Subject to participation agreements with certain Exchange Traded Funds ("ETF")
issuers that have received exemptive orders from the U.S. Securities and
Exchange Commission allowing investing DWS funds to exceed the limits set forth
in Section 12(d)(1)(A) and (B) of the Investment Company Act of 1940, DeAM 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 QP Trust (not registered under the Investment Company
Act of 1940), 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 QP Trust, to vote contrary to the positions in the Guidelines, consistent
with the Fund's best interest.

C.       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:

o        Deutsche Bank Americas Restricted Activities Policy. This policy
         provides for, among other things, independence of AM employees from
         CIB, and information barriers between AM and other affiliates.
         Specifically, no AM employee may be subject to the supervision or
         control of any employee of CIB. No AM employee shall have his or her
         compensation based upon his or her contribution to any business
         activity within the Bank outside of the business of AM, without the
         prior approval of Legal or Compliance. Further, no employee of CIB
         shall have any input into the compensation of a AM employee without the
         prior approval of Legal or Compliance. Under the information barriers
         section of this policy, as a general rule, AM employees who are
         associated with the investment process should have no contact with
         employees of Deutsche Bank or its affiliates, outside of PCAM,
         regarding specific clients, business matters, or initiatives. Further,
         under no circumstances should proxy votes be discussed with any
         Deutsche Bank employee outside of AM (and should only be discussed on a
         need-to-know basis within AM).

Other relevant internal policies include the Deutsche Bank Americas Code of
Professional Conduct, the Deutsche Asset Management Information Sharing
Procedures, the Deutsche Asset Management Code of Ethics, the Sarbanes-Oxley
Senior Officer Code of Ethics, and the Deutsche Bank Group Code of Conduct. 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.


V.       RECORDKEEPING

At a minimum, the following types of records must be properly maintained and
readily accessible in order to evidence compliance with this policy.

o        AM will maintain a record of each vote cast by AM that includes among
         other things, company name, meeting date, proposals presented, vote
         cast and shares voted.

o        The 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.

         -        Proxy Edge print-screen of actual vote election.

o        AM will retain these Policies and Procedures and the Guidelines; will
         maintain records of client requests for proxy voting information; and
         will retain any documents the 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 these Policies and Procedures, 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 12-month
         periods ended 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
                  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.

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 applicable AM Records
Management Policy.

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.


VI.      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 will monitor the proxy
voting process by reviewing summary proxy information presented by ISS. The
GPVSC will use 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 will be documented in the GPVSC's minutes.


Attachment A - Global Proxy Voting Guidelines







                            Deutsche Asset Management

                         Global Proxy Voting Guidelines



                             As Amended October 2008


                                [GRAPHIC OMITTED]
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        Qualifications 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

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

         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

V        Anti-Takeover Related Issues

         A        Shareholder Rights Plans ("Poison Pills")

         B        Reincorporation

         C        Fair-Price Proposals

         D        Exemption From State Takeover Laws

         E        Non-Financial Effects Of Takeover Bids

VI       Mergers & Acquisitions

VII      Social & Political Issues

         A        Labor & Human Rights

         B        Diversity & Equality

         C        Health & Safety

         D        Government/Military

         E        Tobacco

VIII     Environmental Issues

IX       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


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
Proxy Voting Sub-Committee (GPVSC) as set forth in the AM's Proxy Voting
Policies and Procedures.

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.

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 effect 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 to 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.       Qualifications 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.

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 (For FFT Securities)

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 Member 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 (For FFT and U.S. Securities)
         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.      Capital Structure

A.       Authorization of Additional Shares (For U.S. Securities)

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 U.S. 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 (For U.S. Securities)

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 (see, Section II.A, above.)

Rationale: Generally, stock splits do not detrimentally effect 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 (For U.S. Securities)

AM policy is to address large block issuances of stock on a case-by-case basis,
incorporating the recommendation of an independent third party proxy research
firm (currently ISS) subject to review by the GPVSC as set forth in AM's Proxy
Policies and Procedures.

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/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.


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 (For U.S. Securities)

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 bylaws 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. Policy is
to vote "for" proposals that remove such restrictions.

Rationale: Any reasonable means whereby shareholders can make their views known
to management or effect the governance process should be supported.


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 (For FFT Securities)

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:

(1)      The resulting dilution of existing shares is less than (a) 15 percent
         of outstanding shares for large capital corporations or (b) 20 percent
         of outstanding shares for small-mid capital companies (companies having
         a market capitalization under one billion U.S. dollars.)

(2)      The transfer of equity resulting from granting options at less than 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.

(3)      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.

(4)      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.

C.       Employee Stock Option/Purchase Plans

AM policy is to vote for employee stock purchase plans (ESPP's) when the plan
complies with Internal Revenue Code 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 ESPP's 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. 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"

1.   Proposals to limit benefits, pensions or compensation and

2.   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 (For FFT Securities)

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;

o        "automatic" election of former board members into the supervisory
         board.

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): (For FFT Securities)

Executive remuneration for Management Board

AM policy is to vote "for" remuneration for Management Board 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
optimise 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 (For FFT Securities)

AM policy is to vote "for" long-term incentive plans for members of a management
board 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;

o        do not allow a repricing of the exercise price in stock option plans.

