HIGH INCOME ADVANTAGE TRUST II
N-30D, 1994-03-28
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<PAGE>   1
 
                         HIGH INCOME ADVANTAGE TRUST II
                             Two World Trade Center
                            New York, New York 10048
 
DEAR SHAREHOLDER:
- --------------------------------------------------------------------------------
 
     The high-yield bond market was very rewarding for investors in 1993.
Benefiting from the general decline in interest rates that characterized the
first 10 months of the year, as well as the continued improvement in corporate
credit quality, the high-yield market concluded 1993 as one of the fixed-income
market's top performers. What's more, 1993 marked the third successive year of
excellent returns for this market. In fact, over the past three years, the
high-yield market has outperformed all other fixed-income markets.
 
     The high-yield market's continued strength was reflected in High Income
Advantage Trust II's impressive total return for the six-month period ended
January 31, 1994 of 5.82 percent, based on its $6.875 closing market price per
share on the New York Stock Exchange (NYSE). Based on its net asset value (NAV)
of $7.06 per share on January 31, 1994, the Trust's total return for the
six-month period was 13.19 percent. For the trailing 12-month period ended
January 31, 1994, the Trust's total return was 22.11 percent, based on the
closing NYSE market price per share quoted above and 27.02 percent based on the
NAV at the end of the period under review. As of January 31, 1994, the Trust's
net assets totaled more than $251 million, while its closing NYSE market price
represented a 2.62 percent discount to NAV.
 
     Over the past six months, the Trust continued to distribute regular monthly
income dividends at a rate of $0.0525 per share. For the full six-month period,
the Trust paid income dividends totaling $0.39 per share, including an extra
income dividend of $0.0725 per share paid on December 23, 1993. With interest
rates still at historical lows despite the recent uptick, shareholders should be
aware that in 1994 it may be difficult for the Trust to meet or exceed the total
income distributions of the past 12 months. As always, however, the Trust will
strive to provide shareholders with an attractive level of income.
 
INVESTMENT STRATEGY
 
     Our outlook for the high-yield market entering 1993 was favorable, based on
an improving economy and a low interest rate environment, and the Trust began
the year positioned to take advantage of a rising market. As the year began, we
saw many financially sound and fundamentally improving companies still trading
at sharply discounted prices within the B-rated sector of the market. The Trust
continued to maintain its focus on discounted, B-rated bonds throughout the
six-month period under review, as this sector in our opinion offered the most
attractive return potential. As the economic environment improved in the second
half of 1993, and as many issuers took steps toward upgrading their credit
quality, the Trust was rewarded by the above-average appreciation realized in
many of these discounted, B-rated issues. Some of the top performers held by the
Trust during the six-month period ended January 31, 1994 were Ivex Holdings
Corp., Gaylord Container Corp. and Stone Container Corp. In most cases, as the
issuer's prospects have improved, so too have their bond prices.
 
     During the past six months, the Trust also was able to capitalize on the
ability of bond issuers to strengthen their credit quality by refinancing debt
in the prevailing low interest rate environment. As this trend has accelerated,
the Trust has captured significant capital appreciation. Among the Trust's
current
<PAGE>   2
 
holdings, several issuers have recently completed refinancings, including
American Standard, Inc., Fort Howard Corp. and Playtex Family Products Corp.
Finally, the Trust's focus on financially sound issuers with improving credit
trends, coupled with the strengthening economic environment, kept credit
disappointments during the six-month period to a minimum. This, in turn,
resulted in more appreciation for the Trust's shareholders, as well as a steady
level of income throughout the period.
 
MARKET OUTLOOK
 
     Looking further into 1994, we remain optimistic about the prospects for the
high-yield bond market, based on our expectations for continued growth in the
economy and further improvements in corporate credit quality. We would expect
more high-yield issuers to either tap the equity markets in order to pay down
debt or refinance their existing debt in today's lower interest rate
environment. If the economy continues to recover and high-yield issuers work
toward strengthening their balance sheets, we would anticipate that the
attractive yields available today will provide investors not only with a healthy
yield advantage over alternative fixed-income products, but also with an
excellent opportunity for further capital appreciation in the event yields
decline.
 
