TCW DW TERM TRUST 2002
N-30D, 1996-05-29
Previous: GE FUNDS, NSAR-A, 1996-05-29
Next: PRIME RECEIVABLES CORP, 8-A12G, 1996-05-29









                            TCW/DW TERM TRUST 2002
                            Two World Trade Center
                           New York, New York 10048

DEAR SHAREHOLDER:
- -----------------------------------------------------------------------------

   Over the six-month period ended March 31, 1996, TCW/DW Term Trust 2002's
net asset value increased from $9.13 to $9.16 per share. Based on this change,
and including reinvestment of income dividends totaling approximately $0.29
per share, the Trust's total return for the period was 3.91 percent. For the
same period, the market price of the Trust's shares on the New York Stock
Exchange (NYSE) remained constant at $7.75 per share. On this basis, and
including reinvestment of dividends, the Trust's total return for the period
was 3.68 percent.

THE MARKET

   Reports on the U.S. economy during the fourth quarter of 1995 and early
1996 indicated weaker overall economic conditions and culminated in a decision
by the Federal Reserve Board to cut short-term interest rates in January.
Between early October 1995 and the end of January, the yield on the 5-year
U.S. Treasury note declined 79 basis points. However, strong employment
reports released during February and March prompted concerns over a stronger
economy and a return of inflationary fears. The stronger economic data
resulted in a sharp rise in interest rates during March, with intermediate
U.S. Treasury yields retreating to October 1995 levels.

   Despite the mixed economic reports released during the last few months,
inflation reports have remained stable, a positive piece of economic news for
the bond market. Thus, the Federal Reserve Board appears to be satisfied with
current economic conditions and is not expected to alter monetary policy for
the short term.

   According to the Trust's investment adviser, TCW Funds Management, Inc.
(TCW), the recent rise in interest rates reduced mortgage prepayment risk
which aided the mortgage-backed sector's recent performance. The issuance of
new collateralized mortgage obligations (CMOs) is currently at a fraction of
the volume generated in previous years, lending support to mortgage yield
spreads.

THE PORTFOLIO

   Approximately 65 percent of the Trust is invested in AAA-rated fixed rate
CMOs with durations, average lives or expected maturity dates that correspond
closely to the termination date of the Trust. An additional 19 percent is
invested in inverse floating rate CMOs issued by U.S. government agencies.
Inverse floaters have coupons that reset by a multiple in a direction opposite
that of a specified index. The remaining 16 percent is invested in AAA-rated
municipal bonds and short-term investments. The portfolio's municipal bond
holdings play an important role as the Trust seeks to achieve its objective of
returning the original $10 offering price to shareholders at maturity. As of
March 31, 1996, the Trust's degree of leverage (the ratio of debt to assets)
was 26 percent of total assets.

LOOKING AHEAD

   TCW is generally positive regarding the mortgage-backed sector's long-term
prospects. Although hopes that Congress will pass a definitive
deficit-reduction plan have waned in recent months, real interest




         
<PAGE>




rates (minus inflation) remain historically high. (In the past, periods of
strong bond market performance have correlated with high real rates of
interest.) The Trust's net asset and NYSE market values will continue to
fluctuate as both respond to changes in market conditions and interest rates.

   We would like to remind you that the Trustees have approved a procedure
whereby the Trust may attempt, when appropriate, 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 or net asset value, whichever is lower at the time of purchase. During
the six-month period under review, the Trust purchased 1,230,900 shares of
common stock at a weighted average market discount of 13.64 percent.

   We appreciate your support of TCW/DW Term Trust 2002 and look forward to
continuing to serve your investment needs and objectives.

