WITTER DEAN AMERICAN VALUE FUND
N-30D, 1994-08-25
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<PAGE>   1
 
                        DEAN WITTER AMERICAN VALUE FUND
                             Two World Trade Center
                            New York, New York 10048
 
DEAR SHAREHOLDER:
- --------------------------------------------------------------------------------
 
     The upward momentum of the stock and bond markets was interrupted during
the first half of 1994 by the threat and then the reality of increased interest
rates. In response to surging economic growth, the Federal Reserve Board raised
the federal-funds rate -- the interest rate banks charge one another for
overnight loans -- from 3.00 percent to 4.25 percent. The central bank also
raised the discount rate -- the rate the Federal Reserve charges member banks
for loans -- to 3.50 percent. These moves were presented as a series of
preemptive strikes against growing inflationary fears. Inflationary fears were
also fueled by increased factory operating rates, a situation that in the past
has led industrial companies to raise prices. Additionally, several leading
economic indicators have suggested that inflation could become a problem in the
next 12 to 18 months.
 
     The indicators of future trends notwithstanding, present measures of
inflation remain favorable. In fact, current data suggest inflation is actually
waning. Based on these data, it would appear the Federal Reserve Board's actions
were proactive. In any event, the central bank has attempted to stem inflation
considerably sooner than it has traditionally.
 
     Inflationary trends determine which assets will outperform. Historically,
when inflation stays at low levels, financial assets have been the leading
investments. However, when inflation accelerates to levels above four percent,
"hard" assets such as gold, real estate or natural resources have outperformed.
Therefore, it is critical for financial assets that the Federal Reserve Board
acts effectively to keep economic growth in the two to three percent range.
 
PERFORMANCE
 
     Against this tumultuous backdrop, Dean Witter American Value Fund declined
10.84 percent, versus declines of 3.39 percent for the Standard & Poor's 500
(S&P 500) and 9.12 percent for the NASDAQ Composite, an index of mid-size
companies. This comes on the heels of a productive fiscal year 1993, in which
the Fund produced a total return of 18.70 percent, outperforming both the S&P
500 and the NASDAQ, which returned 10.10 percent and 14.75 percent,
respectively.
 
     Despite the Fund's disappointing results over the past six months, its
long-term track record remains impressive. For the 10 years ended June 30, 1994,
the Fund registered an average annual total return of 14.92 percent, just about
in line with the S&P 500, which returned 15.09 percent and outperforming the
NASDAQ, which returned 11.41 percent.
 
     On June 30, 1994, the Fund distributed approximately $0.10 and $0.22 in
short and long-term capital gains to shareholders of record on June 23, 1994.
Over the period under review, the Fund's net assets increased from $1.22 billion
to $1.37 billion.
 
FED IN THE SPOTLIGHT
 
     Historically, when the Federal Reserve Board has tightened monetary policy,
the capital markets have been volatile. While the central bank's actions
ultimately benefit the financial markets by containing
<PAGE>   2
 
inflation, in the shorter run these actions take a toll: dragging bond prices
down and exerting a drag on corporate profits, a development that does not agree
with stocks.
 
     How long it will take the Federal Reserve Board to reach its goal of two to
three percent economic growth is difficult to forecast. However, it is expected
that once this goal is attained, the environment for stocks and bonds will again
be favorable. Until that time, history shows that the groups that fare best when
monetary policy is tight generally fall into two camps: defensive and late
cycle. The defensive groups encompass non-economically sensitive sectors such as
foods, household products, financial services and health care. Later cycle
groups, those that experience upturns once the economy has recovered to the
extent additional plant capacity is needed, include the construction,
engineering, metals and chemical sectors. In addition, the technology sectors
also should remain a focus in this environment as companies around the world
compete to be low-cost producers by substituting capital or technology for human
laborers.
 
PORTFOLIO STRATEGY
 
     The Fund's underperformance over the past six months is attributable not
only to market volatility, but to the portfolio's emphasis on economically
sensitive issues. During this period, the portfolio was repositioned, moving
from an economically sensitive tilt, to a focus on the defensive and later-cycle
groups. Once the Federal Reserve Board's tightening mode has ended, the
portfolio most likely will be eased back to the more industrial, economically
sensitive industries. The U.S. is currently the major low-cost producer in a
number of industrial areas, and is expected to gain additional market share
globally, which should propel industrial earnings beyond the short-term economic
slowdown that will result from recent Federal Reserve Board actions.
 
LOOKING AHEAD
 
     Once the Federal Reserve Board returns to a more accommodative monetary
stance, it is expected that a favorable disinflationary backdrop, coupled with a
beneficial competitive industrial position, will return the U.S. capital markets
to their forward march. We will continue to position the Fund in those
industries that offer the most attractive earnings opportunities.
 