J.       Shareholder Proposals Concerning "Pay for Superior Performance"

AM policy is to address pay for superior performance proposals on a case-by-case
basis, incorporating the recommendation of an independent third party proxy
research firm (currently ISS) subject to review by the GPVSC as set forth in
AM's Proxy Policies and Procedures.

Rationale: While AM agrees that compensation issues are better left to the
discretion of management, they appreciate 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.

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: (1) differences in state law between the existing
state of incorporation and the proposed state of incorporation; and (2)
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: (1)
the proposal applies only to two-tier offers; (2) the proposal sets an objective
fair-price test based on the highest price that the acquirer has paid for a
company's shares; (3) the supermajority requirement for bids that fail the
fair-price test is no higher than two-thirds of the outstanding shares; (4) the
proposal contains no other anti-takeover provisions or provisions that restrict
shareholders rights.

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 incorporating
information from an independent proxy research source (currently ISS.)
Additional resources including portfolio management and research analysts may be
considered as set forth in AM's Policies and Procedures.


VII.     Social, Environmental & Political Issues

Social and environmental issues are becoming increasingly important to corporate
success. We incorporate social and environmental considerations into both our
investment decisions and our proxy voting decisions - particularly if the
financial performance of the company could be impacted.

With increasing frequency, shareholder proposals are submitted relating to
social and political responsibility issues. Almost universally, the company
management will recommend a vote "against" these proposals. These types of
proposals cover an extremely wide range of issues. Many of the issues tend to be
controversial and are subject to more than one reasonable, yet opposing, theory
of support. More so than with other types of proxy proposals, social and
political responsibility issues may not have a connection to the economic and
corporate governance principles effecting shareholders' interests. AM's policy
regarding social and political responsibility issues, as with any other issue,
is designed to protect our client shareholders' economic interests.

Occasionally, a distinction is made between a shareholder proposal requesting
direct action on behalf of the board and a request for a report on (or
disclosure of) some information. In order to avoid unduly burdening any company
with reporting requirements, AM's policy is to vote against shareholder
proposals that demand additional disclosure or reporting than is required by the
Securities and Exchange Commission unless it appears there is a legitimate issue
and the company has not adequately addressed shareholders' concerns.

A.       Labor & 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

B.       Diversity & 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 EEOC provides sufficient assurance that
companies act responsibly and make information public.

2.       AM policy is also to vote "against" proposals to adopt the Mac Bride
         Principles. The Mac Bride Principles promote fair employment,
         specifically regarding religious discrimination.

Rationale: Compliance with the Fair Employment Act of 1989 makes adoption of the
Mac Bride Principles redundant. Their adoption could potentially lead to charges
of reverse discrimination.

C.       Health & Safety

1.       AM policy is to vote "against" adopting a pharmaceutical price
         restraint policy or reporting pricing policy changes.

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 labeling of and reporting on genetically engineered products.

Rationale: Additional requirements beyond those mandated by law are deemed
unnecessary and potentially burdensome to companies.

D.       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.

E.       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 effect 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.    Environmental Issues

AM policy is to follow management's recommended vote on CERES Principles or
other similar environmental mandates (e.g., those relating to Greenhouse gas
emissions or the use of nuclear power).

Rationale: Environmental issues are extensively regulated by outside agencies
and compliance with additional requirements often involves significant cost to
companies.


IX.      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.

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 recently enacted 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 support proposals seeking audit firm rotation unless the
rotation period sought is less than five years.

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 provide an even stronger system of checks and balances on the audit
function.

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 in favor of management for proposals related to the conduct
of the annual meeting (meeting time, place, etc.)

Rationale: These are considered routine administrative proposals.

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 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 a
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 U.S. Securities and
Exchange Commission allowing investing DWS funds to exceed the limits set forth
in Section 12(d)(1)(A) and (B) of the Investment Company Act of 1940, DeAM 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 QP Trust (not registered under the Investment Company
Act of 1940), 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 QP Trust, 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.







--------------------------------------------------------------------------------
IMPORTANT: The information contained herein is the property of Deutsche Bank
Group and may not be copied, used or disclosed in whole or in part, stored in a
retrieval system or transmitted in any form or by any means (electronic,
mechanical, reprographic, recording or otherwise) without the prior written
permission of Deutsche Bank Group.
--------------------------------------------------------------------------------




                      APPENDIX B -- RATINGS OF INVESTMENTS


The following is a description of the ratings given by Moody's, S&P and Fitch to
corporate and municipal bonds, corporate and municipal commercial paper and
municipal notes.

Corporate and Municipal Bonds

Moody's: The four highest ratings for corporate and municipal bonds are "Aaa,"
"Aa," "A" and "Baa." Bonds rated "Aaa" are judged to be of the "best quality"
and carry the smallest degree of investment risk. Bonds rated "Aa" are of "high
quality by all standards," but margins of protection or other elements make
long-term risks appear somewhat greater than "Aaa" rated bonds. Bonds rated "A"
possess many favorable investment attributes and are considered to be upper
medium grade obligations. Bonds rated "Baa" are considered to be medium grade
obligations, neither highly protected nor poorly secured. Moody's applies
numerical modifiers 1, 2 and 3 in each rating category from "Aa" through "Baa"
in its rating system. The modifier 1 indicates that the security ranks in the
higher end of the category; the modifier 2 indicates a mid-range ranking; and
the modifier 3 indicates that the issue ranks in the lower end.

