<PAGE> 1
MORGAN STANLEY DEAN WITTER VALUE FUND Two World Trade Center,
New York, New York 10048
LETTER TO THE SHAREHOLDERS September 30, 2000
DEAR SHAREHOLDER:
For value investors, the 12-month period ended September 30, 2000, was marked
by sharp contrasts in performance. The first half of the period -- October
through mid March -- saw tremendous gains among growth-oriented stocks,
particularly technology-related issues. The success of momentum-based
investment strategies during the prior two calendar years had snowballed into a
seemingly insatiable demand for growth. Investors aggressively pursued the
shares of technology and telecommunications companies with little regard for
the prices being paid. This movement spawned unprecedented rises in the shares
of such growth companies as Cisco Systems, Oracle, Intel and Sun Microsystems.
As an investment style, growth handily outperformed value during this period,
with the Russell 1000 Growth Index appreciating 23.6 percent versus a 5.5
percent decline for the Russell 1000 Value Index.(1)
In mid March, however, the speculative excesses associated with momentum-based
investing began to unwind -- possibly sparked by concerns surrounding the
viability of the business models and the weakening capital structures of such
prominent internet-related companies as Amazon, Yahoo and Priceline. At mid
year, investors seemed to have a renewed appreciation for traditional value
stocks. With the shares of many mainstream U.S. companies trading at record-low
relative valuations, the group was primed for a rebound. During the last half of
the fiscal year -- mid March through September -- value outpaced growth by 15.5
percent (15.3 percent versus -0.2 percent) as measured by the Russell 1000
Indexes. After nearly three years of neglect, the sentiment associated with
value investing is much improved as we enter the new fiscal year.
---------------------
(1) The Russell 1000 Growth and Value Indexes are both U.S. equity indexes
(market cap-weighted) which classify stocks as either value or growth based
on forecasted earnings growth and the price-to-book ratios. Source: The
Frank Russell Company. The indexes do not include any expenses, fees or
charges. The indexes are unmanaged and should not be considered investments.
<PAGE> 2
MORGAN STANLEY DEAN WITTER VALUE FUND
LETTER TO THE SHAREHOLDERS September 30, 2000, continued
PERFORMANCE
The rebound among value stocks improved Morgan Stanley Dean Witter Value Fund's
total return compared to the prior year. However, it was not enough to lift
performance above that of the broad market, which was heavily influenced by
large-cap growth stocks. For the 12-month period ended September 30, 2000, the
Fund's Class A, B, C and D shares returned 11.08 percent, 10.27 percent, 10.15
percent and 11.48 percent, respectively. During the same period, the broad
market, as measured by the Standard & Poor's 500 Index(2) (S&P 500), returned
13.27 percent, while the Russell 1000 Value Index returned 8.91 percent. The
performance of the Fund's four share classes varies because of differing
expenses. Total return figures assume the reinvestment of all distributions but
do not reflect the deduction of any applicable sales charges. The accompanying
chart compares the Fund's performance to that of the S&P 500.
According to Miller Anderson & Sherrerd LLP (MAS), the Fund's sub-adviser, stock
selection was the most important positive factor that contributed to the Fund's
performance relative to the Russell 1000 Value Index. The Fund's emphasis on the
health-care sector also contributed significantly to overall performance. An
underweighting of retail, media/entertainment and telecommunication services
also had a favorable impact on the Fund's total return. Individual stock
selection was particularly good among names within the health-care service,
financial, consumer service, energy, retail and utility sectors. Stock selection
within the technology and heavy industry groups was particularly poor relative
to the Russell 1000 Value Index.
To a large extent, the Fund's investment return was driven by the manager's
adherence to a well-defined, valuation-based investment philosophy, which
generally favors fundamentally solid companies whose shares carry below-average
price-to-earnings valuations. During the fiscal year, lowly valued stocks, as
defined by their price-earnings (P/E) ratios, generally underperformed high P/E
shares -- a situation at odds with the historical record.
PORTFOLIO STRATEGY
The Fund's stock selection process reflects a disciplined, valuation-based
investment strategy. Initially the process seeks companies that 1) have a
positive per-share earnings growth expectation for the 12 months, 2) have share
prices that have underperformed the broad market averages over the past 12
---------------------
(2) The Standard & Poor's 500 Index is a broad-based index, the performance of
which is based on the performance of 500 widely held common stocks chosen
for market size, liquidity and industry group representation. The Index
does not include any expenses, fees or charges. The Index is unmanaged and
should not be considered an investment.
2
<PAGE> 3
MORGAN STANLEY DEAN WITTER VALUE FUND
LETTER TO THE SHAREHOLDERS September 30, 2000, continued
to 18 months and 3) have P/E valuations that lie in the lower segment of the
investable universe (defined as large companies with equity capitalizations in
excess of $2.5 billion).
Selecting individual stocks from within this group involves detailed analysis of
each company's earnings fundamentals with special consideration of margin
improvement opportunities, sales growth initiatives and the overall
sustainability of earnings. All told, a thorough review of the competitive
dynamics of the markets in which each company competes must reveal opportunities
for earnings growth. Companies with outstanding fundamentals that are also
represented on the Russell 1000 Value benchmark receive special consideration
for ownership in the Fund. The investment process continues to utilize a sell
discipline, which generally allows for the sale of a stock that meets one or
more of three sell criteria: price appreciation, earnings deterioration or
negative fundamental change.
At fiscal year-end, the Fund's portfolio composition generally reflected MAS's
commitment to low P/E investing. The Fund's largest sector exposures relative to
the benchmark included low P/E health care, capital goods, basic materials and
consumer durables. Within health care, two industries represented the bulk of
the Fund's position -- hospital management/rehab companies and managed-care
companies. The hospital management/rehab industry is characterized by moderate
but consistent growth and a capacity to generate free cash flow. Recent
initiatives in Washington to raise Medicare reimbursement levels, as well as
better pricing flexibility for managed care companies, should continue to boost
revenues and profitability for the hospital/rehab industry. According to MAS,
managed-care companies, while suffering from political and legal issues, are in
the midst of a strong pricing cycle that has been accompanied by reasonable unit
growth and continued industry consolidation. MAS's outlook for this sector
continues to be favorable.