     We appreciate your support of the Dean Witter American Value Fund and look
forward to continuing to serve your investment needs and objectives.
 
                                          Very truly yours,
 
                                          Charles A. Fiumefreddo
                                          Chairman of the Board
<PAGE>   3
 
DEAN WITTER AMERICAN VALUE FUND
PORTFOLIO OF INVESTMENTS June 30, 1994 (unaudited)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
 Number
of Shares                                          Value
- ---------                                     ---------------
<C>         <S>                               <C>
            COMMON STOCKS (79.6%)
            AUTO RELATED (0.8%)
 140,000    Daimler Benz Aktieng (ADR).....   $     6,335,000
 269,070    Nissan Motors, Ltd (ADR)*......         4,708,725
                                              ---------------
                                                   11,043,725
                                              ---------------
            BANKS (6.4%)
 250,000    BankAmerica Corp. .............        11,437,500
 300,000    Barnett Banks, Inc. ...........        13,125,000
 400,000    First Bank System..............        14,600,000
 280,000    First Chicago Corp. ...........        13,475,000
 200,000    First Interstate BanCorp. .....        15,400,000
 150,000    NationsBank Corp. .............         7,706,250
 300,000    Signet Banking.................        12,112,500
                                              ---------------
                                                   87,856,250
                                              ---------------
            COMPUTER SOFTWARE (5.6%)
 250,000    Computer Sciences Corp.*.......        10,406,250
 400,000    General Motors (Class E).......        13,950,000
 414,000    Microsoft Corp.*...............        21,321,000
 450,000    Oracle Systems Corp.*..........        16,818,750
 100,000    Powersoft Corp.*...............         4,825,000
 200,000    Sybase, Inc.*..................         9,750,000
                                              ---------------
                                                   77,071,000
                                              ---------------
            CONSUMER -- BUSINESS SERVICES (1.4%)
 200,000    First Data Corp. ..............         8,275,000
 200,000    First Financial Management
              Corp. .......................        11,100,000
                                              ---------------
                                                   19,375,000
                                              ---------------
            CONSUMER PRODUCTS (6.6%)
 275,000    Anheuser-Busch Cos., Inc. .....        13,956,250
  55,000    Buenos Aires Embotelladora S.A.
              (ADR)........................         1,698,125
 300,000    ConAgra, Inc. .................         9,150,000
 190,000    CPC International, Inc. .......         9,167,500
  80,000    Dial Corp. ....................         3,420,000
 200,000    Duracell International,
              Inc. ........................         7,800,000
 180,000    Gillette Co. (The).............        11,722,500
  49,000    Grupo Casa Autrey S.A. de C.V.
              (ADR)........................         1,304,625
 100,000    Maybelline, Inc. ..............         2,762,500
 209,000    Pet, Inc. .....................         3,892,625
 225,000    Procter & Gamble Co. ..........        12,009,375
 250,000    Scott Paper Co. ...............        13,062,500
                                              ---------------
                                                   89,946,000
                                              ---------------
            CYCLICAL COMMODITIES (5.2%)
 250,000    Cyprus Amax Minerals...........         7,437,500
 100,000    Dow Chemical Co. (The).........         6,537,500
 210,000    DuPont (E.I.) deNemours &
              Co. .........................        12,258,750
 150,000    Eastman Chemical Co. ..........         7,162,500
 181,000    Freeport-McMoran Copper &
              Gold.........................         4,027,250
 225,000    Monsanto Co. ..................        17,015,625
 400,000    Praxair, Inc. .................         7,800,000
 330,000    Union Carbide Corp. ...........         8,827,500
                                              ---------------
                                                   71,066,625
                                              ---------------
 
