TCW DW TOTAL RETURN TRUST
N-30D, 1997-03-31
Previous: UNITED USN INC, 10-K, 1997-03-31
Next: ADTRAN INC, 10-K, 1997-03-31






<PAGE>
TCW/DW TOTAL RETURN TRUST     Two World Trade Center, New York, New York 10048 
LETTER TO THE SHAREHOLDERS January 31, 1997 

DEAR SHAREHOLDER: 

We are pleased to present the semiannual report for TCW/DW Total Return 
Trust. The six-month period ended January 31, 1997, rewarded equity investors 
with double-digit returns, albeit with some dips along the way, while the 
bond market provided a poor performance. In this environment, TCW/DW Total 
Return Trust was able to take advantage of both the continued strength in 
equities and the volatility of the market, especially during the July 
correction. 

STRATEGY AND PERFORMANCE 

From July 31, 1996, through January 31, 1997, TCW/DW Total Return Trust 
steadily increased its exposure to common stocks and decreased its exposure 
to fixed income and cash. This allowed the Fund to participate in the strong 
stock market rally that continued following the July correction. 

Prior to the period under review, the Fund was more defensively positioned 
and was thus able to take advantage of the sharp sell-off in July. At that 
time, we increased the Fund's equity exposure from 80 to 100 percent by 
selling all of its fixed income securities. Since then, the stock market, as 
measured by the S&P 500, has produced a total return of 24.16 percent, 
compared to just 4.75 percent for the bond market, as measured by the Lehman 
Brothers Government/Corporate Bond Index. During the same six-month period, 
TCW/DW Total Return Trust, which is actively managed and benefited from our 
strategy during the July correction, provided a total return of 26.79 
percent. At the end of the period under review, the Fund was 100 percent 
invested in U.S. common stocks. 

The Fund has a current yield of 3 percent, which is well above the S&P 500 
yield of 1.86 percent. We will continue to focus on companies with attractive 
yields and strong prospects for earnings and dividend growth such as 
aerospace, financial services, energy, technology and healthcare, all of 
which are currently well represented in the portfolio. 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
LETTER TO THE SHAREHOLDERS January 31, 1997, continued 

LOOKING AHEAD 

Opinions on the future direction of the market range from predictions of a 
painful correction to those who say "this time things are different." We are 
clearly of the latter opinion. Some of the factors that are different from 
prior cycles are low inflation and falling interest rates in the sixth year 
of an economic expansion. Also, demographic trends have caused an increase in 
the savings rate and global competition has reduced wage and price pressures. 
The end result has been a longer economic cycle with declining inflation, 
stable interest rates, extraordinary corporate cash flow and earnings growth, 
and a very positive supply/demand picture for equities. We continue to 
believe that equities will outperform bonds, primarily due to the outstanding 
earnings being delivered by U.S. companies. In this environment, we believe 
that the Fund is well positioned to continue to provide strong returns going 
forward. 

We appreciate your support of TCW/DW Total Return Trust and look forward to 
continuing to serve your financial needs and objectives. 

Very truly yours, 

/s/ Charles A. Fiumefreddo 
CHARLES A. FIUMEFREDDO 
Chairman of the Board 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
PORTFOLIO OF INVESTMENTS January 31, 1997 (unaudited) 