In addition to health care, the Fund is overweighted among economically
sensitive companies. Although interest rates have gradually increased during the
year, MAS believes that most of the cyclical companies are expected to do
well -- even in a more muted economic environment. According to MAS, the average
cyclical company in the Fund seems to be priced already for recession. These
inexpensive companies generate significant free cash and would do well in a soft
landing economic scenario.
During most of the year, the Fund carried a large overweighting among energy
stocks, particularly oil service companies. The dramatic rise in the price of
crude led to significant appreciation among these stocks. The Fund's sell
discipline resulted in a trimming of the energy holdings to a modest
underweighting at year-end.
3
<PAGE> 4
MORGAN STANLEY DEAN WITTER VALUE FUND
LETTER TO THE SHAREHOLDERS September 30, 2000, continued
Other notable underweightings relative to the value benchmark included the
financial and consumer services sectors. During the year, financials as a sector
were underweighted as the Federal Reserve gradually tightened monetary policy.
Because interest rates appear to show signs of stabilizing MAS believes that the
outlook for many financial firms could improve. Valuations for many banks and
financial services companies are now becoming more attractive. Among the
financial sector, the Fund continued to favor large regional banks, insurance
companies and selected money center banks. The extremely high valuations for
most consumer services companies involved in media and entertainment generally
preclude their ownership, however, because of the Fund's low P/E discipline.
LOOKING AHEAD
Adhering to a disciplined, value-based investment process has served investors
well for many years. Admittedly, this most recent period has been a difficult
one for this style of investing, although many of the speculative factors that
have disrupted the Fund's investment process now seem to be on the wane.
MAS believes that the Fund is well positioned to deliver results consistent with
the long-term historical record that serves as the basis for its investment
philosophy. Recent weakness in the technology sector, perhaps the clearest
signal of a near-term change in investor psychology, is a strong positive for
the outlook. MAS believes that the valuation characteristics of the stocks owned
in the portfolio remain quite favorable, particularly in light of the profit and
growth opportunities of the underlying companies. Should investor psychology
continue to shift away from the momentum-based investment strategies that have
dominated the market in recent years, MAS believes that the Fund should be well
positioned to deliver positive relative investment returns over the long term.
We appreciate your ongoing support of Morgan Stanley Dean Witter Value Fund and
look forward to continuing to serve your investment needs.
<TABLE>
<S> <C>
Very truly yours,
/s/ CHARLES A. FIUMEFREDDO /s/ MITCHELL M. MERIN
CHARLES A. FIUMEFREDDO MITCHELL M. MERIN
Chairman of the Board President
</TABLE>
4
<PAGE> 5
MORGAN STANLEY DEAN WITTER VALUE FUND
FUND PERFORMANCE September 30, 2000
[PERFORMANCE LINE GRAPH]
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS D S&P 500
------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C>
November 25, 1998 $9475.00 $10000.00 $10000.00 $10000.00 $10000.00
September 30, 1999 $8823.00 $9255.00 $9265.00 $9335.00 $10940.00
September 30, 2000 $9801.00 $9806.00 $10206.00 $10406.00 $12393.00
</TABLE>
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE RETURNS. INVESTMENT RETURN AND
PRINCIPAL VALUE WILL FLUCTUATE. WHEN YOU SELL FUND SHARES, THEY MAY BE WORTH
LESS THAN THEIR ORIGINAL COST. PERFORMANCE FOR CLASS A, CLASS B, CLASS C, AND
CLASS D SHARES WILL VARY DUE TO DIFFERENCES IN SALES CHARGES AND EXPENSES.
AVERAGE ANNUAL TOTAL RETURNS
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CLASS A SHARES*
-------------------------------------------------
<S> <C> <C> <C>
PERIOD ENDED 9/30/00
--------------------------
1 Year 11.08%(1) 5.24 %(2)
Since Inception (11/25/98) 1.84%(1) (1.08)%(2)
</TABLE>
<TABLE>
<CAPTION>
CLASS B SHARES**
-------------------------------------------------
<S> <C> <C> <C>
PERIOD ENDED 9/30/00
--------------------------
1 Year 10.27%(1) 5.27 %(2)
Since Inception (11/25/98) 1.11%(1) (1.05)%(2)
</TABLE>
<TABLE>
<CAPTION>
CLASS C SHARES+
-------------------------------------------------
<S> <C> <C> <C>
PERIOD ENDED 9/30/00
--------------------------
1 Year 10.15%(1) 9.15%(2)
Since Inception (11/25/98) 1.11%(1) 1.11%(2)
</TABLE>
<TABLE>
<CAPTION>
CLASS D SHARES#
----------------------------------------------------
<S> <C> <C> <C>
PERIOD ENDED 9/30/00
--------------------------
1 Year 11.48%(1)
Since Inception (11/25/98) 2.18%(1)
</TABLE>
---------------------
(1) Figure shown assumes reinvestment of all distributions and does not
reflect the deduction of any sales charges.
(2) Figure shown assumes reinvestment of all distributions and the deduction
of the maximum applicable sales charge. See the Fund's current prospectus
for complete details on fees and sales charges.
(3) Closing value assuming a complete redemption on September 30, 2000.
(4) The Standard & Poor's 500 Index (S&P 500(R)) is a broad-based index, the
performance of which is based on the performance of 500 widely-held common
stocks chosen for market size, liquidity and industry group representation.
The Index does not include any expenses, fees or charges. The Index is
unmanaged and should not be considered an investment.
* The maximum front-end sales charge for Class A is 5.25%.