     We would like to remind you that the Trustees have approved a procedure
whereby the Trust, when appropriate, may attempt to reduce or eliminate a market
value discount from net asset value by repurchasing shares in the open market or
in privately negotiated transactions at a price not above market value, if any
or net asset value, whichever is lower at the time of purchase.
 
     We appreciate your support of High Income Advantage Trust II and look
forward to continuing to serve your investment needs.
 
                                          Very truly yours,
 
                                          Charles A. Fiumefreddo
                                          Chairman of The Board
<PAGE>   3
 
HIGH INCOME ADVANTAGE TRUST II
PORTFOLIO OF INVESTMENTS January 31, 1994 (unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 Principal
Amount (in                       Coupon     Maturity
thousands)                        Rate        Date        Value
- -----------                      ------     --------   ------------
<S>                              <C>        <C>        <C>
CORPORATE BONDS (79.9%)
AEROSPACE (4.5%)
  $ 5,000   PA Holdings Corp. ... 13.75 %    7/15/99   $  5,331,250
    6,000   Sabreliner Corp. .... 12.50      4/15/03      6,060,000
                                                         ----------
                                                         11,391,250
                                                         ----------
AIRLINES (4.1%)
    7,500   GPA Delaware,
             Inc. ...............  8.75     12/15/98      6,600,000
    7,768   Trans World Airlines,
             Inc. ...............  8.00 +   11/ 3/00      3,714,080
                                                         ----------
                                                         10,314,080
                                                         ----------
BUILDING & CONSTRUCTION (3.2%)
    7,500   American Standard,
             Inc................. 14.25      6/30/03      7,912,500
                                                         ----------
CABLE & TELECOMMUNICATIONS (4.2%)
    7,550   Cablevision Systems
             Corp. .............. 14.00     11/15/03      7,852,000
    2,500   Marcus Cable Co. .... 11.875    10/ 1/05      2,650,000
                                                         ----------
                                                         10,502,000
                                                         ----------
CHEMICALS (4.4%)
    2,000   General Chemical..... 14.00     11/ 1/98      2,227,500
    7,889   Georgia Gulf
             Corp. .............. 15.00      4/15/00      8,756,790
                                                         ----------
                                                         10,984,290
                                                         ----------
COMPUTER EQUIPMENT (4.1%)
    8,118   Memorex Telex
             Corp.(b)............ 10.00 +    2/15/98      1,968,706
    7,000   Unisys Corp. ........ 13.50 *    7/ 1/97      8,120,000
                                                         ----------
                                                         10,088,706
                                                         ----------
CONSUMER PRODUCTS (2.1%)
    5,050   Playtex Family
             Products Corp. ..... 14.75     12/15/97      5,365,625
                                                         ----------
ENTERTAINMENT, GAMING & LODGING (10.8%)
    7,500   Aztar Mortgage
             Funding, Inc. ...... 13.50      9/15/96      7,875,000
    2,500   Belle Casino,
             Inc. -- 144A**...... 12.00     10/15/00      2,475,000
    1,000   Casino America,
             Inc. ............... 11.50     11/15/01      1,030,000
    7,500   Fair Lanes, Inc. .... 11.875     8/15/97      5,550,000
    5,000   Treasure Bay Gaming &
             Resort,
             Inc. -- 144A**...... 12.25     11/15/00      4,950,000
    5,578   Trump Plaza Holding
             Assoc. ............. 12.50 +    6/15/03      5,355,000
                                                         ----------
                                                         27,235,000
                                                         ----------
FOOD & BEVERAGE (0.2%)
    1,000   Specialty Foods
             Acquisition
             Corp. .............. 13.00 ++   8/15/05        530,000
                                                         ----------
FOREST & PAPER PRODUCTS (7.0%)
    1,000   Container Corp. ..... 14.00     12/ 1/01      1,121,050
    3,500   Container Corp. ..... 15.50 ++  12/ 1/04      6,816,250
    5,000   Crown Packaging,
             Inc. -- 144A**...... 12.25 ++  11/ 1/03      2,393,750
    7,500   Fort Howard Corp. ... 14.125++  11/ 1/04      7,162,500
                                                         ----------
                                                         17,493,550
                                                         ----------
 