                                          Very truly yours,

                                      /s/ Charles A. Fiumefreddo

                                          Charles A. Fiumefreddo
                                          Chairman of the Board




         
<PAGE>




TCW/DW TERM TRUST 2002
Results of Annual Meeting (unaudited)
- -----------------------------------------------------------------------------
                                     ***

On December 20, 1995, an annual meeting of the Trust's shareholders was held
for the purpose of voting on three separate matters, the results of which were
as follows:

(1) Election of Trustees

Richard M. DeMartini
   For ....................................................   38,214,455
   Withheld ...............................................      709,458
Paul Kolton
   For ....................................................   38,194,286
   Withheld ...............................................      729,627
Thomas E. Larkin, Jr.
   For ....................................................   38,212,710
   Withheld ...............................................      711,203
John L. Schroeder
   For ....................................................   38,222,119
   Withheld ...............................................      701,794
Marc I. Stern
   For ....................................................   38,210,330
   Withheld ...............................................      713,583

The following Trustees were not standing for reelection at
this meeting: John C. Argue, Charles A. Fiumefreddo,
John R. Haire, Dr. Manuel H. Johnson and Michael E. Nugent.

(2)Continuance of Currently Effective Investment Advisory
   Agreement between the Trust and TCW Funds Management:

   For ....................................................   36,967,116
   Against ................................................      561,958
   Abstain ................................................    1,394,839

(3)Ratification of Price Waterhouse LLP as Independent
   Accountants for the Fiscal Year ending September 30, 1996:

   For ....................................................   37,616,287
   Against ................................................      454,476
   Abstain ................................................      853,150


In addition, a shareholder proposal to amend the Trust's Declaration of Trust
to require each Trustee within 30 days of election to become a shareholder of
the Trust failed to obtain the necessary quorum of a majority of outstanding
shares in order to be presented at the Meeting.





         
<PAGE>




TCW/DW TERM TRUST 2002
Portfolio of Investments March 31, 1996 (unaudited)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>

