<PAGE>
TCW/DW TERM TRUST 2003 Two World Trade Center,
Letter to the Shareholders March 31, 2000 New York, New York 10048
DEAR SHAREHOLDER:
For the 12-month period ended March 31, 2000, the net asset value of TCW/DW Term
Trust 2003 decreased from $10.36 to $9.91 per share. Based on this change and
the reinvestment of dividends totaling approximately $0.64 per share, the
Trust's total return for the period was 2.52 percent. Over the same period, the
Trust's market price on the New York Stock Exchange (NYSE) decreased from $9.375
to $8.875 per share. Based on this change and the reinvestment of dividends, the
Trust's total return for the period was 1.46 percent.
MARKET OVERVIEW
Strong crosscurrents buffeted the fixed-income markets over the fiscal year.
A Treasury buyback plan provided strong support for the long bond, which
eventually trickled down to the intermediate-term issues. Against this backdrop,
the U.S. economy remained incredibly resilient in spite of soaring energy costs
and higher interest rates, a matter of great concern to the fixed-income
markets. Even though the Federal Reserve Board raised interest rates five times
since last June, the economy has shown few signs of slowing. Capital spending,
construction activity and consumer spending remain high, and the manufacturing
sector is growing out of strong demand for U.S. goods. The equity market has
exhibited extreme volatility in response to both strong economic growth and
higher interest rates. Many analysts believe that the Fed may take a more
aggressive stance, a belief supported by the minutes of the Federal Open Market
Committee's February meeting, which revealed the preference of a few committee
members for incremental rate increases of 50 basis points rather than 25. Some
analysts are already predicting additional rate hikes by the end of this year,
with at least a quarter-point rise in May considered a near certainty. The end
result of all these factors has been a compromise of sorts, with U.S. Treasuries
rallying impressively while yields on mortgages, corporates and high-yield bonds
remain unchanged or higher.
Mortgage-sector performance was led by the Government National Mortgage
Association (GNMA) subsector. Much of the return advantage
<PAGE>
TCW/DW TERM TRUST 2003
Letter to the Shareholders March 31, 2000, continued
of the GNMA sector during this period was attributed to its superior credit
quality, an issue that came to the forefront of the market's focus as the result
of concerns about changes in the federal regulations of agency debt. Treasury
Under Secretary Gary Gensler's comments concerning the expanding role of
government-sponsored enterprises (GSEs) in the capital markets caused the price
spreads between GNMA and FNMA 6.0% pass-throughs to expand by approximately
three quarters of a point.
THE PORTFOLIO
Approximately 72 percent of the Trust's portfolio is invested in mortgage
pass-through securities issued by agencies of the U.S. government or AAA-rated
collateralized mortgage obligations (CMOs) with durations, average lives or
expected maturity dates that correspond closely to the Trust's termination date
of December 31, 2003. An additional 16 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.
Approximately 12 percent is invested in AAA-rated municipal bonds and short-term
investments. The municipal bond holdings play an important role as the Trust
seeks to achieve its objective of returning the original $10 per share offering
price to shareholders at maturity. As of March 31, 2000, the Trust's degree of
leverage (the ratio of debt to assets) was 30.7 percent of its total portfolio
assets.
LOOKING AHEAD
According to TCW Investment Management Company (TCW), the Trust's adviser, the
four basic determinants of value in mortgage-backed securities (MBSs), namely
absolute yield, spread versus Treasuries, prepayment risk and supply, have
recently converged to make mortgages substantially more attractive now than they
have been at any other time in the past decade. The yields and spreads of MBSs
are at historic highs, with current-coupon mortgages yielding close to 8.00
percent and priced at almost 200 basis points over Treasuries. TCW believes that
the supply outlook for the MBS sector is currently very positive. The issuance
of new 30-year fixed-rate agency pass-throughs is down more than 45 percent
because mortgage rates have climbed to a five-year high. Home borrowers have
gravitated toward adjustable rate mortgages (ARMs) to the degree that 35 percent
of total origination now consists of ARMs.
Not surprisingly, many dealers are now recommending that investors take
advantage of the market's current weakness by adding to their mortgage
positions, and TCW supports this recommendation. Nonetheless, the market's
heightened sensitivity to Treasury supply is unlikely to be alleviated any time
soon. Treasury revenue is expected to surge over the next several months because
of tax receipts, which
2
<PAGE>
TCW/DW TERM TRUST 2003
Letter to the Shareholders March 31, 2000, continued
may cause the pace of Treasury buybacks to accelerate. The lack of Treasury bond
issuance, combined with the buyback program, is likely to maintain pressure on
the yield curve to stay inverted. These factors will keep mortgage spreads
vulnerable to further widening. Nonetheless, TCW's current outlook on the
mortgage sector is positive.