<CAPTION>
 Number
of Shares                                          Value
- ---------                                     ---------------
<C>         <S>                               <C>
            DRUGS (3.6%)
 300,000    Abbott Laboratories............   $     8,700,000
 185,000    Lily (Eli) & Co. ..............        10,521,875
 250,000    Pfizer, Inc. ..................        15,781,250
 225,000    Warner-Lambert Co. ............        14,850,000
                                              ---------------
                                                   49,853,125
                                              ---------------
            ELECTRONICS (2.4%)
 170,000    Analog Devices*................         4,887,500
 160,000    International Business Machines
              Corp. .......................         9,400,000
 186,000    Linear Technology Corp. .......         8,137,500
  98,000    Maxim Integrated Products,
              Inc.*........................         5,071,500
 157,500    Microchip Technology, Inc.*....         5,551,875
                                              ---------------
                                                   33,048,375
                                              ---------------
            ELECTRONICS -- SEMICONDUCTORS (3.7%)
 129,000    Advanced Micro Devices,
              Inc.*........................         3,208,875
 215,000    Intel Corp. ...................        12,577,500
 510,000    Micron Technology, Inc. .......        17,595,000
 220,000    Texas Instruments, Inc. .......        17,490,000
                                              ---------------
                                                   50,871,375
                                              ---------------
            ENERGY (5.1%)
 170,000    Amoco Corp. ...................         9,690,000
 125,000    British Petroleum (ADR)........         8,968,750
 228,000    Chevron Corp. .................         9,547,500
 250,000    Halliburton Co. ...............         8,437,500
  99,000    Landmark Graphics Corp.*.......         2,994,750
 140,000    Royal Dutch Petroleum Co. .....        14,647,500
 150,000    Schlumberger, Ltd. ............         8,868,750
 153,000    Seagull Energy Corp.*..........         3,958,875
 149,500    Snyder Oil Corp. ..............         2,859,188
                                              ---------------
                                                   69,972,813
                                              ---------------
            ENTERTAINMENT (0.4%)
 125,000    Polygram NV (ADR)*.............         4,984,375
                                              ---------------
            FINANCIAL -- MISCELLANEOUS (6.2%)
 150,000    American International Group...        12,993,750
 215,000    Federal Home Loan Mortgage
              Corp. .......................        13,007,500
 190,000    Federal National Mortgage
              Association..................        15,865,000
 170,000    First USA, Inc. ...............         6,523,750
 140,000    General Re Corp. ..............        15,260,000
 140,000    Marsh & McLennan Cos., Inc. ...        11,672,500
 450,000    MBNA Corp. ....................        10,125,000
                                              ---------------
                                                   85,447,500
                                              ---------------
</TABLE>
<PAGE>   4
 
DEAN WITTER AMERICAN VALUE FUND
PORTFOLIO OF INVESTMENTS June 30, 1994 (unaudited) (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 Number
of Shares                                          Value
- ---------                                     ---------------
<C>         <S>                               <C>
            HEALTH EQUIPMENT & SERVICES (5.4%)
 483,000    Columbia HCA Healthcare
              Corp. .......................   $    18,112,500
   8,000    Coventry Corp.*................           290,000
 120,000    Genesis Health Ventures
              Corp.*.......................         3,045,000
 595,000    Humana Corp.*..................         9,594,375
 700,000    National Medical Enterprises...        10,937,500
 300,000    United Healthcare Corp. .......        13,762,500
 255,000    U.S. Healthcare................         9,435,000
 240,000    Value Health, Inc.*............         9,180,000
                                              ---------------
                                                   74,356,875
                                              ---------------
            HOTELS/MOTELS (2.1%)
 500,000    Hospitality Franchise Systems,
              Inc.*........................        12,250,000
 305,875    La Quinta Inns, Inc. ..........         7,990,984
 325,000    Marriott International,
              Inc. ........................         8,653,125
                                              ---------------
                                                   28,894,109
                                              ---------------
            INDUSTRIALS (4.2%)
 103,000    Emerson Electric Co. ..........         5,858,125
 300,000    Fluor Corp. ...................        15,262,500
 243,000    Foster Wheeler Corp. ..........         8,839,125
 337,300    Grupo Tribasa S.A. de C.V.
              (ADR)........................         7,462,763
 150,000    Titan Wheel International,
              Inc. ........................         3,618,750
 110,000    United Technologies Corp. .....         7,067,500
 220,000    Wabash National Corp. .........         9,845,000
                                              ---------------
                                                   57,953,763
                                              ---------------
            MACHINERY (1.2%)
  90,000    Caterpillar, Inc. .............         9,000,000
 135,000    Clark Equipment Co.*...........         8,066,250
                                              ---------------
                                                   17,066,250
                                              ---------------
            MEDIA GROUP (4.2%)
 204,000    Capital Cities/ABC.............        14,509,500
 227,468    Clear Channel
              Communications*..............         8,558,483
 272,000    Comcast (Class A)..............         4,862,000
 118,000    Comcast (Class A) "Special"....         2,109,250
 180,000    Grupo Televisa (GDS)*..........         9,135,000
 140,000    Infinity Broadcasting Corp.*...         3,360,000
 400,000    Tele-Communications, Inc.*.....         8,150,000
 200,000    Turner Broadcasting System,
              Inc. ........................         3,475,000
 284,000    United International Holdings,
              Inc. (Class A)...............         3,763,000
                                              ---------------
                                                   57,922,233
                                              ---------------
            METALS (3.4%)
 300,000    Alcan Aluminum, Ltd. (ADR).....         6,825,000
 100,000    Aluminum Co. of America........         7,312,500
 650,000    Bethlehem Steel Corp.*.........        12,106,250
 230,000    Inland Steel Industries,
              Inc. ........................         8,021,250
 185,000    Nucor Corp. ...................        12,672,500
  12,000    Rouge Steel Co. (Class A)......           322,500
                                              ---------------
                                                   47,260,000
                                              ---------------
 