** The maximum contingent deferred sales charge (CDSC) for Class B is 5.0%.
The CDSC declines to 0% after six years.
+ The maximum contingent deferred sales charge for Class C shares is 1% for
shares redeemed within one year of purchase.
# Class D shares have no sales charge.
5
<PAGE> 6
MORGAN STANLEY DEAN WITTER VALUE FUND
PORTFOLIO OF INVESTMENTS September 30, 2000
<TABLE>
<CAPTION>
NUMBER OF
SHARES VALUE
-------------------------------------------------------
<C> <S> <C>
COMMON STOCKS (95.9%)
Aerospace & Defense (0.1%)
2,691 General Motors Corp. (Class
H)*......................... $ 100,051
------------
Airlines (0.3%)
8,800 Delta Air Lines, Inc. ....... 390,500
------------
Apparel/Footwear (0.6%)
33,800 VF Corp. .................... 834,437
------------
Auto Parts: O.E.M. (1.5%)
35,300 Delphi Automotive Systems
Corp. ...................... 533,912
24,900 Eaton Corp. ................. 1,534,462
------------
2,068,374
------------
Building Products (0.4%)
26,800 Masco Corp. ................. 499,150
------------
Casino/Gaming (1.0%)
48,200 Harrah's Entertainment,
Inc.*....................... 1,325,500
------------
Chemicals: Agricultural
(0.7%)
68,000 IMC Global Inc. ............. 986,000
------------
Chemicals: Major Diversified (2.8%)
32,200 Dow Chemical Co. (The)....... 802,987
54,700 Du Pont (E.I.) de Nemours &
Co., Inc. .................. 2,266,631
23,800 Rohm & Haas Co. ............. 691,687
------------
3,761,305
------------
Chemicals: Specialty (2.4%)
90,900 Engelhard Corp. ............. 1,477,125
46,800 Praxair, Inc. ............... 1,749,150
------------
3,226,275
------------
Computer Peripherals (0.9%)
83,200 Quantum Corp. -- DLT &
Storage Systems*............ 1,253,200
------------
Computer Processing Hardware (1.3%)
18,100 Compaq Computer Corp. ....... 499,198
11,600 International Business
Machines Corp. ............. 1,305,000
------------
1,804,198
------------
</TABLE>
<TABLE>
<CAPTION>
NUMBER OF
SHARES VALUE
-------------------------------------------------------
<C> <S> <C>
Electric Utilities (2.2%)
28,800 Cinergy Corp. ............... $ 952,200
13,700 Duke Energy Corp. ........... 1,174,775
18,800 TXU Corp. ................... 744,950
------------
2,871,925
------------
Electrical Products (0.7%)
27,100 Cooper Industries, Inc. ..... 955,275
------------
Electronics/Appliances (2.2%)
49,400 Maytag Corp. ................ 1,534,487
34,400 Whirlpool Corp. ............. 1,337,300
------------
2,871,787
------------
Finance/Rental/Leasing (1.1%)
26,200 Household International,
Inc. ....................... 1,483,575
------------
Financial Conglomerates
(0.5%)
23,900 Hancock (John) Financial
Services *.................. 642,312
------------
Hospital/Nursing Management (6.9%)
93,400 HCA-The Healthcare Corp. .... 3,467,475
156,500 Tenet Healthcare Corp.*...... 5,692,687
------------
9,160,162
------------
Industrial Conglomerates
(2.4%)
17,800 General Electric Co. ........ 1,026,838
32,200 United Technologies Corp. ... 2,229,850
------------
3,256,688
------------
Industrial Machinery (5.2%)
29,200 Illinois Tool Works Inc. .... 1,631,550
65,700 Ingersoll-Rand Co. .......... 2,225,588
90,700 Parker-Hannifin Corp. ....... 3,061,125
------------
6,918,263
------------
Industrial Specialties (0.6%)
21,600 PPG Industries, Inc. ........ 857,250
------------
Integrated Oil (4.6%)
15,300 Chevron Corp. ............... 1,304,325
25,300 Conoco, Inc. (Class B)....... 681,519
31,400 Exxon Mobil Corp. ........... 2,798,525
24,800 Texaco, Inc. ................ 1,302,000
------------
6,086,369
------------
Life/Health Insurance (3.6%)
61,500 American General Corp. ...... 4,797,000
------------
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
6
<PAGE> 7
MORGAN STANLEY DEAN WITTER VALUE FUND
PORTFOLIO OF INVESTMENTS September 30, 2000, continued
<TABLE>
<CAPTION>
NUMBER OF
SHARES VALUE
-------------------------------------------------------
<C> <S> <C>
Major Banks (11.0%)
25,000 Bank of America Corp. ....... $ 1,309,375
64,450 Chase Manhattan Corp.