The Trust's net asset value and NYSE market values will continue to fluctuate in
response to changes in market conditions and interest rates. As stated in the
Trust's original prospectus, the Trust's income and dividends are expected to
decline to some extent over the term of the Trust and as the Trust approaches
its termination date.
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 period under
review, the Trust purchased 3,571,600 shares of common stock at a weighted
average market discount of 7.58 percent.
We appreciate your ongoing support of TCW/DW Term Trust 2003 and look forward to
continuing to serve your investment needs.
Very truly yours,
/s/ CHARLES A. FIUMEFREDDO /s/ MITCHELL M. MERIN
-------------------------- ---------------------
CHARLES A. FIUMEFREDDO MITCHELL M. MERIN
Chairman of the Board President
3
<PAGE>
TCW/DW TERM TRUST 2003
Results of Annual Meeting (unaudited)
* * *
On October 28, 1999, 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:
Michael Bozic
For ..................................................... 68,279,023
Withheld ................................................ 1,641,582
Charles A. Fiumefreddo
For ..................................................... 68,189,435
Withheld ................................................ 1,731,170
The following Trustees were not standing for reelection at this meeting: Edwin
J. Garn, Wayne E. Hedien, Dr. Manuel H. Johnson, Michael E. Nugent, Philip J.
Purcell and John L. Schroeder.
(2) Ratification of the selection of PricewaterhouseCoopers LLP as Independent
Accountants:
For ..................................................... 66,522,851
Against ................................................. 2,025,390
Abstain ................................................. 1,372,364
In addition, a shareholder proposal to amend the Trust's Declaration of Trust to
require each Trustee, within thirty days of election, to become a shareholder of
the Trust failed to obtain the necessary quorum of a majority of shares
outstanding and entitled to vote at the meeting. Although a quorum was not
obtained, the following represents the total of the shares whose votes were
returned to the Trust prior to the meeting: 10,231,096 shares voted in favor of
the proposal; 27,259,403 shares voted against the proposal; and 3,406,314 shares
abstained.
4
<PAGE>
TCW/DW TERM TRUST 2003
Portfolio of Investments March 31, 2000
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT IN COUPON MATURITY
THOUSANDS RATE DATE VALUE
-----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
COLLATERALIZED MORTGAGE OBLIGATIONS (126.0%)
U.S. GOVERNMENT AGENCIES (90.4%)
$ 2,802 Federal Home Loan Mortgage Corp. 1409 S (PAC) .................. 8.015+% 11/15/07 $ 2,700,815
70,000 Federal Home Loan Mortgage Corp. 1465 G (PAC) ++................ 7.00 12/15/07 69,353,795
19,608 Federal Home Loan Mortgage Corp. 1507 L ++...................... 7.00 10/15/22 18,793,071
9,700 Federal Home Loan Mortgage Corp. 1522 K ........................ 6.50 12/15/22 9,131,744
860 Federal Home Loan Mortgage Corp. 1524 SA ....................... 8.50 + 05/15/08 854,055
8,281 Federal Home Loan Mortgage Corp. 1535 B ++...................... 7.00 01/15/23 7,900,795
3,814 Federal Home Loan Mortgage Corp. 1539 SA ....................... 7.351+ 06/15/08 3,502,112
42,385 Federal Home Loan Mortgage Corp. 1542 N (PAC) ++................ 7.00 01/15/22 41,296,786
38,223 Federal Home Loan Mortgage Corp. 1543 UG (PAC) ++............... 7.00 01/15/23 37,143,375
17,005 Federal Home Loan Mortgage Corp. 1544 M ........................ 5.954+ 07/15/08 14,687,849
2,213 Federal Home Loan Mortgage Corp. 1556 SA ....................... 9.267+ 08/15/13 2,100,063
12,360 Federal Home Loan Mortgage Corp. 1563 SA ....................... 7.906+ 08/15/08 11,425,213
5,123 Federal Home Loan Mortgage Corp. 1565 IB (TAC) ................. 4.675+ 08/15/08 4,935,201
8,894 Federal Home Loan Mortgage Corp. 1576 SA ....................... 5.096+ 09/15/08 7,490,352
32,363 Federal Home Loan Mortgage Corp. 1602 PW (PAC) ................. 6.50 12/15/21 31,561,239
4,493 Federal Home Loan Mortgage Corp. 1604 S ........................ 4.222+ 11/15/08 4,282,081
3,860 Federal Home Loan Mortgage Corp. 1606 KD (PAC) ................. 5.241+ 11/15/08 3,649,952
14,256 Federal Home Loan Mortgage Corp. 1970 PC (PAC) ................. 6.75 11/15/21 14,188,806
