benefit services alliance new possibilities:

Benefit ServicesAlliance

New Possibilities:

ADP Retirement Services and Scudder Retirement Services

“Our vision is to harness the power of partnership to deliver comprehensive retirement and benefit solutions. By aligning the world’s best transaction company with the world’s best investment managers, our goal is to free our clients to do what they do best, while helping their employees secure a better financial future.”

Benefit Services Alliance

Industry dynamics Corporate snapshots of Scudder and ADP Benefit Services Alliance Scudder and ADP objectives for the alliance The product continuum Benefits to Scudder clients, advisors, TPAs


Administration outsourcing increasing

Changes competitor mix

Provides new strategic options

Decreased revenues from advisory fees

Exposes poor fund performance

Reduces benefit to retail

Largest opportunity in the “Micro” segment

Retail-like products increasing (Simple IRAs, etc.)

Fund choice and good performance required Access to multiple funds

Advice solutions demanded

Brokerage accounts required

System upgrades to add functionality

IT expertise required to customize

New front-end interfaces for participants

Big players growing

Small players exiting

Increased necessity for scale and brand

DefinedContribution

Industry

MarketConsolidation

Disaggregation

TechnologyInvestment

CustomerRequirements

SlowingGrowth

OpenArchitecture

Industry Dynamics

Bringing together two industry leadersEnabling customers to do what they do bestPeople are the key to successWill work across service/solution & customer size spectrums


Benefit Services AlliancePlans: 31,689Participants: 1,197,465Assets Under Administration: 18.292 billion

*


* as of 12/31/02

Scudder Investments is the US retail brand for Deutsche Asset Management, with over $740 billion in assets under management

Far-reaching global research organization that includes more than 600 portfolio managers and analysts

Investment products for every investment objective 95 retail mutual funds

* as of 12/31/02

Scudder Investments

One of the top defined contribution investment managers with approximately $40* billion in assets

The right plan for any size employer: from owner-only businesses to global corporations

Same comprehensive service and technology provided to Fortune 500 clients is offered to emerging organizations

Innovative and award-winning participant communication & education solutions More than 400 retirement services associates serving over 15,000 retirement plan sponsors

Scudder Retirement Services (SRS)

* as of 12/31/02

A Quick Look at ADP: Founded in 1949,

publicly traded since 1961

Industry leader with over $7 billion in revenue

Over 500,000 clients

Service-oriented with more than 37,000 associates nationwide

ADP

* as of 12/31/02

“We’re the Business Behind Business” Full-service provider – HR, Payroll, Tax Filing, Benefits Administration and Professional Employer Organization (PEO) Services $4.2 billion revenue *

450,000+ clients Largest provider in North America, Europe, Latin America & Australia

ADP Employer Services

* as of 12/31/02

Efficient recordkeeping provides for a profitable and sustainable business model

Products include small- to mid-market plans, executive deferred compensation (EDC), and 529 education savings plans

Fully integrated with ADP payroll platforms (i.e., fully automated data and asset transfer)

National sales, implementation, and enrollment capabilities

ADP Retirement Services

Enables us to grow and remain industry leaders Creates a first-class retirement benefits

services organization Combines complementary strengths of both companies to enable:

Integrated product mix Broader distribution channels Stronger system capabilities and platforms Ability to tap new markets


Will offer retirement benefits outsourcing solutions

to employersWill allow for the integrated delivery of products and servicesScudder’s recordkeeping services professionals and information technology (IT) platform will join forces with ADP’s resources to form Benefit Services AllianceWill jointly deliver service to retirement plan

sponsors, plan participants and advisorsWill leverage combined capabilities to market

recordkeeping platform to third parties


Years 1-2

Value Creation

Expand products, services & markets

Leverage distribution network; cross-sell

services; integrated payroll

Grow client base via partnerships &

acquisition

Positioning Benefit Services

Alliance as a leader in the

market

Now

Years 3-5

Alliance for Long-Term Growth

The alliance addresses the objectives of Scudder Investments Grow assets under management Create a compelling value proposition Cause no disruption to client base Improve financial performance

Scudder Objectives

The alliance addresses key elements of ADP’s objectives for: Entry into new markets Introduction of new products and services New distribution of recordkeeping and data management products Increased scale and efficiency

ADP Objectives

SRS

PLAN SIZE BY ASSETS

$0M $1M $3M $15M $50M $1B

Personal(k) & Flex Plan

Kansas City, MOPremium Plan & Mid/Large

Market

Salem, NH

Personal(k) & Flex PlanAssets Under Administration: $2.971 Billion

Total Participants: 253,467

Total Plans: 15,295

Premium Plan & Mid/Large MarketAssets Under Administration: $10.184 Billion


Total Plans: 937

SRS Product Continuum

as of 12/31/02

SmallAssets Under Administration: $3.671 Billion


Total Plans: 15,181

MidAssets Under Administration: $1.466 Billion


Total Plans: 276

PLAN SIZE BY ASSETS

ADP

$0M $1M $3M $15M $50M $1B

Small

Roseland, NJ

Mid

Louisville, KY

ADP RS Product Continuum

as of 12/31/02

ADP

PLAN SIZE BY ASSETS

$0M $1M $3M $15M $50M $1B

Small

Roseland, NJ

Mid

Louisville, KY

SRS Personal(k) & Flex Plan

Kansas City, MO

Premium Plan & Mid/Large Market

Salem, NH

ADPAssets Under Administration: $5.137 Billion


Total Plans: 15, 457

SRSAssets Under Administration: $13.155 Billion


Total Plans: 16,232

unbundled/TPA enabled bundled/future payroll integration

bundled bundled/current payroll integration

SRS and ADP Product Continuum

as of 12/31/02

Serviced by same skilled professionals on the same state-of-the-art platform with no disruption in service

Creates a platform for Total Retirement Outsourcing (TRO)Integrated and expanded product and service offeringsEnhanced service capabilities and access to new technologies

Benefits to Scudder’s Clients

Increased focus and support for Scudder Flex Plan Additional support for Scudder Flex Plan TPAs

Benefits to Advisors/TPAs

Creating Opportunities

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

Scudder Distributors, Inc.222 South Riverside Plaza Chicago, IL 60606-5808www.scudder.com

MARS23095

http://www.scudder.com/

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