(The)....................... 2,976,784
44,500 First Union Corp. ........... 1,432,344
56,278 FleetBoston Financial
Corp. ...................... 2,194,842
50,600 PNC Financial Services Group,
Inc. ....................... 3,289,000
90,200 U.S. Bancorp................. 2,052,050
32,200 Wells Fargo & Co. ........... 1,479,188
------------
14,733,583
------------
Major Telecommunications (8.2%)
66,800 AT&T Corp. .................. 1,962,250
38,700 BellSouth Corp. ............. 1,557,675
72,300 SBC Communications, Inc. .... 3,615,000
58,900 Sprint Corp. (FON Group)..... 1,726,506
43,768 Verizon Communications....... 2,120,013
------------
10,981,444
------------
Managed Health Care (5.5%)
20,200 CIGNA Corp. ................. 2,108,880
312,600 Foundation Health Systems
Inc. (Class A)*............. 5,196,975
------------
7,305,855
------------
Medical Distributors (1.3%)
57,100 McKesson HBOC, Inc. ......... 1,745,119
------------
Medical Specialties (0.6%)
10,200 Beckman Coulter, Inc. ....... 786,675
------------
Medical/Nursing Services (4.6%)
751,500 Healthsouth Corp.*........... 6,105,938
------------
Miscellaneous Manufacturing (4.2%)
27,500 Dover Corp. ................. 1,290,781
122,200 Honeywell International,
Inc. ....................... 4,353,375
------------
5,644,156
------------
Motor Vehicles (1.5%)
70,801 Ford Motor Co. .............. 1,792,150
2,557 General Motors Corp. ........ 166,205
------------
1,958,355
------------
Multi-Line Insurance (1.9%)
34,600 Hartford Financial Services
Group, Inc. (The)........... 2,523,638
------------
</TABLE>
<TABLE>
<CAPTION>
NUMBER OF
SHARES VALUE
-------------------------------------------------------
<C> <S> <C>
Oil & Gas Pipelines (1.2%)
20,900 Coastal Corp. (The).......... $ 1,549,213
------------
Oil & Gas Production (1.0%)
23,700 Apache Corp. ................ 1,401,263
------------
Oil Refining/Marketing (1.1%)
48,400 Tosco Corp. ................. 1,509,475
------------
Other Consumer Specialties (1.4%)
68,900 Fortune Brands, Inc. ........ 1,825,850
------------
Property -- Casualty Insurers (1.1%)
42,900 Allstate Corp. (The)......... 1,490,775
------------
Regional Banks (0.9%)
55,700 Firstar Corp. ............... 1,246,288
------------
Restaurants (1.6%)
68,700 Tricon Global Restaurants,
Inc.*....................... 2,103,938
------------
Savings Banks (3.3%)
110,000 Washington Mutual, Inc. ..... 4,379,375
------------
Semiconductors (0.3%)
19,000 Advanced Micro Devices,
Inc.*....................... 448,875
------------
Specialty Stores (1.0%)
80,600 Toys 'R' Us, Inc.*........... 1,309,750
------------
Telecommunication Equipment (0.4%)
17,600 Motorola, Inc. .............. 497,200
------------
Tobacco (1.0%)
45,200 Philip Morris Companies,
Inc......................... 1,330,575
------------
Trucks/Construction/Farm Machinery (0.8%)
24,900 Cummins Engine Co., Inc. .... 745,444
12,400 Navistar International
Corp.*...................... 371,225
------------
1,116,669
------------
TOTAL COMMON STOCKS
(Cost $120,968,229).......... 128,143,605
------------
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
7
<PAGE> 8
MORGAN STANLEY DEAN WITTER VALUE FUND
PORTFOLIO OF INVESTMENTS September 30, 2000, continued
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT IN
THOUSANDS VALUE
-------------------------------------------------------
<C> <S> <C>
SHORT-TERM INVESTMENT (a) (6.5%)
U.S. GOVERNMENT AGENCY
$ 8,750 Federal National Mortgage Assoc.
6.32% due 10/02/00
(Cost $8,748,464)........... $ 8,748,464
------------
TOTAL INVESTMENTS
(Cost $129,716,693) (b)......... 102.4% 136,892,069
LIABILITIES IN EXCESS OF
OTHER ASSETS.................... (2.4) (3,179,046)
----- ------------
NET ASSETS...................... 100.0% $133,713,023
===== ============
</TABLE>
---------------------
* Non-income producing security.
(a) Purchased on a discount basis. The interest rate shown has been adjusted to
reflect a money market equivalent yield.
(b) The aggregate cost for federal income tax purposes approximates the
aggregate cost for book purposes. The aggregate gross unrealized
appreciation is $15,630,135 and the aggregate gross unrealized depreciation
is $8,454,759, resulting in net unrealized appreciation of $7,175,376.
SEE NOTES TO FINANCIAL STATEMENTS
8
<PAGE> 9
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL STATEMENTS
<TABLE>
<S> <C>
STATEMENT OF ASSETS AND LIABILITIES
September 30, 2000
ASSETS:
Investments in securities, at value
(cost $129,716,693)........................................ $136,892,069
Cash........................................................ 54,759
Receivable for:
Investments sold........................................ 536,023
Shares of beneficial interest sold...................... 416,091
Dividends............................................... 136,167
Prepaid expenses and other assets........................... 52,439
------------
TOTAL ASSETS............................................ 138,087,548
------------
LIABILITIES:
Payable for:
Investments purchased................................... 4,018,387
Investment management fee............................... 108,165
Plan of distribution fee................................ 100,346
Shares of beneficial interest repurchased............... 97,440
Accrued expenses and other payables......................... 50,187
------------
TOTAL LIABILITIES....................................... 4,374,525
------------
NET ASSETS.............................................. $133,713,023
============
COMPOSITION OF NET ASSETS:
Paid-in-capital............................................. $133,188,471
Net unrealized appreciation................................. 7,175,376
Accumulated net realized loss............................... (6,650,824)
------------
NET ASSETS.............................................. $133,713,023
============
CLASS A SHARES:
Net Assets.................................................. $7,334,501
Shares Outstanding (unlimited authorized, $.01 par value)... 709,898
NET ASSET VALUE PER SHARE............................... $10.33
============
MAXIMUM OFFERING PRICE PER SHARE,
(net asset value plus 5.54% of net asset value)........ $10.90
============
CLASS B SHARES:
Net Assets.................................................. $115,873,422
Shares Outstanding (unlimited authorized, $.01 par value)... 11,365,060
NET ASSET VALUE PER SHARE............................... $10.20
============
CLASS C SHARES:
Net Assets.................................................. $6,349,260
Shares Outstanding (unlimited authorized, $.01 par value)... 622,684
NET ASSET VALUE PER SHARE............................... $10.20
============
CLASS D SHARES:
Net Assets.................................................. $4,155,840
Shares Outstanding (unlimited authorized, $.01 par value)... 400,029
NET ASSET VALUE PER SHARE............................... $10.39
============
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
9
<PAGE> 10
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL STATEMENTS, continued
<TABLE>
<S> <C>
STATEMENT OF OPERATIONS
For the year ended September 30, 2000
NET INVESTMENT LOSS:
INCOME
Dividends................................................... $2,403,045