<CAPTION>
 Principal
Amount (in                       Coupon     Maturity
thousands)                        Rate        Date        Value
- -----------                      ------     --------   ------------
<S>                              <C>        <C>        <C>
HEALTHCARE PRODUCTS (4.5%)
  $ 7,500   Alco Health Services
             Corp. .............. 14.50 %    9/15/99   $  8,325,000
    2,850   Scherer R. P.
             Corp. .............. 14.00     11/ 1/99      3,106,500
                                                         ----------
                                                         11,431,500
                                                         ----------
MANUFACTURING (3.7%)
    5,000   Snydergeneral
             Corp. .............. 14.25     11/15/00      5,287,500
    2,500   Talley Industries,
             Inc. ............... 12.25 ++  10/15/05      1,562,500
    2,500   Uniroyal Technology
             Corp. .............. 11.75      6/ 1/03      2,587,500
                                                         ----------
                                                          9,437,500
                                                         ----------
MANUFACTURING -- DIVERSIFIED INDUSTRIES (6.8%)
    5,000   Interlake Corp. ..... 12.125     3/ 1/02      5,262,500
    7,500   MS Essex Holdings,
             Inc. ............... 16.00 ++   5/15/04      6,562,500
    7,247   Thermadyne
             Industries,
             Inc.(b)............. 12.75 +*  11/ 1/99      5,335,754
                                                         ----------
                                                         17,160,754
                                                         ----------
OIL & GAS (3.1%)
    7,600   Presidio Oil Co.
             (Series B) ......... 14.05 ***  7/15/02      7,904,000
                                                         ----------
RESTAURANTS (5.3%)
   10,000   American Restaurant
             Group Holdings
             (Units) -- 144A**... 14.00 ++  12/15/05      5,300,000
    2,500   Carrols Corp. ....... 11.50      8/15/03      2,631,250
    2,500   Flagstar Corp. ...... 11.25     11/ 1/04      2,606,250
    2,500   Foodmakers, Inc. .... 14.25      5/15/98      2,659,375
                                                         ----------
                                                         13,196,875
                                                         ----------
RETAIL (4.0%)
    5,000   Cort Furniture Rental
             Corp. .............. 12.00      9/ 1/00      5,075,000
    5,000   County Seat Stores
             Co. (Units)......... 12.00     10/ 1/01      5,012,500
                                                         ----------
                                                         10,087,500
                                                         ----------
RETAIL -- FOOD CHAINS (5.9%)
    3,495   Big Bear Stores
             Co.................. 13.75      6/15/99      3,757,125
    5,000   Food 4 Less Holdings,
             Inc. ............... 15.25 ++  12/15/04      3,500,000
   22,000   Grand Union Capital
             Corp. (Series A)....  0.00      1/15/07      2,640,000
    5,000   Purity Supreme, Inc.
             (Series B).......... 11.75      8/ 1/99      5,025,000
                                                         ----------
                                                         14,922,125
                                                         ----------
TEXTILES (2.0%)
    5,000   JPS Textiles Group,
             Inc. ............... 10.85      6/ 1/99      5,037,500
                                                         ----------
</TABLE>
 
           TOTAL CORPORATE BONDS
           (IDENTIFIED COST $202,793,728)               200,994,755
                                                         ----------
<PAGE>   4
 
HIGH INCOME ADVANTAGE TRUST II
PORTFOLIO OF INVESTMENTS January 31, 1994 (unaudited) (continued)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
Number of
  Shares                                                   Value
- ----------                                             -------------
<C>         <S>                                        <C>
PREFERRED STOCK (C) (0.4%)
AIRLINES (0.4%)
   12,500   Trans World Airlines, Inc. 12.00% +
             (Identified Cost $9,290,244)............. $     909,282
                                                       -------------
COMMON STOCKS (A)(C) (7.0%)
AIRLINES (0.2%)
  118,291   Trans World Airlines, Inc.................       502,737
                                                       -------------
AUTO PARTS (0.8%)
  270,000   Harvard Industries, Inc. (Class B)........     2,058,750
                                                       -------------
BUILDING & CONSTRUCTION (3.0%)
  240,267   USG Corp..................................     7,628,477
                                                       -------------
CONSUMER PRODUCTS (0.5%)
  607,557   Triton Group, Ltd.........................     1,215,114
                                                       -------------
ENTERTAINMENT, GAMING & LODGING (0.3%)
   67,051   SPI Holdings, Inc.........................       569,934
    5,210   Trump Taj Mahal, Inc. (Class A)...........       130,250
                                                       -------------
                                                             700,184
                                                       -------------
FOOD & BEVERAGE (0.0%)
   15,000   Specialty Foods Acquisition
             Corp. -- 144A** .........................        30,000
                                                       -------------
HEALTHCARE -- DIVERSIFIED (2.2%)
  228,558   Charter Medical Corp. ....................     5,571,101
                                                       -------------
          TOTAL COMMON STOCKS
          (IDENTIFIED COST $48,136,296)...............    17,706,363
                                                       -------------
</TABLE>
 