<TABLE>
<CAPTION>
 NUMBER OF 
  SHARES                                                                           VALUE 
- -------------------------------------------------------------------------------------------- 
<S>          <C>                                                               <C>
             COMMON STOCKS (98.6%) 
             Aircraft & Aerospace (14.9%) 
 17,100      Boeing Co. ......................................................  $ 1,831,837 
107,600      Coltec Industries, Inc. * .......................................    2,152,000 
             Continental Airlines, Inc. 
 20,800        (Class B)* ....................................................      579,800 
 85,400      Hexcel Corp.  ...................................................    1,601,250 
 16,300      Northrop Grumman Corp.  .........................................    1,273,437 
 13,300      Thiokol Corp.  ..................................................      744,800 
 26,700      United Technologies Corp.  ......................................    1,862,325 
                                                                               ------------- 
                                                                                 10,045,449 
                                                                               ------------- 
             Automotive (3.8%) 
 33,600      Chrysler Corp.  .................................................    1,171,800 
 33,300      Goodrich (B.F.) Co.  ............................................    1,365,300 
                                                                               ------------- 
                                                                                  2,537,100 
                                                                               ------------- 
             Banking (11.1%) 
 12,600      BankAmerica Corp.  ..............................................    1,406,475 
 18,800      Chase Manhattan Corp.  ..........................................    1,739,000 
 11,600      Citicorp ........................................................    1,349,950 
 16,200      Morgan (J.P.) & Co., Inc.  ......................................    1,668,600 
  4,300      Wells Fargo & Co.  ..............................................    1,310,425 
                                                                               ------------- 
                                                                                  7,474,450 
                                                                               ------------- 
             Beverages - Soft Drinks (1.5%) 
 28,000      PepsiCo Inc.  ...................................................      976,500 
                                                                               ------------- 

             Brokerage (4.5%) 
 17,000      Marsh & McLennan Companies, Inc.  ...............................    1,831,750 
 14,600      Merrill Lynch & Co., Inc.  ......................................    1,230,050 
                                                                               ------------- 
                                                                                  3,061,800 
                                                                               ------------- 
             Commercial Services (2.7%) 
 57,600      Corrections Corp. of America* ...................................    1,800,000 
                                                                               ------------- 

             Computer Equipment (2.7%) 
 37,000      Storage Technology Corp.  .......................................    1,813,000 
                                                                               ------------- 

             Drugs (10.1%) 
 24,100      Amgen Inc.* .....................................................    1,358,637 
 15,800      Lilly (Eli) & Co.  ..............................................    1,376,575 
 19,000      Merck & Co., Inc.  ..............................................    1,724,250 
 10,500      Pfizer, Inc.  ...................................................      975,187 
 16,700      Warner-Lambert Co.  .............................................    1,344,350 
                                                                               ------------- 
                                                                                  6,778,999 
                                                                               ------------- 
             Electric (1.2%) 
 44,802      Westinghouse Electric Corp.  ....................................      823,237 
                                                                               ------------- 



<PAGE>

 NUMBER OF 
  SHARES                                                                           VALUE 
- -------------------------------------------------------------------------------------------- 
             Electronics - Defense (2.1%) 
 26,700      Hewlett-Packard Co.  ............................................   $1,405,087 
                                                                               ------------- 
             Electronics - Semiconductors/ 
               Components (8.0%) 
 14,100      Applied Materials, Inc.*  .......................................      696,187 
 11,900      General Electric Co.  ...........................................    1,225,700 
 14,600      Grainger (W.W.), Inc.  ..........................................    1,127,850 
 14,300      Intel Corp.  ....................................................    2,318,387 
                                                                               ------------- 
                                                                                  5,368,124 
                                                                               ------------- 
             Energy (1.5%) 
 28,500      Renaissance Energy Ltd. (Canada) ................................      988,637 
                                                                               ------------- 
             Financial (5.1%) 
  5,500      American International Group, Inc.  .............................      666,188 
 18,500      Associates First Capital Corp.  .................................      899,563 
 32,000      Federal Home Loan Mortgage Corp.  ...............................      968,000 
 28,700      Great Western Financial Corp.  ..................................      907,638 
                                                                               ------------- 
                                                                                  3,441,389 
                                                                               ------------- 
             Household Products (0.9%) 
 12,400      Tupperware Corp.  ...............................................      581,250 
                                                                               ------------- 
             Machinery - Construction & 
               Materials (2.3%) 
  2,100      Case Corp.  .....................................................      111,300 
 35,800      Kennametal, Inc.  ...............................................    1,418,575 
                                                                               ------------- 
                                                                                  1,529,875 
                                                                               ------------- 
             Oil & Gas Products (3.4%) 
 35,500      Canadian Natural Resources Ltd.  ................................    1,008,875 
 91,200      Daniel Industries Inc.  .........................................    1,311,000 
                                                                               ------------- 
                                                                                  2,319,875 
                                                                               ------------- 
             Oil - Foreign (4.5%) 
 17,500      Amoco Corp.  ....................................................    1,522,500 
  8,000      Chevron Corp.  ..................................................      531,000 
  9,600      Exxon Corp.  ....................................................      994,800 
                                                                               ------------- 
                                                                                  3,048,300 
                                                                               ------------- 
             Real Estate Investment Trust (9.5%) 
121,800      CWM Mortgage Holdings, Inc.  ....................................    2,649,150 
 75,000      Kilroy Realty Corp.  ............................................    1,921,875 
 41,200      Simon Debartolo Group, Inc.  ....................................    1,205,100 
 18,800      Spieker Properties, Inc.  .......................................      658,000 
                                                                               ------------- 
                                                                                  6,434,125 
                                                                               ------------- 
</TABLE>


