I Share Prospectus

U.S. Fixed Income Funds

Core Fixed Income

High Yield Bond

Short Term Bond

Total Return Bond

Money Market

This Prospectus tells you about the Institutional Class shares of five of the separate investment funds offered by TCW Funds, Inc., each of which has different investment objectives and policies. Please read this document carefully and keep it for future reference. Sometimes we will refer to the funds in this prospectus as TCW Fixed Income Funds.

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these securities or determined if this Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

February 29, 2008

The Firm

Founded in 1971, the TCW Group (TCW) provides a broad range of international and U.S. equity and fixed income investment products and services for investors around the world. With a team of approximately 390 investment and administrative professionals located in Los Angeles, New York and Houston, TCW has a broad depth of knowledge, investment experience and research capability. TCW Investment Management Company, a member of TCW and an investment advisor registered with the Securities and Exchange Commission, will act as the advisor to the TCW Funds.

TCW Funds, Inc.

This prospectus tells you about the Class I shares of five of the separate investment funds offered by TCW Funds, Inc., each of which has different investment objectives and policies. Please read this document carefully, and keep it for future reference. Sometimes we will refer to the funds in this prospectus as the TCW Fixed Income Funds.

TCW Money Market Fund

TCW Core Fixed Income Fund

TCW High Yield Bond Fund

TCW Short Term Bond Fund

TCW Total Return Bond Fund

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these securities or determined if this Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

February 29, 2008

TABLE OF CONTENTS

	Page
General Fund Information
Investment Objectives, Principal Strategies and Main Risks	3
Performance Summary	4
Fund Expenses and Expense Example	8
TCW Money Market Fund
Investment Objectives/Approach	9
Main Risks	10
TCW Core Fixed Income Fund
Investment Objectives/Approach	11
Main Risks	13
TCW High Yield Bond Fund
Investment Objectives/Approach	14
Main Risks	15
TCW Short Term Bond Fund
Investment Objectives/Approach	16
Main Risks	17
TCW Total Return Bond Fund
Investment Objectives/Approach	18
Main Risks	19
Principal Risks and Risk Definitions	20
Management of the Funds	27
Investment Advisor	27
Portfolio Managers	27
Advisory Agreement	28
Payments by the Advisor	28
Multiple Class Structure	29
Your Investment
Buying Shares	30
Automatic Investment Plan	32
Selling Shares	32
Written Sell Order	32
Check Writing Privilege	33
Exchange Privilege	33

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Third Party Transactions	33
Household Mailings	33
Account Statements	33
General Policies	34
Trading Limits	34
To Open an Account/To Add to an Account	36
To Sell or Exchange Shares	37
Distributions and Taxes	39
Portfolio Holdings Information	40
Financial Highlights	41
For More Information	46

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GENERAL FUND INFORMATION

Investment Objectives and Principal Strategies

TCW Funds, Inc.	Investment Objectives	Principal Investment Strategies	Main Risks*
TCW Money Market Fund	Current income, preservation of capital and liquidity	Invests in high credit quality, short-term money market securities.	Credit Risk, interest rate risk, securities selection risk and portfolio management risk
TCW Core Fixed Income Fund	Maximize current income and achieve above average total return consistent with prudent investment management over a full market cycle	Invests in fixed income securities.	Interest rate risk (including extension risk and prepayment risk), credit risk (including “junk bond” risk), price volatility risk, liquidity risk, mortgage-backed securities risks, market risk, foreign investing risk and portfolio management risk
TCW High Yield Bond Fund	Maximize current income and achieve above average total return consistent with reasonable risk over a full market cycle	Invests in high yield bonds, commonly known as “junk” bonds.	Credit risk (including “junk bond” risk), price volatility risk, interest rate risk, liquidity risk, market risk and portfolio management risk
TCW Short Term Bond Fund	Maximize current income	Invests in mortgage-backed securities guaranteed by, or secured by collateral which is guaranteed by, the United States Government, its agencies, instrumentalities or its sponsored corporations, or private issued mortgage- backed securities rated Aa or higher by Moody’s or AA or higher by S&P.	Interest rate risk (including extension risk and prepayment risk), mortgage-backed securities risks, credit risk, price volatility risk, liquidity risk, market risk and portfolio management risk
TCW Total Return Bond Fund	Maximize current income and achieve above average total return consistent with prudent investment management over a full market cycle	Invests in mortgage-backed securities guaranteed by, or secured by collateral which is guaranteed by, the United States government, its agencies, instrumentalities or its sponsored corporations, or private issued mortgage- backed securities rated Aa or higher by Moody’s or AA or higher by S&P.	Interest rate risk (including extension risk and prepayment risk), mortgage-backed securities risks, credit risk, price volatility risk, liquidity risk, market risk and portfolio management risk

* Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed

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Performance Summary

The barchart and table below show each Fund’s annual and after-tax returns and its long-term performance with respect to its Class I shares. The barchart shows you how each Fund’s performance has varied from year to year. The table compares the before and after-tax of each Fund’s performance over time to that of a broad-based securities market index. Both the barchart and table assume reinvestment of dividends and distributions.

After-tax returns are calculated using the highest historical individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on your tax situation and may differ from those shown, and after-tax returns shown are not relevant if you hold shares of a Fund through a tax-deferred arrangement, such as an individual retirement account or a 401(k) plan. In some cases the return after taxes may exceed the return before taxes due to an assumed tax benefit from any losses on a sale of Fund shares at the end of the measurement period.

As with all mutual funds, past performance, both before and after taxes, is not a prediction of future results. The indices performance does not reflect any deduction for fees expenses or taxes.

Year by year total return (%)

as of December 31 each year

TCW Money Market Fund

The Fund’s 7-day simple yield was 4.32% and its 7-day compounded yield was 4.41% as of December 31, 2007

TCW Core Fixed Income Fund

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TCW High Yield Bond Fund

TCW Short Term Bond Fund

TCW Total Return Bond Fund

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Best and worst quarterly performance during this period

Fund	Performance
Ÿ Money Market Fund
Quarter ended December 31, 2000	1.59% (Best)
Quarters ended December 31, 2003, March 31, 2004 and June 30, 2004	0.19% (Worst)
Ÿ Core Fixed Income Fund
Quarter ended June 30, 1995	5.93% (Best)
Quarter ended March 31, 1996	– 3.03% (Worst)
Ÿ High Yield Bond Fund
Quarter ended June 30, 2003	8.37% (Best)
Quarter ended December 31, 2000	– 5.06% (Worst)
Ÿ Short Term Bond Fund
Quarter ended March 31, 2001	2.31% (Best)
Quarter ended June 30, 2004	– 0.68% (Worst)
Ÿ Total Return Bond Fund
Quarter ended December 31, 2000	5.57% (Best)
Quarter ended March 31, 1996	– 2.06% (Worst)

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Average Annual Total Returns For the Periods ended December 31, 2007	1 year	5 years		10 years
Ÿ Money Market Fund
Return Before Taxes	5.00%	2.91%		3.63%
Citigroup 3 Month T-Bill Index(1)	4.74%	2.95%		3.62%
Ÿ Core Fixed Income Fund
Return Before Taxes	7.12%	4.85%		5.64%
Return After Taxes on Distributions	5.36%	3.10%		3.60%
Return After Taxes on Distributions and Sale of Fund Shares	4.58%	3.11%		3.56%
Lehman Brothers Aggregate Bond Index(2)	6.97%	4.42%		5.97%
Ÿ High Yield Bond Fund
Return Before Taxes	1.25%	8.48%		4.57%
Return After Taxes on Distributions	– 1.53%	5.50%		1.25%
Return After Taxes on Distributions and Sale of Fund Shares	0.83%	5.54%		1.79%
Citigroup High Yield Cash Pay Custom Index(3)	2.63%	10.51%		5.77%
Ÿ Short Term Bond Fund
Return Before Taxes	4.56%	2.79%		4.06%
Return After Taxes on Distributions	2.79%	1.62%		2.62%
Return After Taxes on Distributions and Sale of Fund Shares	2.95%	1.70%		2.59%
Citigroup 1-Year Treasury Index(4)	5.72%	2.88%		4.19%
Ÿ Total Return Bond Fund
Return Before Taxes	6.60%	4.69%		6.36%
Return After Taxes on Distributions	4.74%	2.83%		3.94%
Return After Taxes on Distributions and Sale of Fund Shares	4.25%	2.90%		3.93%
Lehman Brothers Aggregate Bond Index(2)	6.97%	4.42	%	5.97%

⁽¹⁾ The Citigroup 3-Month Treasury Bill Index represents the average of 90-day T-bill rates for each of the prior three months adjusted to a bond equivalent basis.

⁽²⁾ The Lehman Brothers Aggregate Bond Index is a market capitalization-weighted index of investment-grade fixed-rate debt issues, including government, corporate, asset-backed and mortgage-backed securities with maturities of at least one year.