 PRINCIPAL
 AMOUNT (IN                                                                COUPON    MATURITY
 THOUSANDS)                                                                 RATE       DATE         VALUE
- ------------                                                              --------  ----------     -------
<C>         <S>                                                           <C>        <C>             <C>
            COLLATERALIZED MORTGAGE
             OBLIGATIONS (113.5%)
            U.S. GOVERNMENT AGENCIES (58.7%)
   $   727  Federal Home Loan Mortgage Corp. 1385 SB ...................  10.073+%   10/15/07   $    702,815
     3,063  Federal Home Loan Mortgage Corp. 1389 SB ...................  10.20 +    10/15/07      2,705,950
    30,000  Federal Home Loan Mortgage Corp. 1465 G (PAC)++  ...........   7.00      12/15/07     29,578,200
    15,600  Federal Home Loan Mortgage Corp. 1481 H (PAC)++  ...........   6.875     08/15/21     15,170,376
     4,941  Federal Home Loan Mortgage Corp. 1519 J ....................  16.613+    05/15/08      4,352,313
    16,447  Federal Home Loan Mortgage Corp. 1606 SC ...................   6.931+    11/15/08     11,209,512
    10,943  Federal Home Loan Mortgage Corp. 1609 LG (PAC) .............   5.552+    11/15/23      8,517,667
    19,884  Federal Home Loan Mortgage Corp. 1611 QB (PAC)++  ..........  10.062+    11/15/23     16,851,918
    18,300  Federal Home Loan Mortgage Corp. 1633 B++ ..................   6.50      09/15/23     17,206,758
    18,500  Federal Home Loan Mortgage Corp. 1638 K (PAC)++  ...........   6.50      03/15/23     17,328,580
     2,094  Federal National Mortgage Assoc. 1992-138 O++ ..............   7.50      07/25/22      2,083,203
    13,993  Federal National Mortgage Assoc. 1992-150 SV (PAC)  ........  11.107+    05/25/21     13,542,549
    15,703  Federal National Mortgage Assoc. 1992-208 C (TAC)++  .......   7.50      10/25/07     15,702,342
    16,248  Federal National Mortgage Assoc. 1992-214 K++ ..............   7.50      12/25/22     16,028,322
     8,333  Federal National Mortgage Assoc. 1993-139 SP (PAC)  ........   8.34 +    12/25/21      6,482,250
    29,935  Federal National Mortgage Assoc. 1993-141 A++ ..............   7.00      12/25/22     29,074,063
     9,843  Federal National Mortgage Assoc. 1993-179 SV ...............   5.218+    10/25/21      6,452,954
    18,193  Federal National Mortgage Assoc. 1993-190 S ................   4.986+    10/25/08     11,967,269
     8,907  Federal National Mortgage Assoc. 1993-190 SB (PAC)  ........   6.003+    10/25/08      8,207,828
     5,814  Federal National Mortgage Assoc. 1993-238 SA ...............   6.77 +    07/25/08      4,173,347
    20,000  Federal National Mortgage Assoc. G1992-44 SC ...............  12.501+    08/25/20     19,300,000
                                                                                                ------------
            TOTAL U.S. GOVERNMENT AGENCIES
             (IDENTIFIED COST $284,134,688) ..................................................   256,638,216
                                                                                                ------------
            PRIVATE ISSUES (54.8%)
     9,022  Bear Stearns Mortgage Securities, Inc 1993-10 A7 (PAC)  ....   7.20      07/25/24      8,685,028
       393  Capstead Securities Corp. IV 1992-15 C .....................   7.50      06/25/23        391,296
    19,844  Citicorp Mortgage Securities , Inc. 1992-20 A5 .............   7.50      12/25/07     19,887,260
    19,574  CMC Securities Corp. III 1994-C A9 (PAC) ...................   6.75      03/25/24     17,600,941
    11,232  Country Wide Funding Corp. 1994-4 A12 ......................   6.95      04/25/24     10,080,677
    21,117  Country Wide Mortgage Backed Securities, Inc 1993-B A6 (PAC)   6.75      11/25/23     18,530,167
    27,270  General Electric Capital Mortgage Services, Inc. 1994-6 A9     6.50      09/25/22     23,386,807
    27,144  Prudential Home Mortgage Securities 1992-50 A3 .............   8.00      12/25/23     27,348,697
    13,170  Prudential Home Mortgage Securities 1993-2 A7 ..............   7.00      02/25/08     12,614,290
    21,869  Prudential Home Mortgage Securities 1993-34 A1 .............   7.00      08/25/23     21,828,381
    20,000  Prudential Home Mortgage Securities 1993-60 A3 (PAC)++  ....   6.75      12/25/23     17,825,200
    41,182  Resolution Funding Mortgage Securities I 1992-S38 A6  ......   7.50      02/25/18     41,439,388
    16,836  Resolution Funding Mortgage Securities I 1993-S40 A8 (TAC)     6.75      11/25/23     15,230,773
     4,731  Ryland Mortgage Securities Corp. 1992-18 C .................   7.75      09/25/19      4,690,787
                                                                                                ------------
            TOTAL PRIVATE ISSUES
             (IDENTIFIED COST $248,534,749) ..................................................   239,539,692
                                                                                                ------------
            TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
             (IDENTIFIED COST $532,669,437) ..................................................   496,177,908
                                                                                                ------------
            MUNICIPAL BONDS (A) (20.3%)
            EDUCATIONAL FACILITIES REVENUE (1.0%)
     6,600  Austin Independent School District, Texas ..................   0.00      08/01/03      4,570,500
                                                                                                ------------
            ELECTRIC REVENUE (2.8%)
            Austin, Texas,
     5,195   Combined Utility Ser A (FGIC) .............................   0.00      05/15/03      3,635,773
     4,355   Combined Utility Ser A (FGIC) (ETM) .......................   0.00      05/15/03      3,062,784
     8,400  Lower Colorado River Authority, Texas,
             Jr Lien 4th Ser (FGIC) ....................................   0.00      01/01/04      5,696,964
                                                                                                ------------
                                                                                                  12,395,521
                                                                                                ------------
</TABLE>




         
<PAGE>




TCW/DW TERM TRUST 2002
Portfolio of Investments March 31, 1996 (unaudited) (continued)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>