<TABLE>
<CAPTION>
 Number of                                   Expiration
 Warrants                                       Date
- -----------                                  ----------
<C>           <S>                            <C>           <C>
WARRANTS(A) (1.2%)
AEROSPACE (0.1%)
     6,000    Sabreliner Corp.(c).........      4/15/03          120,000
                                                           -------------
BUILDING & CONSTRUCTION (0.7%)
   100,306    USG Corp.(c)................      5/ 6/98        1,843,711
                                                           -------------
ENTERTAINMENT, GAMING & LODGING (0.2%)
     2,500    Belle Casino,
               Inc. -- 144A** ............     10/ 1/03          112,500
     3,263    Casino America, Inc. .......     11/15/96           29,367
    25,000    Treasure Bay Gaming &
               Resort, Inc. -- 144A**.....     11/15/98          150,000
       200    Trump Plaza Holding
               Assoc. ....................      6/18/96          160,000
                                                           -------------
                                                                 451,867
                                                           -------------
FOREST & PAPER PRODUCTS (0.1%)
     5,000    Crown Packaging, Inc.--144A** ..   10/15/03        150,000
                                                           -------------
MANUFACTURING (0.0%)
    25,000    Uniroyal Technology Corp. ..      6/ 1/03           68,750
                                                           -------------
MANUFACTURING -- DIVERSIFIED (0.0%)
   925,900    Thermadyne Industries,
               Inc.(c)  ..................     12/31/00           64,813
                                                           -------------
RETAIL (0.1%)
   165,000    New Cort Holdings Corp. ....      9/ 1/98          247,500
                                                           -------------
 
<CAPTION>
 Number of                                   Expiration
 Warrants                                       Date           Value
- -----------                                  ----------    -------------
<C>           <S>                            <C>           <C>
RETAIL -- FOOD CHAINS (0.0%)
    17,327    Purity Supreme, Inc. .......      8/ 6/97    $         866
                                                           -------------
          TOTAL WARRANTS
          (IDENTIFIED COST $1,331,249).................        2,947,507
                                                           -------------
</TABLE>
 
<TABLE>
<CAPTION>
 Principal
Amount (in                             Coupon   Maturity
thousands)                              Rate      Date
- -----------                            ------   --------
<C>           <S>                      <C>      <C>        <C>
SHORT-TERM INVESTMENTS (7.6%)
U.S. GOVERNMENT AGENCY(d) (1.4%)
  $ 3,610     Federal Home Loan
               Mortgage Corp. .......  3.051 %   2/ 1/94       3,610,000
                                                           -------------
U.S. GOVERNMENT OBLIGATIONS (6.2%)
    7,500     United States Treasury
               Note..................  13.125    5/15/94       7,710,938
    7,500     United States Treasury
               Note..................  12.625    8/15/94       7,869,140
                                                           -------------
                                                              15,580,078
                                                           -------------
          TOTAL SHORT-TERM INVESTMENTS
          (IDENTIFIED COST $19,586,172).................      19,190,078
                                                           -------------
TOTAL INVESTMENTS
(IDENTIFIED COST $281,137,689)(E)............      96.1%     241,747,985
CASH AND OTHER ASSETS IN
 EXCESS OF LIABILITIES.......................        3.9       9,839,484
                                                --------   -------------
NET ASSETS...................................     100.0%    $251,587,469
                                                --------   -------------
                                                --------   -------------
</TABLE>
 
- ---------------
 
   * Adjustable rate. Rate shown is the rate in effect at
      January 31, 1994.
  ** Resale is restricted to qualified institutional investors.
 *** Floating rate. Coupon is linked to the Gas Index. Rate shown is the rate in
     effect at January 31, 1994.
    + Payment in kind securities.
  ++ Currently zero coupon under terms of the initial offering.
  (a) Non-income producing.
 (b) Non-income producing, issuer in bankruptcy.
  (c) Acquired through exchange offer.
 (d) Security was purchased on a discount basis. The interest rate shown has
     been adjusted to reflect a bond equivalent yield.
  (e) The aggregate cost for federal income tax purposes is $281,437,429; the
      aggregate gross unrealized appreciation is $9,716,280 and the aggregate
      gross unrealized depreciation is $49,405,724, resulting in net unrealized
      depreciation of $39,689,444.
 