⁽³⁾ The Citigroup High Yield Custom Index is a blend of the Citigroup High Yield Cash Pay Index and the Citigroup High Yield Cash Pay Capped Index. The Citigroup High Yield Cash Pay Capped Index includes only cash-pay bonds with remaining maturities of at least one year and a minimum amount outstanding of USD 100 million and a cap on the prior amount of each issuer in the Index at USD 5 billion.

⁽⁴⁾ The Citigroup 1-Year Treasury Index represents the return of one-year treasuries each month. It is determined by taking the 1-year Treasury Bill at the beginning of each month and calculating its return.

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Fund Expenses and Expense Example

As an investor, you pay certain fees and expenses in connection with the Funds, which are described in the table below. Annual Fund Operating Expenses are paid out of Fund assets, so their effect is included in the share price. The Class I shares of the Funds have no sales charge (load) or Rule 12b-1 distribution fees.

FEE TABLE

		Money Market	Core Fixed Income	High Yield Bond	Short Term Bond	Total Return Bond
Shareholder Transaction Fees
1)	Redemption Fees	None	None	None	None	None
2)	Exchange Fees	None	None	None	None	None
3)	Contingent Deferred Sales Load	None	None	None	None	None
4)	Maximum Sales Charge (Load) on Reinvested Dividends	None	None	None	None	None
5)	Maximum Sales Charge (Load) on Purchases	None	None	None	None	None
Annual Fund Operating Expenses
	Management Fees	0.25%	0.40%	0.75%	0.50%	0.50%
	Distribution (12b-1) Fees	None	None	None	None	None
	Other Expenses	0.08%	0. 27%	0.18%	0.13%	0.11%
	Total Annual Fund Operating Expenses	0.33%	0.67%1	0.93%	0.63%2	0.61%2

¹ The Advisor voluntarily agreed to reduce its fee or pay the operating expenses of the Fund to reduce Annual Fund Operating Expenses to 0.50% of Net Assets. This waiver is voluntary and is terminable on 60 days’ notice.

² The Advisor voluntarily agreed to reduce its fee or pay the operating expenses of the Funds to reduce Annual Fund operating Expenses to 0.44% of Net Assets. This waiver is voluntary and is terminable on 60 days’ notice.

EXPENSE EXAMPLE

This Example is intended to help you compare the cost of investing in the Funds with the cost of investing in other mutual funds.

This Example shows what you could pay in expenses over time. It uses the same hypothetical conditions other funds use in their prospectuses: $10,000 Initial Investment, 5% total return each year and no changes in expenses. The figures shown would be the same whether or not you sold your shares at the end of a period. Because actual return and expenses will be higher or lower, the Example is for comparison purposes only.

	1 Year		3 Years		5 Years		10 Years
Money Market	$	34	$	106	$	185	$	418
Core Fixed Income	$	68	$	214	$	373	$	835
High Yield Bond	$	95	$	296	$	515	$	1,143
Short Term Bond	$	64	$	202	$	351	$	786
Total Return Bond	$	62	$	195	$	340	$	762

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TCW Money Market Fund

Investment Objectives/Approach

The Fund seeks current income, preservation of capital and liquidity. To pursue these goals, it invests in high credit quality, short-term money market securities which include the following: securities issued or guaranteed as to principal and interest by the U.S. government, its agencies or instrumentalities; certificates of deposit, bankers’ acceptances and time deposits; commercial paper and other short-term corporate obligations; other money market funds; repurchase agreements; and asset-backed securities. The Fund also seeks to maintain a constant net asset value of $1.00 per share. To pursue this goal, the Fund invests in money market instruments that have remaining maturities of 397 days or less (and an average portfolio maturity of 90 days or less on a dollar-weighted basis).

If the Fund’s board believes that any deviation from a $1.00 amortized cost price per share may result in material dilution or other unfair results to new or existing shareholders, it will take steps to eliminate or reduce these consequences. These steps include:

• selling portfolio securities prior to maturity.

• shortening the average maturity of the portfolio.

• withholding or reducing dividends.

• redeeming shares in kind.

• utilizing a net asset value per share determined by using available market quotations.

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Main Risks

The Fund’s ability to achieve its objective will depend largely on the Advisor’s ability in selecting the appropriate mix of portfolio securities.

The primary risks affecting the Fund are:

• credit risk

• interest rate risk

• securities selection risk

• portfolio management risk

Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed above.

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TCW Core Fixed Income Fund

Investment Objectives/Approach

The Fund seeks to provide maximum current income and achieve above average total return consistent with prudent investment management over a full market cycle. To pursue this goal, it invests (except when maintaining a temporary defensive position) at least 80% of the value of its net assets (plus amounts borrowed for investment purposes) in debt securities. These debt securities, bearing fixed or variable interest rates, include U.S. Government and corporate obligations, bonds, notes, debentures, mortgage-backed securities, asset-backed securities, foreign securities (government and corporate) and other debt securities of any maturity. If the Fund changes this investment policy, it will notify shareholders at least 60 days in advance of the change.

Concepts to understand

Duration is often used to measure the potential volatility of a bond’s price: bonds with longer durations are more sensitive to changes in interest rates, making them more volatile than bonds with shorter durations. Bonds with fixed maturities have a readily determinable duration. Bonds with uncertain payment schedules, such as mortgage-backed securities, which can be prepaid, have durations which may vary or lengthen in certain interest rate environments, making their values even more volatile than they were when acquired.

In managing the Fund’s investments, the Advisor uses a controlled risk approach. The techniques of this approach attempt to control the principal risk components of the fixed income markets. These components include:

• security selection within a given sector

• relative performance of the various market sectors

• the shape of the yield curve

• fluctuations in the overall level of interest rates

The Advisor also utilizes active asset allocation in managing the Fund’s investments and monitors the duration of the Fund’s portfolio securities to mitigate the Fund’s exposure to interest rate risk.

The Fund may invest a portion of its assets in high yield/below investment grade bonds, commonly known as “junk” bonds. The Fund may also invest a portion of its assets in equity securities (including common stock and convertible and non-convertible preferred stocks), bank loans and credit default swaps of companies in the high yield investment

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universe. High yield portfolio holdings are diversified by industry and issuer in an attempt to reduce the impact of negative events for an industry or issuer.

The Fund may invest some assets in options, futures and foreign currency futures and forward contracts. These practices are used primarily to hedge the Fund’s portfolio but may also be used to attempt to increase returns; however, such practices sometimes may reduce returns or increase volatility. The Fund may also invest some assets in inverse floaters and interest-only and principal-only securities, which are sometimes referred to as derivatives. These practices may reduce returns or increase volatility and be very sensitive to changes in interest rates.

Typically, the Fund sells an individual security when there is a perceived deterioration in the credit fundamentals of the issuer or the Advisor determines to take advantage of a better investment opportunity.

Philip A. Barach, Jeffrey E. Gundlach and James M. Hassett are the Fund’s portfolio managers.

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Main Risks

The Fund’s ability to achieve its objective will depend largely on the Advisor’s ability in selecting the appropriate mix of portfolio securities.

The primary risks affecting the Fund are:

• interest rate risk

• price volatility risk

• credit risk

• junk bond risk

• liquidity risk

• securities selection risk

• market risk

• portfolio management risk

• extension risk of mortgage-backed securities

• prepayment risk of mortgage-backed securities

• foreign investing risk

• equity risk

• securities lending risk

• asset-backed securities risk

Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed above.

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TCW High Yield Bond Fund

Investment Objectives/Approach

The Fund seeks to maximize income and achieve above average total return consistent with reasonable risk over a full market cycle. To pursue this goal, it invests (except when maintaining a temporary defensive position) at least 80% of the value of its net assets (plus amounts borrowed for investment purposes) in high yield/below investment grade bonds, commonly known as “junk” bonds. The Fund may invest up to 20% of its net assets in equity securities (including convertible and non-convertible preferred stocks), bank loans and credit default swaps of companies in the high yield universe. If the Fund changes this investment policy, it will notify shareholders at least 60 days in advance of the change. Portfolio holdings are diversified by industry and issuer in an attempt to reduce the impact of negative events for an industry or issuer.

Concepts to understand

Junk bonds are bonds that have a credit rating of BB or lower by rating agencies such as Moody’s Investors Service, Inc. and Standard & Poor’s Corporation.

Junk bonds are considered to be mostly speculative in nature. This gives the Fund more credit risk than the other TCW Fixed Income Funds, but also gives it the potential for higher returns.

In managing the Fund’s investments, the Advisor looks for companies that have:

• strong credit profiles

• favorable industry fundamentals

• good management teams

• stable cash flows

• attractive yields for a given level of risk

Typically, the Fund sells an individual security when the issuer has experienced a material deterioration of the above referenced areas, the security reaches its targeted price, or the portfolio is rebalanced for diversification purposes.

John A. Fekete and James M. Hassett are the Fund’s portfolio managers.

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Main Risks

The Fund’s ability to achieve its objective will depend largely on the Advisor’s ability in selecting the appropriate mix of portfolio securities.