S&P: The four highest ratings for corporate and municipal bonds are "AAA," "AA,"
"A" and "BBB." Bonds rated "AAA" have the highest ratings assigned by S&P and
have an extremely strong capacity to pay interest and repay principal. Bonds
rated "AA" have a "very strong capacity to pay interest and repay principal" and
differ "from the higher rated issues only in small degree." Bonds rated "A" have
a "strong capacity" to pay interest and repay principal, but are "somewhat more
susceptible to" adverse effects of changes in economic conditions or other
circumstances than bonds in higher rated categories. Bonds rated "BBB" are
regarded as having an "adequate capacity" to pay interest and repay principal,
but changes in economic conditions or other circumstances are more likely to
lead a "weakened capacity" to make such payments. The ratings from "AA" to "BBB"
may be modified by the addition of a plus or minus sign to show relative
standing within the category.

Fitch: The four highest ratings of Fitch for corporate and municipal bonds are
"AAA," "AA," "A" and "BBB." Bonds rated "AAA" are considered to be
investment-grade and of the highest credit quality. The obligor has an
exceptionally strong ability to pay interest and repay principal, which is
unlikely to be affected by reasonably foreseeable events. Bonds rated "AA" are
considered to be investment grade and of very high credit quality. The obligor's
ability to pay interest and repay principal is very strong, although not quite
as strong as bonds rated "AAA." Because bonds rated in the "AAA" and "AA"
categories are not significantly vulnerable to foreseeable future developments,
short-term debt of these issuers is generally rated "F1+." Bonds rated "A" are
considered to be investment grade and of high credit quality. The obligor's
ability to pay interest and repay principal is considered to be strong, but may
be more vulnerable to adverse changes in economic conditions and circumstances
than bonds with higher rates. Bonds rated "BBB" are considered to be investment
grade and of satisfactory credit quality. The obligor's ability to pay interest
and repay principal is considered to be adequate. Adverse changes in economic
conditions and circumstances, however, are more likely to have adverse effects
on these bonds, and therefore impair timely payment. The likelihood that the
ratings of these bonds will fall below investment grade is higher than for bonds
with greater ratings.

Corporate and Municipal Commercial Paper

Moody's: The highest rating for corporate and municipal commercial paper is
"P-1" (Prime-1). Issuers rated "P-1" have a "superior ability for repayment of
senior short-term obligations."

S&P: The "A-1" rating for corporate and municipal commercial paper indicates
that the "degree of safety regarding timely payment is strong." Commercial paper
with "overwhelming safety characteristics" will be rated "A-1+."

Fitch: The rating "F-1" is the highest rating assigned by Fitch. Among the
factors considered by Fitch in assigning this rating are: (1) the issuer's
liquidity; (2) its standing in the industry; (3) the size of its debt; (4) its
ability to service its debt; (5) its profitability; (6) its return on equity;
(7) its alternative sources of financing; and (8) its ability to access the
capital markets. Analysis of the relative strength or weakness of these factors
and others determines whether an issuer's commercial paper is rated "F-1."

Municipal Notes

Moody's: The highest ratings for state and municipal short-term obligations are
"MIG 1," "MIG 2," and "MIG 3" (or "VMIG 1," "VMIG 2" and "VMIG 3" in the case of
an issue having a variable rate demand feature). Notes rated "MIG 1" or "VMIG 1"
are judged to be of the "best quality." Notes rated "MIG 2" or "VMIG 2" are of
"high quality," with margins or protection "ample although not as large as in
the preceding group." Notes rated "MIG 3" or "VMIG 3" are of "favorable
quality," with all security elements accounted for but lacking the strength of
the preceding grades.

S&P: The "SP-1" rating reflects a "very strong or strong capacity to pay
principal and interest." Notes issued with "overwhelming safety characteristics"
will be rated "SP-1+." The "SP-2" rating reflects a "satisfactory capacity" to
pay principal and interest.

Fitch: The highest ratings for state and municipal short-term obligations are
"F-1+," "F-1" and "F-2."




<PAGE>


                            PART C. OTHER INFORMATION

<TABLE>
<CAPTION>
Item 23.     Exhibits
--------     --------

<S>          <C>         <C>        <C>
             (a)         (1)        Amended and Restated Declaration of Trust, dated June 2, 2008 is filed herein.


                         (2)        Amended and Restated Designation of Series and Classes of Shares of Beneficial
                                    Interest, With $0.01 Par Value dated June 2, 2008, with respect to DWS Money Market
                                    Trust is filed herein.

             (b)         (1)        By-laws of the Registrant dated April 1, 2008 is filed herein.

             (c)                    Inapplicable.

             (d)         (1)        Amended and Restated Investment Management Agreement, dated June 1, 2006 and as
                                    revised as of February 14, 2007, between the Registrant and Deutsche Investment
                                    Management Investment Management Americas Inc. (Incorporated by reference to
                                    Post-Effective Amendment No. 43 to the Registrant's Registration Statement.)

             (e)         (1)        Underwriting Agreement between the Registrant and Scudder Distributors, Inc., dated
                                    September 30, 2002. (Incorporated by reference to Post-Effective Amendment No. 37 to
                                    the Registration Statement.)

             (f)                    Inapplicable.

