UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSRS CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-09713 Active Assets Institutional Money Trust (Exact name of registrant as specified in charter) 1221 Avenue of the Americas, New York, New York 10020 (Address of principal executive offices) (Zip code) Ronald E. Robison 1221 Avenue of the Americas, New York, New York 10020 (Name and address of agent for service) Registrant's telephone number, including area code: 212-762-4000 Date of fiscal year end: June 30, 2004 Date of reporting period: December 31, 2003 Item 1 - Report to Shareholders Welcome, Shareholder: In this report, you'll learn about how your investment in Active Assets Institutional Money Trust performed during the semiannual period. We will provide an overview of the market conditions, and discuss some of the factors that affected performance during the reporting period. In addition, this report includes the Fund's financial statements and a list of Fund investments. This material must be preceded or accompanied by a prospectus for the fund being offered. Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objective. The Fund is subject to market risk, which is the possibility that market values of securities owned by the Fund will decline and, therefore, the value of the Fund's shares may be less than what you paid for them. Accordingly, you can lose money investing in this Fund. FUND REPORT For the six-month period ended December 31, 2003 MARKET CONDITIONS The Federal Open Market Committee (the "Fed") lowered its target rate for federal funds to 1.00 percent, a 45-year low, on June 25, 2003. It maintained that target throughout the second half of the year to encourage a faster pace of economic activity. By the second half of 2003 the combination of this highly accommodative monetary posture and stimulative fiscal policies in the form of tax cuts appeared to begin to have an effect, with many companies reporting improved second-half earnings and the third-quarter GDP increasing to 8.2 percent. The Fed's sustained emphasis on low interest rates had a marked impact on money market fund yields, which reached record low levels during the period. PERFORMANCE ANALYSIS As of December 31, 2003, Active Assets Institutional Money Trust had net assets of more than $1.0 billion and the average maturity of the Fund's portfolio was 45 days. For the six-month period ended December 31, 2003, the Fund returned 0.46 percent. For the seven-day period ended December 31, 2003, the Fund provided an effective annualized yield, and a current yield, both of 0.92 percent, while its 30-day moving average yield for December was likewise 0.92 percent. Past performance is no guarantee of future results. Our strategy in managing the Fund remained consistent with our long-term focus on maintaining preservation of capital and very high liquidity.* As we have in the past, we adhered to a conservative approach that avoided the use of derivatives or structured notes that might fluctuate excessively with changing interest rates. On December 31, 2003, approximately 55 percent of the Fund's portfolio was invested in high-quality commercial paper, 15 percent in federal agency obligations, 18 percent in certificates of deposit issued by financially strong commercial banks and the remaining 12 percent in an overnight repurchase agreement. At the end of the fiscal period, approximately 85 percent of the Fund's holdings were due to mature in less than four months. - ---------------------------------------------------- * An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. 2 <Table> <Caption> PORTFOLIO COMPOSITION Commercial Paper 55.6% Certificates of Deposit 17.7 U.S. Government Agencies 14.7 Repurchase Agreement 12.0 </Table> <Table> <Caption> MATURITY SCHEDULE 1 - 30 Days 60.1% 31 - 60 Days 14.8 61 - 90 Days 7.7 91 - 120 Days 3.1 121+ Days 14.3 </Table> Subject to change daily. All percentages are as a percentage of total investments. Provided for informational purposes only and should not be deemed as a recommendation to buy or sell the securities mentioned. Morgan Stanley is a full-service securities firm engaged in securities trading and brokerage activities, investment banking, research and analysis, financing and financial advisory services. INVESTMENT STRATEGY 1) THE FUND INVESTS IN HIGH QUALITY, SHORT-TERM DEBT OBLIGATIONS. 2) IN SELECTING INVESTMENTS, THE FUND'S "INVESTMENT MANAGER," MORGAN STANLEY INVESTMENT ADVISORS INC., SEEKS TO MAINTAIN THE FUND'S SHARE PRICE AT $1.00. THE SHARE PRICE REMAINING STABLE AT $1.00 MEANS THAT THE FUND WOULD PRESERVE THE PRINCIPAL VALUE OF YOUR INVESTMENT. 