The primary risks affecting the Fund are:

• interest rate risk

• credit risk

• junk bond risk

• price volatility risk

• liquidity risk

• securities selection risk

• market risk

• portfolio management risk

• equity risk

• securities lending risk

Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed above.

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TCW Short Term Bond Fund

Investment Objectives/Approach

The Fund seeks to maximize current income. To pursue this goal, the Fund invests (except when maintaining a temporary defensive position) at least 80% of the value of its net assets (plus amounts borrowed for investment purposes) in debt securities. If the Fund changes this investment policy, it will notify shareholders at least 60 days in advance of the change. The Fund will invest primarily in mortgage-backed securities guaranteed by, or secured by collateral that is guaranteed by, the United States Government, its agencies, instrumentalities or its sponsored corporations (collectively, the “Federal Agencies”), and in privately issued mortgage-backed securities rated Aa or higher by Moody’s or AA or higher by S&P or the equivalent by any other nationally recognized statistical rating organization.

Concepts to understand

Duration is often used to measure the potential volatility of a bond’s price: bonds with longer durations are more sensitive to changes in interest rates, making them more volatile than bonds with shorter durations. Bonds with fixed maturities have a readily determinable duration. Bonds with uncertain payment schedules, such as mortgage-backed securities which can be prepaid, have durations which may vary or lengthen in certain interest rate environments, making their value even more volatile than they were when acquired.

Weighted average duration is the average duration of the securities in the portfolio weighted by market value.

Weighted average reset frequency is the average time to the next coupon reset date of the floating rate securities in the portfolio weighted by market value.

In managing the Fund’s investments, the Advisor seeks to construct a portfolio with a weighted average effective duration of no more than two years.

The Fund may invest some assets in inverse floaters and interest-only and principal-only securities, which are sometimes referred to as derivatives. These practices may reduce returns or increase volatility and may be very sensitive to changes in interest rates.

Typically, the Fund sells an individual security when the Advisor determines to take advantage of a better investment opportunity.

Philip A. Barach and Jeffrey E. Gundlach are the Fund’s portfolio managers.

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Main Risks

The Fund’s ability to achieve its objective will depend largely on the Advisor’s ability in selecting the appropriate mix of portfolio securities.

The primary risks affecting the Fund are:

• interest rate risk

• prepayment risk of mortgage-backed securities

• extension risk of mortgage-backed securities

• price volatility risk

• credit risk

• liquidity risk

• securities selection risk

• market risk

• portfolio management risk

• securities lending risk

• asset-backed securities risk

Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed above.

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TCW Total Return Bond Fund

Investment Objectives/Approach

The Fund seeks to maximize current income and achieve above average total return consistent with prudent investment management over a full market cycle. To pursue these goals, the Fund invests (except when maintaining a temporary defensive position) at least 80% of the value of its net assets (plus amounts borrowed for investment purposes) in debt securities. If the Fund changes this investment policy, it will notify shareholders at least 60 days in advance of the change. The Fund will invest primarily in mortgage-backed securities of any maturity or type guaranteed by, or secured by collateral that is guaranteed by, the United States Government, its agencies, instrumentalities or its sponsored corporations (collectively, the “Federal Agencies”), and in privately issued mortgage-backed securities rated Aa or higher by Moody’s or AA or higher by S&P or the equivalent by any other nationally recognized statistical rating organization.

Concepts to understand

Duration is often used to measure the potential volatility of a bond’s price: bonds with longer durations are more sensitive to changes in interest rates, making them more volatile than bonds with shorter durations. Bonds with fixed maturities have a readily determinable duration. Bonds with uncertain payment schedules, such as mortgage-backed securities which can be prepaid, have durations which may vary or lengthen in certain interest rate environments, making their value even more volatile than they were when acquired.

Weighted average duration is the average duration of the securities in the portfolio weighted by market value.

Weighted average reset frequency is the average time to the next coupon reset date of the floating rate securities in the portfolio weighted by market value.

In managing the Fund’s investments, the Advisor seeks to construct a portfolio with a weighted average effective duration of no more than eight years.

The Fund may invest some assets in inverse floaters and interest-only and principal-only securities, which are sometimes referred to as derivatives. These practices may reduce returns or increase volatility and may be very sensitive to changes in interest rates.

Typically, the Fund sells an individual security when the Advisor determines to take advantage of a better investment opportunity.

Philip A. Barach and Jeffrey E. Gundlach are the Fund’s portfolio managers.

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Main Risks

The Fund’s ability to achieve its objective will depend largely on the Advisor’s ability in selecting the appropriate mix of portfolio securities.

The primary risks affecting the Fund are:

• interest rate risk

• prepayment risk of mortgage-backed securities

• extension risk of mortgage-backed securities

• price volatility risk

• credit risk

• liquidity risk

• securities selection risk

• market risk

• portfolio management risk

• securities lending risk

• asset-backed securities risk

Please refer to the Principal Risks and Risk Definitions section for more information on each of the risks listed above.

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Principal Risks and Risk Definitions

All the Funds are affected by changes in the economy, or in securities and other markets. There is also the possibility that investment decisions the Advisor makes with respect to the investments of the Funds will not accomplish what they were designed to achieve or that the investments will have disappointing performance. Risk is the chance that you will lose money on your investment or that it will not earn as much as you expect. In general, the greater the risk, the more money your investment may earn for you—and the more you can lose. Since the Funds hold securities with fluctuating market prices, the value of each Fund’s shares will vary as its portfolio securities increase or decrease in value. Therefore, the value of your investment in a Fund could go down as well as up.

Your investment is not a bank deposit, and it is not insured or guranteed by the Federal Deposit Insurance Corporation or any other government agency, entity, or person. You can lose money by investing in a Fund. When you sell your shares of a Fund, they could be worth more or less than what you paid for them.

Your investment in a Fund may be subject (in varying degrees) to the following risks discussed below. Each Fund may be more susceptible to some of the risks than others.

Price Volatility Risk

The value of a Fund’s investment portfolio will change as the prices of its investments go up or down. The income on and value of your shares in a Fund will fluctuate along with interest rates. When interest rates rise, the market prices of the debt securities a Fund owns usually declines. When interest rates fall, the prices of these securities usually increase. Generally, the larger a Fund’s average portfolio maturity, the greater the price fluctuation. The price of any security owned by a Fund may also fall in response to events affecting the issuer of the security, such as its ability to continue to make principal and interest payments, or its credit ratings.

Prices of most securities tend to be more volatile in the short-term. Therefore, if you trade frequently or redeem in the short-term, you are more likely to incur a loss than an investor who holds investments for the longer-term. The fewer the number of issuers in which a Fund invests, the greater the potential volatility of its portfolio.

Liquidity Risk

Liquidity risk is the risk that certain securities may be difficult or impossible to sell at the time and price that a Fund would like to sell. If that happens, the Fund may have to lower the selling price, sell other securities instead, or forgo an investment opportunity, any of which could have a negative effect on the

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Fund’s performance. High yield, mortgage-backed and asset-backed securities have experienced periods of illiquidity.

Portfolio Management Risk

The Advisor’s judgments about the attractiveness, value and potential appreciation of particular companies’ stocks may prove to be incorrect and may not anticipate actual market movements or the impact of economic conditions generally. In fact, no matter how well the Advisor evaluates market conditions, the securities the Advisor chooses may fail to produce the intended result, and you could lose money on your investment in a Fund.

Securities Selection Risk

There is the possibility that the specific securities held in a Fund’s investment portfolio will underperform other funds in the same asset class or benchmarks that are representative of the general performance of the asset class because of a portfolio manager’s choice of securities.

Market Risk

Various market risks can affect the price or liquidity of an issuer’s securities in which a Fund may invest. There is the possibility that the returns from the types of securities in which a Fund invests will underperform returns from the various general securities markets or different asset classes. Different types of securities tend to go through cycles of outperformance and underperformance in comparison to the general securities markets. Adverse events occurring with respect to an issuer’s performance or financial position can depress the value of the issuer’s securities. The liquidity in a market for a particular security will affect its value and may be affected by factors relating to the issuer, as well as the depth of the market for that security. Other market risks that can affect value include a market’s current attitudes about types of securities, market reactions to political or economic events, including litigation, and tax and regulatory effects (including lack of adequate regulations for a market or particular type of instrument).

Foreign Investing Risk

Investments in foreign securities may involve greater risks than investing in domestic securities because a Fund’s performance may depend on factors other than the performance of a particular company.

As compared to U.S. companies, foreign issuers generally disclose less financial and other information publicly and are subject to less stringent and less uniform accounting, auditing and financial reporting standards. Foreign countries typically impose less thorough regulations on brokers, dealers, stock exchanges, corporate insiders and domest markets. Investment in foreign securities involves

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higher costs than investment in U.S. securities, including higher transaction and custody costs as well as the imposition of additional taxes by foreign governments. In addition, security trading practices abroad may offer less protection to investors such as the Funds. Settlement of transactions in some foreign markets may be delayed or may be less frequent than in the U.S. which could affect the liquidity of a Fund’s portfolio.

