N-CSRS 1 a08-20951_1ncsrs.htm N-CSRS

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-08388

 

Morgan Stanley Asia-Pacific Fund, Inc.

(Exact name of registrant as specified in charter)

 

522 Fifth Avenue New York, NY

 

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:

1-800-231-2608

 

 

Date of fiscal year end:

12/31

 

 

Date of reporting period:

6/30/08

 

 

Form N-CSR is to be used by management investment companies to file  reports with the Commission not later than 10 days after the transmission to  stockholders of any report that is required to be transmitted to stockholders  under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).  The Commission may use the information provided on Form N-CSR in its  regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form  N-CSR, and the Commission will make this information public. A registrant is  not required to respond to the collection of information contained in Form  N-CSR unless the Form displays a currently valid Office of Management and  Budget (“OMB”) control number. Please direct comments concerning the accuracy  of the information collection burden estimate and any suggestions for reducing  the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street,  NW, Washington, DC 20549-0609. The OMB has reviewed this collection of  information under the clearance requirements of 44 U.S.C. Section 3507.

 



 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

The Fund’s semi-annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 is as follows:

 



 

 

2008 Semi-Annual Report

 

 

 

June 30, 2008

 

 

Morgan Stanley

Asia-Pacific Fund, Inc. (APF)

 

Morgan Stanley

Investment Management Inc.

Investment Adviser

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Overview (unaudited)

 

Letter to Stockholders

 

Performance

 

For the six months ended June 30, 2008, the Morgan Stanley Asia-Pacific Fund, Inc. (the “Fund”) had total returns, based on net asset value and market value per share (including reinvestment of distributions), of -10.40%, net of fees and -9.99%, respectively, compared to its benchmark which returned -11.74%. The benchmark for the Fund is comprised of two Morgan Stanley Capital International (MSCI) indices; Japan Net and All-Country Asia Pacific Free ex-Japan Net (together, the “Index”), with each index weighted equally. On June 30, 2008, the closing price of the Fund’s shares on the New York Stock Exchange was $17.47, representing a 15.0% discount to the Fund’s net asset value per share. Past performance is no guarantee of future results.

 

Factors Affecting Performance

 

                  All regional Asian markets posted negative returns in the first six months of the year. Concerns over earnings growth, rising inflation and rising energy prices with falling subsidies in countries that are net oil importers took its toll on market returns. Most markets posted double-digit negative returns, with the exception of Australia, Japan, Singapore, Taiwan and Thailand. The MSCI Asia Pacific Index declined by 11.7% during the period, performing in-line with those of developed and emerging markets, which respectively fell by 11.0% and 11.8% (as represented by the MSCI EAFE (Europe Australasia Far East) Index and MSCI Emerging Markets Index).

 

                  Until the middle of March, the Japanese equity market – along with other developed markets – experienced difficulties, with the credit crisis punctuating stock prices with exceptional volatility and rapidly waning risk appetites among investors globally. In this environment, Japanese equities remained out-of-favor with asset allocators, as well as with domestic institutional and individual investors. In fact, foreign net outflows rose to ¥1.3 trillion in March, the highest level since the stock market crash in 1987. Throughout most of the period, housing starts contracted sharply because of tougher inspection and approval standards for earthquake proofing. The political situation virtually came to a halt with Prime Minister Fukuda’s inability to appoint a new head for the Bank of Japan.

 

                  Starting in the middle of March, however, global equity markets turned upward on the easing of some credit concerns in the U.S. and the emergency bail-out of Bear Stearns. Since then, Japanese equities rose substantially, attracting flows from foreign investors as well as domestic retail clients. Reasons for the re-allocation to Japan included historically attractive relative and absolute valuations, dividend yields significantly higher than 10-year Japanese Government bond yields and banks’ balance sheets viewed more positively than their global counterparts, leading to a consensus that Japan was a relatively “safe haven” compared to other major markets. Another reason might have been that in March over 60% of stocks traded below book value and over 40% of all listed companies remained debt free. Corporations with such cash positions were aggressive in stock buy-backs and provided a vote of confidence to the market. Some momentum on corporate governance emerged when an activist investor succeeded in prompting management changes in a large, publicly-listed Japanese manufacturer. Japan’s rebound for this period reflected its position as the best performing G7 (Group of Seven industrialized nations) country for gross domestic product (GDP) growth and relatively low exposure to U.S. credit market problems, with only 5% of the estimated $390 billion of losses reported by Japanese investors. However, during the last three weeks of the second quarter, stocks declined sharply on fears of global inflation, renewed credit concerns and most importantly a rapidly slowing global economy.

 

                  The re-emergence of inflation in the global emerging markets is the single most important concern in the markets. Earlier in the year, Asian markets, particularly Hong Kong and China, declined as Chinese authorities announced measures to contain inflation, including price controls and strict limits on loan growth. Poor sentiment was further exacerbated by the worsening credit situation in the U.S. and Europe, where banks announced substantial write-offs.

 

                  We believe Asia ex-Japan is in the mature phase of a growth cycle, in which growth will likely become harder to identify, but quality growth will likely continue to perform well. We expect inflation concerns to recede from current levels, but the consumer price index (CPI) will likely not revert to levels seen in 2007. In the short-term, inflation concerns are leading to monetary tightening policies and slower economic growth. In effect, Asian markets, like the broader emerging markets, are experiencing a cyclical bear market within an overall secular bull market, similar in pattern to what the U.S. experienced in 1990 during its long bull run from 1987 to 1994. Longer-term, we believe the secular growth case for emerging markets remains intact.

 

2


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Overview (unaudited)

 

Letter to Stockholders (cont’d)

 

Management Strategies

 

                  Stock selection in Japan contributed to performance. In Japan, security selection within the technology hardware and equipment, food beverage and tobacco, pharmaceuticals biotechnology and capital goods sectors was positive. The Fund’s overweight to the capital goods sector also boosted returns.

 

                  In Asia ex-Japan, the Fund’s overweight in Australian resource stocks and underweight in Australian banks were positive contributors to performance.

 

                  The Fund’s cash position also contributed to performance as the MSCI Asia Pacific Index fell 11.7% in the first six months of 2008.

 

                  On the other hand, from a top-down perspective, the Fund’s underweight in Japan and Taiwan, as well as the overweight in China detracted from performance.

 

                  Stock selection within Taiwan, Hong Kong and Korea hindered returns. In particular, the Fund’s underweight in Taiwan semiconductors, overweight in Hong Kong real estate and specialty retail, and underweight in Korean semiconductors were detrimental to performance.

 

                  As of June 30, 2008, the Fund was overweight China and Indonesia and underweight Australia, Japan, Taiwan and Hong Kong.

 

 

Sincerely,

 

 

Ronald E. Robison

President and Principal Executive Officer

 

July 2008

 

3


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Investment Advisory Agreement Approval

 

Nature, Extent and Quality of Services

 

The Board reviewed and considered the nature and extent of the investment advisory services provided by the Investment Adviser under the Advisory Agreement, including portfolio management, investment research and equity and fixed income securities trading. The Board reviewed similar information and factors regarding the Sub-Adviser, to the extent applicable. The Board also reviewed and considered the nature and extent of the non-advisory, administrative services provided by the Fund’s Administrator under the Administration Agreement, including accounting, clerical, bookkeeping, compliance, business management and planning, and the provision of supplies, office space and utilities at the Investment Adviser’s expense. (The Investment Adviser, Sub-Adviser and Administrator together are referred to as the “Adviser” and the Advisory, Sub-Advisory and Administration Agreements together are referred to as the “Management Agreement.”) The Board also compared the nature of the services provided by the Adviser with similar services provided by non-affiliated advisers as reported to the Board by Lipper Inc. (“Lipper”).

 

The Board reviewed and considered the qualifications of the portfolio managers, the senior administrative managers and other key personnel of the Adviser who provide the advisory and administrative services to the Fund. The Board determined that the Adviser’s portfolio managers and key personnel are well qualified by education and/or training and experience to perform the services in an efficient and professional manner. The Board concluded that the nature and extent of the advisory and administrative services provided were necessary and appropriate for the conduct of the business and investment activities of the Fund. The Board also concluded that the overall quality of the advisory and administrative services was satisfactory.