3 Active Assets Institutional Money Trust PORTFOLIO OF INVESTMENTS - DECEMBER 31, 2003 (UNAUDITED) <Table> <Caption> ANNUALIZED PRINCIPAL DESCRIPTION YIELD AMOUNT IN AND ON DATE OF THOUSANDS MATURITY DATES PURCHASE VALUE - ------------------------------------------------------------------------------------------------------- Commercial Paper (55.6%) Banking (4.9%) $ 20,000 Bank of America Corp. 05/05/04.................................................. 1.14% $ 19,922,156 30,000 Citicorp 01/14/04.................................................. 1.08 29,989,200 -------------- 49,911,356 -------------- Finance - Automotive (5.4%) 15,000 DaimlerChrysler Revolving Auto Conduit 01/21/04.................................................. 1.10 14,991,292 40,000 New Center Asset Trust 01/08/04 - 03/17/04....................................... 1.08 - 1.09 39,961,708 -------------- 54,953,000 -------------- Finance - Consumer (7.4%) 15,000 Barton Capital Corp. - 144A* 01/09/04.................................................. 1.09 14,996,821 18,000 Old Line Funding Corp. - 144A* 01/05/04.................................................. 1.09 17,998,365 41,900 Sheffield Rec. Corp. - 144A* 01/05/04 - 01/22/04....................................... 1.07 - 1.09 41,885,165 -------------- 74,880,351 -------------- Finance - Corporate (4.0%) 40,000 CAFCO, LLC - 144A* 01/23/04.................................................. 1.08 39,974,800 -------------- Financial Conglomerates (12.7%) 51,000 General Electric Capital Corp. 01/27/04 - 05/06/04....................................... 1.08 - 1.18 50,908,750 45,000 Mortgage Interest Networking Trust 01/05/04 - 02/20/04....................................... 1.08 - 1.09 44,964,553 21,000 Preferred Receivables Funding Corp. - 144A* 01/05/04.................................................. 1.09 20,998,092 12,000 Yorktown Capital LLC - 144A* 01/16/04.................................................. 1.09 11,994,913 -------------- 128,866,308 -------------- Integrated Oil (2.0%) 20,000 Shell Finance Oil (U.K.) PLC 03/08/04.................................................. 1.11 19,959,667 -------------- </Table> 4 See Notes to Financial Statements Active Assets Institutional Money Trust PORTFOLIO OF INVESTMENTS - DECEMBER 31, 2003 (UNAUDITED) continued <Table> <Caption> ANNUALIZED PRINCIPAL DESCRIPTION YIELD AMOUNT IN AND ON DATE OF THOUSANDS MATURITY DATES PURCHASE VALUE - ------------------------------------------------------------------------------------------------------- International Banks (19.2%) $ 20,000 BNP Paribas Finance Inc. 01/15/04.................................................. 1.09% $ 19,992,164 25,000 Canadian Imperial Holdings Inc. 02/04/04.................................................. 1.09 24,975,021 40,000 CBA (Delaware) Finance Inc. 01/07/04.................................................. 1.07 39,994,055 20,000 Dexia Delaware LLC 01/21/04.................................................. 1.08 19,988,600 15,000 ING (U.S.) Funding LLC 01/12/04.................................................. 1.08 14,995,500 30,000 Societe Generale N.A. Inc. 02/05/04.................................................. 1.08 29,969,400 45,000 Toronto-Dominion Holdings (U.S.A.), Inc. 01/02/04 - 02/02/04....................................... 1.08 - 1.09 44,971,842 -------------- 194,886,582 -------------- Total Commercial Paper (Cost $563,432,064)............................... 563,432,064 -------------- Certificates of Deposit (17.7%) 25,000 BNP Paribas, New York Branch 01/20/04.................................................. 1.09 25,000,000 15,000 Bank of America, N.A. 03/15/04.................................................. 1.10 15,000,000 20,000 Citibank, N.A. 02/19/04.................................................. 1.10 20,000,000 25,000 Lloyds TSB Bank PLC, New York Branch 01/30/04.................................................. 1.07 25,000,193 47,000 Rabobank Nederland, New York Branch 06/21/04 - 06/22/04....................................... 1.10 - 1.11 47,000,000 22,000 Royal Bank of Scotland PLC, New York Branch 05/07/04.................................................. 1.12 22,001,478 25,000 UBS AG, Stamford Branch 07/01/04.................................................. 1.10 25,000,000 -------------- Total Certificates of Deposit (Cost $179,001,671)........................ 179,001,671 -------------- </Table> 5 See Notes to Financial Statements Active Assets Institutional Money Trust PORTFOLIO OF INVESTMENTS - DECEMBER 31, 2003 (UNAUDITED) continued <Table> <Caption> ANNUALIZED PRINCIPAL DESCRIPTION YIELD AMOUNT IN AND ON DATE OF THOUSANDS MATURITY DATES PURCHASE VALUE - ------------------------------------------------------------------------------------------------------- U.S. Government Agencies (14.7%) $ 25,000 Federal Home Loan Banks 01/30/04.................................................. 1.09% $ 24,979,000 62,841 Federal National Mortgage Assoc. 01/07/04 - 06/02/04....................................... 