75,000 Federal Home Loan Mortgage Corp. 2143 CH (PAC) ................. 6.00 02/15/19 73,139,153
39,760 Federal Home Loan Mortgage Corp. G 15 PA ++..................... 7.00 12/25/21 38,471,597
6,710 Federal National Mortgage Assoc. 1993-101 SA (TAC) ............. 9.227+ 06/25/08 6,598,757
6,394 Federal National Mortgage Assoc. 1993-101 SB (TAC) ............. 10.635+ 06/25/08 6,486,355
4,126 Federal National Mortgage Assoc. 1993-114 SC ................... 9.00 + 07/25/08 3,937,635
32,200 Federal National Mortgage Assoc. 1993-121 B ++.................. 7.00 03/25/23 30,811,832
19,250 Federal National Mortgage Assoc. 1993-135 S .................... 5.107+ 07/25/08 16,163,840
3,168 Federal National Mortgage Assoc. 1993-135 SB ................... 5.292+ 06/25/08 2,675,865
26,400 Federal National Mortgage Assoc. 1993-141 B .................... 7.00 04/25/23 25,176,083
1,280 Federal National Mortgage Assoc. 1993-141 SA ................... 10.00 + 03/25/23 1,283,098
31,579 Federal National Mortgage Assoc. 1993-165 SM (TAC) ............. 5.795+ 05/25/23 28,456,851
4,792 Federal National Mortgage Assoc. 1993-173 S .................... 4.50 + 09/25/08 4,129,516
71,000 Federal National Mortgage Assoc. 1993-21 H (PAC) ++............. 7.00 03/25/22 69,727,162
12,210 Federal National Mortgage Assoc. 1993-20 L ..................... 7.00 12/25/22 11,628,869
26,250 Federal National Mortgage Assoc. 1993-206 N ++.................. 6.50 11/25/23 24,765,857
3,307 Federal National Mortgage Assoc. 1993-233 J .................... 6.00 06/25/08 3,221,224
15,398 Federal National Mortgage Assoc. 1993-41C (PAC) ................ 7.00 03/25/21 14,990,561
6,943 Federal National Mortgage Assoc. 1993-63 SD (TAC) .............. 7.984+ 05/25/08 6,194,028
4,854 Federal National Mortgage Assoc. 1993-65 SC .................... 8.705+ 06/25/12 4,538,835
15,864 Federal National Mortgage Assoc. 1993-72 SA .................... 7.033+ 05/25/08 13,816,173
12,756 Federal National Mortgage Assoc. 1993-72 S ..................... 8.75 + 05/25/08 12,341,796
3,725 Federal National Mortgage Assoc. 1993-86 SD .................... 10.077+ 05/25/08 3,634,247
9,019 Federal National Mortgage Assoc. 1993-93 SA .................... 10.222+ 05/25/08 8,962,879
9,087 Federal National Mortgage Assoc. 1993-95 SE .................... 10.241+ 06/25/08 9,231,294
</TABLE>
See Notes to Financial Statements
5
<PAGE>
TCW/DW TERM TRUST 2003
Portfolio of Investments March 31, 2000, continued
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT IN COUPON MATURITY
THOUSANDS RATE DATE VALUE
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
$ 10,000 Federal National Mortgage Assoc. 1993-98 N ............................. 7.00 % 06/25/23 $ 9,618,700
9,334 Federal National Mortgage Assoc. 1993-196 SA ........................... 7.953+ 10/25/08 8,532,243
29,922 Federal National Mortgage Assoc. 1993-26 A ............................. 7.00 07/25/23 28,285,349
---------------
TOTAL U.S. GOVERNMENT AGENCIES (Identified Cost $777,401,626)................................. 751,817,103
---------------
PRIVATE ISSUES (35.6%)
7,165 Bear Stearns Mortgage Securities Inc. 1993-6 A7 (PAC) .................. 7.10 06/25/24 6,973,607
14,026 Bear Stearns Mortgage Securities Inc. 1993-8 A7 (PAC) .................. 7.50 08/25/24 13,975,948
54,416 Bear Stearns Mortgage Securities Inc. 1993-8 A11 (TAC)++................ 7.50 08/25/24 52,255,054
25,800 Chase Mortgage Finance Corp.1993-G A10 (PAC) ........................... 7.00 05/25/24 25,243,494
4,784 First Boston Mortgage Securities Corp. 1993-5 A15 ...................... 7.30 03/25/09 4,712,240
36,683 General Electric Capital Mortgage Services, Inc. 1994-1 A8 ............. 6.50 01/25/24 33,828,135
14,252 Prudential Home Mortgage Securities 1993-23 A12 (PAC) .................. 6.50 07/25/08 13,621,543
23,698 Prudential Home Mortgage Securities 1993-35 A12 ........................ 6.75 09/25/08 22,488,283
18,000 Prudential Home Mortgage Securities 1993-60 A3 (PAC) ................... 6.75 12/25/23 17,098,904
10,000 Resolution Funding Mortgage Securities I 1997-S 12 A12 (PAC) ........... 6.75 08/25/27 9,617,285
36,408 Resolution Funding Mortgage Securities I 1993-S 40 A8 (TAC) ............ 6.75 11/25/23 34,493,592
5,315 Ryland Mortgage Securities Corp. 1993-3 7 (PAC) ........................ 6.713 08/25/08 4,967,334
27,796 Salomon Brothers Mortgage Securities VII Inc. 1993-3 A7C ............... 7.20 08/25/23 27,465,654