                      SEE NOTES TO FINANCIAL STATEMENTS 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
PORTFOLIO OF INVESTMENTS January 31, 1997 (unaudited) continued 

<TABLE>
<CAPTION>
 NUMBER OF 
  SHARES                                                                           VALUE 
- ------------------------------------------------------------------------------------------- 
<S>          <C>                                                               <C>
             Retail - Specialty (4.8%) 
60,600       Corporate Express, Inc. *  ......................................  $ 2,045,250 
48,950       CUC International, Inc. *  ......................................    1,211,513 
                                                                               ------------ 
                                                                                  3,256,763 
                                                                               ------------ 
             Telecommunications (1.0%) 
12,400       Lucent Technologies, Inc.  ......................................      672,700 
                                                                               ------------ 
             Tobacco (3.0%) 
16,900       Philip Morris Companies, Inc.  ..................................    2,008,988 
                                                                               ------------ 
             TOTAL COMMON STOCKS
             (Identified Cost $55,229,488)  ..................................   66,365,648 
                                                                               ------------ 

</TABLE>



<TABLE>
<CAPTION>
 PRINCIPAL 
 AMOUNT IN 
 THOUSANDS                                                                        VALUE 
- -----------  ----------------------------------------------------------------  ------------ 
             SHORT-TERM INVESTMENT (0.2%) 
<S>          <C>                                                               <C>
             REPURCHASE AGREEMENT 
    $168     The Bank of New York 
             5.25% due 02/03/97 
             (dated 01/31/97; proceeds 
             $167,959; collateralized by 
             $169,953 U.S. Treasury Note 
             5.375% due 11/30/97 valued 
             at $171,243)(Identified 
             Cost $167,886)  .................................................   $ 167,886 
                                                                               ------------ 
</TABLE>


<TABLE>
<CAPTION>
<S>                                                           <C>               <C>
 TOTAL INVESTMENTS 
(Identified Cost $55,397,374)(a) .                               98.8%          66,533,534 
OTHER ASSETS IN EXCESS OF 
LIABILITIES ......................                                1.2              779,024 
                                                             --------          ------------ 
NET ASSETS........................                              100.0%         $67,312,558 
                                                              ========         ============ 
</TABLE>
- ------------ 
 *     Non-income producing security. 
(a)    The aggregate cost for federal income tax purposes approximates 
       identified cost. The aggregate gross unrealized appreciation is 
       $11,412,207 and the aggregate gross unrealized depreciation is 
       $276,047, resulting in net unrealized appreciation of $11,136,160. 