                       See Notes to Financial Statements
<PAGE>   5
 
HIGH INCOME ADVANTAGE TRUST II
FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                          <C>
STATEMENT OF ASSETS AND LIABILITIES
January 31, 1994 (unaudited)
- -------------------------------------------
ASSETS:
Investments in securities, at value
  (identified cost $281,137,689) (Note
  1).......................................  $241,747,985
Cash.......................................         4,676
Receivable for:
  Investments sold.........................     5,982,713
  Interest.................................     5,872,076
Prepaid expenses and other assets..........         3,555
                                             ------------
        TOTAL ASSETS.......................   253,611,005
                                             ------------
LIABILITIES:
Payable for investments purchased..........     1,683,076
Investment management fee payable (Note
  2).......................................       158,335
Accrued expenses (Note 3)..................       182,125
                                             ------------
        TOTAL LIABILITIES..................     2,023,536
                                             ------------
NET ASSETS:
Paid-in-capital............................   344,428,742
Accumulated realized loss on
  investments - net........................   (56,148,814)
Unrealized depreciation on investments -
  net......................................   (39,389,704)
Accumulated undistributed net investment
  income...................................     2,697,245
                                             ------------
        NET ASSETS.........................  $251,587,469
                                             ------------
                                             ------------
NET ASSET VALUE PER SHARE,
  35,611,307 shares outstanding (unlimited
  authorized shares of $.01 par value).....         $7.06
                                                    -----
                                                    -----
STATEMENT OF OPERATIONS For the six months ended
January 31, 1994 (unaudited)
- -------------------------------------------
INVESTMENT INCOME:
 INTEREST INCOME...........................   $13,755,583
                                              -----------
 EXPENSES
  Investment management fee (Note 2).......       910,539
  Transfer agent fees and expenses (Note
    3).....................................       110,485
  Professional fees........................        37,463
  Custodian fees...........................        27,600
  Shareholder reports and notices..........        20,403
  Trustees' fees and expenses (Note 3).....        16,813
  Registration fees........................        16,074
  Organizational expenses (Note 1).........         1,216
  Other....................................         3,756
                                             ------------
    TOTAL EXPENSES.........................     1,144,349
                                             ------------
      INVESTMENT INCOME - NET..............    12,611,234
                                             ------------
REALIZED AND UNREALIZED GAIN ON
  INVESTMENTS -- NET (NOTE 1):
  Realized gain on investments - net.......       632,025
  Change in unrealized depreciation on
    investments - net......................    17,104,596
                                             ------------
      NET GAIN ON INVESTMENTS..............    17,736,621
                                             ------------
          NET INCREASE IN NET ASSETS
            RESULTING FROM OPERATIONS......   $30,347,855
                                              -----------
                                              -----------
</TABLE>
 
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                For the six
                                                                               months ended              For the
                                                                             January 31, 1994          year ended
                                                                                (unaudited)           July 31, 1993
                                                                            -------------------    -------------------
<S>                                                                         <C>                    <C>
INCREASE (DECREASE) IN NET ASSETS:
  Operations:
    Investment income - net...............................................     $  12,611,234          $  27,329,742
    Realized gain (loss) on investments - net.............................           632,025             (4,075,639)
    Change in unrealized depreciation on investments - net................        17,104,596             15,177,573
                                                                            -------------------    -------------------
        Net increase in net assets resulting from operations..............        30,347,855             38,431,676
  Dividends to shareholders from investment income - net..................       (13,799,262)           (32,501,092)
  Transactions in shares of beneficial interest - net decrease (Note 4)...               -0-               (174,651)
                                                                            -------------------    -------------------
        Total increase....................................................        16,548,593              5,755,933
NET ASSETS:
  Beginning of period.....................................................       235,038,876            229,282,943
                                                                            -------------------    -------------------
  END OF PERIOD (including undistributed net investment income of
   $2,697,245 and $3,885,273, respectively)...............................     $ 251,587,469          $ 235,038,876
                                                                            -------------------    -------------------
                                                                            -------------------    -------------------
</TABLE>
 