28,992 Salomon Brothers Mortgage Securities VII Inc. 1993-5 A4 ................ 7.295* 10/25/18 28,783,718
---------------
TOTAL PRIVATE ISSUES (Identified Cost $304,728,702)........................................... 295,524,791
---------------
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
(Identified Cost $1,082,130,328).............................................................. 1,047,341,894
---------------
U.S. GOVERNMENT AGENCY MORTGAGE PASS-THROUGH SECURITIES (1.1%)
6,046 Federal Home Loan Mortgage Corp. PC Gold ++............................. 6.00 06/01/08 5,797,005
1,445 Federal National Mortgage Assoc. ....................................... 5.50 02/01/09 1,360,266
1,801 Federal National Mortgage Assoc. ....................................... 7.00 08/01/08 1,777,005
---------------
TOTAL U.S. GOVERNMENT AGENCY MORTGAGE PASS-THROUGH SECURITIES
(Identified Cost $9,227,997).................................................................. 8,934,276
---------------
TAX-EXEMPT MUNICIPAL BONDS (16.2%)
Educational Facilities Revenue (3.9%)
5,000 Maricopa County Unified School District # 41, Arizona, Gilbert
Refg (FGIC) .......................................................... 0.00 01/01/03 4,366,200
6,000 Maricopa County Unified School District # 28, Arizona, Kyrene Elementary
Refg Ser 1993 B (FGIC) ............................................... 0.00 07/01/04 4,847,940
11,445 Houston Independent School District, Texas, Refg ....................... 0.00 08/15/04 9,151,880
Spring Independent School District, Texas,
8,205 Refg Ser 1993 ........................................................ 0.00 02/15/03 7,102,002
8,100 Refg Ser 1993 ........................................................ 0.00 02/15/04 6,644,835
---------------
32,112,857
---------------
</TABLE>
See Notes to Financial Statements
6
<PAGE>
TCW/DW TERM TRUST 2003
Portfolio of Investments March 31, 2000, continued
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT IN COUPON MATURITY
THOUSANDS RATE DATE VALUE
--------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Electric Revenue (4.4%)
$ 12,840 Austin, Texas, Combined Ser A (MBIA) ......................... 0.00 % 11/15/02 $ 11,283,278
San Antonio, Texas,
12,700 Electric & Gas Refg Ser A (AMBAC) ........................... 0.00 02/01/03 11,023,346
17,500 Electric & Gas Refg Ser A (AMBAC) ........................... 0.00 02/01/04 14,400,750
--------------
36,707,374
--------------
General Obligation (5.4%)
19,650 North Slope Boro, Alaska, Ser 1992 A (MBIA) .................. 0.00 06/30/02 17,587,340
5,000 Scottsdale, Arizona, Refg (Secondary MBIA) ................... 0.00 07/01/04 4,039,950
Port of Oakland, California,
3,000 Refg Ser 1993 F (MBIA) ...................................... 0.00 11/01/03 2,550,660
3,500 Refg Ser 1993 F (MBIA) ...................................... 0.00 11/01/04 2,835,105
6,500 New Orleans, Louisiana, Refg (AMBAC) ......................... 0.00 09/01/04 5,201,495
16,000 Pennsylvania, Second Ser 1992 (Secondary MBIA) ............... 0.00 07/01/04 12,890,400
--------------
45,104,950
--------------
Hospital Revenue (1.0%)
10,000 California Statewide Communities Development Authority,
UniHealth Ser A (AMBAC) ..................................... 0.00 10/01/04 8,152,900
--------------
Other Revenue (0.5%)
5,460 Rosemont, Illinois, Tax Increment Ser C-3 (FGIC) ............. 0.00 12/01/03 4,541,027
--------------
Water & Sewer Revenue (1.0%)
10,000 Houston Texas, Water & Sewer Jr Lien Ser C (AMBAC) ........... 0.00 12/01/03 8,325,800
--------------
TOTAL TAX-EXEMPT MUNICIPAL BONDS
(Identified Cost $132,519,633)........................................................... 134,944,908
--------------
SHORT-TERM INVESTMENT (0.5%)
REPURCHASE AGREEMENT
4,336 The Bank of New York (dated 03/31/00; proceeds $4,338,037) (a)
(Identified Cost $4,335,846)................................ 6.063 04/03/00 4,335,846
--------------
TOTAL INVESTMENTS (Identified Cost $1,228,213,804) (b)....................... 143.8% 1,195,556,924
LIABILITIES IN EXCESS OF OTHER ASSETS ....................................... (43.8) (364,239,617)
--------------
NET ASSETS .................................................................. 100.0% $ 831,317,307
==============
</TABLE>
See Notes to Financial Statements
7
<PAGE>
TCW/DW TERM TRUST 2003
Portfolio of Investments March 31, 2000, continued
---------------
PC Participation Certificate.