 PRINCIPAL
 AMOUNT (IN                                                                COUPON    MATURITY
 THOUSANDS)                                                                 RATE       DATE         VALUE
- -----------                                                               --------  ----------     -------
<C>         <S>                                                             <C>     <C>             <C>
            INDUSTRIAL DEVELOPMENT REVENUE (4.1%)
            Metropolitan Pier & Exposition Authority, Illinois,
   $ 6,610   McCormick Place (AMBAC) ...................................    0.00%   06/15/02    $   4,858,020
     7,400   McCormick Place (AMBAC) ...................................    0.00    12/15/02        5,305,504
    10,465  Pennsylvania Convention Center Authority,
             Ser A (FGIC) (ETM) ........................................    0.00    09/01/02        7,659,020
                                                                                                -------------
                                                                                                   17,822,544
                                                                                                -------------
            OTHER REVENUE (7.0%)
    17,500  North Slope Boro, Alaska, Ser 1992 A (MBIA) ................    0.00    06/30/03       12,171,075
    33,140  Johnson County, Kansas (AMBAC) (ETM) .......................    0.00    06/01/12       10,901,734
    10,400  Texas, 1992 Refg Ser C (FGIC) ..............................    0.00    04/01/03        7,323,264
                                                                                                -------------
                                                                                                   30,396,073
                                                                                                -------------
            TAX ALLOCATION (2.1%)
    12,370  Harris County, Texas (MBIA) ................................    0.00    10/01/02        8,988,042
                                                                                                -------------
            TRANSPORTATION REVENUE (1.9%)
    12,000  Contra Costa Transportation Authority, California, Sales Tax
             (FGIC) (ETM) ..............................................    0.00    03/01/04        8,089,560
                                                                                                -------------
            WATER & SEWER REVENUE (1.4%)
     9,500  Pittsburgh, Pennsylvania, Water & Sewer Ser A
             (FGIC) (ETM) ..............................................    0.00    09/01/04        6,246,820
                                                                                                -------------
            TOTAL MUNICIPAL BONDS (IDENTIFIED COST $82,812,988) ..............................     88,509,060
                                                                                                -------------
            SHORT-TERM INVESTMENT (1.1%)
            REPURCHASE AGREEMENT
     4,893  The Bank of New York (dated 03/29/96; proceeds $4,894,698;
             collateralized by $4,668,928 U.S. Treasury Bond 7.25% due
             05/15/16 valued at $4,990,720) (Identified Cost
             $4,892,863) ...............................................    4.50     04/01/96       4,892,863
                                                                                                -------------
            TOTAL INVESTMENTS (IDENTIFIED COST $620,375,288) (B) .................. 134.9%        589,579,831
            LIABILITIES IN EXCESS OF OTHER ASSETS ................................. (34.9)       (152,462,185)
                                                                                    ------      -------------
            NET ASSETS ............................................................ 100.0%      $ 437,117,646
                                                                                    ======      =============
</TABLE>
- -------------------
   ETM   Escrowed to Maturity.
   PAC   Planned Amortization Class.
   TAC   Targeted Amortization Class.
   +     Inverse floater: interest rate moves inversely to a designated index,
         such as LIBOR (London Inter-Bank Offered Rate) or COFI (Cost of Funds
         Index), typically at a multiple of the changes of the relevant index
         rate.
   ++    Some or all of these securities are pledged in connection with
         reverse repurchase agreements.
   (a)   Investments in Texas Municipal Obligations represent 5.9% of net
         assets.
   (b)   The aggregate cost of investments for federal income tax purposes is
         $620,375,288; the aggregate gross unrealized appreciation is
         $11,417,779 and the aggregate gross unrealized depreciation is
         $42,213,236, resulting in net unrealized depreciation of $30,795,457.

Bond Insurance:
- ---------------

   AMBAC  AMBAC Indemnity Corporation.

    FGIC  Financial Guaranty Insurance Company.

    MBIA  Municipal Bond Investors Assurance Corporation.


                      See Notes to Financial Statements





         
<PAGE>

TCW/DW TERM TRUST 2002
Financial Statements
- -----------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES
March 31, 1996 (unaudited)
- -----------------------------------------------------------------------------

ASSETS:
Investments in securities, at value
 (identified cost $620,375,288)  ....   $589,579,831
Interest receivable .................      3,255,188
Deferred organizational expenses  ...         23,082
Prepaid expenses and other assets  ..         53,697
                                        ------------
  TOTAL ASSETS ......................    592,911,798
                                        ------------
LIABILITIES:
Reverse repurchase agreements  ......    154,295,000
Payable for:
 Interest ...........................        825,212
 Shares of beneficial interest
  repurchased .......................        285,726
 Management fee .....................        175,427
 Investment advisory fee ............        116,951
Payable to bank .....................         13,447
Accrued expenses and other payables           82,389
Contingencies (Note 8) ..............        --
                                        ------------
  TOTAL LIABILITIES .................    155,794,152
                                        ------------
NET ASSETS:
Paid-in-capital .....................    451,384,472
Net unrealized depreciation .........    (30,795,457)
Accumulated undistributed net
 investment income ..................     16,528,631
                                        ------------
  NET ASSETS ........................   $437,117,646
                                        ============
NET ASSET VALUE PER SHARE,
 47,741,040 shares outstanding
 (unlimited shares authorized of
 $.01 par value) ....................          $9.16
                                               =====