1.01 - 1.10 62,713,088 62,000 Freddie Mac 01/09/04 - 04/22/04....................................... 1.06 - 1.15 61,860,251 -------------- Total U.S. Government Agencies (Cost $149,552,339)....................... 149,552,339 -------------- Repurchase Agreement (12.0%) 121,240 Goldman, Sachs & Co. due 01/02/04 (dated 12/31/03; proceeds $121,246,870) (a) (Cost $121,240,000)....................................... 1.02 121,240,000 -------------- Total Investments (Cost $1,013,226,074) (b).................. 100.0% 1,013,226,074 Other Assets in Excess of Liabilities........................ 0.0 85,527 ----- -------------- Net Assets................................................... 100.0% $1,013,311,601 ===== ============== </Table> - --------------------- <Table> * Resale is restricted to qualified institutional investors. (a) Collateralized by Federal National Mortgage Assoc. 5.50% due 11/01/33 valued at $123,664,801. (b) Cost is the same for federal income tax purposes. </Table> 6 See Notes to Financial Statements Active Assets Institutional Money Trust FINANCIAL STATEMENTS Statement of Assets and Liabilities December 31, 2003 (unaudited) <Table> Assets: Investments in securities, at value (including a repurchase agreement of $121,240,000) (cost $1,013,226,074)........... $1,013,226,074 Cash.............................. 3,212 Interest receivable............... 231,684 Prepaid expenses.................. 73,899 -------------- Total Assets.................. 1,013,534,869 -------------- Liabilities: Payable for: Investment management fee..... 137,456 Dividends to shareholders..... 50,731 Accrued expenses.................. 35,081 -------------- Total Liabilities............. 223,268 -------------- Net Assets.................... $1,013,311,601 ============== Composition of Net Assets: Paid-in-capital................... $1,013,202,301 Accumulated undistributed net investment income............... 109,300 -------------- Net Assets.................... $1,013,311,601 ============== Net Asset Value Per Share, 1,013,311,601 shares outstanding (unlimited authorized shares of $.01 par value)................... $1.00 ============== </Table> Statement of Operations For the six months ended December 31, 2003 (unaudited) <Table> Net Investment Income: Interest Income....................... $6,610,304 ---------- Expenses Investment management fee............. 915,855 Shareholder reports and notices....... 35,650 Custodian fees........................ 24,376 Professional fees..................... 23,009 Registration fees..................... 14,194 Trustees' fees and expenses........... 7,449 Transfer agent fees and expenses...... 1,553 Other................................. 21,504 ---------- Total Expenses.................... 1,043,590 ---------- Net Investment Income............. 5,566,714 Net Realized Gain................. 746 ---------- Net Increase.......................... $5,567,460 ========== </Table> 7 See Notes to Financial Statements Active Assets Institutional Money Trust FINANCIAL STATEMENTS continued Statement of Changes in Net Assets <Table> <Caption> FOR THE SIX FOR THE YEAR MONTHS ENDED ENDED DECEMBER 31, 2003 JUNE 30, 2003 ----------------- -------------- (unaudited) Increase (Decrease) in Net Assets: Operations: Net investment income....................................... $ 5,566,714 $ 16,141,230 Net realized gain........................................... 746 8,900 -------------- -------------- Net Increase............................................ 5,567,460 16,150,130 -------------- -------------- Dividends and Distributions to Shareholders from: Net investment income....................................... (5,566,714) (16,141,230) Net realized gain........................................... (746) (8,900) -------------- -------------- Total Dividends and Distributions....................... (5,567,460) (16,150,130) -------------- -------------- Net decrease from transactions in shares of beneficial interest.................................................. (135,153,915) (4,293,399) -------------- -------------- Net Decrease............................................ (135,153,915) (4,293,399) Net Assets: Beginning of period......................................... 