             (g)         (1)        Master Custodian Agreement with State Street Bank and Trust Company, dated November
                                    17, 2008 is filed herein.

             (h)         (1)        Letter of Indemnity to the Scudder Funds dated October 13, 2004. (Incorporated by
                                    reference to Post-Effective Amendment No. 41 to the Registration Statement.)

                         (2)        Letter of Indemnity to the Independent Trustees dated October 13, 2004. (Incorporated
                                    by reference to Post-Effective Amendment No. 41 to the Registration Statement.)

                         (3)        Amended and Restated Administrative Service Agreement, dated October 1, 2008 is filed
                                    herein.

                         (4)        Transfer Agency and Service Agreement between the Registrant and DWS Scudder
                                    Investments Service Company dated June 1, 2006. (Incorporated by reference to
                                    Post-Effective Amendment No. 42 to the Registrant's Registration Statement.)

                         (5)        Form of Mutual Fund Rule 22c-2 Information Sharing Agreement between DWS Scudder
                                    Distributors, Inc. and certain financial intermediaries is filed herein.

                         (6)        Form of Expense Limitation Agreement, dated October 1, 2007, between the Registrant
                                    and Deutsche Investment Management Americas Inc. is filed herein

             (i)                    Legal Opinion and Consent of Counsel. (Incorporated by reference to Post-Effective
                                    Amendment No. 37 to the Registration Statement.)

             (j)                    Consent of Independent Registered Public Accounting Firm. (Filed herein.)

             (k)                    Inapplicable.

             (l)                    Inapplicable.

             (m)                    Inapplicable.



                                       2
<PAGE>

             (n)         (1)        Multi-Distribution Plan pursuant to Rule 18f-3.(Incorporated by reference to
                                    Post-Effective Amendment No. 25 Exhibit (o) to the Registrant's Registration
                                    Statement.)

                         (2)        Plan with respect to Scudder Money Market Trust pursuant to Rule 18f-3. (Incorporated
                                    by reference to Post-Effective Amendment No. 35 to the Registrant's Registration
                                    Statement.)

             (p)         (1)        Code of Ethics for Deutsche Asset Management - U.S., effective January 1, 2009 is
                                    filed herein.

                         (2)        Consolidated Fund Code of Ethics (All Funds).(Incorporated by reference to
                                    Post-Effective Amendment No. 41 to the Registration Statement.)
</TABLE>


Item 24.          Persons Controlled by or under Common Control with Registrant
--------          -------------------------------------------------------------

                  None

Item 25.          Indemnification
--------          ---------------

                  Article IV of the Registrant's Amended and Restated
                  Declaration of Trust (Exhibit (a)(2) 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 Article of the Amended and Restated
                  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.

                  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 adviser, now known as Deutsche
                  Investment Management Americas Inc., 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.

                  Deutsche Investment Management Americas Inc. (hereafter,
                  "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 Independent Trustees) and consultants, whether retained by
                  the Registrant or the Independent 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


                                       3
<PAGE>

                  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, that 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.

                  In recognition of its undertaking to indemnify the Registrant,
                  and in light of the rebuttable presumption generally afforded
                  to non-interested board members of an investment company that
                  they have not engaged in disabling conduct, DIMA has also
                  agreed, subject to applicable law and regulation, to indemnify
                  and hold harmless each of the Independent 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 Independent
                  Trustees, arising from the matters alleged in any Private
                  Litigation and Enforcement Actions or matters arising from or
                  similar in subject matter to the matters alleged in the
                  Private Litigation and Enforcement Actions (collectively,
                  "Covered Matters"), including without limitation:

                  1.       all reasonable legal and other expenses incurred by
                           the Independent 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 reasonable legal and other
                           expenses incurred by any Independent Trustee in
                           connection with any judgment resulting from, or
                           settlement of, any such proceeding, action or matter;

                  3.       any loss or reasonable legal and other expenses
                           incurred by any Independent 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 Independent Trustees or acting otherwise) for the
                           benefit of the Independent 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 reasonable legal and other expenses
                           incurred by any Independent Trustee, whether or not
                           such loss or expense is incurred with respect to a
                           Covered Matter, which is otherwise covered under the
                           terms of any specified policy of insurance, but for
                           which the Independent 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 any Covered Matter; provided, that
                           the total amount that DIMA will be obligated to pay
                           under this provision for all loss or expense shall
                           not exceed the amount that DIMA and any of its
                           affiliates actually receive under that policy of
                           insurance for or with respect to any and all Covered
                           Matters; and

                  5.       all liabilities and reasonable legal and other
                           expenses incurred by any Independent 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.



                                       4
<PAGE>

                  DIMA is not required to pay costs or expenses or provide
                  indemnification to or for any individual Independent Trustee
                  (i) with respect to any particular proceeding or action as to
                  which the Board of the Registrant has determined that such
                  Independent Trustee ultimately would not be entitled to
                  indemnification with respect thereto, or (ii) for any
                  liability of the Independent Trustee to the Registrant or its
                  shareholders to which such Independent Trustee would otherwise
                  be subject by reason of willful misfeasance, bad faith, gross
                  negligence, or reckless disregard of the Independent 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 Independent Trustee with respect
                  to a particular proceeding or action, and there is a final
                  adjudication in such proceeding or action of the Independent
                  Trustee's liability to the Registrant or its shareholders by
                  reason of willful misfeasance, bad faith, gross negligence, or
                  reckless disregard of the Independent Trustee's duties as a
                  Trustee of the Registrant, such Independent Trustee has
                  undertaken to repay such costs or expenses to DIMA.