<CAPTION>
 Number
of Shares                                          Value
- ---------                                     ---------------
<C>         <S>                               <C>
            POLLUTION CONTROL (1.5%)
 360,000    Browning-Ferris Industries,
              Inc. ........................   $    10,935,000
 360,000    WMX Technologies, Inc. ........         9,540,000
                                              ---------------
                                                   20,475,000
                                              ---------------
            RETAIL -- SPECIALTY (4.1%)
 311,000    Ann Taylor Store*..............        11,934,625
 390,000    Callaway Golf Co. .............        15,210,000
  37,000    Dayton-Hudson Corp. ...........         2,997,000
 116,200    Fingerhut Cos. ................         2,817,850
 180,000    Gap, Inc. .....................         7,695,000
 250,000    Home Depot, Inc. ..............        10,531,250
 100,000    Kohl's Corp.*..................         4,700,000
  40,000    Talbots, Inc. .................         1,200,000
                                              ---------------
                                                   57,085,725
                                              ---------------
            SEMICONDUCTORS & SEMICONDUCTOR
            EQUIPMENT (0.8%)
 130,000    Applied Materials, Inc.*.......         5,525,000
 200,000    LAM Research*..................         5,600,000
                                              ---------------
                                                   11,125,000
                                              ---------------
            TELECOMMUNICATIONS (4.2%)
 320,000    Ameritech Corp. ...............        12,240,000
 275,000    AT&T Corp. ....................        14,953,125
 225,000    BellSouth Corp. ...............        13,893,750
 400,000    GTE Corp. .....................        12,600,000
 150,000    Tele Denmark A/S (ADR).........         3,693,750
                                              ---------------
                                                   57,380,625
                                              ---------------
            TRANSPORTATION RELATED (1.1%)
 411,000    Southern Pacific Rail*.........         8,065,875
 100,000    Wisconsin Central Transport*...         6,425,000
                                              ---------------
                                                   14,490,875
                                              ---------------
            TOTAL COMMON STOCKS (IDENTIFIED
              COST $1,103,623,766).........     1,094,546,618
                                              ---------------
            CONVERTIBLE PREFERRED
            STOCK (0.2%)
            ENERGY (0.2%)
  77,500    Snyder Oil Corp. $1.50
              (Identified Cost
              $2,095,000)..................         1,966,563
                                              ---------------
            OTHER SECURITIES* (0.0%)
            AUTO RELATED (0.0%)
 100,000    Daimler Benz Aktieng (ADR)
              (Rights).....................            44,286
                                              ---------------
            BANKS (0.0%)
      78    Chase Manhattan Corp.
              (Warrants)...................               644
                                              ---------------
            TOTAL OTHER SECURITIES
              (IDENTIFIED COST $390).......            44,930
                                              ---------------
</TABLE>
<PAGE>   5
 
DEAN WITTER AMERICAN VALUE FUND
PORTFOLIO OF INVESTMENTS June 30, 1994 (unaudited) (continued)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
Principal
Amount (in                                                                     Coupon     Maturity
thousands)                                                                      Rate        Date           Value
- ----------                                                                     ------     --------     --------------
<C>           <S>                                                              <C>        <C>          <C>
              SHORT-TERM INVESTMENTS (18.5%)
              U.S. GOVERNMENT AGENCIES(A)(18.5%)
 $ 20,000     Federal Home Loan Mortgage Corporation.......................    4.163 %     7/ 5/94     $   19,990,778
   50,000     Federal Home Loan Mortgage Corporation.......................    4.207       7/12/94         49,935,833
   25,000     Federal Home Loan Mortgage Corporation.......................    4.204       7/15/94         24,959,264
   15,000     Federal Home Loan Mortgage Corporation.......................    4.261       7/21/94         14,964,583
   40,600     Federal National Mortgage Association........................     4.10       7/ 1/94         40,600,000
   54,000     Federal National Mortgage Association........................    4.174       7/ 7/94         53,962,470
    8,000     Federal National Mortgage Association........................    4.154       7/ 8/94          7,993,545
   10,000     Federal National Mortgage Association........................    4.191       7/14/94          9,984,905
   12,300     Federal National Mortgage Association........................    4.266       7/28/94         12,260,794
   20,000     Tennessee Valley Authority...................................    4.179       7/ 5/94         19,990,733
                                                                                                       --------------
              TOTAL U.S. GOVERNMENT AGENCIES
              (AMORTIZED COST $254,642,905)..........................................                     254,642,905
                                                                                                       --------------
              REPURCHASE AGREEMENT (0.0%)
      235     The Bank of New York 6.00% due 7/01/94 (dated 6/30/94;
                proceeds $230,454; collateralized by $233,072 U.S. Treasury
                Note 6.50% due 5/15/97 valued at $235,024) (Identified Cost
                $230,416)............................................................                         230,416
                                                                                                       --------------
              TOTAL SHORT-TERM INVESTMENTS
              (IDENTIFIED COST $254,873,321).........................................                     254,873,321
                                                                                                       --------------
              TOTAL INVESTMENTS
              (IDENTIFIED COST $1,360,592,477)(B)....................................        98.3%      1,351,431,432
              OTHER ASSETS IN EXCESS OF LIABILITIES..................................          1.7         23,294,723
                                                                                          --------     --------------
              NET ASSETS.............................................................       100.0%     $1,374,726,155
                                                                                            =======    ==============
</TABLE>
 