- -----------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the six months ended March 31, 1996 (unaudited)
- -----------------------------------------------------------------------------

NET INVESTMENT INCOME:
 INTEREST INCOME ....................   $22,125,949
                                        -----------
 EXPENSES
  Management fee ....................       890,139
  Investment advisory fee  ..........       593,426
  Transfer agent fees and expenses ..        82,572
  Shareholder reports and notices ...        62,680
  Professional fees .................        46,308
  Insurance expenses ................        37,369
  Custodian fees ....................        34,170
  Registration fees .................        28,254
  Trustees' fees and expenses  ......        13,707
  Organizational expenses  ..........         7,185
  Other .............................        12,170
                                        -----------
   TOTAL OPERATING EXPENSES  ........     1,807,980
  Interest expense ..................     4,129,841
                                        -----------
   TOTAL EXPENSES ...................     5,937,821
                                        -----------
   NET INVESTMENT INCOME ............    16,188,128
                                        -----------
NET REALIZED AND UNREALIZED LOSS:
  Net realized loss .................      (180,032)
  Net change in unrealized
   depreciation .....................    (1,699,170)
                                        -----------
   NET LOSS .........................    (1,879,202)
                                        -----------
   NET INCREASE .....................   $14,308,926
                                        ===========

                      See Notes to Financial Statements



         
<PAGE>



TCW/DW TERM TRUST 2002
Financial Statements (continued)
- -----------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                    FOR THE SIX         FOR THE
                                                                    MONTHS ENDED       YEAR ENDED
                                                                   MARCH 31, 1996  SEPTEMBER 30, 1995
                                                                   --------------  ------------------
                                                                    (UNAUDITED)
<S>                                                                 <C>               <C>
INCREASE (DECREASE) IN NET ASSETS:
 Operations:
  Net investment income .......................................     $ 16,188,128      $ 33,430,837
  Net realized gain (loss) ....................................         (180,032)          433,720
  Net change in unrealized depreciation .......................       (1,699,170)       61,921,924
                                                                    ------------      ------------
   Net increase ...............................................       14,308,926        95,786,481
                                                                    ------------      ------------
 Dividends and distributions from:
  Net investment income .......................................      (13,991,371)      (33,619,948)
  Net realized gain ...........................................         (253,688)          (17,102)
                                                                    ------------      ------------
   Total ......................................................      (14,245,059)      (33,637,050)
                                                                    ------------      ------------
 Net decrease from transactions in shares of beneficial
  interest ....................................................       (9,951,193)       (8,058,878)
                                                                    ------------      ------------
   Total increase (decrease) ..................................       (9,887,326)       54,090,553
NET ASSETS:
 Beginning of period ..........................................      447,004,972       392,914,419
                                                                    ------------      ------------
 END OF PERIOD (Including undistributed net investment income of
  $16,528,631 and $14,331,874, respectively) ..................     $437,117,646      $447,004,972
                                                                    ============      ============
</TABLE>