Item 26.          Business and Other Connections of Investment Advisor
--------          ----------------------------------------------------

                  During the last two fiscal years, no director or officer of
                  Deutsche Investment Management Americas Inc., the investment
                  advisor, has engaged in any other business, profession,
                  vocation or employment of a substantial nature other than that
                  of the business of investment management and, through
                  affiliates, investment banking.

Item 27.          Principal Underwriters
--------          ----------------------

                  (a)

                  DWS Investments Distributors, Inc. acts as principal
                  underwriter of the Registrant's shares and acts as principal
                  underwriter for registered open-end management investment
                  companies other funds managed by Deutsche Investment
                  Management Americas Inc.

                  (b)

                  Information on the officers and directors of DWS Investments
                  Distributors, Inc., principal underwriter for the Registrant,
                  is set forth below. The principal business address is 222
                  South Riverside Plaza, Chicago, Illinois 60606.

<TABLE>
<CAPTION>
                      (1)                             (2)                                  (3)
          DWS Investments
          Distributors, Inc.
          Name and Principal             Positions and Offices with               Positions and
          Business Address               DWS Investments Distributors, Inc.       Offices with Registrant
          ----------------               ----------------------------------       -----------------------

<S>      <C>                             <C>                                      <C>
         Philipp Hensler                Director, Chairman of the Board and CEO   None
         345 Park Avenue
         New York, NY 10154

         Michael Colon                  Director and Chief Operating Officer      None
         345 Park Avenue
         New York, NY 10154

         Thomas Winnick                 Director and President                    None
         345 Park Avenue
         New York, NY 10154



                                       5
<PAGE>

                      (1)                             (2)                                  (3)
          DWS Investments
          Distributors, Inc.
          Name and Principal             Positions and Offices with               Positions and
          Business Address               DWS Investments Distributors, Inc.       Offices with Registrant
          ----------------               ----------------------------------       -----------------------

         Cliff Goldstein                Chief Financial Officer and Treasurer     None
         100 Plaza One
         Jersey City, NJ 07311

         Paul Schubert                  Vice President                            Chief Financial Officer
         345 Park Avenue                                                          and Treasurer
         New York, NY 10154

         Mark Perrelli                  Vice President                            None
         345 Park Avenue
         New York, NY 10154

         Donna White                    Chief Compliance Officer                  None
         280 Park Avenue
         New York, NY 10017

         Jason Vazquez                  Vice President and AML Compliance Officer AML Compliance Officer
         280 Park Avenue
         New York, NY 10017

         Caroline Pearson               Secretary                                 Assistant Secretary
         One Beacon Street
         Boston, MA 02108

         Philip J. Collora              Assistant Secretary                       None
         222 South Riverside Plaza
         Chicago, IL 60606

         Patricia DeFilippis            Assistant Secretary                       None
         280 Park Avenue
         New York, NY 10017

         Anjie LaRocca                  Assistant Secretary                       None
         280 Park Avenue
         New York, NY 10017
</TABLE>


         (c)      Not applicable


Item 28.          Location of Accounts and Records
--------          --------------------------------

                  Certain accounts, books and other documents required to be
                  maintained by Section 31(a) of the 1940 Act and the Rules
                  promulgated thereunder are maintained by Deutsche Investment
                  Management Americas Inc., 345 Park Avenue, New York, NY 10154.
                  Records relating to the duties of the Registrant's custodian
                  are maintained by State Street Bank and Trust Company, 225
                  Franklin Street, Boston, Massachusetts, 02110. Records
                  relating to the duties of the Registrant's transfer agent are
                  maintained by DWS Investments Services Company ("DWS-DISC"),
                  222 South Riverside Plaza, Chicago, IL 60606 and DST (as sub
                  transfer agent), 811 Main Street, Kansas City, MO, 64105.



                                       6
<PAGE>

Item 29.          Management Services
--------          -------------------

                  Inapplicable.

Item 30.          Undertakings
--------          ------------

                  Inapplicable.


                                       7
<PAGE>

                                   SIGNATURES
                                   ----------


         Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Registration Statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this amendment
to its Registration Statement to be signed on its behalf by the undersigned,
thereto duly authorized, in the City of New York and the State of New York on
the 17th day of April 2009.

                                         DWS MONEY MARKET TRUST

                                          By:  /s/Michael G. Clark
                                              ------------------------------
                                              Michael G. Clark*

         Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to its Registration Statement has been signed below by
the following persons in the capacities and on the dates indicated:

<TABLE>
<CAPTION>
 SIGNATURE                                  TITLE                                        DATE
 ---------                                  -----                                        ----

<S>     <C>    <C>    <C>    <C>    <C>    <C>
 /s/Michael G. Clark
 -------------------------------------
 Michael G. Clark*                          President                                    April 17, 2009

 /s/Paul H. Schubert
 -------------------------------------
 Paul H. Schubert                           Chief Financial Officer and Treasurer        April 17, 2009

 /s/John W. Ballantine
 -------------------------------------
 John W. Ballantine*                        Trustee                                      April 17, 2009