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.
* Floating rate security. Rate shown is the rate in effect at March 31,
2000.
(a) Collateralized by $4,380,587 U.S. Treasury Note 5.875% due 11/30/01
valued at $4,422,567.
(b) The aggregate cost for federal income tax purposes approximates
identified cost. The aggregate gross unrealized appreciation is
$3,663,904 and the aggregate gross unrealized depreciation is
$36,320,784, resulting in net unrealized depreciation of $32,656,880.
Bond Insurance:
---------------
AMBAC AMBAC Assurance Corporation.
FGIC Financial Guaranty Insurance Company.
MBIA Municipal Bond Investors Assurance Corporation.
See Notes to Financial Statements
8
<PAGE>
TCW/DW TERM TRUST 2003
Financial Statements
STATEMENT OF ASSETS AND LIABILITIES
March 31, 2000
<TABLE>
<CAPTION>
<S> <C>
ASSETS:
Investments in securities, at value
(identified cost $1,228,213,804) ........................ $1,195,556,924
Interest receivable ....................................... 6,129,589
Prepaid expenses .......................................... 61,485
---------------
TOTAL ASSETS ........................................... 1,201,747,998
---------------
LIABILITIES:
Reverse repurchase agreements ............................. 368,578,000
Payable for:
Management fee ......................................... 308,089
Investment advisory fee ................................ 205,393
Shares of beneficial interest repurchased .............. 203,863
Interest ............................................... 188,302
Payable to bank ........................................... 782,622
Accrued expenses .......................................... 164,422
Contingencies (Note 8) .................................... -
---------------
TOTAL LIABILITIES ...................................... 370,430,691
---------------
NET ASSETS ............................................. $ 831,317,307
===============
COMPOSITION OF NET ASSETS:
Paid-in-capital ........................................... $ 813,609,194
Net unrealized depreciation ............................... (32,656,880)
Accumulated undistributed net investment income ........... 53,414,580
Accumulated net realized loss ............................. (3,049,587)
---------------
NET ASSETS ............................................. $ 831,317,307
===============
NET ASSET VALUE PER SHARE,
83,895,940 shares outstanding
(unlimited shares authorized of $.01 par value) ......... $ 9.91
===============
</TABLE>
See Notes to Financial Statements
9
<PAGE>
TCW/DW TERM TRUST 2003
Financial Statements, continued
STATEMENT OF OPERATIONS
For the year ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C>
NET INVESTMENT INCOME:
INTEREST INCOME ............................... $ 89,816,018
-------------
EXPENSES
Management fee ................................ 3,361,283
Investment advisory fee ....................... 2,240,855
Transfer agent fees and expenses .............. 305,577
Shareholder reports and notices ............... 94,233
Professional fees ............................. 85,470
Insurance expenses ............................ 82,409
Registration fees ............................. 74,727
Trustees' fees and expenses ................... 16,757
Custodian fees ................................ 13,840
Other ......................................... 20,223
-------------
TOTAL OPERATING EXPENSES ................... 6,295,374
Interest expense .............................. 20,496,532
-------------
TOTAL EXPENSES ............................. 26,791,906
-------------
NET INVESTMENT INCOME ...................... 63,024,112
-------------
NET REALIZED AND UNREALIZED GAIN (LOSS):
Net realized gain ............................. 214,788
Net change in unrealized appreciation ......... (49,835,038)
-------------
NET LOSS ................................... (49,620,250)
-------------
NET INCREASE .................................. $ 13,403,862
=============
</TABLE>
See Notes to Financial Statements
10
<PAGE>
TCW/DW TERM TRUST 2003
Financial Statements, continued
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
FOR THE YEAR FOR THE YEAR
ENDED ENDED
MARCH 31, 2000 MARCH 31, 1999
------------------------------------------------------------------------------------------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income ..................................... $ 63,024,112 $ 64,490,181
Net realized gain ......................................... 214,788 -
Net change in unrealized appreciation ..................... (49,835,038) 10,409,007