 

Performance Relative to Comparable Funds Managed by Other Advisers

 

On a regular basis, the Board reviews the performance of all funds in the Morgan Stanley Fund Complex, including the Fund, compared to their peers, paying specific attention to the underperforming funds. In addition, the Board specifically reviewed the Fund’s performance for the one-, three- and five-year periods ended December 31, 2007, as shown in a report provided by Lipper (the “Lipper Report”), compared to the performance of comparable funds selected by Lipper (the “performance peer group”). The Board also discussed with the Adviser the performance goals and the actual results achieved in managing the Fund. The Board concluded that the Fund’s performance was competitive with that of its performance peer group.

 

Fees Relative to Other Proprietary Funds Managed by the Adviser with Comparable Investment Strategies

 

The Board noted that the Adviser did not manage any other proprietary funds with investment strategies comparable to those of the Fund.

 

Fees and Expenses Relative to Comparable Funds Managed by Other Advisers

 

The Board reviewed the advisory and administrative fee (together, the “management fee”) rate and total expense ratio of the Fund as compared to the average management fee rate and average total expense ratio for funds, selected by Lipper (the “expense peer group”), managed by other advisers with investment strategies comparable to those of the Fund, as shown in the Lipper Report. The Board concluded that the Fund’s management fee rate and total expense ratio were competitive with those of its expense peer group.

 

Breakpoints and Economies of Scale

 

The Board reviewed the structure of the Fund’s management fee schedule under the Management Agreement and noted that it does not include any breakpoints. The Board considered that the Fund is a closed-end fund and, therefore, that the Fund’s assets are not likely to grow with new sales or grow significantly as a result of capital appreciation. The Board concluded that economies of scale for the Fund were not a factor that needed to be considered at the present time.

 

Profitability of the Adviser and Affiliates

 

The Board considered information concerning the costs incurred and profits realized by the Adviser and affiliates during the last year from their relationship with the Fund and during the last two years from their relationship with the Morgan Stanley Fund Complex and reviewed with the Adviser the cost allocation methodology used to determine the profitability of the Adviser and affiliates. Based on its review of the information it received, the Board concluded that the profits earned by the Adviser and affiliates were not excessive in light of the advisory, administrative and other services provided to the Fund.

 

4


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Investment Advisory Agreement Approval (cont’d)

 

Fall-Out Benefits

 

The Board considered so-called “fall-out benefits” derived by the Adviser and affiliates from their relationship with the Fund and the Morgan Stanley Fund Complex, such as commissions on the purchase and sale of Fund shares and “float” benefits derived from handling of checks for purchases and sales of Fund shares, through a broker-dealer affiliate of the Adviser and “soft dollar” benefits (discussed in the next section). The Board also considered that, from time to time, the Adviser may, directly or indirectly, effect trades on behalf of certain Morgan Stanley Funds through various electronic communications networks or other alternative trading systems in which the Adviser’s affiliates have ownership interests and/or board seats. The Board concluded that the sales commissions were competitive with those of other broker-dealers and the fall-out benefits were relatively small.

 

Soft Dollar Benefits

 

The Board considered whether the Adviser realizes any benefits as a result of brokerage transactions executed through “soft dollar” arrangements. Under such arrangements, brokerage commissions paid by the Fund and/or other funds managed by the Adviser would be used to pay for research that a securities broker obtains from third parties, or to pay for both research and execution services from securities brokers who effect transactions for the Fund. The Board recognized that the receipt of such research from brokers may reduce the Adviser’s costs but concluded that the receipt of such research strengthens the investment management resources of the Adviser, which may ultimately benefit the Fund and other funds in the Morgan Stanley Fund Complex.

 

Adviser Financially Sound and Financially Capable of Meeting the Fund’s Needs

 

The Board considered whether the Adviser is financially sound and has the resources necessary to perform its obligations under the Management Agreement. The Board concluded that the Adviser has the financial resources necessary to fulfill its obligations under the Management Agreement.

 

Historical Relationship Between the Fund and the Adviser

 

The Board also reviewed and considered the historical relationship between the Fund and the Adviser, including the organizational structure of the Adviser, the policies and procedures formulated and adopted by the Adviser for managing the Fund’s operations and the Board’s confidence in the competence and integrity of the senior managers and key personnel of the Adviser. The Board concluded that it is beneficial for the Fund to continue its relationship with the Adviser.

 

Other Factors and Current Trends

 

The Board considered the controls and procedures adopted and implemented by the Adviser and monitored by the Fund’s Chief Compliance Officer and concluded that the conduct of business by the Adviser indicates a good faith effort on its part to adhere to high ethical standards in the conduct of the Fund’s business.

 

General Conclusion

 

After considering and weighing all of the above factors, the Board concluded that it would be in the best interest of the Fund and its shareholders to approve renewal of the Management Agreement for another year.

 

5

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Portfolio of Investments

 

 

 

Shares

 

Value
(000)

 

COMMON STOCKS  (95.9%)

 

 

 

 

 

(Unless Otherwise Noted)

 

 

 

 

 

Australia  (13.1%)

 

 

 

 

 

Air Freight & Logistics

 

 

 

 

 

Toll Holdings Ltd.

 

729,962

 

$  4,213

 

Airlines

 

 

 

 

 

Qantas Airways Ltd.

 

1,151,203

 

3,355

 

Chemicals

 

 

 

 

 

Incitec Pivot Ltd.

 

90,962

 

16,132

 

Orica Ltd.

 

291,764

 

8,195

 

 

 

 

 

24,327

 

Commercial Banks

 

 

 

 

 

Commonwealth Bank of Australia

 

19,817

 

763

 

Westpac Banking Corp.

 

35,864

 

688

 

 

 

 

 

1,451

 

Construction & Engineering

 

 

 

 

 

Leighton Holdings Ltd.

 

65,550

 

3,195

 

Diversified Telecommunication Services

 

 

 

 

 

Telstra Corp. Ltd.

 

1,254,337

 

5,098

 

Food & Staples Retailing

 

 

 

 

 

Woolworths Ltd.

 

457,375

 

10,720

 

Health Care Equipment & Supplies

 

 

 

 

 

Cochlear Ltd.

 

26,500

 

1,109

 

Hotels, Restaurants & Leisure

 

 

 

 

 

Tatts Group Ltd.

 

738,000

 

1,663

 

Insurance

 

 

 

 

 

QBE Insurance Group Ltd.

 

388,640

 

8,346

 

Metals & Mining

 

 

 

 

 

BHP Billiton Ltd.

 

400,344

 

16,772

 

Rio Tinto Ltd.

 

34,709

 

4,509

 

Straits Resources Ltd.

 

233,986

 

1,534

 

 

 

 

 

22,815

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

Billabong International Ltd.

 

239,520

 

2,480

 

Trading Companies & Distributors

 

 

 

 

 

Alesco Corp. Ltd.

 

142,740

 

944

 

 

 

 

 

89,716

 

China  (12.0%)

 

 

 

 

 

Automobiles

 

 

 

 

 

Dongfeng Motor Group Co., Ltd., ‘H’

 

5,629,000

 

2,252

 

Commercial Banks

 

 

 

 

 

China Citic Bank, ‘H’

 

2,021,000

 

1,133

 

China Construction Bank Corp., ‘H’

 

20,296,000

 

16,347

 

Industrial & Commercial Bank of China, ‘H’

 

10,823,000

 

7,398

 

 

 

 

 

24,878

 

Independent Power Producers & Energy Traders

 

 

 

 

 

China Resources Power Holdings Co.

 

1,220,000

 

2,973

 

Datang International Power Generation Co., Ltd., ‘H’

 

2,020,000

 

1,199

 

 

 

 

 

4,172

 

Industrial Conglomerates

 

 

 

 

 

Shanghai Industrial Holdings Ltd.

 

710,000

 

2,085

 

Insurance

 

 

 

 

 

Ping An Insurance Group Co. of China Ltd., ‘H’

 

762,500

 

5,672

 

Marine

 

 

 

 

 

China COSCO Holdings Co., Ltd., ‘H’

 

4,044,550

 

9,876

 

Media

 

 

 

 

 

Focus Media Holdings Ltd. ADR

 

(a)81,900

 

2,270

 

Metals & Mining

 

 

 

 

 

Maanshan Iron & Steel, ‘H’

 

4,967,000

 

2,886

 

Oil, Gas & Consumable Fuels

 

 

 

 

 

China Coal Energy Co.