                      SEE NOTES TO FINANCIAL STATEMENTS 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
FINANCIAL STATEMENTS 

STATEMENT OF ASSETS AND LIABILITIES 
JANUARY 31, 1997 (UNAUDITED) 

<TABLE>
<CAPTION>
<S>                                          <C>
ASSETS: 
Investments in securities, at value 
 (identified cost $55,397,374)..............    $66,533,534 
Receivable for: 
 Investments sold ..........................      2,081,705 
 Shares of beneficial interest sold  .......        574,588 
 Dividends..................................        106,007 
Deferred organizational expenses ...........         85,847 
Prepaid expenses ...........................         66,209 
                                                ----------- 
  TOTAL ASSETS..............................     69,447,890 
                                                ----------- 
LIABILITIES: 
Payable for: 
 Investments purchased......................      1,951,983 
 Shares of beneficial interest repurchased           55,575 
 Plan of distribution fee ..................         43,102 
 Management fee ............................         24,147 
 Investment advisory fee ...................         16,098 
Accrued expenses ...........................         44,427 
                                                ----------- 
  TOTAL LIABILITIES.........................      2,135,332 
                                                ----------- 
NET ASSETS: 
Paid-in-capital ............................     54,038,375 
Net unrealized appreciation ................     11,136,160 
Accumulated undistributed net investment 
 income.....................................        110,854 
Accumulated undistributed net realized 
 gain.......................................      2,027,169 
                                                ----------- 
  NET ASSETS ...............................    $67,312,558 
                                                =========== 
NET ASSET VALUE PER SHARE, 
 4,845,441 shares outstanding (unlimited 
 shares authorized of $.01 par value) ......         $13.89 
                                                =========== 
</TABLE>

STATEMENT OF OPERATIONS 
For the six months ended January 31, 1997 (unaudited) 

<TABLE>
<CAPTION>
<S>                                     <C>
 NET INVESTMENT INCOME: 
INCOME: 
Dividends .............................  $   801,453 
Interest...............................       71,342 
                                        ------------ 
  TOTAL INCOME.........................      872,795 
                                        ------------ 
EXPENSES 
Plan of distribution fee ..............      231,674 
Management fee ........................      126,212 
Investment advisory fee ...............       84,141 
Professional fees .....................       33,026 
Registration fees .....................       24,643 
Transfer agent fees and expenses ......       24,323 
Shareholder reports and notices  ......       21,343 
Trustees' fees and expenses............       20,889 
Organizational expenses ...............       15,282 
Custodian fees.........................        9,181 
Other..................................        2,905 
                                        ------------ 
  TOTAL EXPENSES ......................      593,619 
                                        ------------ 
  NET INVESTMENT INCOME................      279,176 
                                        ------------ 
NET REALIZED AND UNREALIZED GAIN: 
Net realized gain......................    2,620,056 
Net change in unrealized appreciation     10,338,035 
                                        ------------ 
  NET GAIN.............................   12,958,091 
                                        ------------ 
NET INCREASE ..........................  $13,237,267 
                                        ============ 
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
FINANCIAL STATEMENTS, continued 

STATEMENT OF CHANGES IN NET ASSETS 

<TABLE>
<CAPTION>
                                                           FOR THE SIX      FOR THE YEAR 
                                                           MONTHS ENDED         ENDED 
                                                         JANUARY 31, 1997   JULY 31, 1996 
- ------------------------------------------------------  ----------------  -------------- 
<S>                                                     <C>               <C>
                                                           (unaudited) 
INCREASE (DECREASE) IN NET ASSETS: 
OPERATIONS: 
Net investment income .................................    $   279,176      $   592,093 
Net realized gain......................................      2,620,056        4,933,040 
Net change in unrealized appreciation .................     10,338,035       (2,291,729) 
                                                        ----------------  -------------- 
  NET INCREASE.........................................     13,237,267        3,233,404 
                                                        ----------------  -------------- 
DIVIDENDS AND DISTRIBUTIONS FROM: 
Net investment income .................................       (215,304)        (762,557) 
Net realized gain......................................     (4,993,068)      (1,768,960) 
                                                        ----------------  -------------- 
  TOTAL................................................     (5,208,372)      (2,531,517) 
                                                        ----------------  -------------- 
Net increase from transactions in shares of beneficial 
 interest..............................................     10,759,267       11,804,931 
                                                        ----------------  -------------- 
  NET INCREASE.........................................     18,788,162       12,506,818 
NET ASSETS: 
Beginning of period....................................     48,524,396       36,017,578 
                                                        ----------------  -------------- 
  END OF PERIOD 
  (Including undistributed net investment income of 
  $110,854 and $46,982, respectively)..................    $67,312,558      $48,524,396 
                                                        ================  ============== 
</TABLE>