------------ ------------
NET INCREASE ........................................... 13,403,862 74,899,188
Dividends from net investment income ...................... (55,079,143) (56,607,800)
Decrease from transactions in shares of beneficial interest (32,786,309) (47,493,623)
------------ ------------
NET DECREASE ........................................... (74,461,590) (29,202,235)
NET ASSETS:
Beginning of period ....................................... 905,778,897 934,981,132
------------ ------------
END OF PERIOD
(Including undistributed net investment income of
$53,414,580 and $45,469,611, respectively) ............. $831,317,307 $905,778,897
============ ============
</TABLE>
See Notes to Financial Statements
11
<PAGE>
TCW/DW TERM TRUST 2003
Financial Statements, continued
STATEMENT OF CASH FLOWS
For the year ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C>
INCREASE (DECREASE) IN CASH:
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
Net investment income .................................................. $ 63,024,112
Adjustments to reconcile net investment income to net cash provided by
operating activities:
Decrease in receivables and other assets related to operations ......... 237,622
Decrease in payables related to operations ............................. (369,951)
Net amortization of discount/premium ................................... (9,764,334)
-------------
NET CASH PROVIDED BY OPERATING ACTIVITIES ........................... 53,127,449
-------------
CASH FLOWS PROVIDED BY INVESTING ACTIVITIES:
Purchases of investments ............................................... (75,480,469)
Principal sales/prepayments of investments ............................. 76,136,713
Net sales of short-term investments .................................... 9,251,974
-------------
NET CASH PROVIDED BY INVESTING ACTIVITIES ........................... 9,908,218
-------------
CASH FLOWS USED FOR FINANCING ACTIVITIES:
Net payments for shares of beneficial interest repurchased ............. (32,705,524)
Net proceeds from issuance of reverse repurchase agreements ............ 24,749,000
Dividends to shareholders from net investment income ................... (55,079,143)
-------------
NET CASH USED FOR FINANCING ACTIVITIES .............................. (63,035,667)
-------------
NET INCREASE (DECREASE) IN CASH ........................................ -
-------------
CASH BALANCE AT BEGINNING OF PERIOD .................................... -
-------------
CASH BALANCE AT END OF PERIOD .......................................... -
=============
Cash paid during the period for interest ............................... $ 21,645,643
=============
</TABLE>
See Notes to Financial Statements
12
<PAGE>
TCW/DW TERM TRUST 2003
Notes to Financial Statements March 31, 2000
1. ORGANIZATION AND ACCOUNTING POLICIES
TCW/DW Term Trust 2003 (the "Trust") is registered under the Investment Company
Act of 1940, as amended, as a diversified, closed-end management investment
company. The Trust's investment objective is to provide a high level of current
income and return $10 per share to shareholders on the termination date. The
Trust seeks to achieve its objective by investing in high quality fixed-income
securities. The Trust was organized as a Massachusetts business trust on January
20, 1993 and commenced operations on April 29, 1993. The Trust will distribute
substantially all of its net assets on or about December 31, 2003 and will then
terminate.
The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures. Actual results could differ from
those estimates.
The following is a summary of significant accounting policies:
A. VALUATION OF INVESTMENTS - (1) 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 TCW Investment Management Company (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 may utilize 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.
13
<PAGE>
TCW/DW TERM TRUST 2003
Notes to Financial Statements March 31, 2000, continued
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.
2. MANAGEMENT/INVESTMENT ADVISORY AGREEMENTS
Pursuant to a Management Agreement, the Trust pays Morgan Stanley Dean Witter
Services Company Inc. (the "Manager") a management fee, accrued weekly and
payable monthly, by applying the annual rate of 0.39% to the Trust's weekly net
assets.
Pursuant to an Investment Advisory Agreement the Trust pays the Adviser an
advisory fee, accrued weekly and payable monthly, by applying the annual rate of
0.26% to the Trust's weekly net assets.
3. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES
The cost of purchases and proceeds from sales/prepayments of portfolio
securities, excluding short-term investments, for the year ended March 31, 2000
were as follows:
<TABLE>
<CAPTION>
PURCHASES SALES/PREPAYMENTS
-------------- ------------------
<S> <C> <C>
U.S. Government Agencies ................................... $75,480,469 $56,197,816
Private Issue Collateralized Mortgage Obligations .......... - 15,595,339
Municipal Bonds ............................................ - 4,343,558
</TABLE>
Morgan Stanley Dean Witter Trust FSB, an affiliate of the Manager, is the
Trust's transfer agent. At March 31, 2000, the Trust had transfer agent fees and
expenses payable of approximately $1,500.
14
<PAGE>
TCW/DW TERM TRUST 2003
Notes to Financial Statements March 31, 2000, continued
4. SHARES OF BENEFICIAL INTEREST
Transactions in shares of beneficial interest were as follows:
<TABLE>
<CAPTION>
CAPITAL
PAID IN
PAR VALUE EXCESS OF
SHARES OF SHARES PAR VALUE
------ --------- ---------
<S> <C> <C> <C>
Balance, March 31, 1998 ................................................. 92,510,340 $ 925,103 $ 892,964,023
Treasury shares purchased and retired (weighted average discount 9.33%)* (5,042,800) (50,428) (47,443,195)
---------- --------- -------------
Balance, March 31, 1999 ................................................. 87,467,540 874,675 845,520,828
Treasury shares purchased and retired (weighted average discount 7.58%)* (3,571,600) (35,716) (32,750,593)
---------- --------- -------------
Balance, March 31, 2000 ................................................. 83,895,940 $ 838,959 $ 812,770,235
========== ========= =============
</TABLE>
---------------
* The Trustees have voted to retire the shares purchased.
5. FEDERAL INCOME TAX STATUS
During the year ended March 31, 2000, the Fund utilized approximately $215,000
of its net capital loss carryover. At March 31, 2000 the Trust had a net capital
loss carryover of approximately $3,050,000 of which $2,754,000 will be available
through March 31, 2003 and $296,000 will be available through the termination
date of the Trust to offset future capital gains to the extent provided by
regulations. To the extent that this carryover loss is used to offset future
capital gains, it is probable that the gains so offset will not be distributed
to shareholders.
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, 2000, securities valued at $384,459,570, were pledged as collateral.
At March 31, 2000, the reverse repurchase agreements outstanding were
$368,578,000 with a weighted interest rate of 6.12% maturing within 32 days. The
maximum and average daily amounts outstanding during the period were
$402,227,000 and $374,008,014, respectively. The weighted average interest rate
during the period was 5.53%.
15
<PAGE>
TCW/DW TERM TRUST 2003
Notes to Financial Statements March 31, 2000, continued
7. DIVIDENDS
The Trust declared the following dividends from net investment income:
<TABLE>
<CAPTION>
DECLARATION AMOUNT PER RECORD PAYABLE
DATE SHARE DATE DATE
---------------- ------------ --------------- ---------------
<S> <C> <C> <C>
March 28, 2000 $ 0.0525 April 7, 2000 April 20, 2000
April 25, 2000 $ 0.0525 May 5, 2000 May 19, 2000
</TABLE>
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 Adviser, 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 similar 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. The defendants
thereafter filed answers and affirmative defenses to the consolidated amended
complaint. The defendants' answers deny all of the material allegations of the
plaintiffs' complaint. In 1996, the plaintiffs voluntarily dismissed, without
prejudice, their claims against two defendants who were independent Trustees of
the Trust. In March 1997, all of the remaining defendants in litigation filed
motions for judgment on the pleadings, seeking dismissal of all of the claims
asserted against them. The defendants' motions were fully briefed by all parties
and were the subject of a hearing before the Court on April 18, 1997. In July
1997, the Court denied the motion for judgment on the pleadings. In August,
1997, plaintiffs filed a motion for class certification. In their motion, the
plaintiffs requested certification of a "nationwide" class of Term Trust
purchasers. On June 1, 1998, the Court granted in part and denied in part the
plaintiff's motion for class certification. The Court ruled that plaintiff's
motion was "granted as to [a California] statewide class," but was "denied as to
a nationwide class." On October 13, 1998, three separate class actions alleging
similar claims on behalf of the residents of the states of Florida, New Jersey
and New York were filed in the state courts of those states. The defendants
removed the Florida action to federal court and the plaintiff's motion to remand
the action to the state court was denied. Motions to dismiss were filed by the
defendants in the Florida action on August 30, 1999, in the New Jersey action on
July 26, 1999 and in the New York action on September 10, 1999. The New Jersey
action was dismissed by the court with prejudice and no appeal was filed. The
motion to dismiss the Florida action was denied on January 27, 2000. The New
York action was dismissed by the Supreme Court of the State of New York with
costs on April 25, 2000. 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.