                       See Notes to Financial Statements
<PAGE>   6
 
HIGH INCOME ADVANTAGE TRUST II
NOTES TO FINANCIAL STATEMENTS (unaudited)
- --------------------------------------------------------------------------------
1.  ORGANIZATION AND ACCOUNTING POLICIES -- High Income Advantage Trust II (the
"Trust") was organized on July 7, 1988 as a Massachusetts business trust and is
registered under the Investment Company Act of 1940, as amended (the "Act"), as
a diversified closed-end management investment company. The Trust commenced
operations on September 30, 1988.
 
     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 is valued at its latest
     sale price on that exchange (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 bid price; (3) when market quotations are not readily
     available, 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 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) certain
     of the Trust's portfolio securities may be valued by an outside pricing
     service approved by the Trustees. The pricing service utilizes a matrix
     system incorporating security quality, maturity and coupon as the
     evaluation model parameters, and/or research and evaluations by its staff,
     including review of broker-dealer market price quotations, in determining
     what it believes is the fair valuation of the portfolio securities valued
     by such pricing service; and (5) short-term debt securities with remaining
     maturities of 60 days or less at time of purchase are valued at amortized
     cost; other short-term securities are valued on a mark-to-market basis
     until such time as they reach a remaining maturity of 60 days, whereupon
     they are valued at amortized cost using their value on the 61st day. All
     other securities and other assets are valued at their fair value as
     determined in good faith under procedures established by and under the
     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). In computing
     net investment income, the Trust does not amortize premiums or accrue
     discounts on fixed income securities in the portfolio, except those
     original issue discounts for which amortization is required for federal
     income tax purposes. Additionally, with respect to market discount, a
     portion of any capital gain realized upon disposition may be
     recharacterized as investment income. 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
     except where collection is not expected.
 
     C. Federal Income Tax Status -- It is the Trust'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.
 
     D. Dividends and Distributions to Shareholders -- The Trust 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"
<PAGE>   7
 
HIGH INCOME ADVANTAGE TRUST II
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
- --------------------------------------------------------------------------------
 
     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 reclassifications.
     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.
 
     E. Organizational Expenses -- The Trust's Investment Manager paid
     organizational expenses of the Trust in the amount of $36,000. The Trust
     reimbursed the Investment Manager for these costs which were fully
     amortized as of September 30, 1993.
 
     F. Repurchase Agreements -- The Trust's custodian takes possession on
     behalf of the Trust of the collateral pledged for investments in repurchase
     agreements. It is the policy of the Trust 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 Trust has the right to liquidate the collateral and apply the proceeds
     in satisfaction of the obligation.
 
2.  INVESTMENT MANAGEMENT AGREEMENT -- Pursuant to an Investment Management
Agreement (the "Agreement") with Dean Witter InterCapital Inc., (the "Investment
Manager"), the Trust pays its Investment Manager monthly compensation calculated
weekly by applying the following annual rates to the Trust's weekly net assets:
0.75% of the portion of the average weekly net assets not exceeding $250
million; 0.60% of the portion of average weekly net assets exceeding $250
million but not exceeding $500 million; 0.50% of the portion of average weekly
net assets exceeding $500 million but not exceeding $750 million; 0.40% of the
portion of average weekly net assets exceeding $750 million but not exceeding $1
billion; and 0.30% of the portion of average weekly net assets exceeding $1
billion.
 
     Under the terms of the Agreement, in addition to managing the Trust's
investments, the Investment Manager maintains certain of the Trust'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 Trust 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.  SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES -- The cost of
purchases and the proceeds from sales of portfolio securities for the six months
ended January 31, 1994, excluding short-term investments, aggregated
$123,064,040 and $125,320,144, respectively.
 
