-----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, PeSN8CRh9ir7z+TSkZVq0v6RXqwCCh0Dh6kKIss+iOzYRDE6htTEwymQM2JL3cNT XurfC5J00XqgpWauPxPOGA== 0000950123-08-000883.txt : 20080129 0000950123-08-000883.hdr.sgml : 20080129 20080129112431 ACCESSION NUMBER: 0000950123-08-000883 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071130 FILED AS OF DATE: 20080129 DATE AS OF CHANGE: 20080129 EFFECTIVENESS DATE: 20080129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC CENTRAL INDEX KEY: 0000350183 IRS NUMBER: 133054236 STATE OF INCORPORATION: MD FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-03128 FILM NUMBER: 08556538 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HAROBOSIDE 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 DIVIDEND GROWTH SECURITIES INC DATE OF NAME CHANGE: 19980622 FORMER COMPANY: FORMER CONFORMED NAME: WITTER DEAN DIVIDEND GROWTH SECURITIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERCAPITAL DIVIDEND GROWTH SECURITIES INC DATE OF NAME CHANGE: 19830308 0000350183 S000002342 Morgan Stanley Dividend Growth Securities Inc. C000006142 A DIVAX C000006143 B DIVBX C000006144 C DIVCX C000006145 D DIVDX N-Q 1 y45559bnvq.txt FORM 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: 811-03128 Morgan Stanley Dividend Growth Securities Inc. (Exact name of registrant as specified in charter) 522 Fifth Avenue, New York, New York 10036 (Address of principal executive offices) (Zip code)
Ronald E. Robison 522 Fifth Avenue, New York, New York 10036 (Name and address of agent for service) Registrant's telephone number, including area code: 212-296-6990 Date of fiscal year end: February 29, 2008 Date of reporting period: November 30, 2007 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 DIVIDEND GROWTH SECURITIES INC. PORTFOLIO OF INVESTMENTS NOVEMBER 30, 2007 (UNAUDITED)
NUMBER OF SHARES VALUE --------- -------------- COMMON STOCKS (98.3%) Aerospace & Defense (2.5%) 780,164 Northrop Grumman Corp. $ 61,469,122 278,000 Raytheon Co. 17,194,300 -------------- 78,663,422 -------------- Aluminum (1.0%) 855,200 Alcoa, Inc. 31,103,624 -------------- Apparel/Footwear (0.6%) 242,492 VF Corp. 18,135,977 -------------- Beverages: Alcoholic (0.6%) 194,179 Diageo PLC (ADR) (United Kingdom) 17,588,734 -------------- Beverages: Non-Alcoholic (3.6%) 1,441,503 PepsiCo, Inc. 111,255,202 -------------- Biotechnology (0.8%) 429,000 Amgen Inc. * 23,702,250 -------------- Chemicals: Agricultural (1.3%) 399,300 Monsanto Co. 39,678,441 -------------- Computer Communications (2.7%) 2,954,450 Cisco Systems, Inc. * 82,783,689 -------------- Computer Peripherals (2.4%) 3,808,602 EMC Corp. * 73,391,761 -------------- Computer Processing Hardware (1.1%) 1,380,477 Dell Inc. * 33,876,906 -------------- Data Processing Services (1.9%) 1,284,274 Automatic Data Processing, Inc. 57,869,386 -------------- Department Stores (1.2%) 410,400 Kohl's Corp. * 20,224,512 561,481 Macy's, Inc. 16,647,912 -------------- 36,872,424 -------------- Discount Stores (1.7%) 892,089 Target Corp. 53,578,865 -------------- Drugstore Chains (1.9%) 1,164,611 CVS Caremark Corp. 46,689,255 2,963,400 Rite Aid Corp. * 11,023,848 -------------- 57,713,103 -------------- Electric Utilities (1.7%) 661,698 Exelon Corp. 53,643,857 -------------- Financial Conglomerates (7.2%) 380,890 American Express Co. 22,464,892 1,856,005 Citigroup, Inc. 61,804,967 1,665,400 JPMorgan Chase & Co. 75,975,548 635,615 Prudential Financial, Inc. 59,836,796 -------------- 220,082,203 --------------
Food: Major Diversified (1.1%) 977,346 Kraft Foods Inc. (Class A) 33,767,304 -------------- Home Improvement Chains (0.4%) 464,500 Home Depot, Inc. (The) 13,266,120 -------------- Household/Personal Care (4.1%) 1,694,002 Procter & Gamble Co. (The) 125,356,148 -------------- Industrial Conglomerates (8.4%) 510,000 3M Co. 42,462,600 2,799,633 General Electric Co. 107,197,948 1,449,244 United Technologies Corp. 108,359,974 -------------- 258,020,522 -------------- Information Technology Services (1.0%) 890,540 Accenture Ltd. (Class A) (Bermuda) 30,777,062 -------------- Integrated Oil (5.4%) 595,800 BP PLC (ADR) (United Kingdom) 43,338,492 1,363,083 Exxon Mobil Corp. 121,532,480 -------------- 164,870,972 -------------- Internet Software/Services (0.7%) 31,224 Google Inc. (Class A) * 21,638,232 -------------- Investment Banks/Brokers (3.9%) 202,300 Bear Stearns Companies, Inc. (The) 20,169,310 203,634 Goldman Sachs Group, Inc. (The) 46,151,610 395,100 Lehman Brothers Holdings Inc. 24,745,113 477,440 Merrill