Because foreign securities generally are denominated and pay dividends or interest in foreign currencies, and a Fund may hold various foreign currencies from time to time, the value of a Fund’s assets, as measured in U.S. dollars, can be affected unfavorably by changes in exchange rates.

Equity Risk

Equity risk is the risk that stocks and other equity securities generally fluctuate more than bonds and can decline in value over short or extended periods. The value of stocks and other equity securities will be affected as a result of changes in a company’s financial condition and in overalll market and economic conditions.

Securities Lending Risk

Each Fund may lend portfolio securities with a value up to 25% of its total assets, including collateral received for securities lent. If a Fund lends securities, there is a risk that the securities will not be available to the Fund on a timely basis, and the Fund, therefore, may lose the opportunity to sell the securities at a desirable price. In addition, as with other extensions of credit, there is the risk of possible delay in receiving additional collateral or in the recovery of the securities or possible loss of rights in the collateral should the borrower fail financially. Also, there is the risk that the value of the investment of the collateral could decline causing a Fund to lose money.

Debt Securities Risks

Debt securities are subject to various risks. Debt securities are subject to two primary (but not exclusive) types of risk: credit risk and interest rate risk. These risks can affect a security’s price volatility to varying degrees, depending upon the nature of the instrument. In addition, the depth and liquidity of the market for an individual or class of debt security can also affect its price and, hence, the market value of a Fund.

Credit Risk refers to the likelihood that an issuer will default in the payment of principal and/or interest on a security. Financial strength and solvency of an issuer are the primary factors influencing credit risk. In addition, lack of or inadequency of collateral or credit enhancements for a fixed income security may affect its credit risk. Credit risk of a security may change over time, and securities which are rated by ratings agencies are often reviewed and may be subject to downgrade.

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Certain of the Funds may invest in securities rated below investment grade. The TCW High Yield Bond Fund portfolio, and to a lesser extent the TCW Core Fixed Income Fund portfolio, consist of below investment grade corporate securities. Debt securities that are rated below investment grade are considered to be speculative. Those debt securities rated below investment grade are also commonly known as “junk bonds.” These securities are regarded as bonds predominately speculative with respect to the issuer’s continuing ability to meet principal and interest payments. Because investment in lower quality securities involves greater investment risk, achievement of the Funds’ investment objective will be more dependent on the Advisor’s analysis than would be the case if the Funds were investing in higher quality debt securities. In addition, lower quality securities may be more susceptible to real or perceived adverse economic and individual corporate developments than would investment grade debt securities. Moreover, the secondary trading market for lower quality securities may be less liquid than the market for investment grade securities. This potential lack of liquidity may make it more difficult for the Advisor to accurately value certain portfolio securities.

Certain of the Funds may invest in debt securities and mortgage-backed securities issued by federal agencies and instrumentalities. These securities may not be backed by the full faith and credit of the United States government and are supported only by the credit of the issuer. Examples of such securities are mortgage-baced securities issued by the Federal Home Loan Mortgage Corporation (“Freddie Mac”) and the Federal National Mortgage Corporation (“Fannie Mae”). These securities are neither issued nor guranteed by the United States Treasury.

Interest rate risk refers to the change in value of debt instruments associated with changes in interest rates. Interest rate changes may affect the value of a debt security directly (especially in the case of fixed rate securities) and indirectly (especially in the case of adjustable rate securities). In general, rises in interest rates will negatively impact the value of fixed rate securities and falling interest rates will have a positive effect on value. The degree to which a security’s price will change as a result of changes in interest rates is measured by its “duration.” For example, the price of a bond with a 5 year duration would be expected under normal market conditions to decrease 5% for every 1% increase in interest rates. Generally, securities with longer maturities have a greater duration and thus are subject to greater price volatility from changes in interest rates. Adjustable rate instruments also react to interest rate changes in a similar manner although generally to a lesser degree (depending, however, on the characteristics of the reset terms, including the index chosen, frequency of reset and reset caps or floors, among other things).

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Junk Bond Risk

These bonds are speculative in nature. They are usually issued by companies without long track records of sales and earnings, or by those companies with questionable credit strength. These bonds are rated “below investment grade.” These bonds have a higher degree of default risk than higher-rated bonds. These bonds have a higher degree of default risk than higher-rated bonds. The TCW High Yield Bond Fund invests principally in “junk bonds.” The TCW Core Fixed Income Fund may invest a portion of their assets in bonds rated below investment grade.

Mortgage-Backed Securities Risks

Mortgage-backed securities represent participation interests in pools of residential mortgage loans purchased from individual lenders by a federal agency or originated and issued by private lenders. The TCW Core Fixed Income, TCW Short Term Bond and TCW Total Return Bond Funds may invest in mortgage-backed securities and are subject to the following risks.

Credit and Market Risks of Mortgage-Backed Securities. Investments by a Fund in fixed rate and floating rate mortgage-backed securities will entail normal credit risks (i.e., the risk of non-payment of interest and principal) and market risks (i.e., the risk that interest rates and other factors will cause the value of the instrument to decline). Many issuers or servicers of mortgage-backed securities guarantee timely payment of interest and principal on the securities, whether or not payments are made when due on the underlying mortgages. This kind of guarantee generally increases the quality of a security, but does not mean that the security’s market value and yield will not change. Like bond investments, the value of fixed rate mortgage-backed securities will tend to rise when interest rates fall, and fall when rates rise. Floating rate mortgage-backed securities will generally tend to have minimal changes in price when interest rates rise or fall, but their current yield will be affected. The value of all mortgage-backed securities may also change because of changes in the market’s perception of the creditworthiness of the organization that issued or guarantees them. In addition, the mortgage-backed securities market in general may be adversely affected by changes in governmental legislation or regulation. Fluctuations in the market value of mortgage-backed securities after their acquisition usually do not affect cash income from these securities but are reflected in a Fund’s net asset value. Factors that could affect the value of a mortgage-backed security include, among other things, the types and amounts of insurance which a mortgage carries, the amount of time the mortgage loan has been outstanding, the loan-to-value ratio of each mortgage and the amount of overcollateralization of a mortgage pool. An unexpectedly high rate of defaults on the mortgages held by a mortgage pool may limit substantially the pool’s ability to make payments of principal or interest to a Fund as a holder of such securities, reducing the values of these securities or in some cases rendering them worthless.

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Liquidity Risk of Mortgage-Backed Securities. The liquidity of mortgage-backed securities varies by type of security; at certain times a Fund may encounter difficulty in disposing of investments. Because mortgage-backed securities may be less liquid than other securities, a Fund may be more susceptible to liquidity risks than funds that invest in other securities. In the past, in stressed markets, certain types of mortgage-backed securities suffered periods of illiquidity if disfavored by the market.

Prepayment, Extension and Redemption Risks of Mortgage-Backed Securities. Mortgage-backed securities reflect an interest in monthly payments made by the borrowers who receive the underlying mortgage loans. Although the underlying mortgage loans are for specified periods of time, such as 20 or 30 years, the borrowers can, and typically do, pay them off sooner. When that happens, the mortgage-backed security which represents an interest in the underlying mortgage loan will be prepaid. A borrower is more likely to prepay a mortgage which bears a relatively high rate of interest. This means that in times of declining interest rates, a portion of the Fund’s higher yielding securities are likely to be redeemed and the Fund will probably be unable to replace them with securities having as great a yield. Prepayments can result in lower yields to shareholders. The increased likelihood of prepayment when interest rates decline also limits market price appreciation of mortgage-backed securities. This is known as prepayment risk. Mortgage-backed securities are also subject to extension risk. Extension risk is the possibility that rising interest rates may cause prepayments to occur at a slower than expected rate. This particular risk may effectively change a security which was considered short or intermediate term into a long-term security. Long-term securities generally fluctuate more widely in response to changes in interest rates than short or intermediate-term securities. In addition, a mortgage-backed security may be subject to redemption at the option of the issuer. If a mortgage-backed security held by a Fund is called for redemption, the Fund will be required to permit the issuer to redeem or “pay-off” the security, which could have an adverse effect on the Fund’s ability to achieve its investment objective.

Collateralized Mortgage Obligations. There are certain risks associated specifically with collateralized mortgage obligations (“CMOs”). CMOs are debt obligations collateralized by mortgage loans or mortgage pass-through securities. The average life of CMOs is determined using mathematical models that incorporate prepayment assumptions and other factors that involve estimates of future economic and market conditions. These estimates may vary from actual future results, particularly during periods of extreme market volatility. Further, under certain market conditions, such as those that occurred in 1994 and 2007, the average weighted life of certain CMOs may not accurately reflect the price volatility of such securities. For example, in periods of supply and demand imbalances in the market for such securities and/or in periods of

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sharp interest rate movements, the prices of CMOs may fluctuate to a greater extent than would be expected from interest rate movements alone. CMOs issued by private entities are not obligations issued or guaranteed by the United States Government, its agencies or instrumentalities and are not guaranteed by any government agency, although the securities underlying a CMO may be subject to a guarantee. Therefore, if the collateral securing the CMO, as well as any third party credit support or guarantees, is insufficient to make payment, the holder could sustain a loss.