Interest.................................................... 252,018
----------
TOTAL INCOME............................................ 2,655,063
----------
EXPENSES
Investment management fee................................... 1,267,023
Plan of distribution fee (Class A shares)................... 13,000
Plan of distribution fee (Class B shares)................... 1,122,289
Plan of distribution fee (Class C shares)................... 60,109
Transfer agent fees and expenses............................ 173,417
Registration fees........................................... 92,584
Professional fees........................................... 56,528
Shareholder reports and notices............................. 56,065
Offering costs.............................................. 17,047
Custodian fees.............................................. 13,551
Trustees' fees and expenses................................. 10,319
Other....................................................... 11,993
----------
TOTAL EXPENSES.......................................... 2,893,925
----------
NET INVESTMENT LOSS..................................... (238,862)
----------
NET REALIZED AND UNREALIZED GAIN (LOSS):
Net realized loss........................................... (5,190,847)
Net change in unrealized appreciation....................... 17,155,502
----------
NET GAIN................................................ 11,964,655
----------
NET INCREASE................................................ $11,725,793
==========
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
10
<PAGE> 11
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL STATEMENTS, continued
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
------------------------------------------------------------------------------------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment loss.............................. $ (238,862) $ (204,273)
Net realized loss................................ (5,190,847) (1,459,977)
Net change in unrealized depreciation............ 17,155,502 (9,980,126)
------------ ------------
NET INCREASE................................. 11,725,793 (11,644,376)
------------ ------------
DIVIDENDS TO SHAREHOLDERS IN EXCESS OF NET
INVESTMENT INCOME:
Class A shares................................... -- (5,564)
Class B shares................................... -- (65,573)
Class C shares................................... -- (3,827)
Class D shares................................... -- (40)
------------ ------------
TOTAL DIVIDENDS.............................. -- (75,004)
------------ ------------
Net increase (decrease) from transactions in
shares of beneficial interest................... (12,160,582) 145,767,192
------------ ------------
NET INCREASE (DECREASE)...................... (434,789) 134,047,812
NET ASSETS:
Beginning of period.............................. 134,147,812 100,000
------------ ------------
END OF PERIOD................................ $133,713,023 $134,147,812
============ ============
</TABLE>
---------------------
* Commencement of operations.
SEE NOTES TO FINANCIAL STATEMENTS
11
<PAGE> 12
MORGAN STANLEY DEAN WITTER VALUE FUND
NOTES TO FINANCIAL STATEMENTS September 30, 2000
1. ORGANIZATION AND ACCOUNTING POLICIES
Morgan Stanley Dean Witter Value Fund (the "Fund") is registered under the
Investment Company Act of 1940, as amended (the "Act"), as a diversified,
open-end management investment company. The Fund's investment objective is total
return. The Fund seeks to achieve its objective by investing, under normal
circumstances, at least 65% of the value of its total assets in common stocks
and other equity securities that are believed to be relatively undervalued based
primarily on price/earnings ratios, as well as on various other value measures.
The Fund was organized as a Massachusetts business trust on June 9, 1998 and had
no operations other than those relating to organizational matters and the
issuance of 2,500 shares of beneficial interest by each class for $25,000 of
each class to Morgan Stanley Dean Witter Advisors Inc. (the "Investment
Manager") to effect the Fund's initial capitalization. The Fund commenced
operations on November 25, 1998.
The Fund offers Class A shares, Class B shares, Class C shares and Class D
shares. The four classes are substantially the same except that most Class A
shares are subject to a sales charge imposed at the time of purchase and some
Class A shares, and most Class B shares and Class C shares are subject to a
contingent deferred sales charge imposed on shares redeemed within one year, six
years and one year, respectively. Class D shares are not subject to a sales
charge. Additionally, Class A shares, Class B shares and Class C shares incur
distribution expenses.
The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures. Actual results could differ from
those estimates.
The following is a summary of significant accounting policies:
A. VALUATION OF INVESTMENTS -- (1) an equity portfolio security listed or traded
on the New York or American Stock Exchange, NASDAQ, or other exchange is valued
at its latest sale price, prior to the time when assets are valued; if there
were no sales that day, the security is valued at the latest bid price (in cases
where a security is traded on more than one exchange, the security is valued on
the exchange designated as the primary market pursuant to procedures adopted by
the Trustees); (2) all other portfolio securities for which over-the-counter
market quotations are readily available are valued at the latest available bid
price; (3) when market quotations are not readily available, including
circumstances under which it is determined by the Investment Manager or Miller
Anderson & Sherrerd, LLP (the "Sub-Advisor"), an affiliate of the Investment
Manager, that sale or bid prices are not reflective of a security's market
value, portfolio securities are valued at their fair value as
12
<PAGE> 13
MORGAN STANLEY DEAN WITTER VALUE FUND
NOTES TO FINANCIAL STATEMENTS September 30, 2000, continued
determined in good faith under procedures established by and under the general
supervision of the Trustees (valuation of debt securities for which market
quotations are not readily available may be based upon current market prices of
securities which are comparable in coupon rating and maturity or an appropriate
matrix utilizing similar factors); and (4) short-term debt securities having a
maturity date of more than sixty days at time of purchase are valued on a
mark-to-market basis until sixty days prior to maturity and thereafter at
amortized cost based on their value on the 61st day. Short-term debt securities
having a maturity date of sixty days or less at the time of purchase are valued
at amortized cost.
B. ACCOUNTING FOR INVESTMENTS -- Security transactions are accounted for on the
trade date (date the order to buy or sell is executed). Realized gains and
losses on security transactions are determined by the identified cost method.
Dividend income and other distributions are recorded on the ex-dividend date.
Discounts are accreted over the respective life of the securities. Interest
income is accrued daily.