 

3,190,000

 

5,580

 

Real Estate

 

 

 

 

 

Sino-Ocean Land Holdings Ltd.

 

1,322,500

 

747

 

Specialty Retail

 

 

 

 

 

Belle International Holdings Ltd.

 

160,000

 

144

 

GOME Electrical Appliances Holdings Ltd.

 

13,700,000

 

6,501

 

 

 

 

 

6,645

 

Wireless Telecommunication Services

 

 

 

 

 

China Mobile Ltd.

 

1,103,000

 

14,825

 

 

 

 

 

81,888

 

Hong Kong  (3.1%)

 

 

 

 

 

Commercial Banks

 

 

 

 

 

Bank of East Asia Ltd.

 

360,600

 

1,958

 

Diversified Financial Services

 

 

 

 

 

Hong Kong Exchanges & Clearing Ltd.

 

38,000

 

556

 

Real Estate

 

 

 

 

 

Cheung Kong Holdings Ltd.

 

176,000

 

2,372

 

HongKong Land Holdings Ltd.

 

385,000

 

1,633

 

New World Development Ltd.

 

1,543,800

 

3,144

 

Sino Land Co.

 

148,000

 

294

 

Sun Hung Kai Properties Ltd.

 

40,000

 

543

 

Wharf Holdings Ltd.

 

925,187

 

3,874

 

 

 

 

 

11,860

 

 

6

The accompanying notes are an integral part of the financial statements.

 



 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Portfolio of Investments (cont’d)

 

 

 

Shares

 

Value
(000)

 

Hong Kong  (cont’d)

 

 

 

 

 

Specialty Retail

 

 

 

 

 

Esprit Holdings Ltd.

 

479,000

 

$  4,976

 

Transportation Infrastructure

 

 

 

 

 

Hopewell Holdings

 

505,000

 

1,794

 

 

 

 

 

21,144

 

India  (1.6%)

 

 

 

 

 

Electrical Equipment

 

 

 

 

 

ABB Ltd.

 

128,800

 

2,406

 

Energy Equipment & Services

 

 

 

 

 

Aban Offshore Ltd.

 

70,200

 

4,700

 

Metals & Mining

 

 

 

 

 

National Aluminum Co., Ltd.

 

119,700

 

977

 

Welspun-Gujarat Stahl Ltd.

 

391,800

 

2,766

 

 

 

 

 

3,743

 

 

 

 

 

10,849

 

Indonesia  (3.3%)

 

 

 

 

 

Automobiles

 

 

 

 

 

Astra International Tbk PT

 

1,453,500

 

3,035

 

Commercial Banks

 

 

 

 

 

Bank Central Asia Tbk PT

 

5,313,000

 

1,426

 

Bank Mandiri Persero Tbk PT

 

6,355,000

 

1,792

 

Bank Rakyat Indonesia Tbk PT

 

3,775,500

 

2,089

 

 

 

 

 

5,307

 

Construction Materials

 

 

 

 

 

Indocement Tunggal Prakarsa Tbk PT

 

1,498,000

 

885

 

Diversified Telecommunication Services

 

 

 

 

 

Telekomunikasi Indonesia Tbk PT

 

3,250,000

 

2,573

 

Gas Utilities

 

 

 

 

 

Perusahaan Gas Negara PT

 

(a)713,500

 

1,006

 

Oil, Gas & Consumable Fuels

 

 

 

 

 

Bumi Resources Tbk PT

 

11,203,000

 

9,964

 

 

 

 

 

22,770

 

Japan  (46.7%)

 

 

 

 

 

Auto Components

 

 

 

 

 

Toyoda Gosei Co., Ltd.

 

46,900

 

1,369

 

Automobiles

 

 

 

 

 

Nissan Motor Co., Ltd.

 

854,600

 

7,058

 

Suzuki Motor Corp.

 

249,300

 

5,893

 

Toyota Motor Corp.

 

202,500

 

9,555

 

Yamaha Motor Co., Ltd.

 

225,100

 

4,212

 

 

 

 

 

26,718

 

Building Products

 

 

 

 

 

Daikin Industries Ltd.

 

172,700

 

8,718

 

Nippon Sheet Glass Co., Ltd.

 

533,000

 

2,635

 

Sanwa Holdings Corp.

 

457,000

 

1,730

 

 

 

 

 

13,083

 

Chemicals

 

 

 

 

 

Daicel Chemical Industries Ltd.

 

755,000

 

4,252

 

Denki Kagaku Kogyo KK

 

973,000

 

3,610

 

Kaneka Corp.

 

580,000

 

3,949

 

Lintec Corp.

 

169,800

 

2,950

 

Mitsubishi Chemical Holdings Corp.

 

649,000

 

3,777

 

Nifco, Inc.

 

143,100

 

3,376

 

Shin-Etsu Polymer Co., Ltd.

 

288,600

 

1,816

 

Teijin Ltd.

 

960,000

 

3,291

 

Toyo Ink Manufacturing Co., Ltd.

 

513,000

 

1,744

 

 

 

 

 

28,765

 

Commercial Services & Supplies

 

 

 

 

 

Dai Nippon Printing Co., Ltd.

 

303,000

 

4,466

 

Nissha Printing Co., Ltd.

 

58,300

 

3,354

 

 

 

 

 

7,820

 

Computers & Peripherals

 

 

 

 

 

Fujitsu Ltd.

 

1,121,000

 

8,319

 

Mitsumi Electric Co., Ltd.

 

219,500

 

4,889

 

NEC Corp.

 

1,208,000

 

6,325

 

Toshiba Corp.

 

1,239,000

 

9,136

 

 

 

 

 

28,669

 

Construction & Engineering

 

 

 

 

 

Kyudenko Corp.

 

234,000

 

1,622

 

Maeda Road Construction Co., Ltd.

 

181,000

 

1,273

 

Obayashi Corp.

 

753,000

 

3,411

 

Sanki Engineering Co., Ltd.

 

134,000

 

1,092

 

 

 

 

 

7,398

 

Consumer Finance

 

 

 

 

 

Hitachi Capital Corp.

 

196,900

 

3,171

 

Diversified Telecommunication Services

 

 

 

 

 

Nippon Telegraph & Telephone Corp.

 

852

 

4,172

 

Electric Utilities

 

 

 

 

 

Tokyo Electric Power Co., Inc.

 

 

 

 

 

(The)

 

74,800

 

1,923

 

Electrical Equipment

 

 

 

 

 

Furukawa Electric Co., Ltd.

 

1,000,000

 

4,342

 

 

The accompanying notes are an integral part of the financial statements.

7

 



 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Portfolio of Investments (cont’d)

 

 

 

Shares

 

Value
(000)

 

Japan  (cont’d)

 

 

 

 

 

Electronic Equipment & Instruments

 

 

 

 

 

FUJIFILM Holdings Corp.

 

158,200

 

$   5,438

 

Hitachi Ltd.

 

927,000

 

6,687

 

Kyocera Corp.

 

76,300

 

7,186

 

Ryosan Co., Ltd.

 

104,700

 

2,248

 

TDK Corp.

 

76,500

 

4,582

 

 

 

 

 

26,141

 

Food & Staples Retailing

 

 

 

 

 

FamilyMart Co., Ltd.

 

138,700

 

5,669

 

Food Products

 

 

 

 

 

House Foods Corp.

 

118,600

 

1,910

 

Nippon Meat Packers, Inc.

 

300,000

 

4,063

 

 

 

 

 

5,973

 

Household Durables

 

 

 

 

 

Casio Computer Co., Ltd.

 

359,300

 

4,091

 

Matsushita Electric Industrial Co., Ltd.

 

458,000

 

9,877

 

Sekisui Chemical Co., Ltd.

 

606,000

 

4,126

 

Sekisui House Ltd.

 

346,000

 

3,229

 

Sony Corp.

 

125,200

 

5,471

 

 

 

 

 

26,794

 

Leisure Equipment & Products

 

 

 

 

 

Yamaha Corp.

 

221,300

 

4,272

 

Machinery

 

 

 

 

 

Amada Co., Ltd.

 

471,000

 

3,713

 

Daifuku Co., Ltd.

 

340,000

 

3,346

 

Fuji Machine Manufacturing Co., Ltd.

 

120,400

 

2,404

 

Fujitec Co., Ltd.

 

193,000

 

1,143

 

Kurita Water Industries Ltd.

 

140,100

 

5,185

 

Minebea Co., Ltd.

