UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF Scudder International Equity Portfolio Investment Company Act file number 811-06071 Scudder International Equity Portfolio (Exact name of registrant as specified in charter) One South Street Baltimore, MD 21202 (Address of principal executive offices) (Zip code) John Millette Secretary Two International Place Boston, MA 02110 (Name and address of agent for service) Registrant's telephone number, including area code: 617-295-1000 Date of fiscal year end: 10/31 ----- Date of reporting period: 7/1/03-6/30/04 ---------------- Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ProxyEdge - Investment Company Report Report Date: 08/06/2004 Meeting Date Range: 07/01/2003 to 06/30/2004 Selected Accounts: Int'l Equity Portfolio - ------------------------------------------------------------------------------------------------------------------------------------ HARMONY GOLD MINING COMPANY LIMITED HMY Annual Meeting Date: 09/01/2003 Issuer: 413216 ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ 01 SPECIAL RESOLUTION 1: THAT THE AUTHORISED ORDINARY Management For SHARE CAPITAL OF THE COMPANY BE INCREASED. 02 ORDINARY RESOLUTION 1: THE PROPOSAL BY THE COMPANY Management For OF THE SCHEME, THE MAKING BY THE COMPANY OF THE SUBSTITUTE OFFER, AND THE ISSUE BY THE COMPANY OF THE CONSIDERATION SHARES, BE AND ARE HEREBY APPROVED. 03 ORDINARY RESOLUTION 2: THE DIRECTORS OF THE COMPANY Management For BE AND ARE HEREBY AUTHORISED TO ALLOT AND ISSUE, AFTER PROVIDING FOR THE REQUIREMENTS OF THE EMPLOYEE SHARE SCHEMES, ALL OR ANY OF THE UNISSUED ORDINARY SHARES OF 50 CENTS EACH IN THE CAPITAL OF THE COMPANY. 04 ORDINARY RESOLUTION 3: THE DIRECTORS OF THE COMPANY Management For BE AND ARE HEREBY AUTHORISED TO ALLOT AND ISSUE ALL OR ANY OF THE AUTHORISED BUT UNISSUED ORDINARY SHARES OF 50 CENTS EACH IN THE CAPITAL OF THE COMPANY. 05 ORDINARY RESOLUTION 4: THAT ANY ONE OF DIRECTORS Management For OF THE COMPANY BE AND IS HEREBY AUTHORISED TO SIGN ALL SUCH DOCUMENTS AND DO ALL SUCH THINGS AS MAY BE NECESSARY FOR THE IMPLEMENTATION OF THE SPECIAL AND THE ORDINARY RESOLUTIONS TO BE PROPOSED. - ------------------------------------------------------------------------------------------------------------------------------------ HARMONY GOLD MINING COMPANY LIMITED HMY Annual Meeting Date: 11/14/2003 Issuer: 413216 ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ 01 ADOPTION OF 2003 AUDITED FINANCIAL STATEMENTS Management For 02 FIXING THE REMUNERATION OF DIRECTORS Management For 03 DIRECTOR Management For No 4A RE-ELECTION OF DIRECTOR IN TERMS OF THE COMPANY Management For S ARTICLES OF ASSOCIATION: TSA GROBICKI 4B RE-ELECTION OF DIRECTOR IN TERMS OF THE COMPANY Management For S ARTICLES OF ASSOCIATION: MF PLEMING 4C RE-ELECTION OF DIRECTOR IN TERMS OF THE COMPANY Management For S ARTICLES OF ASSOCIATION: ZB SWANEPOEL S1 INSERTION OF NEW ARTICLE 2A AS PART OF THE COMPANY Management For S ARTICLES OF ASSOCIATION S2 AMENDING ARTICLE 46 OF THE COMPANY S ARTICLES Management For OF ASSOCIATION S3 AMENDING ARTICLE 103 OF THE COMPANY S ARTICLES Management For OF ASSOCIATION S4 AMENDING ARTICLE 109 OF THE COMPANY S ARTICLES Management For OF ASSOCIATION S5 GRANTING AUTHORITY FOR SHARE REPURCHASES Management For O1 APPROVING THE HARMONY (2003) SHARE OPTION SCHEME Management Against O2 PLACING THE BALANCE OF THE UNISSUED SHARES OF Management For THE COMPANY UNDER THE CONTROL OF THE DIRECTORS O3 AUTHORISING THE DIRECTORS TO ISSUE SHARES FOR Management For CASH - ------------------------------------------------------------------------------------------------------------------------------------ YUKOS CORP YUKOY Special Meeting Date: 11/28/2003 Issuer: 98849W ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ 01 DIRECTOR Management For No 02 APPROVAL OF THE NEW VERSION OF OAO NK YUKOS CHARTER Management Against 03 PAYMENT OF DIVIDENDS ON OAO NK YUKOS COMMON SHARES Management For PER THE RESULTS OF THE FIRST NINE MONTHS OF FISCAL YEAR 2003 - ------------------------------------------------------------------------------------------------------------------------------------ COMPANHIA VALE DO RIO DOCE RIO Annual Meeting Date: 04/28/2004 Issuer: 204412 ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ OA APPRECIATION OF THE MANAGEMENT S REPORT AND ANALYSIS, Management For No DISCUSSION AND VOTE ON THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2003. OB PROPOSAL FOR THE DESTINATION OF THE PROFITS OF Management For No THE SAID FISCAL YEAR. OC ESTABLISHMENT OF THE TOTAL AND ANNUAL REMUNERATION Management For No OF THE MEMBERS OF THE COMPANY S MANAGEMENT. OD ELECTION OF THE MEMBERS OF THE FISCAL COUNCIL Management For No AND ESTABLISHMENT OF THEIR REMUNERATION. E A PROPOSAL OF CAPITAL INCREASE, THROUGH THE CAPITALIZATION Shareholder For No OF RESERVES, WITHOUT THE ISSUANCE OF SHARES, AND THE CONSEQUENT CHANGE OF THE HEAD SECTION OF ARTICLE 5 OF THE COMPANY S BY-LAWS. - ------------------------------------------------------------------------------------------------------------------------------------ OAO LUKOIL LUKOY Annual Meeting Date: 06/24/2004 Issuer: 677862 ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ 01 APPROVAL OF THE ANNUAL REPORT 2003, OF THE ANNUAL Management For ACCOUNTS INCLUDING THE PROFIT AND LOSS STATEMENT 02 AMOUNT, PAYMENT DATE, AND FORM OF PAYMENT OF DIVIDENDS Management For 03 ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS. Management Abstain 4A ELECTION OF THE MEMBER OF THE AUDIT COMMISSION: Management For NIKITENKO, VLADIMIR NIKOLAYEVICH 4B ELECTION OF THE MEMBER OF THE AUDIT COMMISSION: Management For SKLYAROVA, TATIANA SERGUEYEVNA 4C ELECTION OF THE MEMBER OF THE AUDIT COMMISSION: Management For TANULYAK, NATALIA ILYINICHNA 4D ELECTION OF THE MEMBER OF THE AUDIT COMMISSION: Management For KONDRATIEV, PAVEL GENNADIEVICH 4E ELECTION OF THE MEMBER OF THE AUDIT COMMISSION: Management For BULAVINA, LYUDMILA MIKHAILOVNA 5 REMUNERATION AND COMPENSATION OF EXPENSES TO Management For THE MEMBERS OF THE BOARD OF DIRECTORS AND AUDIT COMMISSION OF OAO LUKOIL 6 APPROVAL OF THE EXTERNAL AUDITOR OF THE COMPANY Management For 7 APPROVAL OF AMENDMENTS AND ADDENDA TO THE CHARTER Management For OF OAO LUKOIL 8 APPROVAL OF AMENDMENTS AND ADDENDA TO THE REGULATIONS Management For ON THE PROCEDURE FOR PREPARING AND HOLDING THE SHAREHOLDERS MEETING 9 APPROVAL OF AMENDMENTS AND ADDENDA TO THE REGULATIONS Management For ON THE BOARD OF DIRECTORS OF LUKOIL 10 APPROVAL OF TRANSACTIONS INVOLVING INTERESTED/RELATED Management For PARTIES - ------------------------------------------------------------------------------------------------------------------------------------ YUKOS CORP YUKOY Annual Meeting Date: 06/24/2004 Issuer: 98849W ISIN: SEDOL: - ------------------------------------------------------------------------------------------------------------------------------------ Vote Group: UNASSIGNED Proposal Proposal Vote Against Number Proposal Type Cast Mgmt. - ------------------------------------------------------------------------------------------------------------------------------------ 01 APPROVAL OF THE ANNUAL REPORT OF YUKOS OIL COMPANY Management For FOR 2003. 02 APPROVAL OF THE ANNUAL ACCOUNTING REPORTS, INCLUDING Management For THE PROFIT AND LOSS ACCOUNT, OF YUKOS OIL COMPANY FOR FY 2003. 03 APPROVAL OF DISTRIBUTION OF PROFIT OF YUKOS OIL Management For COMPANY FOR FY 2003, INCLUDING PAYMENT OF DIVIDEND ON COMMON SHARES OF YUKOS OIL COMPANY, AND OF LOSSES FOR FY 2003. 04 ELECTION OF THE BOARD OF DIRECTORS OF YUKOS OIL Management For COMPANY. 5A ELECTION OF MURASHOVA ANTONINA B. TO THE AUDITING Management For COMMISSION OF YUKOS OIL COMPANY. 5B ELECTION OF BRITKOVA ELENA V. TO THE AUDITING Management For COMMISSION OF YUKOS OIL COMPANY. 5C ELECTION OF SERZHANOVA MARGARITA O. TO THE AUDITING Management For COMMISSION OF YUKOS OIL COMPANY. 6 APPROVAL OF THE AUDITOR OF YUKOS OIL COMPANY Management For FOR 2004. 7 APPROVAL OF THE TOTAL AMOUNT OF REMUNERATION Management For AND REIMBURSEMENTS OF DIRECTORS OF YUKOS OIL COMPANY FOR THE PERIOD 2004-2005. SIGNATURES [See General Instruction F] Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Scudder International Equity Portfolio By (Signature and Title)* /s/Julian Sluyters ----------------------------------------------- Julian Sluyters, Chief Executive Officer Date 8/18/04 --------- * Print the name and title of each signing officer under his or her signature.