     On April 1, 1991, the Trust established an unfunded noncontributory defined
benefit pension plan covering all independent Trustees of the Trust 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 January 31, 1994, included in Trustees' fees and expenses
in the Statement of Operations, amounted
<PAGE>   8
 
HIGH INCOME ADVANTAGE TRUST II
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
- --------------------------------------------------------------------------------
 
to $4,970. At January 31, 1994 the Trust had an accrued pension liability of
$39,174 which is included in accrued expenses in the Statement of Assets and
Liabilities.
 
     Dean Witter Trust Company, an affiliate of the Investment Manager, is the
Trust's transfer agent. During the six months ended January 31, 1994, the Trust
incurred transfer agent fees and expenses of $110,485, of which $48,618 was
payable at January 31, 1994.
 
4.  SHARES OF BENEFICIAL INTEREST -- Transactions in shares of beneficial
interest were as follows:
 
<TABLE>
<CAPTION>
                                                                      Par
                                                                     Value       Capital Paid
                                                                       of        in Excess of
                                                       Shares        Shares       Par Value
                                                     ----------     --------     ------------
<S>                                                  <C>            <C>          <C>
Balance, July 31, 1992.............................  35,641,307     $356,413     $344,248,167
Purchase of treasury shares (weighted average
  discount 5.42%)*.................................     (30,000)        (300)        (174,351)
                                                     ----------     --------     ------------
Balance, July 31, 1993 and January 31, 1994........  35,611,307     $356,113     $344,073,816
                                                     ----------     --------     ------------
                                                     ----------     --------     ------------
</TABLE>
 
- ---------------
* The Trustees have voted to retire the shares repurchased.
 
5.  DIVIDENDS -- The Trust declared the following dividends from net investment
income --
 
<TABLE>
<CAPTION>
   Declaration         Amount             Record               Payable
      Date           Per Share             Date                  Date
- -----------------    ----------     ------------------    ------------------
<S>                  <C>            <C>                   <C>
February 1, 1994       $.0525       February 11, 1994     February 25, 1994
March 1, 1994          $.0525       March 11, 1994        March 25, 1994
</TABLE>
 
6.  FEDERAL INCOME TAXES -- At July 31, 1993, the Trust had net capital loss
carryovers of approximately $50,328,000 of which $28,000 will be available
through July 31, 1998, $20,947,000 will be available through July 31, 1999 and
$29,353,000 will be available through July 31, 2000 to offset future capital
gains to the extent provided by regulations. Any net capital losses incurred
after October 31 ("post-October losses") within the taxable year are deemed to
arise on the first business day of the Trust's next taxable year. The Trust
incurred and will elect to defer such net capital losses of approximately
$6,153,000 during fiscal 1993. To the extent that these carryover losses are
used to offset future capital gains, it is probable that the gains so offset
will not be distributed to shareholders. For the six months ended January 31,
1994, the Trust had approximately $632,000 in net realized gains. At July 31,
1993, the Trust had temporary book/tax differences primarily attributable to
post-October losses.
<PAGE>   9
 
HIGH INCOME ADVANTAGE TRUST II
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
- --------------------------------------------------------------------------------
 
7.  SELECTED QUARTERLY FINANCIAL DATA --
 
<TABLE>
<CAPTION>
                                                                          Quarters Ended*
                                                                  --------------------------------
                                                                     1/31/94           10/31/93
                                                                  --------------    --------------
                                                                            Per               Per
                                                                  Total     Share   Total     Share
                                                                  ------    ----    ------    ----
<S>                           <C>       <C>     <C>       <C>     <C>       <C>     <C>       <C>
Total investment income.......................................    $6,727    $.19    $7,029    $.20
Investment income - net.......................................     6,132     .17     6,479     .18
Realized and unrealized gain
  on investments - net........................................    10,070     .28     7,667     .22
</TABLE>
 
<TABLE>
<CAPTION>
                                                        Quarters Ended*
                              --------------------------------------------------------------------
                                  7/31/93          4/30/93           1/31/93           10/31/92
                              ---------------   --------------    --------------    --------------
                                         Per              Per               Per               Per
                               Total    Share   Total     Share   Total     Share   Total     Share
                              -------   -----   ------    ----    ------    ----    ------    ----
<S>                           <C>       <C>     <C>       <C>     <C>       <C>     <C>       <C>
Total investment income.....  $ 8,360   $ .23   $6,769    $.19    $7,237    $.20    $7,107    $.20
Investment income - net.....    7,883     .22    6,221     .18     6,683     .19     6,543     .18
Realized and unrealized gain
  (loss) on
  investments - net.........    6,493     .17    5,748     .16     4,901     .14    (6,040)   (.16)
</TABLE>
 