                      SEE NOTES TO FINANCIAL STATEMENTS 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
NOTES TO FINANCIAL STATEMENTS January 31, 1997 (unaudited) 

1. Organization and Accounting Policies 

TCW/DW Total Return Trust (the "Fund") is registered under the Investment 
Company Act of 1940, as amended (the "Act"), as a non-diversified, open-end 
management investment company. The Fund's investment objective is high total 
return from capital growth and income. The Fund seeks to achieve its 
objective by investing primarily in equity and equity-related securities 
issued by domestic and foreign companies. The Fund was organized as a 
Massachusetts business trust on June 29, 1994 and commenced operations on 
November 30, 1994. 

The preparation of financial statements in accordance with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the reported amounts and disclosures. Actual results could differ 
from those estimates. 

The following is a summary of significant accounting policies: 

A. VALUATION OF INVESTMENTS -- (1) an equity security listed or traded on the 
New York, American or other domestic or foreign stock exchange is valued at 
its latest sale price on that exchange prior to the time when assets are 
valued; if there were no sales that day, the security is valued at the latest 
bid price (in cases where securities are traded on more than one exchange, 
the securities are valued on the exchange designated as the primary market 
pursuant to procedures adopted by the Trustees); (2) all other portfolio 
securities for which over-the-counter market quotations are readily available 
are valued at the latest available bid price prior to the time of valuation; 
(3) when market quotations are not readily available, including circumstances 
under which it is determined by TCW Funds Management, Inc. (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; 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. Discounts are accreted over the life of the respective securities. 
Dividend income and other distributions are recorded on the ex-dividend date. 
Interest income is accrued daily. 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
NOTES TO FINANCIAL STATEMENTS January 31, 1997 (unaudited) continued 

C. FEDERAL INCOME TAX STATUS -- It is the Fund's policy to comply with the 
requirements of the Internal Revenue Code applicable to regulated investment 
companies and to distribute all of its taxable income to its shareholders. 
Accordingly, no federal income tax provision is required. 

D. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS -- The Fund records dividends 
and distributions to its shareholders on the record date. The amount of 
dividends and distributions from net investment income and net realized 
capital gains are determined in accordance with federal income tax 
regulations which may differ from generally accepted accounting principles. 
These "book/tax" differences are either considered temporary or permanent in 
nature. To the extent these differences are permanent in nature, such amounts 
are reclassified within the capital accounts based on their 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 Fund in the amount of approximately $127,000 
of which approximately $122,200 have been reimbursed. The balance has been 
absorbed by InterCapital. 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 Fund pays the Manager a management 
fee, accrued daily and payable monthly, by applying the annual rate of 0.45% 
to the net assets of the Fund determined as of the close of each business 
day. 

Under the terms of the Management Agreement, the Manager maintains certain of 
the Fund's books and records and furnishes, at its own expense, office space, 
facilities, equipment, clerical, bookkeeping and certain legal services and 
pays the salaries of all personnel, including officers of the Fund who are 
employees of the Manager. The Manager also bears the cost of telephone 
services, heat, light, power and other utilities provided to the Fund. 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
NOTES TO FINANCIAL STATEMENTS January 31, 1997 (unaudited) continued 

3. INVESTMENT ADVISORY AGREEMENT 

Pursuant to an Investment Advisory Agreement with the Adviser, the Fund pays 
an advisory fee, accrued daily and payable monthly, by applying the annual 
rate of 0.30% to the net assets of the Fund determined as of the close of 
each business day. 

Under the terms of the Investment Advisory Agreement, the Fund has retained 
the Adviser to invest the Fund'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 Fund in a manner consistent with its investment 
objective. In addition, the Adviser pays the salaries of all personnel, 
including officers of the Fund, who are employees of the Adviser. 