 /s/Henry P. Becton, Jr.
 -------------------------------------
 Henry P. Becton, Jr.*                      Trustee                                      April 17, 2009

 /s/Dawn-Marie Driscoll
 -------------------------------------
 Dawn-Marie Driscoll*                       Trustee                                      April 17, 2009

 /s/Keith R. Fox
 -------------------------------------
 Keith R. Fox*                              Trustee                                      April 17, 2009

 /s/Paul K. Freeman
 -------------------------------------
 Paul K. Freeman*                           Chairperson and Trustee                      April 17, 2009

 /s/Kenneth C. Froewiss
 -------------------------------------
 Kenneth C. Froewiss*                       Trustee                                      April 17, 2009

 /s/Richard J. Herring
 -------------------------------------
 Richard J. Herring*                        Trustee                                      April 17, 2009

 /s/William McClayton
 -------------------------------------
 William McClayton*                         Trustee                                      April 17, 2009

 /s/Rebecca W. Rimel
 -------------------------------------
 Rebecca W. Rimel*                          Trustee                                      April 17, 2009

 /s/William N. Searcy, Jr.
 -------------------------------------
 William N. Searcy, Jr.*                    Trustee                                      April 17, 2009


<PAGE>

 SIGNATURE                                  TITLE                                        DATE
 ---------                                  -----                                        ----

 /s/Jean Gleason Stromberg
 -------------------------------------
 Jean Gleason Stromberg*                    Trustee                                      April 17, 2009

 /s/Robert H. Wadsworth
 -------------------------------------
 Robert H. Wadsworth*                       Trustee                                      April 17, 2009

 /s/Axel Schwarzer
 -------------------------------------
 Axel Schwarzer*                            Trustee                                      April 17, 2009
</TABLE>

*By:     /s/Caroline Pearson
         ------------------------------
         Caroline Pearson**
         Assistant Secretary

**       Attorney-in-fact pursuant to the power of attorney as filed herein.
         Attorney-in-fact pursuant to the power of attorney as filed on April
         29, 2008 in Post-Effective Amendment No. 45.

<PAGE>

                                   SIGNATURES
                                   ----------

Pursuant to the requirements of the Investment Company Act of 1940, CASH
MANAGEMENT PORTFOLIO has duly caused this Amendment No. 25 to the Registration
Statement on Form N-1A to be signed on its behalf by the undersigned, thereto
duly authorized, in the City of New York and the State of New York on the 17th
day of April 2009.

                               CASH MANAGEMENT PORTFOLIO

                                                 By:  /s/Michael G. Clark
                                                      -----------------------
                                                      Michael G. Clark*
                                                      President

*By:  /s/Caroline Pearson
      -------------------------
      Caroline Pearson**
      Assistant Secretary

**       Attorney-in-fact pursuant to the power of attorney as filed herein.

<PAGE>

<TABLE>
<S>                                     <C>                                     <C>
Cash Account Trust                      DWS International Fund, Inc.            DWS Strategic Government
Cash Management Portfolio               DWS Investment Trust                            Securities Fund
Cash Reserve Fund, Inc.                 DWS Investments VIT Funds               DWS Strategic Income Fund
DWS Advisor Funds                       DWS Investors Funds, Inc.               DWS Strategic Municipal Income
DWS Balanced Fund                       DWS Money Funds                                 Trust
DWS Blue Chip Fund                      DWS Money Market Trust                  DWS Target Date Series
DWS Communications Fund, Inc.           DWS Multi-Market Income Trust           DWS Target Fund
DWS Dreman Value Income Edge            DWS Municipal Income Trust              DWS Tax Free Trust
        Fund, Inc.                      DWS Municipal Trust                     DWS Technology Fund
DWS Equity 500 Index Portfolio          DWS Mutual Funds, Inc.                  DWS Value Builder Fund, Inc.
DWS Equity Partners Fund, Inc.          DWS Portfolio Trust                     DWS Value Equity Trust
DWS Equity Trust                        DWS RREEF Real Esate Fund,              DWS Value Series, Inc.
DWS Global/International Fund,                  Inc.                            DWS Variable Series I
        Inc.                            DWS RREEF Real Estate Fund II,          DWS Variable Series II
DWS Global Commodities Stock                    Inc.                            Investors Cash Trust
        Fund, Inc.                      DWS RREEF World Real Estate &           Tax-Exempt California Money
DWS Global High Income Fund,                    Tactical Fund, Inc.                     Market Fund
        Inc.                            DWS Securities Trust                    The Central Europe & Russian
DWS High Income Series                  DWS State Tax Free Trust                        Fund, Inc.
DWS High Income Trust                   DWS State Tax-Free Income               The European Equity Fund, Inc.
DWS Income Trust                                Series                          The New Germany Fund, Inc.
DWS Institutional Funds                 DWS Strategic Income Trust
</TABLE>

                                 (each a "Fund")

                                Power of Attorney

KNOW ALL PERSONS BY THESE PRESENTS, that the following person, whose signature
appears below, does hereby constitute and appoint John Millette, Thomas Connors
and Caroline Pearson, and each of them, severally, with full powers of
substitution, his true and lawful attorney and agent to execute in his name,
place and stead (in such capacity) any and all amendments to enable the Fund to
comply with the Securities Act of 1933, as amended (the "1933 Act") and/or the
Investment Company Act of 1940, as amended (the "1940 Act"), and any rules,
regulations or requirements of the Securities and Exchange Commission in respect
thereof, in connection with the Fund's Registration Statement pursuant to the
1933 Act and/or the 1940 Act, together with any and all pre- and post-effective
amendments thereto, including specifically, but without limiting the generality
of the foregoing, the power and authority to sign in the name and on behalf of
the undersigned as President of the Fund such Registration Statement and any and
all such pre- and post-effective amendments filed with the Securities and
Exchange Commission under the 1933 Act and/or the 1940 Act, and any other
instruments or documents related thereto, and the undersigned does hereby ratify
and confirm all that each said attorney-in-fact and agent, or may substitute or
substitutes therefor, shall lawfully do or cause to be done by virtue hereof.