1,148,465,516 1,152,758,915 -------------- -------------- End of Period (Including accumulated undistributed net investment income of $109,300 and $109,300, respectively)..................... $1,013,311,601 $1,148,465,516 ============== ============== </Table> 8 See Notes to Financial Statements Active Assets Institutional Money Trust NOTES TO FINANCIAL STATEMENTS - DECEMBER 31, 2003 (UNAUDITED) 1. Organization and Accounting Policies Active Assets Institutional Money Trust (the "Fund") is registered under the Investment Company Act of 1940, as amended (the "Act"), as a diversified, open-end management investment company. The Fund's investment objective is high current income, preservation of capital and liquidity. The Fund was organized as a Massachusetts business trust on November 23, 1999 and commenced operations on February 15, 2000. The following is a summary of significant accounting policies: A. Valuation of Investments -- Portfolio securities are valued at amortized cost, which approximates market value. B. Accounting for Investments -- Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on security transactions are determined by the identified cost method. Discounts are accreted and premiums are amortized over the life of the respective securities. Interest income is accrued daily. C. Repurchase Agreements -- The Fund may invest directly with institutions in repurchase agreements. The Fund's custodian receives the collateral, which is marked-to-market daily to determine that the value of the collateral does not decrease below the repurchase price plus accrued interest. D. Federal Income Tax Policy -- It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Accordingly, no federal income tax provision is required. E. Dividends and Distributions to Shareholders -- The Fund records dividends and distributions to shareholders as of the close of each business day. F. Use of Estimates -- The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual results could differ from those estimates. 2. Investment Management Agreement Pursuant to an Investment Management Agreement with Morgan Stanley Investment Advisors Inc. (the "Investment Manager"), the Fund pays the Investment Manager a management fee, accrued daily and payable monthly, by applying the annual rate of 0.15% to the net assets of the Fund determined as of the close of each business day. The Investment Manager has agreed to reimburse all operating expenses and to waive the compensation provided for in its Investment Management Agreement to the extent that such 9 Active Assets Institutional Money Trust NOTES TO FINANCIAL STATEMENTS - DECEMBER 31, 2003 (UNAUDITED) continued expenses and compensation on an annualized basis exceed 0.20% of the daily net assets of the Fund. 3. Security Transactions and Transactions with Affiliates The cost of purchases and proceeds from sales/maturities of portfolio securities for the six months ended December 31, 2003, aggregated $23,093,772,650, and $23,233,536,276, respectively. Morgan Stanley Trust, an affiliate of the Investment Manager, is the Fund's transfer agent. 4. Shares of Beneficial Interest Transactions in shares of beneficial interest, at $1.00 per share, were as follows: <Table> <Caption> FOR THE SIX FOR THE YEAR MONTHS ENDED ENDED DECEMBER 31 2003 JUNE 30, 2003 ----------------- -------------- (unaudited) Shares sold................................................. 1,901,189,827 4,177,514,450 Shares issued in reinvestment of dividends and distributions............................................. 5,550,486 16,254,374 -------------- -------------- 1,906,740,313 4,193,768,824 Shares redeemed............................................. (2,041,894,228) (4,198,062,223) -------------- -------------- Net decrease in shares outstanding.......................... (135,153,915) (4,293,399) ============== ============== </Table> 5. Legal Matters The Investment Manager, certain affiliates of the Investment Manager and certain investment companies advised by the Investment Manager or its affiliates, including the Fund, are named as defendants in a number of recently filed, similar class action complaints. These complaints generally allege that defendants, including the Fund, violated their statutory disclosure obligations and fiduciary duties by failing properly to disclose (i) that the Investment Manager and certain affiliates of the Investment Manager allegedly offered economic incentives to brokers and others to steer investors to the funds advised by the Investment Manager or its affiliates rather than funds managed by other companies, and (ii) that the funds advised by the Investment Manager or its affiliates, including the Fund, allegedly paid excessive commissions to brokers in return for their alleged efforts to steer investors to these funds. The complaints seek, among other things, unspecified compensatory damages, rescissionary damages, fees and costs. The defendants intend to move to dismiss these actions and otherwise vigorously to defend them. While the Fund believes that it has meritorious defenses, the ultimate outcome of these matters is not presently determinable at this early stage of the litigation, and no provision has been made in the Fund's financial statements for the effect, if any, of these matters. 