 

592,000

 

3,384

 

Mitsubishi Heavy Industries Ltd.

 

1,470,000

 

7,005

 

Tsubakimoto Chain Co.

 

618,000

 

3,597

 

 

 

 

 

29,777

 

Media

 

 

 

 

 

Toho Co., Ltd.

 

86,600

 

1,770

 

Metals & Mining

 

 

 

 

 

Mitsui Mining & Smelting Co., Ltd.

 

978,000

 

2,883

 

Nippon Steel Corp.

 

402,000

 

2,177

 

 

 

 

 

5,060

 

Office Electronics

 

 

 

 

 

Canon, Inc.

 

214,600

 

11,035

 

Ricoh Co., Ltd.

 

456,000

 

8,228

 

 

 

 

 

19,263

 

Pharmaceuticals

 

 

 

 

 

Astellas Pharmaceutical, Inc.

 

160,800

 

6,814

 

Daiichi Sankyo Co., Ltd.

 

278,700

 

7,677

 

Ono Pharmaceutical Co., Ltd.

 

103,200

 

5,686

 

 

 

 

 

20,177

 

Road & Rail

 

 

 

 

 

East Japan Railway Co.

 

628

 

5,116

 

Semiconductors & Semiconductor Equipment

 

 

 

 

 

Rohm Co., Ltd.

 

63,300

 

3,642

 

Software

 

 

 

 

 

Nintendo Co., Ltd.

 

25,300

 

14,272

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

Nisshinbo Industries, Inc.

 

235,000

 

2,791

 

Trading Companies & Distributors

 

 

 

 

 

Hitachi High-Technologies Corp.

 

121,400

 

2,813

 

Marubeni Corp.

 

420,000

 

3,508

 

Mitsubishi Corp.

 

390,700

 

12,878

 

Nagase & Co., Ltd.

 

199,000

 

2,097

 

 

 

 

 

21,296

 

 

 

 

 

319,443

 

Malaysia  (1.2%)

 

 

 

 

 

Construction & Engineering

 

 

 

 

 

IJM Corp. Bhd

 

487,250

 

820

 

Food Products

 

 

 

 

 

IOI Corp Bhd

 

1,087,750

 

2,480

 

Kuala Lumpur Kepong Bhd

 

378,500

 

2,039

 

 

 

 

 

4,519

 

Industrial Conglomerates

 

 

 

 

 

Sime Darby Bhd

 

981,000

 

2,777

 

 

 

 

 

8,116

 

Pakistan  (0.1%)

 

 

 

 

 

Construction Materials

 

 

 

 

 

Lucky Cement Ltd. GDR

 

(a)133,400

 

735

 

Philippines  (0.3%)

 

 

 

 

 

Diversified Financial Services

 

 

 

 

 

Ayala Corp.

 

96,468

 

553

 

Independent Power Producers & Energy Traders

 

 

 

 

 

PNOC Energy Development Corp.

 

2,216,000

 

257

 

Wireless Telecommunication Services

 

 

 

 

 

Philippines Long Distance Telephone Co.

 

24,900

 

1,328

 

 

 

 

 

2,138

 

 

8

The accompanying notes are an integral part of the financial statements.

 



 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Portfolio of Investments (cont’d)

 

 

 

Shares

 

Value
(000)

 

Singapore  (2.2%)

 

 

 

 

 

Commercial Banks

 

 

 

 

 

Oversea-Chinese Banking Corp.

 

500,900

 

$   3,008

 

United Overseas Bank Ltd.

 

205,500

 

2,812

 

 

 

 

 

5,820

 

Real Estate

 

 

 

 

 

CapitaLand Ltd.

 

380,000

 

1,592

 

City Developments Ltd.

 

95,000

 

758

 

United Industrial Corp. Ltd.

 

2,734,000

 

6,009

 

 

 

 

 

8,359

 

Transportation Infrastructure

 

 

 

 

 

CWT Ltd.

 

1,451,000

 

890

 

 

 

 

 

15,069

 

South Korea  (6.2%)

 

 

 

 

 

Automobiles

 

 

 

 

 

Hyundai Motor Co.

 

94,589

 

6,420

 

Building Products

 

 

 

 

 

EnE System, Inc.

 

(a)18,654

 

84

 

Chemicals

 

 

 

 

 

LG Chemical Ltd.

 

28,356

 

2,711

 

SSCP Co., Ltd.

 

(a)59,869

 

924

 

 

 

 

 

3,635

 

Commercial Banks

 

 

 

 

 

Kookmin Bank

 

37,130

 

2,193

 

Shinhan Financial Group Co., Ltd.

 

46,283

 

2,093

 

 

 

 

 

4,286

 

Construction & Engineering

 

 

 

 

 

Hyundai Development Co.

 

28,540

 

1,446

 

Samsung Engineering Co., Ltd.

 

15,300

 

1,145

 

 

 

 

 

2,591

 

Electronic Equipment & Instruments

 

 

 

 

 

LG Display Co., Ltd.

 

47,192

 

1,769

 

Household Durables

 

 

 

 

 

LG Electronics, Inc.

 

13,829

 

1,566

 

Woongjin Coway Co., Ltd.

 

82,690

 

2,427

 

 

 

 

 

3,993

 

Insurance

 

 

 

 

 

Samsung Fire & Marine Insurance Co., Ltd.

 

6,360

 

1,329

 

Internet Software & Services

 

 

 

 

 

NHN Corp.

 

(a)10,213

 

1,782

 

Marine

 

 

 

 

 

STX Pan Ocean Co., Ltd.

 

476,000

 

955

 

Media

 

 

 

 

 

Cheil Communications, Inc.

 

6,309

 

1,496

 

Metals & Mining

 

 

 

 

 

POSCO

 

343

 

178

 

Personal Products

 

 

 

 

 

Amorepacific Corp.

 

1,198

 

742

 

Semiconductors & Semiconductor Equipment

 

 

 

 

 

Samsung Electronics Co., Ltd.

 

16,215

 

9,688

 

Samsung Electronics Co., Ltd. (Preference)

 

6,391

 

2,756

 

 

 

 

 

12,444

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

Cheil Industries, Inc.

 

20,250

 

939

 

 

 

 

 

42,643

 

Taiwan  (5.1%)

 

 

 

 

 

Chemicals

 

 

 

 

 

Formosa Plastics Corp.

 

324,000

 

781

 

Taiwan Fertilizer Co., Ltd.

 

114,000

 

428

 

 

 

 

 

1,209

 

Commercial Banks

 

 

 

 

 

Chinatrust Financial Holding Co., Ltd.

 

(a)3,854,000

 

3,720

 

First Financial Holding Co Ltd.

 

2,644,000

 

2,901

 

 

 

 

 

6,621

 

Computers & Peripherals

 

 

 

 

 

Acer, Inc.

 

881,000

 

1,736

 

Asustek Computer, Inc.

 

293,716

 

799

 

High Tech Computer Corp.

 

112,000

 

2,509

 

 

 

 

 

5,044

 

Construction Materials

 

 

 

 

 

Taiwan Cement Corp.

 

858,000

 

1,159

 

Diversified Financial Services

 

 

 

 

 

Yuanta Financial Holding Co., Ltd.

 

(a)1,723,000

 

1,206

 

Electronic Equipment & Instruments

 

 

 

 

 

AU Optronics Corp.

 

1,326,191

 

2,084

 

HON HAI Precision Industry Co., Ltd.

 

195,000

 

961

 

 

 

 

 

3,045

 

Insurance

 

 

 

 

 

Cathay Financial Holding Co., Ltd.

 

1,161,000

 

2,524

 

Marine

 

 

 

 

 

Yang Ming Marine Transport Corp.

 

3,031,579

 

1,998

 

Metals & Mining

 

 

 

 

 

China Steel Corp.

 

3,154,000

 

4,868

 

 

The accompanying notes are an integral part of the financial statements.

9

 



 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

Portfolio of Investments (cont’d)

 

 

 

Shares

 

Value
(000)

 

Taiwan  (cont’d)

 

 

 

 

 

Semiconductors & Semiconductor Equipment

 

 

 

 

 

Taiwan Semiconductor  Manufacturing Co., Ltd.