C. MULTIPLE CLASS ALLOCATIONS -- Investment income, expenses (other than
distribution fees), and realized and unrealized gains and losses are allocated
to each class of shares based upon the relative net asset value on the date such
items are recognized. Distribution fees are charged directly to the respective
class.
D. FEDERAL INCOME TAX STATUS -- It is the Fund's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income to its shareholders.
Accordingly, no federal income tax provision is required.
E. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS -- The Fund records dividends and
distributions to its shareholders on the ex-dividend date. The amount of
dividends and distributions from net investment income and net realized capital
gains are determined in accordance with federal income tax regulations which may
differ from generally accepted accounting principles. These "book/tax"
differences are either considered temporary or permanent in nature. To the
extent these differences are permanent in nature, such amounts are reclassified
within the capital accounts based on their federal tax-basis treatment;
temporary differences do not require reclassification. Dividends and
distributions which exceed net investment income and net realized capital gains
for tax purposes are reported as distributions of paid-in-capital.
F. OFFERING COSTS -- The Investment Manager incurred offering costs on behalf of
the Fund in the amount of approximately $114,000 which has been reimbursed for
the full amount thereof. Such expenses were deferred and were fully amortized as
of November 24, 1999.
13
<PAGE> 14
MORGAN STANLEY DEAN WITTER VALUE FUND
NOTES TO FINANCIAL STATEMENTS September 30, 2000, continued
2. INVESTMENT MANAGEMENT AND SUB-ADVISORY AGREEMENTS
Pursuant to an Investment Management Agreement, the Fund pays the Investment
Manager a management fee, accrued daily and payable monthly, by applying the
annual rate of 1.0% to the net assets of the Fund determined as of the close of
each business day.
Under a Sub-Advisory Agreement between the Sub-Advisor and the Investment
Manager, the Sub-Advisor provides the Fund with investment advice and portfolio
management relating to the Fund's investments in securities, subject to the
overall supervision of the Investment Manager. As compensation for its services
provided pursuant to the Sub-Advisory Agreement, the Investment Manager pays the
Sub-Advisor compensation equal to 40% of its monthly compensation.
3. PLAN OF DISTRIBUTION
Shares of the Fund are distributed by Morgan Stanley Dean Witter Distributors
Inc. (the "Distributor"), an affiliate of the Investment Manager. The Fund has
adopted a Plan of Distribution (the "Plan") pursuant to Rule 12b-1 under the
Act. The Plan provides that the Fund will pay the Distributor a fee which is
accrued daily and paid monthly at the following annual rates: (i) Class A -- up
to 0.25% of the average daily net assets of Class A; (ii) Class B -- 1.0% of the
average daily net assets of Class B; and (iii) Class C -- up to 1.0% of the
average daily net assets of Class C.
In the case of Class B shares, provided that the Plan continues in effect, any
cumulative expenses incurred by the Distributor but not yet recovered may be
recovered through the payment of future distribution fees from the Fund pursuant
to the Plan and contingent deferred sales charges paid by investors upon
redemption of Class B shares. Although there is no legal obligation for the Fund
to pay expenses incurred in excess of payments made to the Distributor under the
Plan and the proceeds of contingent deferred sales charges paid by investors
upon redemption of shares, if for any reason the Plan is terminated, the
Trustees will consider at that time the manner in which to treat such expenses.
The Distributor has advised the Fund that such excess amounts totaled $8,690,105
at September 30, 2000.
In the case of Class A shares and Class C shares, expenses incurred pursuant to
the Plan in any calendar year in excess of 0.25% or 1.0% of the average daily
net assets of Class A or Class C, respectively, will not be reimbursed by the
Fund through payments in any subsequent year, except that expenses representing
a gross sales credit to Morgan Stanley Dean Witter Financial Advisors or other
14
<PAGE> 15
MORGAN STANLEY DEAN WITTER VALUE FUND
NOTES TO FINANCIAL STATEMENTS September 30, 2000, continued
selected broker-dealer representatives may be reimbursed in the subsequent
calendar year. For the year ended September 30, 2000, the distribution fee was
accrued for Class A shares and Class C shares at the annual rate of 0.24% and
1.0%, respectively.
The Distributor has informed the Fund that for the year ended September 30,
2000, it received contingent deferred sales charges from certain redemptions of
the Fund's Class B shares and Class C shares of $502,288, and $5,655,
respectively and received $24,358 in front-end sales charges from sales of the
Fund's Class A shares. The respective shareholders pay such charges which are
not an expense of the Fund.
4. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES
The cost of purchases and proceeds from sales of portfolio securities, excluding
short-term investments, for the year ended September 30, 2000 aggregated
$193,165,910 and $199,686,779, respectively.
Morgan Stanley Dean Witter Trust FSB, an affiliate of the Investment Manager,
Sub-Advisor and Distributor, is the Fund's transfer agent. At September 30,
2000, the Fund had transfer agent fees and expenses payable of approximately
$120.
5. FEDERAL INCOME TAX STATUS
At September 30, 2000, the Fund had a net capital loss carryover of
approximately $424,000 which will be available through September 30, 2008 to
offset future capital gains to the extent provided by regulations.
Capital losses incurred after October 31 ("post-October" losses) within the
taxable year are deemed to arise on the first business day of the Fund's next
taxable year. The Fund incurred and will elect to defer net capital losses of
approximately $4,603,000 during fiscal 2000.
As of September 30, 2000, the Fund had temporary book/tax differences
attributable to post-October losses and capital loss deferrals on wash sales and
permanent book/tax differences primarily attributable to a net operating loss.
To reflect reclassifications arising from the permanent differences,
paid-in-capital was charged and net investment loss was credited $238,862.