Adjustable Rate Mortgages. Adjustable Rate Mortgages (“ARMs”) contain maximum and minimum rates beyond which the mortgage interest rate may not vary over the lifetime of the security. In addition, many ARMs provide for additional limitations on the maximum amount by which the mortgage interest rate may adjust for any single adjustment period. Alternatively, certain ARMs contain limitations on changes in the required monthly payment. In the event that a monthly payment is not sufficient to pay the interest accruing on an ARM, any excess interest is added to the principal balance of the mortgage loan, which is repaid through future monthly payments. If the monthly payment for such an instrument exceeds the sum of the interest accrued at the applicable mortgage interest rate and the principal payment required at such point to amortize the outstanding principal balance over the remaining term of the loan, the excess is utilized to reduce the then-outstanding principal balance of the ARM.

Asset-Backed Securities Risks

Asset-backed securities are bonds or notes backed by loan paper or accounts receivable originated by banks, credit card companies or other providers of credit. Certain asset-backed securities do not have the benefit of the same security interest in the related collateral as do mortgage-backed securities; nor are they provided government guarantees of repayment. Credit card receivables are generally unsecured, and the debtors are entitled to the protection of a number of state and federal consumer credit laws, many of which give such debtors the right to set off certain amounts owed on the credit cards, thereby reducing the balance due. In addition, some issuers of automobile receivables permit the servicers to retain possession of the underlying obligations. If the servicer were to sell these obligations to another party, there is a risk that the purchaser would acquire an interest superior to that of the holders of the related automobile receivables. The impairment of the value of collateral or other assets underlying an asset backed security, such as a result of non-payment of loans or non-performance of other collateral or underlying assets, may result in a reduction in the value of such asset-backed securities and losses to a Fund.

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Management of the Funds

Investment Advisor

The Funds’ investment advisor is TCW Investment Management Company and is headquartered at 865 South Figueroa Street, Suite 1800, Los Angeles, California 90017. As of December 31, 2007, the Advisor and its affiliated companies, which provide a variety of trust, investment management and investment advisory services, had approximately $150 billion under management or committed to management.

Portfolio Managers

Listed below are the individuals who have been primarily responsible for the day-to-day portfolio management of the Funds, including a summary of each person’s business experience during the past five years:

Portfolio Manager(s)	Business Experience During Last Five Years*
Philip A. Barach	Group Managing Director, the Advisor, TCW Asset Management Company and Trust Company of the West.
John A. Fekete	Senior Vice President, the Advisor, TCW Asset Management Company and Trust Company of the West.
Jeffrey E. Gundlach	Group Managing Director and Chief Investment Officer, the Advisor and Trust Company of the West; President and Chief Investment Officer, TCW Asset Management Company.
James M. Hassett	Managing Director, the Advisor, TCW Asset Management Company and Trust Company of the West.

*Positions with the TCW Group, Inc. and its affiliates may have changed over time.

The Funds’ Statement of Additional Information provides additional information about the portfolio managers’ investments in each Fund they manage, a description of their compensation structure and information regarding other accounts they manage.

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Advisory Agreement

The Funds and the Advisor have entered into an Investment Advisory and Management Agreement (the “Advisory Agreement”), under the terms of which the Funds have employed the Advisor to manage the investment of their assets, to place orders for the purchase and sale of their portfolio securities, and to be responsible for overall management of the Funds’ business affairs, subject to control by the Board of Directors. Under the Advisory Agreement, the Funds pay to the Advisor as compensation for the services rendered, facilities furnished, and expenses paid by it the following fees:

Fund	Annual Management Fee (As Percent of Average Net Asset Value)
Money Market	0.25%
Core Fixed Income	0.40%*
High Yield Bond	0.75%
Short Term Bond	0.50%*
Total Return Bond	0.50%*

*The Advisor has voluntarily waived a portion of its advisory fee to limit Annual Fund Operating Expenses to 0.44% of net assets for the Short Term Bond and Total Return Bond Funds and 0.50% for the Core Fixed Income Fund. This waiver is voluntary and is terminable on 60 days’ notice.

A discussion regarding the basis for the Board of Directors approval of the Advisory Agreement of the Funds is contained in the Funds’ annual report to shareholders for the twelve months ended October 31, 2007.

The Advisory Agreement provides that the Advisor shall not be liable for any error of judgment or mistake of law or for any loss suffered by a Fund in connection with the matters to which the agreement relates, except a loss resulting from willful misfeasance, bad faith, gross negligence on the part of the Advisor in the performance of its duties or from reckless disregard by the Advisor of its duties under the agreement.

Payments by the Advisor

The Advisor pays certain costs of marketing the Funds from legitimate profits from its investment advisory fees and other resources available to it. The Advisor may also share with financial advisors certain marketing expenses or pay for the opportunity to distribute the Funds, sponsor informational meetings, seminars, client awareness events, support for marketing materials, or business building programs. The Advisor or its affiliates may pay amounts from their own resources to third parties, including brokerage firms, banks, financial advisors, retirement plan service providers, and other financial intermediaries for providing record keeping, subaccounting, transaction processing and other administrative services. These payments are in addition to any fees that may be paid by the Funds for these types of or other services.

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The amount of these payments is determined from time to time by the Advisor and may differ among such financial intermediaries. Such payments may provide incentives for such parties to make shares of the Funds available to their customers, and may allow the Funds greater access to such parties and their customers than would be the case if no payments were paid. These payment arrangements will not, however, change the price an investor pays for shares of a Fund or the amount that the Fund receives to invest on behalf of the investor. You may wish to consider whether such arrangements exist when evaluating any recommendations to purchase or sell shares of a Fund.

Multiple Class Structure

Certain of the TCW Funds offer three classes of shares: Class I shares, Class N (or Investor Class) shares and Class K (or Advisor Class) shares. Each of the TCW Fixed Income Funds offers the I Class. The TCW Core Fixed Income, TCW High Yield Bond and TCW Total Return Bond Funds also offer the N Class. Shares of each class of a Fund represent an equal pro rata interest in that Fund and generally give you the same voting, dividend, liquidation, and other rights. The Class I shares are offered at the current net asset value. The Class N shares are also offered by a separate prospectus at the current net asset value, but will be subject to fees imposed under a distribution plan adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (“1940 Act”). Because the expenses of each class may differ, the performance of each class is expected to differ.

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YOUR INVESTMENT

Account Policies and Services

Buying shares

You pay no sales charges to invest in a Fund. Your price for Fund shares is the Fund’s net asset value per share (“NAV”) which is calculated as of the close of trading on the New York Stock Exchange (usually 4:00 p.m. Eastern time) every day the exchange is open except for the TCW Money Market Fund. The NAV of a Fund is determined by adding the value of a Fund’s securities, cash and other assets, subtracting all expenses and liablilities, and then dividing by the total number of shares outstanding (assets-liabilities/# of shares = NAV). Your order will be priced at the next NAV calculated after your order is accepted by the Fund. Purchase orders for shares of the TCW Money Market Fund are accepted on each day both the New York Stock Exchange (“NYSE”) and the Federal Reserve Bank of New York are open for business (“Business Day”). Currently the only scheduled days on which the NYSE is open and the Federal Reserve Bank is closed are Columbus Day and Veterans’ Day. The only scheduled day the Federal Reserve Bank of Newe York is open and the NYSE is closed is Good Friday. Orders received by the Funds’ transfer agent from dealers, brokers or other service providers (“financial intermediaries”) after the NAV for the day is determined will receive that same day’s NAV if the orders were received by the financial intermediary from their customers prior to 4:00 p.m. (or the time trading closes on the NYSE, whichever is earlier). If you place an order for the purchase of shares through a financial intermediary, the purchase price will be based on the NAV next determined, but only if the financial intermediary receives the order by the daily cut-off on the Business Day. Your financial intermediary is responsible for transmitting such orders promptly.

A purchase order is made in the TCW Money Market Fund on the Business Days when the money is received electronically by the TCW Money Market Fund’s transfer agent by 4:00 p.m. Eastern time. A check received by the transfer agent is purchased into the TCW Money Market Fund on the following Business Day. The TCW Money Market Fund may at its discretion reject any purchase order for its shares. The TCW Money Market Fund’s deadline for accepting purchase orders when the bond markets or the Federal Reserve Bank of New York close early shall be 1:00 p.m. Eastern time. Early close days are those recommended by the Bond Market Association. A Fund’s investments for which market quotations are readily available are valued based on market value. A Fund may use the fair value of a security as determined in accordance with procedures adopted by the Board of Directors if market quotations are unavailable or deemed unreliable or if events occurring after the close of a securities market and before a Fund values its assets would materially affect net asset value. A security that is fair valued may be valued at a higher price or lower price than

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actual market quotations or value determined by other funds using their own fair valuation procedures. Unlike the closing price of a security on an exchange, fair value determinations employ elements of judgment. The fair value assigned to a security may not represent the value that a Fund could obtain if it were to sell the security.