- ---------------
 
<TABLE>
<C>   <S>
    * Non-income producing security.
 ADR- American Depository Receipts
 GDS- Global Depository Shares
  (a) U.S. Government Agencies were purchased on a discount basis. The interest rates shown have been adjusted to
      reflect a bond equivalent yield.
  (b) The aggregate cost for federal income tax purposes is $1,371,546,974; the aggregate gross unrealized
      appreciation is $41,067,525 and the aggregate gross unrealized depreciation is $61,183,067, resulting in net
      unrealized depreciation of $20,115,542.
</TABLE>
 
                       See Notes to Financial Statements
<PAGE>   6
 
DEAN WITTER AMERICAN VALUE FUND
FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                        <C>
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1994 (unaudited)
- -----------------------------------------
ASSETS:
Investments in securities, at value
  (identified cost $1,360,592,477) 
  (Note 1)...............................  $1,351,431,432
Receivable for:
  Investments sold.......................      38,661,784
  Shares of beneficial interest sold.....       6,075,703
  Dividends..............................       1,264,887
Prepaid expenses and other assets........         129,283
                                           --------------
        TOTAL ASSETS.....................   1,397,563,089
                                           --------------
LIABILITIES:
Payable for:
  Investments purchased..................      18,899,435
  Shares of beneficial interest
    repurchased..........................       1,526,499
  Plan of distribution fee (Note 3)......       1,197,367
  Investment management fee (Note 2).....         604,776
Distributions payable....................         173,958
Accrued expenses (Note 4)................         434,899
                                           --------------
        TOTAL LIABILITIES................      22,836,934
                                           --------------
NET ASSETS:
Paid-in-capital..........................   1,452,325,035
Accumulated net investment loss..........      (3,105,947)
Accumulated net realized loss on
  investments............................     (65,331,888)
Net unrealized depreciation on
  investments............................      (9,161,045)
                                           --------------
        NET ASSETS.......................  $1,374,726,155
                                           ==============
NET ASSET VALUE PER SHARE,
  67,772,326 shares outstanding
  (unlimited authorized shares of $.01
  par value).............................          $20.28
                                                   ------
                                                   ------
STATEMENT OF OPERATIONS For the six months
ended June 30, 1994 (unaudited)
- -----------------------------------------
INVESTMENT INCOME:
 INCOME
  Dividends (net of $127,456 foreign
    withholding tax).....................  $    6,192,977
  Interest...............................       2,267,742
                                           --------------
    TOTAL INCOME.........................       8,460,719
                                           --------------
 EXPENSES
  Plan of distribution fee (Note 3)......       6,493,803
  Investment management fee (Note 2).....       3,540,714
  Transfer agent fees and expenses.......       1,047,592
  Registration fees......................         208,877
  Custodian fees.........................         177,473
  Shareholder reports and notices (Note
    4)...................................          59,671
  Professional fees......................          14,560
  Trustees' fees and expenses (Note 4)...          13,643
  Other..................................          10,506
                                           --------------
    TOTAL EXPENSES.......................      11,566,839
                                           --------------
      NET INVESTMENT LOSS................      (3,106,120)
                                           --------------
NET REALIZED AND UNREALIZED LOSS ON
  INVESTMENTS (NOTE 1):
  Net realized loss on investments.......     (57,074,081)
  Net change in unrealized depreciation
    on
    investments..........................    (104,343,829)
                                           --------------
    NET LOSS ON INVESTMENTS..............    (161,417,910)
                                           --------------
      NET DECREASE IN NET ASSETS
        RESULTING FROM OPERATIONS........   $(164,524,030)
                                           ==============
</TABLE>
 