SIGNATURE                    TITLE                         DATE
---------                    -----                         ----
                             President                     September 25, 2008
/s/Michael G. Clark
-------------------
Michael G. Clark

<PAGE>

                                 DWS FUNDS BOARD
                                 ---------------

                     CERTIFICATE OF THE ASSISTANT SECRETARY

          I, Caroline Pearson, do hereby certify as follows:

1.       That I am the duly elected Assistant Secretary of the Funds listed on
         the attached Appendix A, (each a "Fund," and each Fund's underlying
         portfolios, if applicable, a "Series");

2.       I further certify that the following is a complete and correct copy of
         resolutions adopted by the members of the Board of Directors/Trustees
         of the Funds at meetings duly called, convened and held on September
         19, 2008, at which a quorum was present and acting throughout, and that
         such resolutions have not been amended and are in full force and
         effect:


                  WHEREAS, the President of the Fund, Michael Clark, desires to
                  execute a Power of Attorney and thereby delegate legal
                  authority to the below-designated individuals to sign
                  Registration Statements, including any amendments, on his
                  behalf:

                  NOW THEREFORE BE IT:

                  RESOLVED, that the following individuals be, and they hereby
                  are, and each of them hereby is, given a Power of Attorney in
                  substantially the form presented to this meeting, with such
                  changes as the officers, with the advice of counsel, shall
                  recommend, to sign the Fund's Registration Statements,
                  including any amendments:

                  Thomas Connors
                  John Millette
                  Caroline Pearson; and

                  FURTHER RESOLVED, that any Registration Statement signed
                  pursuant to such Power of Attorney shall comply with Rule 483
                  (b) of the Securities Act of 1933 as amended, including, but
                  not limited to the inclusion of: (1) a copy of the authorizing
                  Power of Attorney; and (2) a certified copy of the resolutions
                  of the Board authorizing such delegation as Exhibits thereto.

IN WITNESS WHEREOF, I hereunto set my hand this twenty-fourth day of September,
2008.


                                                 /s/Caroline Pearson
                                                 -------------------
                                                 Caroline Pearson
                                                 Assistant Secretary


<PAGE>

                                   APPENDIX A

CASH ACCOUNT TRUST, and its series:
Government & Agency Securities Portfolio
Money Market Portfolio
Tax-Exempt Portfolio

CASH MANAGEMENT PORTFOLIO

CASH RESERVE FUND, INC., and its series:
Prime Series

DWS ADVISOR FUNDS, and its series:
DWS Core Fixed Income Fund
DWS High Income Plus Fund
DWS International Select Equity Fund
DWS Lifecycle Long Range Fund
DWS Micro Cap Fund
DWS Mid Cap Growth Fund
DWS RREEF Real Estate Securities Fund
DWS RREEF Global Real Estate Securities Fund
DWS Short Duration Fund
DWS Short Duration Plus Fund
DWS Short-Term Municipal Bond Fund
DWS Small Cap Growth Fund
NY Tax Free Money Fund
Tax Free Money Fund Investment

DWS BALANCED FUND

DWS BLUE CHIP FUND

DWS COMMUNICATIONS FUND, INC.

DWS DREMAN VALUE INCOME EDGE FUND, INC.

DWS EQUITY 500 INDEX PORTFOLIO

DWS EQUITY PARTNERS FUND, INC.

DWS EQUITY TRUST, and its series:
DWS Alternative Asset Allocation Plus Fund
DWS Core Plus Allocation Fund
DWS Disciplined Long/Short Growth Fund
DWS Disciplined Long/Short Value Fund
DWS Disciplined Market Neutral Fund

DWS GLOBAL COMMODITIES STOCK FUND, INC.

DWS GLOBAL/INTERNATIONAL FUND, INC., and its series:
DWS Emerging Markets Fixed Income Fund
DWS Global Bond Fund
DWS Global Opportunities Fund
DWS Global Thematic Fund
DWS RREEF Global Infrastructure Fund

DWS GLOBAL HIGH INCOME FUND, INC.