15
<PAGE> 16
MORGAN STANLEY DEAN WITTER VALUE FUND
NOTES TO FINANCIAL STATEMENTS September 30, 2000, continued
6. SHARES OF BENEFICIAL INTEREST
Transactions in shares of beneficial interest were as follows:
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
-------------------------- -------------------------
SHARES AMOUNT SHARES AMOUNT
----------- ------------ ---------- ------------
<S> <C> <C> <C> <C>
CLASS A
Sold........................................................ 502,221 $ 4,797,957 712,266 $ 7,088,696
Reinvestment of dividends................................... -- -- 498 4,804
Redeemed.................................................... (413,883) (3,901,356) (93,704) (966,777)
----------- ------------ ---------- ------------
Net increase - Class A...................................... 88,338 896,601 619,060 6,126,723
----------- ------------ ---------- ------------
CLASS B
Sold........................................................ 8,504,467 81,787,506 16,407,820 165,264,611
Reinvestment of dividends................................... -- -- 6,205 59,814
Redeemed.................................................... (10,339,011) (98,190,461) (3,216,921) (32,488,695)
----------- ------------ ---------- ------------
Net increase (decrease) - Class B........................... (1,834,544) (16,402,955) 13,197,104 132,835,730
----------- ------------ ---------- ------------
CLASS C
Sold........................................................ 307,144 2,861,940 936,207 9,365,853
Reinvestment of dividends................................... -- -- 365 3,517
Redeemed.................................................... (361,153) (3,367,143) (262,379) (2,616,322)
----------- ------------ ---------- ------------
Net increase (decrease) - Class C........................... (54,009) (505,203) 674,193 6,753,048
----------- ------------ ---------- ------------
CLASS D
Sold........................................................ 975,765 9,196,171 10,651 115,491
Reinvestment of dividends................................... -- -- 4 40
Redeemed.................................................... (582,799) (5,345,196) (6,092) (63,840)
----------- ------------ ---------- ------------
Net increase - Class D...................................... 392,966 3,850,975 4,563 51,691
----------- ------------ ---------- ------------
Net increase (decrease) in Fund............................. (1,407,249) $(12,160,582) 14,494,920 $145,767,192
=========== ============ ========== ============
</TABLE>
---------------------
* Commencement of operations
16
<PAGE> 17
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL HIGHLIGHTS
Selected ratios and per share data for a share of beneficial interest
outstanding throughout each period:
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
-----------------------------------------------------------------------------------------------------
<S> <C> <C>
CLASS A SHARES++
SELECTED PER SHARE DATA:
Net asset value, beginning of period........................ $9.30 $10.00
------ ------
Income (loss) from investment operations:
Net investment income...................................... 0.05 0.05
Net realized and unrealized gain (loss).................... 0.98 (0.74)
------ ------
Total income (loss) from investment operations.............. 1.03 (0.69)
------ ------
Less dividends in excess of net investment income........... -- (0.01)
------ ------
Net asset value, end of period.............................. $10.33 $ 9.30
====== ======
TOTAL RETURN+............................................... 11.08% (6.88)%(1)
RATIOS TO AVERAGE NET ASSETS(3):
Expenses.................................................... 1.58% 1.59 %(2)
Net investment income....................................... 0.51% 0.54 %(2)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands..................... $7,335 $5,779
Portfolio turnover rate..................................... 158% 52 %(1)
</TABLE>
---------------------
* Commencement of operations.
++ The per share amounts were computed using an average number of shares
outstanding during the period.
+ Does not reflect the deduction of sales charge. Calculated based on the net
asset value as of the last business day of the period.
(1) Not annualized.
(2) Annualized.
(3) Reflects overall Fund ratios for investment income and non-class specific
expenses.
SEE NOTES TO FINANCIAL STATEMENTS
17
<PAGE> 18
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL HIGHLIGHTS, continued
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
--------------------------------------------------------------------------------------------------------
<S> <C> <C>
CLASS B SHARES++
SELECTED PER SHARE DATA:
Net asset value, beginning of period........................ $ 9.25 $10.00
------ ------
Income (loss) from investment operations:
Net investment loss........................................ (0.02) (0.02)
Net realized and unrealized gain (loss).................... 0.97 (0.72)
------ ------
Total income (loss) from investment operations.............. 0.95 (0.74)
------ ------
Less dividends in excess of net investment income........... -- (0.01)
------ ------
Net asset value, end of period.............................. $10.20 $ 9.25
====== ======
TOTAL RETURN+............................................... 10.27 % (7.45)%(1)
RATIOS TO AVERAGE NET ASSETS(3):
Expenses.................................................... 2.34 % 2.34 %(2)
Net investment loss......................................... (0.25)% (0.21)%(2)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands..................... $115,873 $122,040
Portfolio turnover rate..................................... 158 % 52 %(1)
</TABLE>
---------------------
* Commencement of operations.
++ The per share amounts were computed using an average number of shares
outstanding during the period.
+ Does not reflect the deduction of sales charge. Calculated based on the net
asset value as of the last business day of the period.
(1) Not annualized.
(2) Annualized.
(3) Reflects overall Fund ratios for investment income and non-class specific
expenses.
SEE NOTES TO FINANCIAL STATEMENTS
18
<PAGE> 19
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL HIGHLIGHTS, continued
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
--------------------------------------------------------------------------------------------------------
<S> <C> <C>
CLASS C SHARES++
SELECTED PER SHARE DATA:
Net asset value, beginning of period........................ $ 9.26 $10.00
------ ------
Income (loss) from investment operations:
Net investment loss........................................ (0.02) (0.01)
Net realized and unrealized gain (loss).................... 0.96 (0.72)
------ ------
Total income (loss) from investment operations.............. 0.94 (0.73)
------ ------
Less dividends in excess of net investment income........... -- (0.01)
------ ------
Net asset value, end of period.............................. $10.20 $ 9.26
====== ======
TOTAL RETURN+............................................... 10.15 % (7.35)%(1)
RATIOS TO AVERAGE NET ASSETS(3):
Expenses.................................................... 2.34 % 2.21 %(2)
Net investment loss......................................... (0.25)% (0.08)%(2)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands..................... $6,349 $6,263
Portfolio turnover rate..................................... 158 % 52 %(1)
</TABLE>
---------------------
* Commencement of operations.