 

(a)3,186,000

 

$   6,823

 

 

 

 

 

34,497

 

Thailand  (1.0%)

 

 

 

 

 

Commercial Banks

 

 

 

 

 

Bangkok Bank PCL NVDR

 

135,100

 

481

 

Kasikornbank PCL (Foreign)

 

1,040,900

 

2,241

 

Siam Commercial Bank PCL (Foreign)

 

115,900

 

269

 

 

 

 

 

2,991

 

Household Durables

 

 

 

 

 

Land & Houses PCL (Foreign)

 

2,350,900

 

521

 

Oil, Gas & Consumable Fuels

 

 

 

 

 

Banpu PCL (Foreign)

 

900

 

15

 

Banpu PCL NVDR

 

149,500

 

2,361

 

PTT PCL (Foreign)

 

65,600

 

592

 

 

 

 

 

2,968

 

Wireless Telecommunication Services

 

 

 

 

 

Advanced Info Service PCL NVDR

 

209,000

 

578

 

 

 

 

 

7,058

 

TOTAL COMMON STOCKS

 

 

 

 

 

(Cost $555,947)

 

 

 

656,066

 

INVESTMENT COMPANY  (1.0%)

 

 

 

 

 

India  (1.0%)

 

 

 

 

 

Diversified Financial Services

 

 

 

 

 

Morgan Stanley Growth Fund

 

 

 

 

 

(Cost $1,254)

 

(a)(b)6,860,401

 

6,761

 

SHORT-TERM INVESTMENT  (5.9%)

 

 

 

 

 

United States  (5.9%)

 

 

 

 

 

Investment Company

 

 

 

 

 

Morgan Stanley Institutional Liquidity Money Market Portfolio — Institutional Class (Cost $40,127)

 

(b)40,126,955

 

40,127

 

TOTAL INVESTMENTS  (102.8%)

 

 

 

 

 

(Cost $597,328)

 

 

 

702,954

 

LIABILITIES IN EXCESS OF OTHER ASSETS (-2.8)

 

 

 

(18,810)

 

NET ASSETS (100.0%)

 

 

 

$684,144

 

 

(a)

 

Non-income producing security.

(b)

 

See Note G within the Notes to Financial Statements regarding investments in Morgan Stanley Growth Fund and Morgan Stanley Institutional Liquidity Money Market Portfolio — Institutional Class.

ADR

 

American Depositary Receipt

GDR

 

Global Depositary Receipt

NVDR

 

Non-Voting Depositary Receipt

 

 

Foreign Currency Exchange Contract Information:

 

The Fund had the following foreign currency exchange contract(s) open at period end:

 

 

 

 

 

 

 

 

 

 

 

Net

 

Currency

 

 

 

 

 

In

 

 

 

Unrealized

 

to

 

 

 

 

 

Exchange

 

 

 

Appreciation

 

Deliver

 

Value

 

Settlement

 

For

 

Value

 

(Depreciation)

 

(000)

 

(000)

 

Date

 

(000)

 

(000)

 

(000)

 

INR 78,753

 

 

$1,830

 

 

07/02/08

 

USD 1,834 

 

 

$1,834

 

 

 

$

4

 

 

 

INR                          Indian Rupee

USD                      United States Dollar

 

Graphic Presentation of Portfolio Holdings

 

The following graph depicts the Fund’s holdings by industry and/or security type, as a percentage of total investments.

 

*Industries which do not appear in the above graph, as well as those which represent less than 5% of total investments, if applicable, are included in the category labeled “Other”.

 

10

The accompanying notes are an integral part of the financial statements.

 


 

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Financial Statements

 

Statement of Assets and Liabilities

 

June 30, 2008
(unaudited)
(000)

 

Assets:

 

 

 

Investments in Securities of Unaffiliated Issuers, at Value (Cost $555,947)

 

$ 656,066

 

Investments in Securities of Affiliated Issuers, at Value (Cost $41,381)

 

46,888

 

Total Investments in Securities, at Value (Cost $597,328)

 

702,954

 

Foreign Currency, at Value (Cost $4,347)

 

4,352

 

Dividends Receivable

 

1,158

 

Tax Reclaim Receivable

 

5

 

Unrealized Appreciation on Foreign Currency Exchange Contracts

 

4

 

Receivable from Affiliate

 

3

 

Receivable for Investments Sold

 

3

 

Other Assets

 

23

 

Total Assets

 

708,502

 

Liabilities:

 

 

 

Payable For:

 

 

 

Dividend Declared

 

21,830

 

Bank Overdraft

 

1,422

 

Investment Advisory Fees

 

599

 

Investments Purchased

 

155

 

Custodian Fees

 

131

 

Administration Fees

 

17

 

Other Liabilites

 

204

 

Total Liabilities

 

24,358

 

Net Assets

 

 

 

Applicable to 33,298,543 Issued and Outstanding $0.01 Par Value Shares (200,000,000 Shares Authorized)

 

$ 684,144

 

Net Asset Value Per Share

 

$     20.55

 

Net Assets Consist of:

 

 

 

Common Stock

 

$        333

 

Paid-in Capital

 

541,955

 

Undistributed (Distributions in Excess of) Net Investment Income

 

(8,265)

 

Accumulated Net Realized Gain (Loss)

 

44,476

 

Unrealized Appreciation (Depreciation) on Investments and Foreign Currency Exchange Contracts and Translations

 

105,645

 

Net Assets

 

$ 684,144

 

 

The accompanying notes are an integral part of the financial statements.

11

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Financial Statements

 

Statement of Operations

 

Six Months Ended
June 30, 2008
(unaudited)
(000)

 

Investment Income

 

 

 

Dividends from Securities of Unaffiliated Issuers (Net of $565 of Foreign Taxes Withheld)

 

$     8,199

 

Dividends from Security of Affiliated Issuer

 

553

 

Interest from Securities of Unaffiliated Issuers

 

@—

 

Total Investment Income

 

8,752

 

Expenses

 

 

 

Investment Advisory Fees (Note B)

 

3,683

 

Administration Fees (Note C)

 

294

 

Custodian Fees (Note D)

 

271

 

Professional Fees

 

72

 

Stockholder Reporting Expenses

 

40

 

Stockholder Servicing Agent Fees

 

15

 

Directors’ Fees and Expenses

 

7

 

Other Expenses

 

41

 

Total Expenses

 

4,423

 

Waiver of Administration Fees (Note C)

 

(192

)

Rebate from Morgan Stanley Affiliated Cash Sweep (Note G)

 

(17

)

Expense Offset (Note D)

 

(1

)

Net Expenses

 

4,213

 

Net Investment Income (Loss)

 

4,539

 

Net Realized Gain (Loss) on:

 

 

 

Investments in Unaffiliated Issuers (Net of Country Taxes of $403)

 

43,793

 

Investments in Affiliated Issuer

 

1,506

 

Foreign Currency Transactions

 

(335

)

Net Realized Gain (Loss)

 

44,964

 

Change in Unrealized Appreciation (Depreciation) on:

 

 

 

Investments

 

(139,223

)

Foreign Currency Exchange Contracts and Translations

 

(40

)

Change in Unrealized Appreciation (Depreciation)

 

(139,263

)

Net Realized Gain (Loss) and Change in Unrealized Appreciation (Depreciation)

 

(94,299

)

Net Increase (Decrease) in Net Assets Resulting from Operations

 

$  (89,760

)

@ Amount is less than $500.

 

12

The accompanying notes are an integral part of the financial statements.

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Financial Statements

 

 

 

Six Months Ended

 

 

 

 

 

June 30, 2008

 

Year Ended

 

Statements of Changes in Net Assets

 

(unaudited)

(000)

 

December 31, 2007

(000)

 

Increase (Decrease) in Net Assets

 

 

 

 

 

Operations:

 

 

 

 

 

Net Investment Income (Loss)

 

$     4,539

 

$    5,219

 

Net Realized Gain (Loss)

 

44,964

 

121,234

 

Change in Unrealized Appreciation (Depreciation)

 

(139,263

)

56,429

 

Net Increase (Decrease) in Net Assets Resulting from Operations

 

(89,760

)

182,882

 

Distributions from and/or in Excess of:

 

 

 

 

 

Net Investment Income

 

(3

)

(15,594

)

Net Realized Gain

 

(21,827

)

(69,409

)

Total Distributions

 

(21,830

)

(85,003

)

Capital Share Transactions:

 

 

 

 

 

Repurchase of Shares (673,948 and 1,287,752 shares, respectively)

 

(12,818

)

(26,799

)

Total Increase (Decrease)

 

(124,408

)

71,080

 

Net Assets:

 

 

 

 

 

Beginning of Period

 

808,552

 

737,472

 

End of Period (Including Undistributed (Distributions in Excess of) Net Investment Income of $(8,265) and $(12,801), respectively)

 

$ 684,144

 

$808,552

 

 

The accompanying notes are an integral part of the financial statements.