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                      For the six         For the
                                                                                      months ended       year ended
                                                                                     June 30, 1994      December 31,
                                                                                      (unaudited)           1993
                                                                                     --------------    --------------
<S>                                                                                  <C>               <C>
INCREASE (DECREASE) IN NET ASSETS:
  Operations:
    Net investment loss............................................................  $   (3,106,120)   $   (4,683,331)
    Net realized gain (loss) on investments........................................     (57,074,081)       83,571,143
    Net change in unrealized depreciation on investments...........................    (104,343,829)       38,314,852
                                                                                     --------------    --------------
        Net increase (decrease) in net assets resulting from operations............    (164,524,030)      117,202,664
                                                                                     --------------    --------------
  Dividends and distributions to shareholders from:
    Net investment income..........................................................             -0-          (235,229)
    Net realized gain on investments...............................................     (21,279,873)      (76,071,042)
                                                                                     --------------    --------------
        Total dividends and distributions..........................................     (21,279,873)      (76,306,271)
                                                                                     ==============    ==============
  Net increase from transactions in shares of beneficial interest (Note 5).........     342,551,699       718,521,196
                                                                                     ==============    ==============
        Total increase.............................................................     156,747,796       759,417,589
NET ASSETS:
  Beginning of period..............................................................   1,217,978,359       458,560,770
                                                                                     --------------    --------------
  END OF PERIOD (including a net investment loss of $3,105,947 and $0,
   respectively)...................................................................  $1,374,726,155    $1,217,978,359
                                                                                     ==============    ==============
</TABLE>
 
                       See Notes to Financial Statements
<PAGE>   7
 
DEAN WITTER AMERICAN VALUE FUND
NOTES TO FINANCIAL STATEMENTS (unaudited)
- --------------------------------------------------------------------------------
1.  ORGANIZATION AND ACCOUNTING POLICIES -- Dean Witter American 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 was
incorporated in Maryland in 1979, reorganized as a Massachusetts business trust
on April 30, 1987 and commenced operations on March 27, 1980.
 
     The following is a summary of significant accounting policies:
 
     A. Valuation of Investments -- (1) an equity security listed or traded on
     the New York or American Stock Exchange is valued at its latest sale price
     on that exchange prior to the time when assets are valued; if there were no
     sales that day, the security is valued at the latest bid price; (2) all
     other portfolio securities for which over-the-counter market quotations are
     readily available are valued at the latest available bid price prior to the
     time of valuation; (3) when market quotations are not readily available,
     including circumstances under which it is determined by 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 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); (4) short-term debt
     securities having a maturity date of more than sixty days are valued on a
     mark-to-market basis, that is, at prices based on market quotations for
     securities of a similar type, yield, quality and maturity, until sixty days
     prior to maturity and thereafter at amortized cost. Short-term debt
     securities having a maturity date of sixty days or less at the time of
     purchase are valued at amortized cost; and (5) all other securities and
     other assets are valued at their fair value as determined in good faith
     under procedures established by and under the general supervision of the
     Trustees.
 
     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 on the identified cost
     method. Dividend income is recorded on the ex-dividend date. Interest
     income is accrued daily.
 
     C. Repurchase Agreements -- The Fund's custodian takes possession on behalf
     of the Fund of the collateral pledged for investments in repurchase
     agreements. It is the policy of the Fund to value the underlying collateral
     daily on a mark-to-market basis to determine that the value, including
     accrued interest, is at least equal to the repurchase price plus accrued
     interest. In the event of default of the obligation to repurchase, the Fund
     has the right to liquidate the collateral and apply the proceeds in
     satisfaction of the obligation.
 
     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 record 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
<PAGE>   8
 
DEAN WITTER AMERICAN VALUE FUND
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
- --------------------------------------------------------------------------------
 
     federal tax-basis treatment; temporary differences do not require
     reclassification. Dividends and distributions which exceed net investment
     income and net realized capital gains for financial reporting purposes but
     not for tax purposes are reported as dividends in excess of net investment
     income or distributions in excess of net realized capital gains. To the
     extent they exceed net investment income and net realized capital gains for
     tax purposes, they are reported as distributions of paid-in-capital.
 
2.  INVESTMENT MANAGEMENT AGREEMENT -- Pursuant to an Investment Management
Agreement with Dean Witter InterCapital Inc. (the "Investment Manager"), the
Fund pays its Investment Manager a monthly management fee, calculated and
accrued daily, by applying the following annual rates to the net assets of the
Fund determined at the close of each business day: 0.625% to the portion of
daily net assets not exceeding $250 million and 0.50% to the portion of daily
net assets exceeding $250 million.
 
