DEAN WITTER BALANCED GROWTH FUND
N-30D, 1996-09-23
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<PAGE>   1
 
DEAN WITTER BALANCED GROWTH FUND              Two World Trade Center, New York, 
LETTER TO THE SHAREHOLDERS July 31, 1996                          New York 10048
                                        
 
DEAR SHAREHOLDER:
 
During the six months ended July 31, 1996, interest rates on intermediate-term
U.S. Treasury securities rose sharply, retracing all of the decline of the
preceding six months. Early in 1996, the market's perception of the U.S. economy
had changed from weakness to strong growth. The combined effect of the
government shut-down and the severe winter weather created pent-up demand by the
consumer sector. Reinvigorated by low mortgage rates, rebate-incentives by the
auto dealers and extraordinary sale prices at local retailers, retail sales and
housing starts soared. This wholesale inventory liquidation, combined with
strong employment data, caused considerable consternation about a quickly
rebounding economy, and possibly an inflation surge.
 
PERFORMANCE AND PORTFOLIO
 
Against this backdrop, Dean Witter Balanced Growth Fund produced a total return
of 0.73 percent for the six-month period ended July 31, 1996, compared to a
return of 1.77 percent for the broad-based Standard & Poor's 500 Composite Stock
Price Index and a return of -2.26 percent for the Lehman Brothers
Government/Corporate Bond Index. The Fund's performance during the period under
review was influenced by an advancing stock market and a declining bond market.
This divergence was created by an economy which was somewhat stronger than
anticipated by many analysts.
 
On July 31, 1996, the Fund's net assets exceeded $78 million, with 64 percent
invested in equities and 36 percent in fixed-income securities. The equity
segment of the portfolio contained 24 stocks representing 21 different industry
groups. During the period under review, five new common stock positions were
added to the equity portfolio: Banc One Corp., May Department Stores Co., Timken
Co., American Brands, Inc., and General Public Utilities Corp. At the end of the
period under review, the fixed-income component of the Fund was invested as
follows:
<PAGE>   2
 
DEAN WITTER BALANCED GROWTH FUND
LETTER TO THE SHAREHOLDERS July 31, 1996, continued
 
60 percent in mortgage-backed securities, 20 percent in U.S. treasuries, 10
percent in U.S. agency obligations and 10 percent in money market instruments.
 
LOOKING AHEAD
 
For the balance of 1996, we expect U.S. economic growth to moderate from the
rapid pace of the second quarter. The Federal Reserve Board will want to see a
sustained confirmation of strong economic trends and rising inflation before
taking overt action to slow the economy. Inflation should remain subdued in the
months ahead, albeit at a slightly higher level than 1995. Going forward,
moderate economic activity combined with low inflation should provide a
favorable environment for the Fund.
 
We appreciate your support of Dean Witter Balanced Growth Fund 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>   3
 
DEAN WITTER BALANCED GROWTH FUND
PORTFOLIO OF INVESTMENTS July 31, 1996 (unaudited)
<TABLE>
<CAPTION>
NUMBER OF
 SHARES                                           VALUE
- ----------------------------------------------------------
<S>        <C>                                 <C>
           COMMON STOCKS (63.8%)
           Aerospace & Defense (2.8%)
  45,000   Raytheon Co. ...................    $ 2,182,500
                                                 ---------
           Aluminum (2.7%)
  36,500   Aluminum Co. of America.........      2,117,000
                                                 ---------
           Automotive (2.7%)
  65,600   Ford Motor Co. .................      2,132,000
                                                 ---------
           Banking (5.5%)
  62,000   Banc One Corp. .................      2,146,749
  26,900   BankAmerica Corp. ..............      2,145,275
                                                 ---------
                                                 4,292,024
                                                 ---------
           Beverages - Soft Drinks (2.5%)
  63,000   PepsiCo Inc. ...................      1,992,375
                                                 ---------
           Chemicals (2.8%)
  27,000   Du Pont (E.I.) de Nemours &
           Co. ............................      2,180,250
                                                 ---------
           Computer Equipment (2.8%)
  20,000   International Business Machines
           Corp. ..........................      2,157,500
                                                 ---------
           Conglomerates (2.8%)
  43,800   Tenneco, Inc. ..................      2,157,150
                                                 ---------
           Drugs & Healthcare (2.6%)
  23,700   Bristol-Myers Squibb Co. .......      2,053,013
                                                 ---------
           Electric - Major (2.6%)
  25,000   General Electric Co. ...........      2,059,375
                                                 ---------
           Foods (2.6%)
  48,000   ConAgra, Inc. ..................      2,040,000
                                                 ---------
           Machinery - Agricultural (2.7%)
  59,000   Deere & Co. ....................      2,109,250
                                                 ---------
           Manufacturing - Diversified
           (2.5%)
  54,500   Timken Co. .....................      1,996,063
                                                 ---------
           Natural Gas (2.7%)
  53,000   Enron Corp. ....................      2,086,875
                                                 ---------
           Oil - Domestic (2.7%)
  17,900   Atlantic Richfield Co. .........      2,076,400
                                                 ---------
           Paper & Forest Products (2.6%)
  48,300   Weyerhaeuser Co. ...............      2,016,525
                                                 ---------
 
<CAPTION>
NUMBER OF
 SHARES                                           VALUE
- ----------------------------------------------------------
<S>        <C>                                 <C>
           Railroads (2.7%)
  43,400   CSX Corp. ......................    $ 2,094,050
                                                 ---------
           Retail (5.5%)
  71,000   Dayton-Hudson Corp. ............      2,147,750
  47,500   May Department Stores Co. ......      2,131,562
                                                 ---------
                                                 4,279,312
                                                 ---------
           Telecommunications (2.8%)
  59,400   Sprint Corp. ...................      2,175,525
                                                 ---------
           Tobacco (2.7%)
  47,000   American Brands, Inc. ..........      2,138,500
                                                 ---------
           Utilities - Electric (4.5%)
  65,000   General Public Utilities
           Corp. ..........................      2,112,500
  71,600   Pacific Gas & Electric Co. .....      1,414,100
                                                 ---------
                                                 3,526,600
                                                 ---------
           TOTAL COMMON STOCKS
           (Identified Cost $47,177,218)...     49,862,287
                                                 ---------
<CAPTION>
PRINCIPAL
AMOUNT IN
THOUSANDS                                         VALUE
- ----------------------------------------------------------
<S>        <C>                                 <C>
           U.S. GOVERNMENT & AGENCIES
           OBLIGATIONS (32.8%)
           Federal National Mortgage Assoc.
 $ 2,000   6.00% due 01/01/11 - 03/01/11...      1,886,480
   1,007   6.50% due 08/01/10 - 03/01/11...        971,954
   1,939   7.00% due 07/01/25 - 02/01/26...      1,860,791
   1,876   7.50% due 06/01/25 - 09/01/25...      1,846,455
     910   8.00% due 05/01/24 - 05/01/25...        914,452
           Government National Mortgage Assoc.
   2,951   7.00% due 07/15/23 - 03/20/26...      2,817,654
   4,013   7.50% due 06/15/24 - 06/15/26...      3,942,709
   2,969   8.00% due 04/15/26 - 07/15/26...      2,986,068
           Resolution Funding Corp.
   5,500   Coupon Strips
           0.00% due 04/15/04 - 01/15/08...      2,820,572
           U.S. Treasury Bond Coupon Strip
   1,500   0.00% due 11/15/04..............        857,491
           U.S. Treasury Bond Principal
           Strip
   1,000   0.00% due 11/15/97..............        925,720
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>   4
 
DEAN WITTER BALANCED GROWTH FUND
PORTFOLIO OF INVESTMENTS July 31, 1996 (unaudited) continued
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT IN
THOUSANDS                                         VALUE
- ----------------------------------------------------------
<C>        <S>                                 <C>
           U.S. Treasury Notes
 $ 1,000   5.875% due 06/30/00.............    $   978,125
   1,000   6.375% due 03/31/01.............        992,500
     500   6.50% due 04/30/97..............        502,422
     400   6.625% due 03/31/97.............        402,187
     500   6.875% due 03/31/00.............        506,094
     400   7.125% due 02/29/00.............        407,938
                                                 ---------
           TOTAL U.S. GOVERNMENT & AGENCIES
           OBLIGATIONS
           (Identified Cost $26,259,063)...     25,619,612
                                                 ---------
           SHORT-TERM INVESTMENTS (3.7%)
           U.S. GOVERNMENT AGENCY (a) (2.8%)
   2,160   Federal Home Loan Banks 5.62%
           due 08/01/96....................      2,160,000
                                                 ---------
           REPURCHASE AGREEMENT (0.9%)
     728   The Bank of New York 5.75% due
           08/01/96 (dated 07/31/96;
           proceeds $727,901;
           collateralized by $862,985
           Federal Home Loan Mortgage Corp.
           7.00% due 04/01/24 valued at
           $742,341) (Identified Cost
           $727,785).......................        727,785
                                                 ---------
           TOTAL SHORT-TERM INVESTMENTS
           (Identified Cost $2,887,785)....      2,887,785
                                                 ---------
 
<CAPTION>
                                                  VALUE
- ----------------------------------------------------------
<C>        <S>                                 <C>
TOTAL INVESTMENTS
(Identified Cost $76,324,066)
(b)................................  100.3%    $78,369,684
LIABILITIES IN EXCESS OF
OTHER ASSETS......................    (0.3)
                                                 (206,290)
                                     ------    -----------
NET ASSETS.........................  100.0%    $78,163,394
                                     ======    ===========
</TABLE>
 
- ---------------------
(a) Security was purchased on a discount basis. The interest rate shown has
    been adjusted to reflect a money market equivalent yield.
(b) The aggregate cost for federal income tax purposes approximates identified
    cost. The aggregate gross unrealized appreciation was $3,906,100 and the
    aggregate gross unrealized depreciation was $1,860,482, resulting in net
    unrealized appreciation of $2,045,618.
 
                       SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>   5
 
DEAN WITTER BALANCED GROWTH FUND
FINANCIAL STATEMENTS
 
<TABLE>
<S>                                           <C>
STATEMENT OF ASSETS AND LIABILITIES
July 31, 1996 (unaudited)

ASSETS:
Investments in securities, at value
 (identified cost $76,324,066)............    $78,369,684
Receivable for:
    Shares of beneficial interest sold....        572,711
    Investments sold......................        173,067
    Interest..............................        172,153
    Dividends.............................        124,815
Deferred organizational expenses..........        124,244
Receivable from affiliate.................          5,679
Prepaid expenses..........................         55,316
                                                ---------
    TOTAL ASSETS..........................     79,597,669
                                                ---------
LIABILITIES:
Payable for:
    Investments purchased.................      1,061,603
    Shares of beneficial interest
     repurchased..........................        215,239
    Plan of distribution fee..............         68,809
    Investment management fee.............         41,285
Accrued expenses..........................         47,339
                                                ---------
    TOTAL LIABILITIES.....................      1,434,275
                                                ---------
NET ASSETS:
Paid-in-capital...........................     74,471,740
Net unrealized appreciation...............      2,045,618
Accumulated undistributed net investment
 income...................................        257,366
Accumulated undistributed net realized
 gain.....................................      1,388,670
                                                ---------
    NET ASSETS............................    $78,163,394
                                                =========

NET ASSET VALUE PER SHARE,
 6,579,950 shares outstanding
 (unlimited shares authorized of $.01 par
 value)...................................         $11.88
                                                    =====

<CAPTION>
STATEMENT OF OPERATIONS
For the six months ended July 31, 1996 (unaudited)
NET INVESTMENT INCOME:
<S>                                           <C>
INCOME
Interest..................................    $  758,545
Dividends.................................       604,979
                                                --------
    TOTAL INCOME..........................     1,363,524
                                                --------
EXPENSES
Plan of distribution fee..................       321,936
Investment management fee.................       193,162
Transfer agent fees and expenses..........        27,780
Shareholder reports and notices...........        25,362
Professional fees.........................        24,198
Organizational expenses...................        16,939
Registration fees.........................        16,701
Custodian fees............................         8,814
Trustees' fees and expenses...............         5,338
Other.....................................         2,696
                                                --------
    TOTAL EXPENSES BEFORE AMOUNTS
    WAIVED/REIMBURSED.....................       642,926
    LESS: AMOUNTS WAIVED/
    REIMBURSED............................       (23,349)
                                                --------
    TOTAL EXPENSES AFTER AMOUNTS
    WAIVED/REIMBURSED.....................       619,577
                                                --------
    NET INVESTMENT INCOME.................       743,947
                                                --------
NET REALIZED AND UNREALIZED GAIN (LOSS):
Net realized gain.........................     1,388,669
Net change in unrealized appreciation.....    (2,114,781)
                                                --------
    NET LOSS..............................      (726,112)
                                                --------
NET INCREASE..............................    $   17,835
                                                ========
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>   6
 
DEAN WITTER BALANCED GROWTH FUND
FINANCIAL STATEMENTS, continued
 
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS
<S>                                                       <C>              <C>
                                                                           FOR THE PERIOD
                                                                             MARCH 28,
                                                          FOR THE SIX          1995*
                                                          MONTHS ENDED        THROUGH
                                                            JULY 31,        JANUARY 31,
                                                              1996              1996
- -----------------------------------------------------------------------------------------
                                                          (unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income.................................    $   743,947       $    866,831
Net realized gain.....................................      1,388,669             65,170
Net change in unrealized appreciation.................     (2,114,781)         4,160,399
                                                          -----------        -----------
    NET INCREASE......................................         17,835          5,092,400
                                                          -----------        -----------
DIVIDENDS AND DISTRIBUTIONS FROM:
Net investment income.................................       (658,884)          (694,528)
Net realized gain.....................................        (54,382)           (10,787)
                                                          -----------        -----------
    TOTAL.............................................       (713,266)          (705,315)
                                                          -----------        -----------
Net increase from transactions in shares of
 beneficial interest..................................     31,262,837         43,108,903
                                                          -----------        -----------
    TOTAL INCREASE....................................     30,567,406         47,495,988
NET ASSETS:
Beginning of period...................................     47,595,988            100,000
                                                          -----------        -----------
    END OF PERIOD
    (Including undistributed net investment income of
    $257,366 and $172,303, respectively)..............    $78,163,394       $ 47,595,988
                                                          ===========        ===========
</TABLE>
 
- ---------------------
* Commencement of operations.
 
        SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>   7
 
DEAN WITTER BALANCED GROWTH FUND
NOTES TO FINANCIAL STATEMENTS July 31, 1996 (unaudited)
 
1. ORGANIZATION AND ACCOUNTING POLICIES
 
Dean Witter Balanced Growth Fund (the "Fund") is registered under the Investment
Company Act of 1940, as amended (the "Act"), as a diversified, open-end
management investment company. The Fund's investment objective is capital growth
with reasonable current income. The Fund seeks to achieve its objective by
investing in common stock of companies which have a record of paying dividends
and, in the opinion of Dean Witter InterCapital Inc. (the "Investment Manager"),
have the potential for increasing dividends, securities convertible into common
stock and investment grade fixed income securities. The Fund was organized as a
Massachusetts business trust on November 23, 1994 and had no operations other
than those relating to organizational matters and the issuance of 10,000 shares
of beneficial interest for $100,000 to the Investment Manager to effect the
Fund's initial capitalization. The Fund commenced operations on March 28, 1995.
 
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 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 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 the Investment Manager that sale
or bid prices are not reflective of a security's market value, portfolio
securities are valued at their fair value as determined in good faith under
procedures established by and under the general supervision of the Trustees
(valuation of debt securities for which market quotations are not readily
available may be based upon current market prices of securities which are
comparable in coupon, rating and maturity or an appropriate matrix utilizing
similar factors); 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.
<PAGE>   8
 
DEAN WITTER BALANCED GROWTH FUND
NOTES TO FINANCIAL STATEMENTS July 31, 1996 (unaudited) continued
 
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.
 
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 ex-dividend date. The amount of
dividends and distributions from net investment income and net realized capital
gains are determined in accordance with federal income tax regulations which may
differ from generally accepted accounting principles. These "book/tax"
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 -- The Investment Manager paid the organizational
expenses of the Fund in the amount of $172,500 and was reimbursed exclusive of
$31,341 which had been absorbed by the Investment Manager. 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. INVESTMENT MANAGEMENT AGREEMENT
 
Pursuant to an Investment Management Agreement, the Fund pays the Investment
Manager a management fee, accrued daily and payable monthly, by applying the
annual rate of 0.60% to the net assets of the Fund determined as of the close of
each business day.
 
Under the terms of the Agreement, in addition to managing the Fund's
investments, the Investment Manager maintains certain of the Fund's books and
records and furnishes, at its own expense, office space, facilities, equipment,
clerical, bookkeeping and certain legal services and pays the salaries of all
personnel, including officers of the Fund who are employees of the Investment
Manager. The
<PAGE>   9
 
DEAN WITTER BALANCED GROWTH FUND
NOTES TO FINANCIAL STATEMENTS July 31, 1996 (unaudited) continued
 
Investment Manager also bears the cost of telephone services, heat, light, power
and other utilities provided to the Fund.
 
The Investment Manager assumed all operating expenses (except for brokerage
fees) and waived the compensation provided for in its Investment Management
Agreement until the Fund had $50 million of net assets which occurred on
February 9, 1996. At July 31, 1996, included in the Statement of Assets and
Liabilities was a receivable from an affiliate which represents expense
reimbursements due to the Fund.
 
3. PLAN OF DISTRIBUTION
 
Dean Witter Distributors Inc. (the "Distributor"), an affiliate of the
Investment Manager, is the distributor of the Fund's shares and, in accordance
with a Plan of Distribution (the "Plan"), pursuant to Rule 12b-1 under the Act,
finances certain expenses in connection therewith.
 
Under the Plan, the Distributor bears the expense of all promotional and
distribution related activities on behalf of the Fund, except for expenses that
the Trustees determine to reimburse, as described below. The following
activities and services may be provided by the Distributor, account executives
of Dean Witter Reynolds Inc. ("DWR"), an affiliate of the Investment Manager and
Distributor, its affiliates and other selected broker-dealers under the Plan:
(1) compensation to, and expenses of, account executives of DWR and other
employees, including overhead and telephone expenses; (2) sales incentives and
bonuses to sales representatives and to marketing personnel in connection with
promoting sales of the Fund's shares; (3) expenses incurred in connection with
promoting sales of the Fund's shares; (4) preparing and distributing sales
literature; and (5) providing advertising and promotional activities, including
direct mail solicitation and television, radio, newspaper, magazine and other
media advertisements.
 
The Fund is authorized to reimburse the Distributor for specific expenses the
Distributor incurs or plans to incur in promoting the distribution of the Fund's
shares. The amount of each monthly reimbursement payment may in no event exceed
an amount equal to a payment at the annual rate of 1.0% of the Fund's average
daily net assets during the month. Expenses incurred by the Distributor pursuant
to the Plan in any fiscal year in excess of 1.0% will not be reimbursed by the
Fund through payments accrued in any subsequent fiscal year. For the six months
ended July 31, 1996, the distribution fee was accrued at the annual rate of
1.0%.
<PAGE>   10
 
DEAN WITTER BALANCED GROWTH FUND
NOTES TO FINANCIAL STATEMENTS July 31, 1996 (unaudited) continued
 
4. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES
 
The cost of purchases and proceeds from sales of portfolio securities, excluding
short-term investments, for the six months ended July 31, 1996 aggregated
$38,179,466 and $7,185,576, respectively. Included in the aforementioned are
purchases of U.S. Government securities of $12,045,191.
 
For the six months ended July 31, 1996, the Fund incurred brokerage commissions
of $26,472 with DWR for portfolio transactions executed on behalf of the Fund.
At July 31, 1996, the Fund's receivable for investments sold and payable for
investments purchased included unsettled trades with DWR of $173,067 and
$223,583, respectively.
 
Dean Witter Trust Company, an affiliate of the Manager and Distributor, is the
Fund's transfer agent. At July 31, 1996, the Fund had transfer agent fees and
expenses payable of approximately $4,800.
 
5. SHARES OF BENEFICIAL INTEREST
 
Transactions in shares of beneficial interest were as follows:
 
<TABLE>
<CAPTION>
                                                                                                            FOR THE PERIOD
                                                                            FOR THE SIX                     MARCH 28, 1995*
                                                                           MONTHS ENDED                         THROUGH
                                                                           JULY 31, 1996                   JANUARY 31, 1996
                                                                    ---------------------------        -------------------------
                                                                      SHARES          AMOUNT            SHARES         AMOUNT
                                                                    ----------     ------------        ---------     -----------
                                                                            (unaudited)
<S>                                                                 <C>            <C>                 <C>           <C>
Sold............................................................     4,320,034     $ 52,197,635        4,686,686     $50,974,046
Reinvestment of dividends and distributions.....................        53,697          650,710           58,982         654,591
                                                                      --------       ----------          -------       ---------
                                                                     4,373,731       52,848,345        4,745,668      51,628,637
Repurchased.....................................................    (1,785,535)     (21,585,508)        (763,914)     (8,519,734)
                                                                      --------       ----------          -------       ---------
Net increase....................................................     2,588,196     $ 31,262,837        3,981,754     $43,108,903
                                                                      ========       ==========          =======       =========
</TABLE>
 
- ---------------------
* Commencement of operations.
<PAGE>   11
 
DEAN WITTER BALANCED GROWTH FUND
FINANCIAL HIGHLIGHTS
 
Selected ratios and per share data for a share of beneficial interest
outstanding throughout each period:
 
<TABLE>
<CAPTION>
                                                                                                                  FOR THE PERIOD
                                                                                                                  MARCH 28, 1995*
                                                                                                FOR THE SIX           THROUGH
                                                                                               MONTHS ENDED         JANUARY 31,
                                                                                               JULY 31, 1996           1996
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                (unaudited)
<S>                                                                                           <C>                 <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period......................................................         $11.92              $10.00
                                                                                                ---------           ---------
Net investment income.....................................................................           0.12                0.31
Net realized and unrealized gain (loss)...................................................          (0.03)               1.88
                                                                                                ---------           ---------
Total from investment operations..........................................................           0.09                2.19
                                                                                                ---------           ---------
Less dividends and distributions from:
   Net investment income..................................................................          (0.12)              (0.27)**
   Net realized gain......................................................................          (0.01)                 --
                                                                                                ---------           ---------
Total dividends and distributions.........................................................          (0.13)              (0.27)
                                                                                                ---------           ---------
Net asset value, end of period............................................................         $11.88              $11.92
                                                                                                =========           =========
TOTAL INVESTMENT RETURN+..................................................................           0.73%(1)           22.13%(1)
RATIOS TO AVERAGE NET ASSETS:
Expenses..................................................................................           1.93%(2)(4)           --%(2)(3)
Net investment income.....................................................................           2.31%(2)(4)         4.25%(2)(3)
SUPPLEMENTAL DATA:
Net assets, end of period, in thousands...................................................        $78,163             $47,596
Portfolio turnover rate...................................................................             12%(1)               2%(1)
Average commission rate paid..............................................................        $0.0511                  --
</TABLE>
 
- ---------------------
 *  Commencement of operations.
**  Includes a capital gain distribution of $0.004.
 +  Calculated based on the net asset value as of the last business day of the
    period.
(1) Not annualized.
(2) Annualized.
(3) If the Investment Manager had not reimbursed expenses and waived the
    management fee, the above annualized expense and net investment income
    ratios would have been 2.42% and 1.83%, respectively.
(4) If the Investment Manager had not reimbursed expenses and waived the
    management fee, the above annualized expense and net investment income
    ratios would have been 2.24% and 2.00%, respectively.
 
                       SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>   12
BOARD OF DIRECTORS

Michael Bozic
Charles A. Fiumefreddo
Edwin J. Garn
John R. Haire
Dr. Manuel H. Johnson
Michael E. Nugent
Philip J. Purcell
John L. Schroeder

OFFICERS

Charles A. Fiumefreddo
Chairman and Chief Executive Officer
Sheldon Curtis
Vice President, Secretary and General Counsel
Paul D. Vance
Vice President
Rajesh Gupta
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

INVESTMENT MANAGER

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

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

This report is submitted for the general information of shareholders of the
Fund. For more detailed information about the Fund, its officers and directors,
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.

DEAN WITTER
BALANCED
GROWTH FUND



[GRAPHIC]


SEMIANNUAL REPORT
JULY 31, 1996


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