13

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

Financial Statements

 

Selected Per Share Data and Ratios

 

 

 

Six Months Ended

 

 

 

 

 

June 30, 2008

 

Year Ended December 31,

 

 

 

(unaudited)

 

2007

 

2006

 

2005

 

2004

 

2003

 

Net Asset Value, Beginning of Period

 

$    23.80

 

 

$    20.92

 

$    17.33

 

$     14.58

 

$    12.29

 

$      8.57

 

Net Investment Income (Loss)†

 

0.14

 

 

0.15

 

0.13

 

0.11

 

0.09

 

0.05

 

Net Realized and Unrealized Gain (Loss) on Investments

 

(2.77

)

 

5.15

 

3.69

 

2.81

 

2.31

 

3.75

 

Total from Investment Operations

 

(2.63

)

 

5.30

 

3.82

 

2.92

 

2.40

 

3.80

 

Distributions from and/or in Excess of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

 

(0.00

)#

 

(0.46

)

(0.24

)

(0.18

)

(0.11

)

(0.09

)

Net Realized Gain

 

(0.66

)

 

(2.04

)

 

 

 

 

Total Distributions

 

(0.66

)

 

(2.50

)

(0.24

)

(0.18

)

(0.11

)

(0.09

)

Anti-Dilutive Effect of Share Repurchase Program

 

0.04

 

 

0.08

 

0.01

 

0.01

 

0.00

#

0.01

 

Net Asset Value, End of Period

 

$    20.55

 

 

$    23.80

 

$    20.92

 

$    17.33

 

$    14.58

 

$    12.29

 

Per Share Market Value, End of Period

 

$    17.47

 

 

$    20.14

 

$    19.11

 

$    15.53

 

$    12.81

 

$    10.85

 

TOTAL INVESTMENT RETURN:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Market Value

 

(9.99

)%*

 

18.62

%

24.62

%

22.58

%

19.06

%

51.87

%

Net Asset Value (1)

 

(10.40

)%*

 

28.11

%

22.27

%

20.11

%

19.63

%

44.48

%

RATIOS, SUPPLEMENTAL DATA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Assets, End of Period (Thousands)

 

$684,144

 

 

$808,552

 

$737,472

 

$615,838

 

$520,127

 

$439,774

 

Ratio of Expenses to Average Net Assets(2)

 

1.15

%+**

 

1.13

%+

1.16

%

1.17

%

1.18

%

1.26

%

Ratio of Net Investment Income (Loss) to Average Net Assets(2)

 

1.24

%+**

 

0.63

%+

0.69

%

0.73

%

0.66

%

0.51

%

Portfolio Turnover Rate

 

24

%*

 

48

%

43

%

28

%

25

%

34

%

(2) Supplemental Information on the Ratios to Average Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios Before Expenses Waived by Administrator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratio of Expenses to Average Net Assets

 

1.20

%+**

 

1.18

%+

1.21

%

1.22

%

1.19

%

N/A

 

Ratio of Net Investment Income (Loss) to Average Net Assets

 

1.19

%+**

 

0.58

%+

0.64

%

0.68

%

0.65

%

N/A

 

(1)

 

Total investment return based on net asset value per share reflects the effects of changes in net asset value on the performance of the Fund during each period, and assumes dividends and distributions, if any, were reinvested. This percentage is not an indication of the performance of a stockholder’s investment in the Fund based on market value due to differences between the market price of the stock and the net asset value per share of the Fund.

 

Per share amounts are based on average shares outstanding.

#

 

Amount is less than $0.005 per share.

*

 

Not Annualized

**

 

Annualized

+

 

Reflects rebate of certain Fund expenses in connection with the investments in Morgan Stanley Institutional Liquidity Money Market Portfolio — Institutional Class during the period. As a result of such rebate, the expenses as a percentage of its net assets were effected by less than 0.005%.

 

14

The accompanying notes are an integral part of the financial statements.

 


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements

 

 

The Morgan Stanley Asia-Pacific Fund, Inc. (the “Fund”) was incorporated in Maryland on February 28, 1994, and is registered as a diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s investment objective is long-term capital appreciation through investments primarily in equity securities of Asian-Pacific issuers and in debt securities issued or guaranteed by Asian Pacific governments or governmental entities.

 

A. Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles. Such policies are consistently followed by the Fund in the preparation of its financial statements. U.S. generally accepted accounting principles may require management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results may differ from those estimates.

 

1.               Security Valuation: Securities listed on a foreign exchange are valued at their closing price except as noted below. Unlisted securities and listed securities not traded on the valuation date for which market quotations are readily available are valued at the mean between the current bid and asked prices obtained from reputable brokers. Equity securities listed on a U.S. exchange are valued at the latest quoted sales price on the valuation date. Equity securities listed or traded on NASDAQ, for which market quotations are available, are valued at the NASDAQ Official Closing Price. Debt securities purchased with remaining maturities of 60 days or less are valued at amortized cost, if it approximates market value.

 

All other securities and investments for which market values are not readily available, including restricted securities, and those securities for which it is inappropriate to determine prices in accordance with the aforementioned procedures, are valued at fair value as determined in good faith under procedures adopted by the Board of Directors (the “Directors”), although the actual calculations may be done by others. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer’s financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances.

 

Most foreign markets close before the New York Stock Exchange (NYSE). Occasionally, developments that could affect the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business on the NYSE. If these developments are expected to materially affect the value of the securities, the valuations may be adjusted to reflect the estimated fair value as of the close of the NYSE, as determined in good faith under procedures established by the Directors.

 

2.               Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the mean of the bid and asked prices of such currencies against U.S. dollars last quoted by a major bank as follows:

 

·   investments, other assets and liabilities at the prevailing rates of exchange on the valuation date;

 

·   investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

 

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of the securities held at period end. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of securities sold during the period. Accordingly, realized and unrealized foreign currency gains (losses) on investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances.

 

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from sales and maturities of foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains (losses) from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of unrealized appreciation (depreciation) on investments and foreign currency translations in the Statement of Assets and Liabilities. The change in net unrealized currency gains

 

15


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements (cont’d)

 

 

(losses) on foreign currency translations for the period is reflected in the Statement of Operations.

 

A significant portion of the Fund’s net assets consist of securities of issuers located in Asia which are denominated in foreign currencies. Changes in currency exchange rates will affect the value of and investment income from such securities. In general, Asian securities are subject to greater price volatility, limited capitalization and liquidity, and higher rates of inflation than securities of companies based in the United States. In addition, Asian securities may be subject to substantial governmental involvement in the economy and greater social, economic and political uncertainty. Such securities may be concentrated in a limited number of countries and regions and may vary throughout the year.

 

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as “Foreign” in the Portfolio of Investments) may be created and offered for investment. The “local” and “foreign shares” market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares. Such securities, if any, are identified as fair valued in the Portfolio of Investments.

 

3.               Derivatives: The Fund may use derivatives to achieve its investment objectives. The Fund may engage in transactions in futures contracts on foreign currencies, stock indices, as well as in options, swaps and structured products. Consistent with the Fund’s investment objectives and policies, the Fund may use derivatives for non-hedging as well as hedging purposes.

 

Following is a description of derivative instruments that the Fund has utilized and their associated risks:

 

Foreign Currency Exchange Contracts: The Fund may enter into foreign currency exchange contracts generally to attempt to protect securities and related receivables and payables against changes in future foreign exchange rates and, in certain situations, to gain exposure to a foreign currency. A foreign currency exchange contract is an agreement between two parties to buy or sell currency at a set price on a future date. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily and the change in market value is recorded by the Fund as unrealized gain or loss. The Fund records realized gains or losses when the contract is closed equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risk may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and is generally limited to the amount of unrealized gain on the contracts, if any, at the date of default. Risks may also arise from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

 

Structured Securities: The Fund may invest in interests in entities organized and operated solely for the purpose of restructuring the investment characteristics of sovereign debt obligations. This type of restructuring involves the deposit with or purchase by an entity of specified instruments and the issuance by that entity of one or more classes of securities (“Structured Securities”) backed by, or representing interests in, the underlying instruments. Structured Securities generally will expose the Fund to credit risks of the underlying instruments as well as of the issuer of the Structured Security. Structured Securities are typically sold in private placement transactions with no active trading market. Investments in Structured Securities may be more volatile than their underlying instruments, however, any loss is limited to the amount of the original investment.