     Under the terms of the Agreement, in addition to managing the Fund's
investments, the Investment Manager maintains certain of the Fund's books and
records and furnishes, at its own expense, office space, facilities, equipment,
clerical, bookkeeping and certain legal services and pays the salaries of all
personnel, including officers of the Fund who are employees of the Investment
Manager. The Investment Manager also bears the cost of telephone services, heat,
light, power and other utilities provided to the Fund.
 
3.  PLAN OF DISTRIBUTION -- Shares of the Fund are distributed by 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 pursuant to which the Fund pays the Distributor compensation
accrued daily and payable monthly at an annual rate of 1.0% of the lesser of:
(a) the average daily aggregate gross sales of the Fund's shares since the
implementation of the Plan on April 30, 1984 (not including reinvestment of
dividend or capital gain distributions), less the average daily aggregate net
asset value of the Fund's shares redeemed since the Fund's implementation of the
Plan upon which a contingent deferred sales charge has been imposed or upon
which such charge has been waived; or (b) the Fund's average daily net assets
attributable to shares issued, net of related shares redeemed, since
implementation of the Plan. Amounts paid under the Plan are paid to the
Distributor to compensate it for the services provided and the expenses borne by
it and others in the distribution of the Fund's shares, including the payment of
commissions for sales of the Fund's shares and incentive compensation to and
expenses of the account executives of Dean Witter Reynolds Inc., an affiliate of
the Investment Manager, and other employees or selected dealers who engage in or
support distribution of the Fund's shares or who service shareholder accounts,
including overhead and telephone expenses; printing and distribution of
prospectuses and reports used in connection with the offering of the Fund's
shares to other than current shareholders and preparation, printing and
distribution of sales literature and advertising materials. In addition, the
Distributor may be compensated under the Plan for its opportunity costs in
advancing such amounts, which compensation would be in the form of a carrying
charge on any unreimbursed expenses incurred by the Distributor.
 
     Provided that the Plan continues in effect, any cumulative expenses
incurred but not yet recovered, may be recovered through future distribution
fees from the Fund and contingent deferred sales charges from the Fund's
shareholders.
<PAGE>   9
 
DEAN WITTER AMERICAN VALUE FUND
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
- --------------------------------------------------------------------------------
 
     The Distributor has informed the Fund that for the six months ended June
30, 1994, it received approximately $983,000 in deferred sales charges from
certain redemptions of the Fund's shares. The Fund's 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 six months ended June 30, 1994 aggregated $1,953,849,113
and $1,863,741,963, respectively.
 
     For the six months ended June 30, 1994, $372,610 was paid to Dean Witter
Reynolds Inc. in brokerage commissions for portfolio transactions executed on
behalf of the Fund. At June 30, 1994, the Fund's receivable for investments sold
included unsettled trades with Dean Witter Reynolds Inc. of $4,813,450.
 
     Dean Witter Trust Company, an affiliate of the Investment Manager and
Distributor, is the Fund's transfer agent. At June 30, 1994, the Fund had
transfer agent fees and expenses payable of approximately $214,000.
 
     On January 1, 1994, the Fund adopted an unfunded noncontributory defined
benefit pension plan covering all independent Trustees of the Fund who will have
served as an independent Trustee for at least five years at the time of
retirement. Benefits under this plan are based on years of service and
compensation during the last five years of service. Aggregate pension costs for
the six months ended June 30, 1994, included in Trustees' fees and expenses in
the Statement of Operations amounted to $4,047. At June 30, 1994, the Fund had
an accrued pension liability of $3,760 which is included in accrued expenses in
the Statement of Assets and Liabilities.
 
     Bowne & Co., Inc. is an affiliate of the Fund by virtue of a common Fund
Trustee and Director of Bowne & Co., Inc. For the six months ended June 30,
1994, the Fund paid Bowne & Co., Inc. $5,470 for printing of shareholder
reports.
 
5.  SHARES OF BENEFICIAL INTEREST -- Transactions in shares of beneficial
interest were as follows:
 
<TABLE>
<CAPTION>
                                          For the six
                                         months ended                 For the year ended
                                         June 30, 1994                 December 31, 1993
                                  ---------------------------     ---------------------------
                                    Shares          Amount          Shares          Amount
                                  ----------     ------------     ----------     ------------
<S>                               <C>            <C>              <C>            <C>
Sold............................  21,349,536     $486,995,025     34,824,814     $812,736,396
Reinvestment of dividends and
  distributions.................     988,724       20,179,867      3,202,538       72,246,949
                                  ----------     ------------     ----------     ------------
                                  22,338,260      507,174,892     38,027,352      884,983,345
Repurchased.....................  (7,303,669)    (164,623,193)    (7,200,270)    (166,462,149)
                                  ----------     ------------     ----------     ------------
Net increase....................  15,034,591     $342,551,699     30,827,082     $718,521,196
                                  ==========     =============    ==========     =============
</TABLE>
 