- -----------------------------------------------------------------------------
STATEMENT OF CASH FLOWS For the six months ended March 31, 1996 (unaudited)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                              <C>
INCREASE (DECREASE) IN CASH:
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
  Net investment income ........................................................   $ 16,188,128
  Adjustments to reconcile net investment income to net cash provided by
   operating activities:
   Increase in receivables and other assets related to operations  .............        (44,185)
   Increase in payables related to operations ..................................        243,283
   Net amortization of discount/premium ........................................     (2,542,790)
                                                                                   ------------
     Net cash provided by operating activities .................................     13,844,436
                                                                                   ------------
CASH FLOWS USED FOR INVESTING ACTIVITIES:
  Purchases of investments .....................................................    (23,290,438)
  Principal prepayments/sales of investments ...................................     10,674,763
  Net purchases of short-term investments ......................................     (3,136,555)
                                                                                   ------------
     Net cash used for investing activities ....................................    (15,752,230)
                                                                                   ------------
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES:
  Net payments for shares of beneficial interest repurchased ...................     (9,920,594)
  Net payments from maturities of reverse repurchase agreements  ...............     26,060,000
  Dividends to shareholders from net investment income .........................    (13,991,371)
  Distributions to shareholders from capital gains .............................       (253,688)
                                                                                   ------------
     Net cash provided by financing activities .................................      1,894,347
                                                                                   ------------
     Net decrease in cash ......................................................        (13,447)
Cash at beginning of period ....................................................        --
                                                                                   ------------
CASH BALANCE AT END OF PERIOD ..................................................   $    (13,447)
                                                                                   ============
Cash paid during the period for interest .......................................   $  3,881,278
                                                                                   ============
</TABLE>

                      See Notes to Financial Statements



         
<PAGE>




TCW/DW TERM TRUST 2002
Notes to Financial Statements  March 31, 1996 (unaudited)
- -----------------------------------------------------------------------------

1. ORGANIZATION AND ACCOUNTING POLICIES -- TCW/DW Term Trust 2002 (the
"Trust") is registered under the Investment Company Act of 1940, as amended,
as a diversified, closed-end management investment company. The Trust was
organized as a Massachusetts business trust on August 28, 1992 and commenced
operations on November 30, 1992. The Trust will distribute substantially all
of its net assets on or about December 31, 2002 and will then terminate.

     The following is a summary of significant accounting policies:

     A. Valuation of Investments -- (1) 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; (2) when
     market quotations are not readily available, including circumstances
     under which it is determined by the Adviser that sale and 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; (3)
     certain 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, if available, in
     determining what it believes is the fair valuation of the portfolio
     securities valued by such pricing service; and (4) short-term debt
     securities having a maturity date of more than sixty days at time of
     purchase are valued on a mark-to-market basis until sixty days prior to
     maturity and thereafter at amortized cost based on their value on the
     61st day. Short-term debt securities having a maturity date of sixty days
     or less at the time of purchase are valued at amortized cost.

     B. Accounting for Investments -- Security transactions are accounted for
     on the trade date (date the order to buy or sell is executed). Realized
     gains and losses on security transactions are determined by the
     identified cost method. The Trust amortizes premiums and accretes
     discounts over the life of the respective securities. Interest income is
     accrued daily.

     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 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 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.

     E. Organizational Expenses -- Dean Witter InterCapital Inc.
     ("InterCapital"), an affiliate of Dean Witter Services Company Inc. (the
     "Manager"), paid the organizational expenses of the Trust in the





         
<PAGE>




TCW/DW TERM TRUST 2002
Notes to Financial Statements  March 31, 1996 (unaudited) (continued)
- -----------------------------------------------------------------------------

     amount of approximately $70,200 which have been reimbursed for the full
     amount thereof. Such expenses have been deferred and are being amortized
     on the straight-line method over a period not to exceed five years from
     the commencement of operations.

2. MANAGEMENT AGREEMENT -- Pursuant to a Management Agreement, the Trust pays
a management fee, accrued weekly and payable monthly, by applying the annual
rate of 0.39% to the Trust's weekly net assets.

   Under the terms of the Management Agreement, the 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 Manager. The Manager also bears the cost of telephone
services, heat, light, power and other utilities provided to the Trust.

3. INVESTMENT ADVISORY AGREEMENT -- Pursuant to an Investment Advisory
Agreement with TCW Funds Management, Inc. (the "Adviser"), the Trust pays an
advisory fee, accrued weekly and payable monthly, by applying the annual rate
of 0.26% to the Trust's weekly net assets.

   Under the terms of the Investment Advisory Agreement, the Trust has
retained the Adviser to invest the Trust's assets, including placing orders
for the purchase and sale of portfolio securities. The Adviser obtains and
evaluates such information and advice relating to the economy, securities
markets and specific securities as it considers necessary or useful to
continuously manage the assets of the Trust in a manner consistent with its
investment objective. In addition, the Adviser pays the salaries of all
personnel, including officers of the Trust, who are employees of the Adviser.

4. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES -- The cost of
purchases and proceeds from sales/prepayments of portfolio securities,
excluding short-term investments, for the six months ended March 31, 1996 were
as follows:

                                                                     SALES/
                                                    PURCHASES     PREPAYMENTS
                                                   -----------   -------------
U.S. Government Agencies ......................... $   --          $  829,821
Private Issue Collateralized Mortgage Obligations  23,290,438       9,844,942

   Dean Witter Trust Company, an affiliate of the Manager, is the Trust's
transfer agent. At March 31, 1996, the Trust had transfer agent fees and
expenses payable of approximately $11,000.

5. SHARES OF BENEFICIAL INTEREST -- Transactions in shares of beneficial
interest were as follows:

<TABLE>
<CAPTION>
                                                                                      CAPITAL PAID
                                                                         PAR VALUE    IN EXCESS OF
                                                            SHARES       OF SHARES     PAR VALUE
                                                           --------     -----------  --------------
<S>                                                     <C>            <C>          <C>
Balance, September 30, 1994 and 1995 ..................   48,971,940     $489,719     $460,845,946
Treasury shares purchased and retired (weighted
 average discount 13.64%)* ............................   (1,230,900)     (12,309)      (9,938,884)
                                                          -----------    ---------    ------------
Balance, March 31, 1996 ...............................   47,741,040     $477,410     $450,907,062
                                                          ===========    =========    ============
<FN>
- ------------

   *   The Trustees have voted to retire the shares purchased.
</TABLE>





         
<PAGE>




TCW/DW TERM TRUST 2002
Notes to Financial Statements  March 31, 1996 (unaudited) (continued)
- -----------------------------------------------------------------------------

6. REVERSE REPURCHASE AND DOLLAR ROLL AGREEMENTS --Reverse repurchase and
dollar roll agreements involve the risk that the market value of the
securities the Trust is obligated to repurchase under the agreement may
decline below the repurchase price. In the event the buyer of securities under
a reverse repurchase or dollar roll agreement files for bankruptcy or becomes
insolvent, the Trust's use of proceeds may be restricted pending a
determination by the other party, or its trustee or receiver, whether to
enforce the Trust's obligation to repurchase the securities.

   Reverse repurchase agreements are collateralized by Trust securities with a
market value in excess of the Trust's obligation under the contract. At March
31, 1996, securities valued at $159,548,456 were pledged as collateral.

   At March 31, 1996, the reverse repurchase agreements outstanding were
$154,295,000 with a weighted interest rate of 5.33% maturing within 30 days.
The maximum and average daily amounts outstanding during the period were
$154,872,000 and $143,057,585, respectively. The weighted average interest
rate during the period was 5.77%.

7. DIVIDENDS -- The Trust declared the following dividends from net investment
income payable to shareholders of record subsequent to March 31, 1996:

   DECLARATION       AMOUNT PER        RECORD          PAYABLE
      DATE             SHARE            DATE            DATE
  -------------     ------------      --------        ---------
 March 26, 1996       $0.0475       April 4, 1996    April 19, 1996
 April 23, 1996       $0.0475       May 3, 1996      May 17, 1996


8. LITIGATION -- Four purported class actions have been filed in the Superior
Court for the State of California, County of Orange, against some of the
Trust's Trustees and officers, one of its underwriters, the lead
representative of its underwriters, the Advisor, the Manager and other
defendants -- but not against the Trust -- by certain shareholders of the
Trust and other trusts for which the defendants act in similiar capacities.
These plaintiffs generally allege violations of state statutory and common law
in connection with the marketing of the Trust to customers of one of the
underwriters. Damages, including punitive damages, are sought in an
unspecified amount. On or about October 20, 1995, the plaintiffs filed an
amended complaint consolidating these four actions. All defendants except two
of the Trustees have filed answers and affirmative defenses to the
consolidated amended complaint. The two Trustees have an indefinite extension
in which to respond to the complaint.

   Certain of the defendants in these suits have asserted their right to
   indemnification from the Trust.