++ The per share amounts were computed using an average number of shares
outstanding during the period.
+ Does not reflect the deduction of sales charge. Calculated based on the net
asset value as of the last business day of the period.
(1) Not annualized.
(2) Annualized.
(3) Reflects overall Fund ratios for investment income and non-class specific
expenses.
SEE NOTES TO FINANCIAL STATEMENTS
19
<PAGE> 20
MORGAN STANLEY DEAN WITTER VALUE FUND
FINANCIAL HIGHLIGHTS, continued
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE YEAR NOVEMBER 25, 1998*
ENDED THROUGH
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999
--------------------------------------------------------------------------------------------------------
<S> <C> <C>
CLASS D SHARES++
SELECTED PER SHARE DATA:
Net asset value, beginning of period........................ $ 9.32 $10.00
------ ------
Income (loss) from investment operations:
Net investment income...................................... 0.07 0.06
Net realized and unrealized gain (loss).................... 1.00 (0.72)
------ ------
Total income (loss) from investment operations.............. 1.07 (0.66)
------ ------
Less dividends in excess of net investment income........... -- (0.02)
------ ------
Net asset value, end of period.............................. $10.39 $ 9.32
====== ======
TOTAL RETURN+............................................... 11.48% (6.65)%(1)
RATIOS TO AVERAGE NET ASSETS(3):
Expenses.................................................... 1.34% 1.34 %(2)
Net investment income....................................... 0.75% 0.79 %(2)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands..................... $4,156 $66
Portfolio turnover rate..................................... 158% 52 %(1)
</TABLE>
---------------------
* Commencement of operations.
++ The per share amounts were computed using an average number of shares
outstanding during the period.
+ Calculated based on the net asset value as of the last business day of the
period.
(1) Not annualized.
(2) Annualized.
(3) Reflects overall Fund ratios for investment income and non-class specific
expenses.
SEE NOTES TO FINANCIAL STATEMENTS
20
<PAGE> 21
MORGAN STANLEY DEAN WITTER VALUE FUND
INDEPENDENT AUDITORS' REPORT
TO THE SHAREHOLDERS AND BOARD OF TRUSTEES OF
MORGAN STANLEY DEAN WITTER VALUE FUND
We have audited the accompanying statement of assets and liabilities of Morgan
Stanley Dean Witter Value Fund (the "Fund"), including the portfolio of
investments, as of September 30, 2000, and the related statements of operations
and of changes in net assets, and the financial highlights for the year then
ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audit. The statement of changes in net assets for the year ended September 30,
1999 and the financial highlights for each of the respective stated periods
ended September 30, 1999 were audited by other independent accountants whose
report, dated November 10, 1999, expressed an unqualified opinion on that
statement and financial highlights.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities owned as of September 30, 2000 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Morgan
Stanley Dean Witter Value Fund as of September 30, 2000, the results of its
operations, the changes in its net assets, and the financial highlights for the
year then ended, in conformity with accounting principles generally accepted in
the United States of America.
Deloitte & Touche LLP
New York, New York
November 10, 2000
21
<PAGE> 22
MORGAN STANLEY DEAN WITTER VALUE FUND
CHANGE IN INDEPENDENT ACCOUNTANTS
On July 1, 2000 PricewaterhouseCoopers LLP resigned as independent accountants
of the Fund.
The reports of PricewaterhouseCoopers LLP on the financial statements of the
Fund as of June 9, 1998 and for the period ended September 30, 1999 contained no
adverse opinion or disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principle.
In connection with its audits as of June 9, 1998 and for the period ended
September 30, 1999, and through July 1, 2000, there have been no disagreements
with PricewaterhouseCoopers LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of PricewaterhouseCoopers LLP
would have caused them to make reference thereto in their reports on the
financial statements for such periods.
The Fund, with the approval of its Board of Trustees and its Audit Committee,
engaged Deloitte & Touche LLP as its new independent accountants as of July 1,
2000.
22
<PAGE> 23
(This Page Intentionally Left Blank)
<PAGE> 24
TRUSTEES
----------------------------------
Michael Bozic
Charles A. Fiumefreddo
Edwin J. Garn
Wayne E. Hedien
James F. Higgins
Dr. Manuel H. Johnson
Michael E. Nugent
Philip J. Purcell
John L. Schroeder
OFFICERS
----------------------------------
Charles A. Fiumefreddo
Chairman and Chief Executive Officer
Mitchell M. Merin
President
Barry Fink
Vice President, Secretary and General Counsel
Thomas F. Caloia
Treasurer
TRANSFER AGENT
----------------------------------
Morgan Stanley Dean Witter Trust FSB
Harborside Financial Center -- Plaza Two
Jersey City, New Jersey 07311
INDEPENDENT ACCOUNTANTS
----------------------------------
Deloitte & Touche LLP
Two World Financial Center
New York, New York 10281
INVESTMENT MANAGER
----------------------------------
Morgan Stanley Dean Witter Advisors Inc.
Two World Trade Center
New York, New York 10048
SUB ADVISOR
Miller Anderson & Sherrerd, LLP
One Tower Bridge
West Conshohocken, PA 19428
This report is submitted for the general information of shareholders of the
Fund. For more detailed information about the Fund, its officers and trustees,
fees, expenses and other pertinent information, please see the prospectus of
the Fund.
This report is not authorized for distribution to prospective investors in the
Fund unless preceded or accompanied by an effective prospectus. Read the
prospectus carefully before investing.
Morgan Stanley Dean Witter Distributors Inc., member NASD.
MORGAN STANLEY
DEAN WITTER
VALUE FUND
Annual Report
September 30, 2000