4. PLAN OF DISTRIBUTION 

Shares of the Fund are distributed by Dean Witter Distributors Inc. (the 
"Distributor"), an affiliate of the Manager. The Fund has adopted a Plan of 
Distribution (the "Plan") pursuant to Rule 12b-1 under the Act pursuant to 
which the Fund pays the Distributor compensation, accrued daily and payable 
monthly, at an annual rate of 1.0% of the lesser of: (a) the average daily 
aggregate gross sales of the Fund's shares since the Fund's inception (not 
including reinvestment of dividend or capital gains distributions) less the 
average daily aggregate net asset value of the Fund's shares redeemed since 
the Fund's inception upon which a contingent deferred sales charge has been 
imposed or upon which such charge has been waived; or (b) the Fund's average 
daily net assets. Amounts paid under the Plan are paid to the Distributor to 
compensate it for the services provided and the expenses borne by it and 
others in the distribution of the Fund's shares, including the payment of 
commissions for sales of the Fund's shares and incentive compensation to, and 
expenses of, account executives of Dean Witter Reynolds Inc. ("DWR"), an 
affiliate of the Manager and Distributor, and other employees and selected 
broker-dealers who engage in or support distribution of the Fund's shares or 
who service shareholder accounts, including overhead and telephone expenses, 
printing and distribution of prospectuses and reports used in connection with 
the offering of the Fund's shares to other than current shareholders and the 
preparation, printing and distribution of sales literature and advertising 
materials. In addition, the Distributor may be compensated under the Plan for 
its opportunity costs in advancing such amounts, which compensation would be 
in the form of a carrying charge on any unreimbursed expenses by the 
Distributor. 

Provided that the Plan continues in effect, any cumulative expenses incurred 
but not yet recovered may be recovered through future distribution fees from 
the Fund and contingent deferred sales charges from the Fund's shareholders. 

<PAGE>
TCW/DW TOTAL RETURN TRUST 
NOTES TO FINANCIAL STATEMENTS January 31, 1997 (unaudited) continued 

Although there is no legal obligation for the Fund to pay expenses incurred 
in excess of payments made to the Distributor under the Plan and the proceeds 
of contingent deferred sales charges paid by investors upon redemption of 
shares, if for any reason the Plan is terminated, the Trustees will consider 
at that time the manner in which to treat such expenses. The Distributor has 
advised the Fund that such excess amounts, including carrying charges, 
totaled $2,741,852 at January 31, 1997. 

The Distributor has informed the Fund that for the six months ended January 
31, 1997, it received approximately $83,000 in contingent deferred sales 
charges from certain redemptions of the Fund's shares. 

5. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES 

The cost of purchases and proceeds from sales of portfolio securities, 
excluding short-term investments, for the six months ended January 31, 1997 
aggregated $79,306,168 and $73,031,329, respectively. Included in the 
aforementioned are purchases and sales of U.S. Government securities of 
$6,920,156 and $12,317,515, respectively. 

For the six months ended January 31, 1997, the Fund incurred brokerage 
commissions of $33,550 with DWR for portfolio transactions executed on behalf 
of the Fund. 

Dean Witter Trust Company, an affiliate of the Manager and Distributor, is 
the Fund's transfer agent. At January 31, 1997, the Fund had transfer agent 
fees and expenses payable of approximately $1,800. 

6. SHARES OF BENEFICIAL INTEREST 

Transactions in shares of beneficial interest were as follows: 

<TABLE>
<CAPTION>
                                                          FOR THE SIX                  FOR THE YEAR 
                                                         MONTHS ENDED                     ENDED 
                                                       JANUARY 31, 1997               JULY 31, 1996 
                                                 ---------------------------  ---------------------------- 
                                                          (unaudited) 
                                                     SHARES        AMOUNT         SHARES         AMOUNT 
                                                 ------------  -------------  ------------  -------------- 
<S>                                              <C>           <C>            <C>           <C>
Sold                                               1,022,234     $13,785,862    1,659,330     $ 20,294,836 
Reinvestment of dividends and distributions ...      349,411       4,558,764      190,676        2,261,482 
                                                 ------------  -------------  ------------  -------------- 
                                                   1,371,645      18,344,626    1,850,006       22,556,318 
Repurchased ...................................     (568,551)     (7,585,359)    (872,725)     (10,751,387) 
                                                 ------------  -------------  ------------  -------------- 
Net increase ..................................      803,094     $10,759,267      977,281     $ 11,804,931 
                                                 ============  =============  ============  ============== 
</TABLE>

<PAGE>
TCW/DW TOTAL RETURN TRUST 
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 YEAR    NOVEMBER 30, 1994* 
                                            MONTHS ENDED         ENDED            THROUGH 
                                          JANUARY 31, 1997   JULY 31, 1996     JULY 31, 1995 
- ---------------------------------------  ----------------  ---------------  ------------------ 
<S>                                      <C>               <C>              <C>
                                               (unaudited) 
PER SHARE OPERATING PERFORMANCE: 
Net asset value, beginning of period ...       $12.00           $11.75             $10.00 
                                         ----------------  ---------------  ------------------ 
Net investment income...................         0.06             0.15               0.21 
Net realized and unrealized gain  ......         3.07             0.80               1.68 
                                         ----------------  ---------------  ------------------ 
Total from investment operations .......         3.13             0.95               1.89 
                                         ----------------  ---------------  ------------------ 
Less dividends and distributions from: 
 Net investment income..................        (0.05)           (0.21)             (0.14) 
 Net realized gain......................        (1.19)           (0.49)              -- 
                                         ----------------  ---------------  ------------------ 
Total dividends and distributions ......        (1.24)           (0.70)             (0.14) 
                                         ----------------  ---------------  ------------------ 
Net asset value, end of period..........       $13.89           $12.00             $11.75 
                                         ================  ===============  ================== 
TOTAL INVESTMENT RETURN+................        26.79%(1)         8.23%             19.04%(1) 
RATIOS TO AVERAGE NET ASSETS: 
Expenses................................         2.12%(2)         1.98%(3)           0.94%(2)(3) 
Net investment income...................         1.00%(2)         1.30%(3)           3.19%(2)(3) 
SUPPLEMENTAL DATA: 
Net assets, end of period, in 
 thousands..............................      $67,313          $48,524            $36,018 
Portfolio turnover rate.................          132%(1)          261%                91%(1) 
Average commission rate paid............      $0.0579          $0.0582              -- 

</TABLE>

- ------------ 
*      Commencement of operations. 
+      Does not reflect the deduction of sales charge. Calculated based on the 
       net asset value as of last business day of the period. 
(1)    Not annualized. 
(2)    Annualized. 
(3)    If the Fund had borne all of its expenses that were reimbursed or 
       waived by the Manager and Investment Adviser, the annualized expense 
       and net investment income ratios would have been 2.21% and 1.07%, 
       respectively, for the year ended July 31, 1996 and 2.66% and 1.47%, 
       respectively, for the period ended July 31, 1995. 

                      SEE NOTES TO FINANCIAL STATEMENTS 



<PAGE>

TRUSTEES                                         TCW/DW 
John C. Argue
Richard M. DeMartini                                    TOTAL RETURN 
Charles A. Fiumefreddo                                  TRUST 
John R. Haire
Dr. Manuel H. Johnson
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
Barry Fink
Vice President, Secretary and
General Counsel
James A. Tilton
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                SEMIANNUAL REPORT
been taken from the records of the Fund without              JANUARY 31, 1997
examination by the independent accountants and 
accordingly they do not express an opinion thereon.

This report is submitted for the general information 
of shareholders of the Fund.  For more detailed 
information about the Fund, its officers and 
trustees, fees, expenses and other pertinent 
information, please see the prospectus of the Fund.

This report is not authorized for distribution to 
prospective investors in the Fund unless preceded 
or accompanied by an effective prospectus.



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