Lynch & Co., Inc. 28,617,754 -------------- 119,683,787 -------------- Life/Health Insurance (1.1%) 251,260 Lincoln National Corp. 15,470,078 283,208 MetLife, Inc. 18,575,613 -------------- 34,045,691 -------------- Major Banks (2.5%) 1,620,338 Bank of New York Mellon Corp. 77,711,410 -------------- Major Telecommunications (2.0%) 1,070,347 AT&T Inc. 40,897,959 513,200 Verizon Communications, Inc. 22,175,372 -------------- 63,073,331 -------------- Managed Health Care (1.1%) 622,300 UnitedHealth Group Inc. 34,226,500 -------------- Media Conglomerates (1.9%) 2,181,100 Time Warner, Inc. 37,645,786 469,216 Viacom Inc. (Class B) * 19,716,456 -------------- 57,362,242 -------------- Medical Specialties (2.8%) 108,531 Alcon, Inc. (Switzerland) 15,101,003 592,100 Covidien Ltd. (Bermuda) 23,749,131 491,200 Medtronic, Inc. 24,977,520 401,486 Thermo Fisher Scientific, Inc. * 23,141,653 -------------- 86,969,307 -------------- Multi-Line Insurance (1.1%) 605,698 American International Group, Inc. 35,209,225 -------------- Office Equipment/Supplies (1.2%) 949,700 Pitney Bowes Inc. 36,563,450 -------------- Oil & Gas Production (1.2%) 596,933 XTO Energy, Inc. 36,902,398 --------------
Oilfield Services/Equipment (4.9%) 394,449 Cameron International Corp. * 36,774,480 908,800 Halliburton Co. 33,271,168 520,180 Schlumberger Ltd. (Netherlands Antilles) 48,610,821 496,719 Weatherford International Ltd. (Bermuda) * 31,104,544 -------------- 149,761,013 -------------- Other Consumer Services (1.5%) 1,361,310 eBay Inc. * 45,644,724 -------------- Packaged Software (4.4%) 2,608,482 Microsoft Corp. 87,644,995 2,358,200 Oracle Corp. * 47,588,476 -------------- 135,233,471 -------------- Pharmaceuticals: Major (7.0%) 444,090 Abbott Laboratories 25,539,616 1,010,889 Johnson & Johnson 68,477,621 2,194,203 Pfizer, Inc. 52,134,263 1,386,989 Wyeth 68,101,160 -------------- 214,252,660 -------------- Precious Metals (1.8%) 1,097,100 Newmont Mining Corp. 54,514,899 -------------- Property - Casualty Insurers (0.5%) 241,005 XL Capital Ltd. (Class A) (Cayman Islands) 14,106,023 -------------- Semiconductors (2.3%) 2,701,909 Intel Corp. 70,465,787 -------------- Telecommunication Equipment (1.0%) 1,928,600 Motorola, Inc. 30,799,742 -------------- Tobacco (2.8%) 1,103,011 Altria Group, Inc. 85,549,533 -------------- TOTAL COMMON STOCKS (Cost $1,838,854,558) 3,019,711,397 -------------- NUMBER OF SHARES (000) - ------------ SHORT-TERM INVESTMENT (A) (0.4%) Investment Company 12,520 Morgan Stanley Institutional Liquidity Money Market Portfolio - Institutional Class (Cost $12,520,401) 12,520,401 -------------- TOTAL INVESTMENTS (Cost $1,851,374,959) (b) 98.7% 3,032,231,798 OTHER ASSETS IN EXCESS OF LIABILITIES 1.3 41,910,058 TOTAL WRITTEN OPTIONS OUTSTANDING 0.0 (775,649) ----- -------------- NET ASSETS 100.0% $3,073,366,207 ===== ==============
- ---------- ADR American Depositary Receipt. * Non-income producing security. (a) The Fund invests in Morgan Stanley Institutional Liquidity Money Market Portfolio - Intitutional Class, an open-end management investment company managed by the Investment Adviser. Investment advisory fees paid by the Fund are reduced by an amount equal to the advisory and administrative service fees paid by Morgan Stanley Institutional Liquidity Money Market Portfolio - Institutional Class with respect to assets invested by the Fund in Morgan Stanley Institutional Liquidity Money Market Portfolio - Institutional Class. Income distributions earned by the Fund totaled $621,291 for the period ended November 30, 2007. (b) The aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. 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 Dividend Growth Securities Inc. /s/ Ronald E. Robison Ronald E. Robison Principal Executive Officer January 17, 2008 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 January 17, 2008 /s/ Francis Smith Francis Smith Principal Financial Officer January 17, 2008 3 EX-99.CERT 2 y45559bexv99wcert.txt CERTIFICATIONS 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 Dividend Growth Securities Inc.; 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 second fiscal quarter of the period covered by this report 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: January 17, 2008 /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 Dividend Growth Securities Inc.; 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: January 17, 2008 /s/ Francis Smith Francis Smith Principal Financial Officer 5 -----END PRIVACY-ENHANCED MESSAGE-----