6.  FEDERAL INCOME TAX STATUS -- At December 31, 1993, the Fund had temporary
book/tax differences which were primarily attributable to realized capital loss
deferrals on wash sales and permanent book/tax differences attributable to
offsetting of net realized short-term capital gains with the net operating loss
and dividend redesignations.
<PAGE>   10
 
DEAN WITTER AMERICAN VALUE FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Selected ratios and per share data for a share of beneficial interest
outstanding throughout each period:
 
<TABLE>
<CAPTION>
                             For the six
                             months ended                      For the year ended December 31,
                            June 30, 1994         ---------------------------------------------------------
                             (unaudited)             1993         1992        1991       1990        1989
                            --------------        ----------    --------    --------    -------     -------
<S>                            <C>                <C>           <C>         <C>         <C>         <C>
PER SHARE OPERATING
  PERFORMANCE:
  Net asset value, beginning
    of period...............   $    23.10         $    20.93    $  20.66    $  14.39    $ 14.81     $ 13.19
                               -----------        ----------    --------    --------    -------     -------
    Net investment income
      (loss)................        (0.05)             (0.09)       0.03        0.05       0.24        0.34
    Net realized and
      unrealized gain (loss)
      on investments........        (2.45)              3.94        0.71        7.90      (0.38)       2.99
                               -----------        ----------    --------    --------    -------     -------
  Total from investment
    operations..............        (2.50)              3.85        0.74        7.95      (0.14)       3.33
                               -----------        ----------    --------    --------    -------     -------
  Less dividends and
    distributions:
    Dividends from net
      investment income.....          -0-              (0.01)      (0.03)      (0.03)     (0.28)      (0.32)
    Distributions from net
      realized gains on
      investments...........        (0.32)             (1.67)      (0.44)      (1.65)       -0-       (1.39)
                               -----------        ----------    --------    --------    -------     -------
  Total dividends and
    distributions...........        (0.32)             (1.68)      (0.47)      (1.68)     (0.28)      (1.71)
                               -----------        ----------    --------    --------    -------     -------
  Net asset value, end of
    period..................   $    20.28         $    23.10    $  20.93    $  20.66    $ 14.39     $ 14.81
                               ==========         ==========    ========    ========    =======     =======
TOTAL INVESTMENT RETURN+....       (10.84)%(1)         18.70%       3.84%      56.26%     (0.90)%     25.39%
RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period
    (in thousands)..........   $1,374,726         $1,217,978    $458,561    $226,982    $89,165     $99,993
  Ratio of expenses to
    average net assets......         1.71%(2)           1.61%       1.72%       1.58%      1.70%       1.66%
  Ratio of net investment
    income (loss) to average
    net assets..............        (0.46)%(2)         (0.59)%      0.18%       0.29%      1.67%       2.23%
  Portfolio turnover rate...          151 %              276 %       305%        264%       234%        196%
</TABLE>
 
- ---------------
 +  Does not reflect the deduction of sales load.
(1) Not annualized.
(2) Annualized.
 
                       See Notes to Financial Statements
<PAGE>   11
 
                      (This Page Intentionally Left Blank)
<PAGE>   12

TRUSTEES
Jack F. Bennett
Michael Bozic
Charles A. Fiumefreddo
Edwin J. Garn                                       
John R. Haire                                       
Dr. John E. Jeuck                                   
Dr. Manuel H. Johnson                    
Paul Kolton
Michael E. Nugent
Philip J. Purcell
John L. Schroeder
Edward R. Telling

OFFICERS
Charles A. Fiumefreddo
Chairman and Chief Executive Officer

Sheldon Curtis
Vice President, Secretary and General Counsel

John W. Vander Vliet
Vice President

Anita H. Kolleeny
Vice President

Thomas F. Caloia
Treasurer

TRANSFER AGENT
Dean Witter Trust Company
Harborside Financial Center - Plaza Two
Jersey City, New Jersey 07311

LEGAL COUNSEL
Sheldon Curtis
Two World Trade Center
New York, New York  10048

INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP
1177 Avenue of the Americas
New York, New York  10036

INVESTMENT MANAGER
Dean Witter InterCapital Inc.
Two World Trade Center
New York, New York  10048

The financial statements included herein have been take from the records of the
Fund without examination by the independent accountants and accordingly they do
not express an opinion thereon.

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 preceeded or accompanied by an effective prospectus.

DEAN WITTER
AMERICAN   
VALUE FUND 

[PHOTO]

Semiannual Report
June 30, 1994
<PAGE>   13
APPENDIX TO ELECTRONIC FORMAT DOCUMENT

     The back cover of the Semiannual Report in the printed version contains
a picture of a chess board and pieces.


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