Each security that is owned by a Fund that is listed on a securities exchange is valued at its last sales price on that exchange on the date as of which assets are valued. Where the security is listed on more than one exchange, the Funds will use the price of that exchange that the Advisor generally considers to be the principal exchange on which the stock is traded. Securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may not necessarily represent the last sale price.

Minimums

	Initial	IRA	Additional
All Fixed Income Funds	$2,000	$500	$250

The Funds may accept investments of smaller amounts under circumstances deemed appropriate. The Funds reserve the right to change the minimum investment amounts without prior notice. All investments must be in U.S. dollars drawn on dometic banks. The Funds will not accept cash, money orders, checks drawn on banks outside the U.S., travelers checks, bank checks, drafts, cashiers’ checks in amounts less than $10,000 or credit card checks. Third-party checks, except those payable to an existing shareholder, will also not be accepted. In addition, the Funds will not accept post-dated checks, post-dated on-line bill pay checks or any conditional order or payment. If your check does not clear, you will be responsible for any loss a Fund incurs. You will also be charged $25 for every check returned unpaid.

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you is that when you open an account, the Funds’ transfer agent will ask you for your name, address, date of birth, taxpayer identification number and permanent street address. Mailing addresses containing only a P.O. Box will not be accepted. The transfer agent may also ask to see your driver’s license or other identification documents, and may consult third-party databases to help verify your identity. If the transfer agent is unable to verify your identity or that of another person authorized to act on your behalf, or if it believes it has identified potentially criminal activity, the transfer agent reserves the right to close your account or take any other action it deems reasonable or required by law.

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Automatic Investment Plan ($100 minimum)

Once your account has been opened with the initial minimum investment you may make additional purchases at regular intervals through the Automatic Investment Plan (“AIP”). The AIP provides a convenient method to have monies deducted from your bank account for investment into the Fund, on a monthly, bi-monthly, quarterly or semi-annual basis (if your AIP falls on a weekend or holiday, it will be processed on the following business day). In order to participate in the AIP, each purchase must be in the amount of $100 or more and your financial institution must be a member of the Automated Clearing House (“ACH”) network. If your financial institution rejects your payment, the Fund’s transfer agent will charge a $25 fee to your Fund account. To begin participating in the AIP, please complete the AIP section on the account application or call the Fund’s transfer agent at (800) 248-4486. Any request to change or terminate your AIP should be submitted to the transfer agent at least five business days prior to the effective date of the next transaction.

Selling shares

You may sell shares at any time. Your shares will be sold at the next NAV calculated after your order is accepted by the Funds’ transfer agent or a dealer, broker or other service provider. Any certificates representing Fund shares being sold must be returned with your redemption request. Your order will be processed promptly and you will generally receive the proceeds within a week.

Redemption orders for the TCW Money Market Fund will be accepted only on Business Days and must be transmitted to the transfer agent by 4:00 p.m. Eastern time. The TCW Money Market Fund’s deadline for accepting redemption orders when the bond markets or the Federal Reserve Bank of New York close early shall be 1:00 p.m. Eastern time. Early close days are those recommended by the Bond Market Association.

Before selling recently purchased shares, please note that if the Fund has not yet collected payment for the shares you are selling, it may delay sending the proceeds for up to fifteen days from the purchase date or until payment is collected, whichever is earlier.

Written sell order

Some circumstances require written sell orders, along with signature guarantees. These include:

• amounts of $100,000 or more

• amounts of $1,000 or more on accounts whose address has been changed within the last 30 days

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• requests to send the proceeds to a payee, address or bank account different than what is on our records

A signature guarantee helps protect against fraud. You can obtain one from most banks, securities dealers, credit unions or savings associations but not from a notary public. Please call (800) 248-4486 to ensure that your signature guarantee will be processed correctly.

Check writing privilege

You may request checks which may be drawn on your Money Market Fund account. These checks may be drawn in amounts of $100 or more, may be made payable to the order of any person and may be cashed or deposited.

You can set up this service with your New Account Form or by calling 800-248-4486.

Exchange privilege

You can exchange from one Class I Fund into another. You must meet the investment minimum for the Fund you are exchanging into. You can request your exchange in writing or by phone. Be sure to read the current prospectus for any Fund into which you are exchanging. Any new account established through an exchange will have the same privileges as your original account (as long as they are available).

Third party transactions

You may buy and redeem Fund shares through certain broker-dealers and financial organizations and their authorized intermediaries. If purchases and redemptions of Fund shares are arranged and settlement is made at an investor’s election through a registered broker-dealer, other than the Funds’ distributor, that broker-dealer may, at its discretion, charge a fee for that service.

Household mailings

Each year you are automatically sent an updated prospectus and annual and semi-annual reports for the Funds. You may also receive proxy statements for a Fund. In order to reduce the volume of mail you receive, when possible, only one copy of these documents will be sent to shareholders that are part of the same family and share the same residential address.

Account statements

Every Fund investor automatically receives regular account statements. You will also be sent a yearly statement detailing the tax characteristics of any dividends and distributions you have received.

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General policies

If your non-retirement account falls below $2,000 as a result of redemptions and or exchanges for six months or more, the Fund may close your account and send you the proceeds upon 60 days’ written notice. If your account with the Money Market Fund drops below $2,000 as a result of redemptions and or exchanges, the Fund may close your account and send you the proceeds upon 30 days’ written notice.

Unless you decline telephone privileges on your New Account Form, you may be responsible for any fraudulent telephone order as long as the transfer agent takes reasonable measures to verify the order. Reason measures include a requirement for a caller to provide certain personal identifying information.

Large Redemption Amounts

Each Fund also reserves the right to make a “redemption in kind”—payment in portfolio securities rather than cash—if the amount you are redeeming in any 90-day period is large enough to affect Fund operations (for example, if it equals more than $250,000 or represents more than 1% of the Fund’s assets).

A signature guarantee is required:

• if ownership is changed on your account

• when adding or changing telephone privileges on your account

• when adding or changing automated bank instructions on your account

Trading limits

The Funds are not intended to serve as vehicles for frequent trading activity because such trading may disrupt management of the Funds. In addition, such trading activity can increase expenses as a result of increased trading and transaction costs, forced and unplanned portfolio turnover, lost opportunity costs, and large asset swings that decrease the Funds’ ability to provide maximum investment return to all shareholders. In addition, certain trading activity that attempts to take advantage of inefficiencies in the valuation of the Funds’ securities holdings may dilute the interests of the remaining shareholders. This in turn can have an adverse effect on the Funds’ performance.

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Accordingly, the Board has adopted the following policies and procedures with respect to frequent purchases and redemptions of Fund shares by shareholders. Each Fund reserves the right to refuse any purchase or exchange request that could adversely affect a Fund or its operations, including those from any individual or group who, in the Fund’s view, is likely to engage in excessive trading. If a purchase or exchange order with respect to a Fund is rejected by a Fund, the potential investor wil not benefit from any subsequent increase in the net asset value of the Fund. Further, in order to prevent excessive trading activity, the Funds limit the number of “round trip” transactions that a shareholder may make. A shareholder makes a round trip by purchasing shares of a particular Fund (through either a purchase or exchange from another Fund) and subsequently selling shares of that Fund (through either a redemption or an exchange into another Fund). The Funds reserve the right to refuse any exchange into or purchase order for a Fund from any shareholder upon completion of four round trips with respect to that Fund in a calendar year. Shareholders who exceed these trading limits are permitted to redeem their shares. In addition, exchanges out of a Fund are not permitted within a 15 day period from the last purchase or exchange into the same Fund, and redemptions out of a Fund within a 15 day period following a purchase may result in future purchases into the Fund being barred. Exceptions to these numerical trading limits may only be made upon approval of the Advisor’s Vice President of Fund Operations or designee, and such exceptions are reported to the Board of Directors on a quarterly basis.

These restrictions do not apply to the TCW Money Market Fund, certain asset allocation programs (including mutual funds that invest in other mutual funds for asset allocation purposes, and not for short-term trading), to omnibus accounts (except to the extent noted in the next paragraph) maintained by brokers and other financial intermediaries (including 401(k) or other group retirement accounts, although restrictions on Fund share transactions comparable to those set forth in the previous paragraph have been applied to the Advisor’s retirement savings program), and to involuntary transactions and automatic investment programs, such as dividend reinvestment, or transactions pursuant to the Funds’ systematic investment or withdrawal program.

In an attempt to detect and deter excessive trading in omnibus accounts, the Funds or their agents may require intermediaries to impose restrictions on the trading activity of accounts traded through those intermediaries. The Funds’ ability to impose restrictions with respect to accounts traded through particular intermediaries may vary depending on the systems capabilities, applicable contractual and legal restrictions, and cooperation of those intermediaries. The Funds, however, cannot always identify or reasonably detect excessive trading that may be facilitated by financial intermediaries or made difficult to identify through the use of omnibus accounts by those intermediaries that transmit

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purchase, exchange and redemption orders to the Funds, and thus the Funds may have difficulty curtailing such activity.