DWS HIGH INCOME SERIES
DWS High Income Fund


<PAGE>

DWS HIGH INCOME TRUST

DWS INCOME TRUST, and its series:
DWS GNMA Fund

DWS INSTITUTIONAL FUNDS, and its series:
Cash Management Fund Institutional
Cash Reserves Fund Institutional
Daily Assets Fund Institutional
DWS Commodity Securities Fund
DWS EAFE Equity Index Fund
DWS Equity 500 Index Fund
DWS Inflation Protected Plus Fund
DWS U.S. Bond Index Fund

DWS INTERNATIONAL FUND, INC. , and its series:
DWS Emerging Markets Equity Fund
DWS Europe Equity Fund
DWS International Fund
DWS International Value Opportunities Fund
DWS Latin America Equity Fund

DWS INVESTMENT TRUST, and its series:
DWS Capital Growth Fund
DWS Growth & Income Fund
DWS Large Company Growth Fund
DWS S&P 500 Index Fund
DWS Small Cap Core Fund

DWS INVESTMENTS VIT TRUST, and its series:
DWS Equity 500 Index VIP
DWS Small Cap Index VIP

DWS INVESTORS FUNDS, INC., and its series:
DWS Japan Equity Fund

DWS MONEY FUNDS, and its series:
DWS Money Market Prime Series

DWS MONEY MARKET TRUST, and its series
DWS Money Market Series

DWS MULTI-MARKET INCOME TRUST

DWS MUNICIPAL INCOME TRUST

DWS MUNICIPAL TRUST, and its series:
DWS Strategic High Yield Tax-Free Fund
DWS Managed Municipal Bond Fund

DWS MUTUAL FUNDS, INC., and its series:
DWS Gold & Precious Metals Fund

DWS PORTFOLIO TRUST, and its series:
DWS Core Plus Income Fund
DWS Floating Rate Plus Fund

DWS RREEF REAL ESTATE FUND, INC.


<PAGE>

DWS RREEF REAL ESTATE FUND II, INC.

DWS RREEF WORLD REAL ESTATE & TACTICAL STRATEGIES FUND, INC.

DWS SECURITIES TRUST, and its series:
DWS Climate Change Fund
DWS Health Care Fund

DWS STATE TAX-FREE INCOME SERIES, and its series:
DWS California Tax-Free Income Fund
DWS New York Tax-Free Income Fund

DWS STATE TAX FREE TRUST, and its series:
DWS Massachusetts Tax-Free Fund

DWS STRATEGIC GOVERNMENT SECURITIES FUND

DWS STRATEGIC INCOME TRUST

DWS STRATEGIC INCOME FUND

DWS STRATEGIC MUNICIPAL INCOME TRUST

DWS TARGET DATE SERIES, and its series:
DWS LifeCompass Retirement Fund
DWS LifeCompass 2015 Fund
DWS LifeCompass 2020 Fund
DWS LifeCompass 2030 Fund
DWS LifeCompass 2040 Fund

DWS TARGET FUND, and its series:
DWS Target 2010 Fund
DWS Target 2011 Fund
DWS Target 2012 Fund
DWS Target 2013 Fund
DWS Target 2014 Fund
DWS LifeCompass Income Fund
DWS LifeCompass Protect Fund

DWS TAX FREE TRUST, and its series
DWS Intermediate Tax/AMT Free Fund

DWS TECHNOLOGY FUND

DWS VALUE BUILDER FUND, INC.


DWS VALUE EQUITY TRUST, and its series:
DWS Enhanced S&P 500 Index Fund
DWS Equity Income Fund

DWS VALUE SERIES, INC. and its series:
DWS Dreman Concentrated Value Fund
DWS Dreman High Return Equity Fund
DWS Dreman Mid Cap Value Fund
DWS Dreman Small Cap Value Fund
DWS Large Cap Value Fund


<PAGE>

DWS VARIABLE SERIES I, and its series
DWS Bond VIP
DWS Capital Growth VIP
DWS Global Opportunities VIP
DWS Growth & Income VIP
DWS Health Care VIP
DWS International VIP

DWS VARIABLE SERIES II, and its series
DWS Balanced VIP
DWS Blue Chip VIP
DWS Conservative Allocation VIP
DWS Core Fixed Income VIP
DWS Davis Venture Value VIP
DWS Dreman High Return Equity VIP
DWS Dreman Small Mid Cap Value VIP
DWS Global Thematic VIP
DWS Government & Agency Securities VIP
DWS Growth Allocation VIP
DWS High Income VIP
DWS International Select Equity VIP
DWS Janus Growth & Income VIP
DWS Large Cap Value VIP
DWS Mid Cap Growth VIP
DWS Moderate Allocation VIP
DWS Money Market VIP
DWS Small Cap Growth VIP
DWS Strategic Income VIP
DWS Technology VIP
DWS Turner Mid Cap Growth VIP

INVESTORS CASH TRUST, and its series:
Treasury Portfolio

TAX-EXEMPT CALIFORNIA MONEY MARKET FUND

<PAGE>

                                                                File No. 2-78122
                                                               File No. 811-3495







                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                    EXHIBITS

                                       TO

                                    FORM N-1A


                         POST-EFFECTIVE AMENDMENT NO. 46

                            TO REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                                       AND

                                AMENDMENT NO. 42

                            TO REGISTRATION STATEMENT

                                      UNDER

                       THE INVESTMENT COMPANY ACT OF 1940



                             DWS MONEY MARKET TRUST



                                       8
<PAGE>

                             DWS MONEY MARKET TRUST


                                  EXHIBIT INDEX

                                     (a)(1)
                                     (a)(2)
                                     (b)(1)
                                     (g)(1)
                                     (h)(3)
                                     (h)(5)
                                     (h)(6)
                                       (j)
                                     (p)(1)



                                       9