10 Active Assets Institutional Money Trust FINANCIAL HIGHLIGHTS Selected ratios and per share data for a share of beneficial interest outstanding throughout each period: <Table> <Caption> FOR THE PERIOD FOR THE SIX FOR THE YEAR ENDED JUNE 30, FEBRUARY 15, 2000* MONTHS ENDED ------------------------------------ THROUGH DECEMBER 31, 2003 2003 2002 2001 JUNE 30, 2000 ----------------- -------- -------- -------- ------------------ (unaudited) Selected Per Share Data: Net asset value, beginning of period.............................. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ------ ------ ------- ------- ------- Net income from investment operations.......................... 0.005 0.014 0.024 0.058 0.023 Less dividends from net investment income.............................. (0.005)+ (0.014)+ (0.024)+ (0.058)+ (0.023) ------ ------ ------- ------- ------- Net asset value, end of period....... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ====== ====== ======= ======= ======= Total Return......................... 0.46%(1) 1.37% 2.45% 5.95% 2.31%(1) Ratios to Average Net Assets: Expenses............................. 0.17%(2) 0.17% 0.17% 0.19% 0.20%(2)(3) Net investment income................ 0.91%(2) 1.36% 2.40% 5.61% 6.12%(2)(3) Supplemental Data: Net assets, end of period, in millions............................ $1,013 $1,148 $1,153 $1,146 $813 </Table> - --------------------- <Table> * Commencement of operations. + Includes capital gain distribution of less than $0.001. (1) Not annualized. (2) Annualized. (3) If the Fund had borne all of its expenses that were reimbursed or waived by the Investment Manager, the annualized expense and net investment income ratios would have been 0.31% and 6.01%, respectively. </Table> 11 See Notes to Financial Statements TRUSTEES Michael Bozic Charles A. Fiumefreddo Edwin J. Garn Wayne E. Hedien James F. Higgins Dr. Manuel H. Johnson Joseph J. Kearns Michael E. Nugent Philip J. Purcell Fergus Reid OFFICERS Charles A. Fiumefreddo Chairman of the Board Mitchell M. Merin President Ronald E. Robison Executive Vice President and Principal Executive Officer Barry Fink Vice President and General Counsel Joseph J. McAlinden Vice President Stefanie V. Chang Vice President Francis J. Smith Treasurer and Chief Financial Officer Thomas F. Caloia Vice President Mary E. Mullin Secretary TRANSFER AGENT Morgan Stanley Trust Harborside Financial Center, Plaza Two Jersey City, New Jersey 07311 INDEPENDENT AUDITORS Deloitte & Touche LLP Two World Financial Center New York, New York 10281 INVESTMENT ADVISOR Morgan Stanley Investment Advisors Inc. 1221 Avenue of the Americas New York, New York 10020 The financial statements included herein have been taken from the records of the Fund without examination by the independent auditors and accordingly they do not express an opinion thereon. This report is submitted for the general information of shareholders of the Fund. For more detailed information about the Fund, its fees and expenses and other pertinent information, please read its Prospectus. The Fund's Statement of Additional Information contains additional information about the Fund, including its trustees. It is available, without charge, by calling (800) 869-NEWS. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective Prospectus. Read the Prospectus carefully before investing. Investments and services offered through Morgan Stanley DW Inc., member SIPC. (c) 2003 Morgan Stanley [MORGAN STANLEY LOGO] MORGAN STANLEY FUNDS Active Assets Institutional Money Trust Semiannual Report December 31, 2003 [MORGAN STANLEY LOGO] 13678B04-AP-2/04 Item 2. Code of Ethics. Not applicable for semiannual reports. Item 3. Audit Committee Financial Expert. Not applicable for semiannual reports. Item 4. Principal Accountant Fees and Services Not applicable for semiannual reports. Item 5. Audit Committee of Listed Registrants. Not applicable for semiannual reports. Item 6. [Reserved.] Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable for semiannual reports. Item 8. [Reserved.] Item 9 - 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-CSR 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. There were no significant changes or corrective actions with regard to significant deficiencies or material weaknesses in the Fund's internal controls or in other factors that could significantly affect the Fund's internal controls subsequent to the date of their evaluation. (b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 10 Exhibits (a) Code of Ethics - Not applicable for semiannual reports. (b) A separate certification for each principal executive officer and principal financial officer of the registrant are attached hereto as part of EX-99.CERT. 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. Active Assets Institutional Money Trust /s/ Ronald E. Robison Ronald E. Robison Principal Executive Officer February 18, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated. /s/ Ronald E. Robison Ronald E. Robison Principal Executive Officer February 18, 2004 /s/ Francis Smith Francis Smith Principal Financial Officer February 18, 2004 3