- ---------------
* Totals expressed in thousands of dollars.
<PAGE>   10
 
HIGH INCOME ADVANTAGE TRUST II
FINANCIAL HIGHLIGHTS (unaudited)
- --------------------------------------------------------------------------------
Selected data and ratios for a share of beneficial interest outstanding
throughout each period:
 
<TABLE>
<CAPTION>
                                                                                             For the period
                             For the six               For the year ended July 31,         September 30, 1988*
                             months ended       -----------------------------------------        through
                           January 31, 1994       1993       1992       1991       1990       July 31, 1989
                           ----------------     --------   --------   --------   --------  -------------------
<S>                        <C>                  <C>        <C>        <C>        <C>       <C>
PER SHARE OPERATING
  PERFORMANCE:
  Net asset value,
    beginning of period....       $6.60           $6.43      $5.68      $6.44      $8.76           $9.30
                           ----------------     --------   --------   --------   --------  -------------------
     Investment
       income - net........         .35             .77        .91        .77       1.13             .98
     Realized and
       unrealized gain
       (loss) on
       investments - net...         .50             .31        .50       (.70)     (2.26)           (.59)
                           ----------------     --------   --------   --------   --------  -------------------
  Total from investment
    operations.............         .85            1.08       1.41        .07      (1.13)            .39
                           ----------------     --------   --------   --------   --------  -------------------
  Less dividends,
    distributions and other
    charges:
     Dividends from net
       investment income...        (.39)           (.91)      (.66)      (.77)     (1.19)           (.92)
     Distributions to
       shareholders from
       paid in capital.....      -0-             -0-        -0-          (.06)    -0-             -0-
     Offering costs charged
       against capital.....      -0-             -0-        -0-        -0-        -0-               (.01)
                           ----------------     --------   --------   --------   --------  -------------------
  Total dividends,
    distributions and other
    charges................        (.39)           (.91)      (.66)      (.83)     (1.19)           (.93)
                           ----------------     --------   --------   --------   --------  -------------------
  Net asset value, end of
    period.................       $7.06           $6.60      $6.43      $5.68      $6.44           $8.76
                           ----------------     --------   --------   --------   --------  -------------------
                           ----------------     --------   --------   --------   --------  -------------------
  Market value, end of
    period.................       $6.875          $6.875     $6.50      $5.13      $6.00           $8.25
                           ----------------     --------   --------   --------   --------  -------------------
                           ----------------     --------   --------   --------   --------  -------------------
TOTAL INVESTMENT RETURN+...         5.82%(1)       22.16%     42.17%      3.03%   (13.61)%         (8.77)%(1)
RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period
    (in thousands).........     $251,587       $235,039   $229,283   $210,595   $251,793         34$3,610
  Ratio of expenses to
    average net assets.....          .94%(2)         .95%       .98%      1.07%      .93%            .85%(2)
  Ratio of net investment
    income to average net
    assets.................        10.39%(2)       12.17%     14.83%     14.85%     15.74%          12.89%(2)
  Portfolio turnover
    rate...................           54%            138%        99%       129%        31%            101%
</TABLE>
 
- ---------------
  * Commencement of operations.
  + Total investment return is based upon the current market value on the first
    and last day of each period reported. Dividends and distributions are
    assumed to be reinvested at the prices obtained under the Trust's dividend
    reinvestment plan. Total investment return does not reflect sales charges or
    brokerage commissions.
(1) Not Annualized.
(2) Annualized.
                       See Notes to Financial Statements
- --------------------------------------------------------------------------------
    The financial statements included herein have been taken from the records of
the Trust without examination by the independent accountants and accordingly
they do not express an opinion thereon.
<PAGE>   11
 
                      (This Page Intentionally Left Blank)
<PAGE>   12

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

OFFICERS
Charles A. Fiumefreddo
Chairman and Chief Executive Officer

Sheldon Curtis
Vice President, Secretary and General Counsel

Peter M. Avelar
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
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




HIGH
INCOME
ADVANTAGE
TRUST II




Semiannual Report
January 31, 1994



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