In addition, each Fund reserves the right to:

• change or discontinue its exchange privilege, or temporarily suspend this privilege during unusual market conditions, to the extent permitted under applicable SEC rules;

• delay sending out redemption proceeds for up to seven days (generally only applies in cases of very large redemptions, excessive trading or during unusual market conditions).

TO OPEN AN ACCOUNT	TO ADD TO AN ACCOUNT
In Writing
Complete the New Account Form. Mail your New Account Form and a check made payable to TCW                  Fund to: Via Regular Mail TCW Funds, Inc. c/o U.S. Bancorp Fund Services, LLC P.O. Box 701 Milwaukee, WI 53201-0701 Via Express, Registered or Certified Mail TCW Funds, Inc. c/o U.S. Bancorp Fund Services, LLC 615 E. Michigan Street, 3rd Floor Milwaukee, WI 53202	(Same, except that you should include the stub that is attached to your account statement that you receive after each transaction or a note specifying the Fund name, your account number, and the name(s) your account is registered in.)
By Telephone
Please contact the Investor Relations Department at (800) FUND TCW (386-3829) for a New Account Form. The transfer agent will not establish a new account funded by fed wire unless a completed application is received prior to its receipt of the fed wire.

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TO OPEN AN ACCOUNT	TO ADD TO AN ACCOUNT
Wire: Have your bank send your investment to: U.S. Bank, N.A. 777 E. Wisconsin Avenue Milwaukee, WI 53202 ABA No. 075000022 Credit: U.S. Bancorp Fund Services LLC Account No. 182380074993 Further Credit: TCW             Fund (Name on the Fund Account) (Fund Account Number)	Before sending your fed wire, please call the transfer agent to advise them of the wire. This will ensure prompt and accurate credit to your account upon receipt of the fed wire.
Via Exchange
Call the transfer agent at (800) 248-4486. The new account will have the same registration as the account from which you are exchanging.

If you need help completing the New Account Form, please call the transfer agent at (800) 248-4486.

TO SELL OR EXCHANGE SHARES
By Mail	To reach the transfer agent, U.S. Bancorp Fund Services, LLC, call toll free in the U.S.
Write a letter of instruction that includes:	(800) 248-4486
Ÿyour name(s) and signature(s) as they appear on the account form Ÿyour account number Ÿthe Fund name Ÿthe dollar amount you want to sell or exchange Ÿhow and where to send the proceeds	Outside the U.S. (414) 765-4124 (collect)
Obtain a signature guarantee or other documentation, if required (see “Account Policies and Services—Selling Shares”).
Mail your letter of instruction to:
Via Regular Mail
TCW Funds, Inc. c/o U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201-0701
Via Express, Registered or Certified Mail
TCW Funds, Inc. c/o U.S. Bancorp Fund Services, LLC
615 E. Michigan Street, 3rd Floor
Milwaukee, WI 53202

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TO SELL OR EXCHANGE SHARES

By Telephone

Be sure the Funds have your bank account information on file. Call the transfer agent at (800) 248-4486 to request your transaction. Proceeds will be sent electronically to your bank or a check will be sent to the address of record. Any undeliverable checks or checks that remain uncashed for six months will be cancelled and will be reinvested in the Fund at the per share net asset value determined as of the date of cancellation

Telephone redemption requests must be for a minimum of $1,000.

Systematic Withdrawal Plan: As another convenience, you may redeem shares through the systematic withdrawal plan. Call (800) 248-4486 to request a form to add the plan. Complete the form, specifying the amount and frequency of withdrawals you would like.

Under the plan, you may choose to receive a specified dollar amount generated from the redemption of shares in your account on a monthly, quarterly or annual basis. In order to participate in the plan, your account balance must be at least $2,000 and there must be a minimum annual withdrawal of $500. If you elect this redemption method, the Funds will send a check to your address of record, or will send the payment via electronic funds transfer through the Automated Clearing House (“ACH”) network, directly to your bank account. For payment through the ACH network, your bank must be an ACH member and your bank account information must be on file with the Fund. The plan may be terminated by the Funds at any time.

You may elect to terminate your participation in the plan at any time by contracting the transfer agent sufficiently in advance of the next withdrawal date.

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Distributions and Taxes

The amount of dividends of net investment income and distributions of net realized long and short-term capital gains payable to shareholders will be determined separately for each Fund class. Dividends from the net investment income of each Fund will be declared and paid monthly except for the TCW Money Market Fund. Dividends from net investment income for the TCW Money Market Fund will be declared and paid each weekday exclusive of days the NYSE or the Fund’s custodian bank is closed. The Funds will distribute any net realized long or short-term capital gains at least annually. Your distributions will be reinvested in the Fund unless you instruct the Fund otherwise. There are no fees or sales charges on reinvestments.

Distributions of a Fund’s net investment income, (which include, but are not limited to, interest dividends and net short-term capital gains), if any, are generally taxable to a Fund’s shareholders as ordinary income. To the extent that a Fund’s ordinary income distributions consist of “qualified dividend” income, such income may be subject to tax at the reduced rate of tax applicable to non-corporate shareholders for net long-term capital gains, if certain holding period requirements have been satisfied by a Fund and the shareholders.

Distributions of net capital gains (net long-term capital gains less net short-term capital loss) are generally taxable as long-term capital gains regardless of the length of time a shareholder has owned shares of a Fund.

You will be taxed in the same manner whether you receive your distributions (whether of net investment income or capital gains) in cash or reinvest them in additional shares of a Fund.

Shareholders who sell or redeem shares generally will have a capital gain or loss from the sale or redemption. The amount of gain or loss and the applicable rate of tax will depend generally on the amount paid for the shares, the amount received from the sale or redemption, and how long the shares were held by a shareholder.

Shareholders will be advised annually as to the federal tax status of distributions made by a Fund for the preceding calendar year. Distributions by a Fund may also be subject to state and local taxes. Additional tax information may be found in the Statement of Additional Information (“SAI”). This section is not intended to be a full discussion of tax laws and the effect of such laws on you. There may be other federal, state, or local tax considerations applicable to a particular investor. You are urged to consult your own tax advisor.

39

Portfolio Holdings Information

A description of the Funds’ policies and procedures with respect to the disclosure of its portfolio securities is available in the SAI. Currently, disclosure of the Funds’ portfolio holdings is required to be made quarterly within 60 days of the end of each fiscal quarter in the annual report and semi-annual report to shareholders and in the quarterly holdings report on Form N-Q. The SAI and Form N-Q are available, free of charge, on the EDGAR database on the Securities and Exchange Commission’s (“SEC”) website at www.sec.gov. The SAI is also available by contacting the Funds at 1-800-FUND TCW (1-800-386-3829) and on the Funds’ website at www.tcw.com.

40

Financial Highlights

The financial highlights table is intended to help you understand the Fund’s financial performance for the fiscal years indicated. Certain information reflects financial results for a single Fund share. “Total return” shows how much your investment in the Class I shares of the Fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been audited by Deloitte & Touche LLP, whose report, along with the Fund’s financial statements, are included in the annual report, which is available upon request.

TCW Money Market Fund

	Year Ended October 31
	2007		2006		2005		2004		2003
Net Asset Value per Share, Beginning of Year	$1.00		$1.00		$1.00		$1.00		$1.00
Income from Investment Operations:
Net Investment Income1	0.0497		0.0447		0.0252		0.0091		0.0100
Less Distributions:
Distributions from Net Investment Income	(0.0497	)	(0.0447	)	(0.0252	)	(0.0091	)	(0.0100	)
Net Asset Value per Share, End of Year	$1.00		$1.00		$1.00		$1.00		$1.00
Total Return	5.09%		4.56%		2.53%		0.91%		1.00%
Ratios/Supplemental Data:
Net Assets, End of Year (in thousands)	$671,428		$564,916		$605,886		$513,590		$379,079
Ratio of Expenses to Average Net Assets:
Before Expense Waiver	0.33%		0.32%		0.34%		0.35%		0.37%
After Expense Waiver	N/A		N/A		N/A		N/A		0.37%	2
Ratio of Net Investment Income to Average Net Assets	4.97%		4.45%		2.52%		0.91%		1.00%

¹ Computed using average shares throughout the period.

² Effect of waiver is less than 0.01%

41

Financial Highlights

The financial highlights table is intended to help you understand the Fund’s financial performance for the fiscal years indicated. Certain information reflects financial results for a single Fund share. “Total return” shows how much your investment in the Class I shares of the Fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been audited by Deloitte & Touche LLP, whose report, along with the Fund’s financial statements, are included in the annual report, which is available upon request.