 

Over-the-Counter Trading: Securities and other derivative instruments that may be purchased or sold by the Fund may consist of instruments not traded on an exchange. The risk of non-performance by the obligor on such an instrument may be greater, and the ease with which the Fund can dispose of or enter into closing transactions with respect to such an instrument may be less, than in the case of an exchange-traded instrument. In addition, significant spreads may exist between bid and ask prices for derivative instruments that are not traded on an exchange. Derivative instruments not traded on exchanges are also not subject to the same type of government regulation as exchange traded instruments, and many of the protections afforded to participants in a regulated environment may not be available in connection with such transactions.

 

4.               New Accounting Pronouncement: On March 19, 2008, Financial Accounting Standards Board released Statement

 

16


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements (cont’d)

 

 

of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“SFAS 161”). SFAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. The application of SFAS 161 is required for fiscal years beginning after November 15, 2008 and interim periods within those fiscal years. At this time, management is evaluating the implications of SFAS 161 and its impact on the financial statements has not yet been determined.

 

5.                Fair Value Measurement: The Fund adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” (“SFAS 157”), effective January 1, 2008. In accordance with SFAS 157, fair value is defined as the price that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market the most advantageous market for the investment or liability. SFAS 157 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the circum- stances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund’s investments. The inputs are summarized in the three broad levels listed below.

 

Level 1 – quoted prices in active markets for identical securities

 

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

The following is a summary of the inputs used as of June 30, 2008 in valuing the Fund’s investments carried at value:

 

Valuation Inputs

 

Investments
in Securities
(000)

 

Other
Financial
Instruments*
(000)

 

Level 1- Quoted Prices

 

$

662,827

 

$

 

Level 2- Other Significant Observable Inputs

 

40,127

 

4

 

Level 3- Significant Unobservable Inputs

 

 

 

Total

 

$

702,954

 

$

4

 

 

*Other financial instruments include forwards.

 

At June 30, 2008, there were no Level 3 Portfolio investments for which significant unobservable inputs were used to determine fair value.

 

6.               Other: Security transactions are accounted for on the date the securities are purchased or sold. Investments in new Indian securities are made by making applications in the public offerings. The issue price, or a portion thereof, is paid at the time of application and is reflected as share application money on the Statement of Assets and Liabilities, if any. Upon allotment of the securities, this amount plus any remaining amount of issue price is recorded as cost of investments. Realized gains (losses) on the sale of investment securities are determined on the specific identified cost basis. Interest income is recognized on the accrual basis. Dividend income and distributions are recorded on the ex-dividend date (except certain dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes.

 

B.             Investment Advisory Fees: Morgan Stanley Investment Management Inc. (the “Adviser” or “MS Investment Management”) provides investment advisory services to the Fund under the terms of an Investment Advisory and Management Agreement (the “Agreement”). Under the Agreement, the Adviser is paid a fee computed weekly and payable monthly at an annual rate of 1.00% of the Fund’s average weekly net assets.

 

C.            Administration Fees: MS Investment Management also serves as Administrator to the Fund pursuant to an Administration Agreement. Under the Administration Agreement, the administration fee is 0.08% of the Fund’s average weekly net assets. MS Investment Management has agreed to limit the

 

17


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements (cont’d)

 

 

administration fee so that it will be no greater than the previous administration fee of 0.02435% of the Fund’s average weekly net assets plus $24,000 per annum. This waiver is voluntary and may be terminated at any time. For the six months ended June 30, 2008, approximately $192,000 of administration fees were waived pursuant to this arrangement. Under a sub-administration agreement between the Administrator and JPMorgan Investor Services Co. (“JPMIS”), a corporate affiliate of JPMorgan Chase Bank, N.A., JPMIS provides certain administrative services to the Fund. For such services, the Administrator pays JPMIS a portion of the fee the Administrator receives from the Fund. Administration costs (including out-of-pocket expenses) incurred in the ordinary course of providing services under the agreement, except pricing services and extraordinary expenses, will be covered under the administration fee.

 

D. Custodian Fees: JPMorgan Chase Bank, N.A., (the “Custodian”) and its affiliates serve as Custodian for the Fund. The Custodian holds cash, securities, and other assets of the Fund as required by the 1940 Act. Custody fees are payable monthly based on assets held in custody, investment purchases and sales activity and account maintenance fees, plus reimbursement for certain out-of-pocket expenses.

 

The Fund has entered into an arrangement with its Custodian whereby credits realized on uninvested cash balances were used to offset a portion of the Fund’s expenses. These custodian credits are shown as ‘‘Expense Offset” on the Statement of Operations.

 

E. Federal Income Taxes: It is the Fund’s intention to continue to qualify as a regulated investment company and distribute all of its taxable income. Accordingly, no provision for Federal income taxes is required in the financial statements. The Fund files tax returns with the U.S. Internal Revenue Service and various states. Generally, the tax authorities can examine all tax returns filed for the last three years.

 

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/ or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation as such income and/or gains are earned.

 

The Fund adopted the provisions of the Financial Accounting Standards Board’s (“FASB”) Interpretation number 48 Accounting for Uncertainty in Income Taxes (the “Interpretation”), on June 30, 2007. The Interpretation is to be applied to all open tax years as of the date of effectiveness. As of June 30, 2008, this did not result in an impact to the Fund’s financial statements.

 

The tax character of distributions paid may differ from the character of distributions shown on the Statements of Changes in Net Assets due to short-term capital gains being treated as ordinary income for tax purposes. The tax character of distributions paid during fiscal 2007 and 2006 was as follows:

 

 

2007 Distributions
Paid From:
(000)

 

 

2006 Distributions
Paid From:
(000)

 

 

 

 

Long-term

 

 

 

Long-term

 

Ordinary

 

Capital

 

Ordinary

 

Capital

 

Income

 

Gain

 

Income

 

Gain

 

$14,775

 

$70,228

 

$8,341

 

$—

 

 

The amount and character of income and capital gain distributions to be paid by the Fund are determined in accordance with Federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These book/tax differences are considered either temporary or permanent in nature.

 

Temporary differences are attributable to differing book and tax treatments for the timing of the recognition of gains (losses) on certain investment transactions and the timing of the deductibility of certain expenses.

 

Permanent differences, primarily due to differing treatments of gains (losses) related to basis adjustments on certain equity securities designated as issued by passive foreign investment companies and foreign currency transactions, resulted in the following reclassifications among the components of net assets at December 31, 2007:

 

Increase (Decrease)

 

 

Accumulated

 

 

 

 

 

Undistributed

 

 

 

 

 

(Distributions in

 

 

 

 

 

Excess of) Net

 

Accumulated

 

 

 

Investment

 

Net Realized

 

Paid-in

 

Income (Loss)

 

Gain (Loss)

 

Capital

 

(000)

 

(000)

 

(000)

 

$5,913

 

$(5,913)

 

$@—

 

 

@   Amount is less than $500.

 

At December 31, 2007, the components of distributable earnings on a tax basis were as follows:

 

Undistributed

 

Undistributed

Ordinary Income

 

Long-term Capital Gain

(000)

 

(000)

$  —

 

$21,826

 

At June 30, 2008, the U.S. Federal income tax cost basis of investments was approximately $597,328,000 and, accordingly, net unrealized appreciation for U.S. Federal income tax

 

18


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements (cont’d)

 

 

purposes was $105,626,000 of which $149,065,000 related to appreciated securities and $43,439,000 related to depreciated securities.

 

During the year ended December 31, 2007, the Fund utilized capital loss carry forward for U.S. Federal income tax purposes of approximately $24,189,000.

 

F.            Contractual Obligations: The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

 

G.             Security Transactions and Transactions with Affiliates:

The Fund invests in Morgan Stanley Growth Fund, a closed end management investment company advised by an affiliate of the Adviser. The Morgan Stanley Growth Fund was acquired at a cost of $1,254,150. During the six months ended June 30,2008, the Fund had sold 1,755,000 shares of the investment for a realized gain of $1,506,239.