16
<PAGE>
TCW/DW TERM TRUST 2003
Financial Highlights
Selected ratios and per share data for a share of beneficial interest
outstanding throughout each period:
<TABLE>
<CAPTION>
FOR THE YEAR ENDED MARCH 31,
--------------------------------------------------------------------
2000* 1999 1998 1997 1996
-------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
SELECTED PER SHARE DATA:
Net asset value, beginning of period ..................... $10.36 $10.11 $ 8.97 $ 8.88 $ 7.96
------ ------ ------ ------ ------
Income (loss) from investment operations:
Net investment income ................................... 0.73 0.74 0.70 0.70 0.63
Net realized and unrealized gain (loss) ................. (0.57) 0.09 1.01 (0.10) 0.76
------ ------ ------ ------ ------
Total income from investment operations .................. 0.16 0.83 1.71 0.60 1.39
------ ------ ------ ------ ------
Less dividends from net investment income ................ (0.64) (0.63) (0.63) (0.59) (0.54)
------ ------ ------ ------ ------
Anti-dilutive effect of acquiring treasury shares ........ 0.03 0.05 0.06 0.08 0.07
------ ------ ------ ------ ------
Net asset value, end of period ........................... $ 9.91 $10.36 $10.11 $ 8.97 $8.88
====== ====== ====== ====== =====
Market value, end of period .............................. $8.875 $9.375 $9.063 $7.875 $ 7.25
====== ====== ====== ====== =====
TOTAL RETURN+ ............................................ 1.46% 10.56% 23.65% 17.22% 15.39%
RATIOS TO AVERAGE NET ASSETS:
Operating expenses ....................................... 0.73% 0.74% 0.74% 0.74% 0.77%
Interest expense ......................................... 2.38% 2.40% 2.54% 2.42% 2.36%
Total expenses ........................................... 3.11% 3.14% 3.28% 3.16% 3.13%
Net investment income .................................... 7.31% 6.93% 6.97% 7.57% 6.98%
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands .................. $831,317 $905,779 $934,981 $886,618 $933,698
Portfolio turnover rate .................................. 6% - 2% - 1%
</TABLE>
-------------
* The per share amounts were computed using an average number of shares
outstanding during the period.
+ Total return is based upon the current market value on the 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
return does not reflect brokerage commissions.
See Notes to Financial Statements
17
<PAGE>
TCW/DW TERM TRUST 2003
Report of Independent Accountants
TO THE SHAREHOLDERS AND TRUSTEES
OF TCW/DW TERM TRUST 2003
In our opinion, the accompanying statement of assets and liabilities, including
the portfolio of investments, and the related statements of operations, of
changes in net assets, and of cash flows and the financial highlights present
fairly, in all material respects, the financial position of TCW/DW Term Trust
2003 (the "Trust") at March 31, 2000, the results of its operations and its cash
flows for the year then ended, the changes in its net assets for each of the two
years in the period then ended and the financial highlights for each of the five
years in the period then ended, in conformity with accounting principles
generally accepted in the United States. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Trust's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States, which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits, which included confirmation of securities at March 31,
2000 by correspondence with the custodian and brokers, provide a reasonable
basis for the opinion expressed above.
PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York 10036
May 12, 2000
18
<PAGE>
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<PAGE>
TRUSTEES
Michael Bozic
Charles A. Fiumefreddo
Edwin J. Garn
Wayne E. Hedien
Dr. Manuel H. Johnson
Michael E. Nugent
Philip J. Purcell
John L. Schroeder
OFFICERS
Charles A. Fiumefreddo
Chairman and Chief Executive Officer
Mitchell M. Merin
President
Barry Fink
Vice President, Secretary and General Counsel
Philip A. Barach
Vice President
Jeffrey E. Gundlach
Vice President
Frederick H. Horton
Vice President
Thomas F. Caloia
Treasurer
TRANSFER AGENT
Morgan Stanley Dean Witter Trust FSB
Harborside Financial Center - Plaza Two
Jersey City, New Jersey 07311
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York 10036
MANAGER
Morgan Stanley Dean Witter Services Company Inc.
Two World Trade Center
New York, NY 10048
ADVISER
TCW Investment Management Company
865 South Figueroa Street, Suite 1800
Los Angeles, CA 90017
TCW/DW
TERM TRUST
2003
[GRAPHIC OMITTED]
ANNUAL REPORT
March 31, 2000