TCW Core Fixed Income Fund

	Year Ended October 31
	2007		2006		2005		2004		2003
Net Asset Value per Share, Beginning of Year	$9.70		$9.69		$10.17		$10.00		$9.67
Income (Loss) from Investment Operations:
Net Investment Income1	0.42		0.38		0.39		0.43		0.46
Net Realized and Unrealized Gain (Loss) on Investments	0.10		0.07		(0.36	)	0.21		0.38
Total from Investment Operations	0.52		0.45		0.03		0.64		0.84
Less Distributions:
Distributions from Net Investment Income	(0.46	)	(0.44	)	(0.51	)	(0.47	)	(0.51	)
Net Asset Value per Share, End of Year	$9.76		$9.70		$9.69		$10.17		$10.00
Total Return	5.46%		4.74%		0.26%		6.57%		8.82%
Ratios/Supplemental Data:
Net Assets, End of Year (in thousands)	$29,005		$36,478		$43,945		$42,674		$49,770
Ratio of Expenses to Average Net Assets:
Before Expense Waiver	0.67%		0.79%		0.81%		0.81%		0.84%
After Expense Waiver	0.50%		N/A		N/A		N/A		N/A
Ratio of Net Income to Average Net Assets	4.38%		3.95%		3.90%		4.23%		4.65%
Portfolio Turnover Rate	76.69%		90.58%		97.60%		73.55%		127.30%

¹ Computed using average shares outstanding throughout the period.

42

Financial Highlights

The financial highlights table is intended to help you understand the Fund’s financial performance for the fiscal years indicated. Certain information reflects financial results for a single Fund share. “Total return” shows how much your investment in the Class I shares of the Fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been audited by Deloitte & Touche LLP, whose report, along with the Fund’s financial statements, are included in the annual report, which is available upon request.

TCW High Yield Bond Fund

	Year Ended October 31
	2007		2006		2005		2004		2003
Net Asset Value per Share, Beginning of Year	$6.85		$6.83		$7.26		$7.03		$6.17
Income (Loss) from Investment Operations:
Net Investment Income1	0.49		0.49		0.52		0.54		0.58
Net Realized and Unrealized (Loss) on Investments	(0.07	)	0.06		(0.39	)	0.26		0.88
Total from Investment Operations	0.42		0.55		0.13		0.80		1.46
Less Distributions:
Distributions from Net Investment Income	(0.53	)	(0.53	)	(0.56	)	(0.57	)	(0.60	)
Net Asset Value per Share, End of Year	$6.74		$6.85		$6.83		$7.26		$7.03
Total Return	6.27%		8.41%		1.74%		11.77%		24.53%
Ratios/Supplemental Data:
Net Assets, End of Year (in thousands)	$56,835		$109,167		$146,266		$259,228		$285,435
Ratio of Expenses to Average Net Assets	0.93%		0.91%		0.88%		0.90%		0.89%
Ratio of Net Investment Income to Average Net Assets	7.00%		7.18%		7.26%		7.56%		8.67%
Portfolio Turnover Rate	91.99%		87.48%		97.52%		99.77%		146.65%

¹ Computed using average shares outstanding throughout the period.

43

Financial Highlights

The financial highlights table is intended to help you understand the Fund’s financial performance for the fiscal years indicated. Certain information reflects financial results for a single Fund share. “Total return” shows how much your investment in the Class I shares of the Fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been audited by Deloitte & Touche LLP, whose report, along with the Fund’s financial statements, are included in the annual report, which is available upon request.

TCW Short Term Bond Fund

	Year Ended October 31
	2007		2006		2005		2004		2003
Net Asset Value per Share, Beginning of Year	$9.46		$9.44		$9.53		$9.50		$9.69
Income (Loss) from Investment Operations:
Net Investment Income1	0.46		0.35		0.26		0.19		0.19
Net Realized and Unrealized Gain (Loss) on Investments	—		0.03		(0.11	)	0.02		(0.07	)
Total from Investment Operations	0.46		0.38		0.15		0.21		0.12
Less Distributions:
Distributions from Net Investment Income	(0.45	)	(0.36	)	(0.24	)	(0.18	)	(0.31	)
Net Asset Value per Share, End of Year	$9.47		$9.46		$9.44		$9.53		$9.50
Total Return	4.95%		4.08%		1.55%		2.26%		1.27%
Ratios/Supplemental Data:
Net Assets, End of Year (in thousands)	$114,181		$108,605		$71,969		$17,509		$18,918
Ratio of Expenses to Average Net Assets:
Before Expense Waiver	0.63%		0.66%		0.80%		1.10%		1.20%
After Expense Waiver	0.44%		0.49%		0.65%		0.95%		1.00%
Ratio of Total Expenses to Average Net Assets	—%		0.51%	2	—%		—%		—%
Ratio of Net Investment Income to Average Net Assets	4.80%		3.74%		2.76%		1.98%		1.93%
Portfolio Turnover Rate	43.18%		42.09%		38.30%		44.05%		91.01%

¹ Computed using average shares outstanding throughout the period.

² Includes interest expense on reverse repurchase agreements.

44

Financial Highlights

The financial highlights table is intended to help you understand the Fund’s financial performance for the fiscal years indicated. Certain information reflects financial results for a single Fund share. “Total return” shows how much your investment in the Class I shares of the Fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been audited by Deloitte & Touche LLP, whose report, along with the Fund’s financial statements, are included in the annual report, which is available upon request.

TCW Total Return Bond Fund

	Year Ended October 31
	2007		2006		2005		2004		2003
Net Asset Value per Share, Beginning of Year	$9.47		$9.40		$9.64		$9.57		$9.95
Income (Loss) from Investment Operations:
Net Investment Income1	0.48		0.46		0.49		0.45		0.57
Net Realized and Unrealized Gain (Loss) on Investments	0.09		0.06		(0.26	)	0.11		(0.26	)
Total from Investment Operations	0.57		0.52		0.23		0.56		0.31
Less Distributions:
Distributions from Net Investment Income	(0.49	)	(0.45	)	(0.47	)	(0.49	)	(0.69	)
Net Asset Value per Share, End of Year	$9.55		$9.47		$9.40		$9.64		$9.57
Total Return	6.16%		5.72%		2.37%		5.99%		3.14%
Ratios/Supplemental Data:
Net Assets, End of Year (in thousands)	$580,139		$352,546		$220,671		$171,790		$144,345
Ratio of Expenses to Average Net Assets:
Before Expense Waiver	0.61%		0.61%		0.64%		0.67%		0.69%
After Expense Waiver	0.44%		0.44%		0.44%		0.44%		0.51%
Ratio of Net Investment Income to Average Net Assets	5.09%		4.86%		5.12%		4.73%		5.76%
Portfolio Turnover Rate	18.29%		21.84%		24.39%		32.82%		59.84%

¹ Computed using average shares outstanding throughout the period.

45

For More Information

For all shareholder account information such as transactions and account inquiries:

Call (800) 248-4486

For information regarding the TCW Funds, Inc.:

Call (800) FUND TCW (386-3829)

In writing:

TCW Funds, Inc.

c/o U.S. Bancorp Fund Services, LLC

P.O. Box 701

Milwaukee, WI 53201-0701

On the Internet:

TCW FUNDS, INC.

www.tcw.com

You may visit the SEC’s website at http://www.sec.gov to view text-only versions of Fund documents filed with the SEC. You can also obtain copies by visiting the SEC’s Public Reference Room in Washington, DC (phone 1-202-942-8090) or by sending your request and a duplicating fee to the SEC’s Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549-0609 or by electronic request at the following e-mail address: www.publicinfo@sec.gov.

TCW Funds, Inc.

More information on each Fund is available free upon request by calling (800) FUND TCW (386-3829) or on the Internet at www.tcw.com, including the following:

Annual / Semi-Annual Report

Additional information about each Fund’s investments is in the Funds’ annual and semi-annual reports to shareholders. In the Funds’ annual report you will find a discussion of the market conditions and investment strategies that significantly affected each Fund’s performance during its last fiscal year.

Statement of Additional Information (SAI)

Provides more details about each Fund and its policies. A current SAI is on file with the Securities and Exchange Commission (SEC) and is incorporated by reference and is legally considered part of this prospectus. The SAI can be reviewed and photocopied at the SEC’s Public Reference Room in Washington, D.C.

SEC file number: 811-7170

46

More information on each Fund is available free upon request by calling (800) FUND-TCW (386-3829), or on the Internet at www.tcwfunds.com, including the following:

Annual/Semi-Annual Report

Additional information about each Fund’s investments is in the Funds’ annual and semi-annual reports to the shareholders. In the Funds’ annual report you will find a discussion of the market conditions and investment strategies that significantly affected each Fund’s performance during its last fiscal year.

Statement of Additional Information (SAI)

Provides more details about each Fund and its policies. A current SAI is on file with the Securities and Exchange Commission (SEC) and is incorporated by reference and is legally considered part of this prospectus.

You can also obtain copies by visiting the SEC’s Public Reference Room in Washington, DC (Phone: 1-202-942-8090) or by sending your request and a duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-0609.

Text-only versions of Fund documents can be viewed online or downloaded from the SEC: www.sec.gov

TCW Funds, Inc.

865 South Figueroa Street, Suite 1800

Los Angeles, California 90017

800-FUND-TCW (800-386-3829)

advisors@tcw.com • www.tcwfunds.com

SEC file number: 811 7170

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