   The ultimate outcome of these matters is not presently determinable, and no
provision has been made in the Trust's financial statements for the effect, if
any, of such matters.





         
<PAGE>




TCW/DW TERM TRUST 2002
Financial Highlights
- -----------------------------------------------------------------------------
Selected ratios and per share data for a share of beneficial interest
outstanding throughout each period:

<TABLE>
<CAPTION>
                                                                                                      FOR THE PERIOD
                                           FOR THE SIX         FOR THE              FOR THE         NOVEMBER 30, 1992*
                                           MONTHS ENDED       YEAR ENDED           YEAR ENDED            THROUGH
                                          MARCH 31, 1996   SEPTEMBER 1995++++   SEPTEMBER 30, 1994  SEPTEMBER 30, 1993
                                          --------------  --------------------  ------------------  ------------------
                                           (UNAUDITED)
<S>                                      <C>             <C>                   <C>                 <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period  ..      $ 9.13             $ 7.86              $ 10.18              $ 9.40
                                              ------             ------              -------              ------
Net investment income ..................        0.35               0.68                 0.99                0.73
Net realized and unrealized gain (loss)        (0.05)              1.25                (2.45)               0.65
                                              ------             ------              -------              ------
Total from investment operations  ......        0.30               1.93                (1.46)               1.38
                                              ------             ------              -------              ------
Less dividends and distributions from:
 Net investment income .................       (0.29)             (0.68)               (0.84)              (0.59)
 Net realized gain .....................       (0.01)              --                  (0.02)               --
                                              ------             ------              -------              ------
Total dividends and distributions  .....       (0.30)             (0.68)               (0.86)              (0.59)
                                              ------             ------              -------              ------
Anti-dilutive effect of acquiring
 treasury shares .......................        0.03               0.02                 --                  --
Less offering costs charged against
 capital ...............................        --                 --                   --                 (0.01)
                                              ------             ------              -------              ------
Net asset value, end of period .........      $ 9.16             $ 9.13              $  7.86              $10.18
                                              ======             ======              =======              ======
Market value, end of period ............      $ 7.75             $ 7.75              $  8.25              $10.25
                                              ======             ======              =======              ======
TOTAL INVESTMENT RETURN+ ...............        3.68%(1)           2.52%              (12.19)%              8.60%(1)
RATIOS TO AVERAGE NET ASSETS:
Operating expenses .....................        0.79%(2)           0.80%                0.78%               0.77%(2)
Interest expense .......................        1.81%(2)           2.28%                1.44%               0.68%(2)
Total expenses .........................        2.60%(2)           3.08%                2.22%               1.45%(2)
Net investment income ..................        7.09%(2)           8.15%               10.85%               9.05%(2)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands      $437,118           $447,005             $392,914            $509,220
                                                                   --
Portfolio turnover rate ................           2%(1)               %++                24%                 29%(1)
</TABLE>

- ------------

   *    Commencement of operations.
   +    Total investment return is based upon the current market value on the
        first day of each period reported. Dividends and distributions are
        assumed to be reinvested at the prices obtained under the Trust's
        reinvestment plan. Total investment return does not reflect brokerage
        commissions.
   ++   Less than 0.5%.
   ++++ Restated for comparative purposes.
   (1)  Not annualized.
   (2)  Annualized.

                      See Notes to Financial Statements




         
<PAGE>




TRUSTEES
John C. Argue
Richard M. DeMartini
Charles A. Fiumefreddo
John R. Haire
Dr. Manuel H. Johnson
Paul Kolton
Thomas E. Larkin, Jr.
Michael E. Nugent
John L. Schroeder
Marc I. Stern

OFFICERS
Charles A. Fiumefreddo
Chairman and Chief Executive Officer
Thomas E. Larkin, Jr.
President
Sheldon Curtis
Vice President, Secretary and
General Counsel
Philip A. Barach
Vice President
Jeffrey E. Gundlach
Vice President
Thomas F. Caloia
Treasurer

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

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

MANAGER
Dean Witter Services Company Inc.

ADVISER
TCW Funds Management, Inc.



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.


T C W / D W


         TERM TRUST
         2002


         SEMIANNUAL REPORT
         MARCH 31, 1996








© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission