-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PuP+xBv1SXPSC13lTJSUYnNoQxVPjAi7zHQ3LZWmz4OmREpYUxuV78WUavSAevVZ nkhdn6bOUJpG3XULc/Tp+g== 0000950123-06-002189.txt : 20060224 0000950123-06-002189.hdr.sgml : 20060224 20060224093854 ACCESSION NUMBER: 0000950123-06-002189 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051231 FILED AS OF DATE: 20060224 DATE AS OF CHANGE: 20060224 EFFECTIVENESS DATE: 20060224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY GROWTH FUND CENTRAL INDEX KEY: 0000883679 IRS NUMBER: 133622774 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-06551 FILM NUMBER: 06641175 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER , PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY DEAN WITTER GROWTH FUND DATE OF NAME CHANGE: 19981124 FORMER COMPANY: FORMER CONFORMED NAME: TCW/DW CORE EQUITY TRUST DATE OF NAME CHANGE: 19920929 0000883679 S000002359 NONE C000006203 A GRTAX C000006204 B GRTBX C000006205 C GRTCX C000006206 D GRTDX N-Q 1 y16961nvq.txt N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-06551 Morgan Stanley Growth Fund (Exact name of registrant as specified in charter) 1221 Avenue of the Americas, New York, New York 10020 (Address of principal executive offices) (Zip code)
Ronald E. Robison 1221 Avenue of the Americas, New York, New York 10020 (Name and address of agent for service) Registrant's telephone number, including area code: 212-762-4000 Date of fiscal year end: March 31, 2006 Date of reporting period: December 31, 2005 ITEM 1. SCHEDULE OF INVESTMENTS. The Fund's schedule of investments as of the close of the reporting period prepared pursuant to Rule 12-12 of Regulation S-X is as follows: MORGAN STANLEY GROWTH FUND PORTFOLIO OF INVESTMENT DECEMBER 31, 2005 (UNAUDITED)
NUMBER OF SHARES VALUE - --------- ------------ COMMON STOCKS (97.9%) Advertising/Marketing Services (1.9%) 148,477 Getty Images, Inc.* $ 13,254,542 ------------ Air Freight/Couriers (2.8%) 251,609 C.H. Robinson Worlwide, Inc. 9,317,081 143,338 Expeditors International of Washington, Inc. 9,676,748 ------------ 18,993,829 ------------ Biotechnology (1.9%) 143,758 Genentech, Inc.* 13,297,615 ------------ Casino/Gaming (2.3%) 503,491 International Game Technology 15,497,453 ------------ Chemicals: Agricultural (4.1%) 364,906 Monsanto Co. 28,291,162 ------------ Computer Peripherals (0.0%) 206,600 Seagate Technology, Inc. (Escrow)* ** 0 ------------ Computer Processing Hardware (4.1%) 165,768 Apple Computer, Inc.* 11,917,061 546,747 Dell, Inc.* 16,396,943 ------------ 28,314,004 ------------ Data Processing Services (1.4%) 244,618 Paychex, Inc. 9,324,838 ------------ Discount Stores (6.9%) 543,730 Costco Wholesale Corp. 26,898,323 177,758 Sears Holdings Corp.* 20,536,382 ------------ 47,434,705 ------------ Finance/Rental/Leasing (1.5%) 294,243 Countrywide Financial Corp. 10,060,168 ------------ Financial Conglomerates (2.6%) 358,483 Brookfield Asset Management Inc. (Class A) (Canada) 18,042,449 ------------ Financial Publishing/Services (1.5%) 169,605 Moody's Corp. 10,417,139 ------------ Gas Distributors (1.3%) 117,531 Questar Corp. 8,897,097 ------------ Home Building (1.5%) 261,678 Pulte Homes, Inc. 10,299,646 ------------ Home Improvement Chains (2.6%) 444,821 Home Depot, Inc. (The) 18,006,354 ------------ Hotels/Resorts/Cruiselines (2.9%) 372,189 Carnival Corp. (Panama) 19,900,946 ------------ Industrial Conglomerates (1.3%) 321,160 Tyco International Ltd. (Bermuda) 9,268,678 ------------
Insurance Brokers/Services (1.5%) 318,208 Marsh & McLennan Companies, Inc. 10,106,286 ------------ Internet Retail (2.4%) 353,071 Amazon.com, Inc.* 16,647,298 ------------ Internet Software/Services (8.2%) 80,768 Google, Inc. (Class A)* 33,507,412 581,927 Yahoo!, Inc.* 22,799,900 ------------ 56,307,312 ------------ Investment Banks/Brokers (2.0%) 36,578 Chicago Mercantile Exchange Holdings, Inc. 13,442,049 ------------ Managed Health Care (3.2%) 350,596 UnitedHealth Group Inc. 21,786,035 ------------ Medical Specialties (4.0%) 71,049 Alcon, Inc. (Switzerland) 9,207,950 211,019 Dade Behring Holdings, Inc. 8,628,567 195,244 St. Jude Medical, Inc.* 9,801,249 ------------ 27,637,766 ------------ Miscellaneous Commercial Services (3.4%) 156,175 Corporate Executive Board Co. (The) 14,008,897 223,953 Iron Mountain, Inc.* 9,455,296 ------------ 23,464,193 ------------ Motor Vehicles (2.3%) 299,930 Harley-Davidson, Inc. 15,443,396 ------------ Oil & Gas Production (5.7%) 254,240 Southwestern Energy Co.* 9,137,386 534,867 Ultra Petroleum Corp. (Canada)* 29,845,579 ------------ 38,982,965 ------------ Other Consumer Services (6.8%) 242,182 Apollo Group, Inc. (Class A)* 14,642,324 743,214 eBay, Inc.* 32,144,006 ------------ 46,786,330 ------------ Personnel Services (1.7%) 292,050 Monster Worldwide, Inc.* 11,921,481 ------------ Property - Casualty Insurers (3.5%) 8,211 Berkshire Hathaway, Inc. (Class B)* 24,103,391 ------------ Recreational Products (2.3%) 299,539 Electronic Arts, Inc.* 15,668,885 ------------ Semiconductors (1.5%) 180,004 Marvell Technology Group, Ltd. (Bermuda)* 10,096,424 ------------ Specialty Telecommunications (1.4%) 355,137 Crown Castle International Corp.* 9,556,737 ------------ Telecommunication Equipment (1.0%) 335,226 Corning, Inc.* 6,590,543 ------------ Tobacco (2.3%) 211,817 Altria Group, Inc. 15,826,966 ------------ Wireless Telecommunications (4.1%) 958,332 America Movil S.A. de C.V. (Series L) (ADR) (Mexico) 28,040,794 ------------
TOTAL INVESTMENT (Cost $568,575,612) (a) 97.9% 671,709,476 OTHER ASSETS IN EXCESS OF LIABILITIES 2.1 14,213,908 ----- ------------ NET ASSETS 100.0% $685,923,384 ===== ============
- ---------- ADR American Depositary Receipt. * Non-income producing security. ** A security with total market value equal to $0 has been valued at its fair value as determined in good faith under procedures established by and under the general supervision of the Fund's Trustees. (a) The aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The aggregate gross unrealized appreciation is $118,512,897 and the aggregate gross unrealized depreciation is $15,379,033, resulting in net unrealized appreciation of $103,133,864. ITEM 2. CONTROLS AND PROCEDURES. (a) The Fund's principal executive officer and principal financial officer have concluded that the Fund's disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-Q was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, based upon such officers' evaluation of these controls and procedures as of a date within 90 days of the filing date of the report. (b) There were no changes in the Fund's internal control over financial reporting that occurred during the registrant's fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting. ITEM 3. EXHIBITS. (a) A separate certification for each principal executive officer and principal financial officer of the registrant are attached hereto. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Morgan Stanley Growth Fund /s/ Ronald E. Robison - ------------------------------------- Ronald E. Robison Principal Executive Officer February 09, 2006 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated. /s/ Ronald E. Robison - ------------------------------------- Ronald E. Robison Principal Executive Officer February 09, 2006 /s/ Francis Smith - ------------------------------------- Francis Smith Principal Financial Officer February 09, 2006 3
EX-99.CERT 2 y16961exv99wcert.txt EX-99.CERT: CERTIFICATION EXHIBIT 3 A1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Ronald E. Robison, certify that: 1. I have reviewed this report on Form N-Q of Morgan Stanley Growth Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Omitted; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 09, 2006 /s/ Ronald E. Robison ---------------------------------------- Ronald E. Robison Principal Executive Officer 4 EXHIBIT 3 A2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Francis Smith, certify that: 1. I have reviewed this report on Form N-Q of Morgan Stanley Growth Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Omitted; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 09, 2006 /s/ Francis Smith ---------------------------------------- Francis Smith Principal Financial Officer 5
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