 

A summary of the Fund’s transactions in shares of the affiliated issuer during the six months ended June 30, 2008 is as follows:

 

Market

 

 

 

 

 

 

 

Market

 

Value

 

 

 

 

 

 

 

Value

 

December

 

Purchases

 

Sales

 

Dividend

 

June 30,

 

31, 2007

 

at Cost

 

Proceeds

 

Income

 

2008

 

(000)

 

(000)

 

(000)

 

(000)

 

(000)

 

    $14,144

 

  $—

 

$ 1,845

 

$—  

 

    $6,761

 

 

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Money Market Portfolio, an open end management investment company managed by the Adviser. Investment Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of advisory and administration fees paid by the Morgan Stanley Institutional Liquidity Money Market Portfolio. For the six months ended June 30, 2008, advisory fees paid were reduced by approximately $17,000 relating to the Fund’s investment in the Morgan Stanley Institutional Liquidity Money Market Portfolio.

 

A summary of the Fund’s transactions in shares of the affiliated issuer during the six months ended June 30, 2008 is as follows:

 

Market Value

 

 

 

 

 

 

 

 

 

December 31,

 

Purchases

 

Sales

 

Dividend

 

Market Value

 

2007

 

at Cost

 

Proceeds

 

Income

 

June 30, 2008

 

(000)

 

(000)

 

(000)

 

(000)

 

(000)

 

    $49,633

 

   $95,918

 

 $105,424

 

   $553

 

       $40,127

 

 

During the six months ended June 30, 2008, the Fund made purchases and sales totaling approximately $173,383,000 and $242,071,000 respectively, of investment securities other than long-term U.S. Government securities and short-term investments. There were no purchases or sales of long-term U.S. Government securities.

 

During the six months ended June 30, 2008, the Fund paid approximately $111,000 of brokerage commissions to Morgan Stanley & Co. Incorporated, an affiliated broker/dealer.

 

Additionally, during the six months ended June 30, 2008, the Fund paid approximately $48,000 in brokerage commissions to China International Capital Corporation (Hong Kong) Limited (CICC), an affiliated broker/dealer.

 

H. Other: On January 23, 1998, the Fund commenced a share repurchase program for purposes of enhancing stockholder value and reducing the discount at which the Fund’s shares trade from their net asset value. For the six months ended June 30, 2008, the Fund repurchased 673,948 of its shares at an average discount of 12.95% from net asset value per share. Since the inception of the program, the Fund has repurchased 17,637,148 of its shares at an average discount of 18.75% from net asset value per share. The Fund expects to continue to repurchase its outstanding shares at such time and in such amounts as it believes will further the accomplishment of the foregoing objectives, subject to review by the Directors.

 

On June 20, 2008, the Officers of the Fund, pursuant to authority granted by the Directors, declared a distribution of $0.0001 per share, derived from net investment income, and $0.6555 per share, derived from capital gains, payable on July 15, 2008, to stockholders of record on June 30, 2008.

 

I. Supplemental Proxy Information: On June 19, 2008, an annual meeting of the Fund’s stockholders was held for the purpose of voting on the following matter, the results of which were as follows:

 

Election of Directors by all stockholders:

 

 

 

For

 

Withhold

 

Kathleen A. Dennis

 

23,276,620

 

2,414,318

 

Joseph J. Kearns

 

21,969,837

 

3,721,101

 

Michael E. Nugent

 

21,965,075

3,725,863

 

Fergus Reid

 

23,331,839

 

2,359,099

 

 

19


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

June 30, 2008 (unaudited)

 

 

Notes to Financial Statements (cont’d)

 

 

For More Information About Portfolio Holdings

 

The Fund provides a complete schedule of portfolio holdings in its semi-annual and annual reports within 60 days of the end of the Fund’s second and fourth fiscal quarters. The semi-annual reports and the annual reports are filed electronically with the Securities and Exchange Commission (SEC) on Form N-CSRS and Form N-CSR, respectively. Morgan Stanley also delivers the semi-annual and annual reports to Fund stockholders and makes these reports available on its public website, www.morganstanley.com/msim. Each Morgan Stanley fund also files a complete schedule of portfolio holdings with the SEC for the Fund’s first and third fiscal quarters on Form N-Q. Morgan Stanley does not deliver the reports for the first and third fiscal quarters to stockholders, nor are the reports posted to the Morgan Stanley public website. You may, however, obtain the Form N-Q filings (as well as the Form N-CSR and N-CSRS filings) by accessing the SEC’s website, www.sec.gov. You may also review and copy them at the SEC’s public reference room in Washington, DC. Information on the operation of the SEC’s Public Reference Room may be obtained by calling the SEC at 1(800) SEC-0330. You can also request copies of these materials, upon payment of a duplicating fee, by electronic request at the SEC’s e-mail address (publicinfo@sec.gov) or by writing the public reference section of the SEC, Washington, DC 20549-0102.

 

In addition to filing a complete schedule of portfolio holdings with the SEC each fiscal quarter, the Fund makes portfolio holdings information available by periodically providing the information on its public website, www.morganstanley.com/msim.

 

The Fund provides a complete schedule of portfolio holdings on the public website on a calendar-quarter basis approximately 31 calendar days after the close of the calendar quarter. The Fund also provides Top 10 holdings information on the public website approximately 15 business days following the end of each month. You may obtain copies of the Fund’s monthly or calendar-quarter website postings, by calling 1(800) 231-2608.

 

Proxy Voting Policy and Procedures and Proxy Voting Record

 

A copy of (1) the Fund’s policies and procedures with respect to the voting of proxies relating to the Fund’s portfolio securities; and (2) how the Fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30, is available without charge, upon request, by calling 1(800) 548-7786 or by visiting our website at www.morganstanley.com/msim. This information is also available on the SEC’s website at www.sec.gov.

 

20


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

Dividend Reinvestment and Cash Purchase Plan

 

 

Pursuant to the Dividend Reinvestment and Cash Purchase Plan (the “Plan”), each stockholder will be deemed to have elected, unless Computershare Trust Company, N.A. (the “Plan Agent”) is otherwise instructed by the stockholder in writing, to have all distributions automatically reinvested in Fund shares. Participants in the Plan have the option of making additional voluntary cash payments to the Plan Agent, annually, in any amount from $100 to $3,000, for investment in Fund shares.

 

Dividend and capital gain distributions will be reinvested on the reinvestment date in full and fractional shares. If the market price per share equals or exceeds net asset value per share on the reinvestment date, the Fund will issue shares to participants at net asset value or, if net asset value is less than 95% of the market price on the reinvestment date, shares will be issued at 95% of the market price. If net asset value exceeds the market price on the reinvestment date, participants will receive shares valued at market price. The Fund may purchase shares of its Common Stock in the open market in connection with dividend reinvestment requirements at the discretion of the Board of Directors. Should the Fund declare a dividend or capital gain distribution payable only in cash, the Plan Agent will purchase Fund shares for participants in the open market as agent for the participants.

 

The Plan Agent’s fees for the reinvestment of dividends and distributions will be paid by the Fund. However, each participant’s account will be charged a pro rata share of brokerage commissions incurred on any open market purchases effected on such participant’s behalf. A participant will also pay brokerage commissions incurred on purchases made by voluntary cash payments. Although stockholders in the Plan may receive no cash distributions, participation in the Plan will not relieve participants of any income tax which may be payable on such dividends or distributions.

 

In the case of stockholders, such as banks, brokers or nominees, that hold shares for others who are the beneficial owners, the Plan Agent will administer the Plan on the basis of the number of shares certified from time to time by the stockholder as representing the total amount registered in the stockholder’s name and held for the account of beneficial owners who are participating in the Plan.

 

Stockholders who do not wish to have distributions automatically reinvested should notify the Plan Agent in writing. There is no penalty for non-participation or withdrawal from the Plan, and stockholders who have previously withdrawn from the Plan may rejoin at any time. Requests for additional information or any correspondence concerning the Plan should be directed to the Plan Agent at:

 

 

Morgan Stanley Asia-Pacific Fund, Inc.

Computershare Trust Company, N.A.

P.O. Box 43078

Providence, Rhode Island 02940-3078

1(800) 231-2608

 

21


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

Morgan Stanley Institutional Closed-End Funds

An Important Notice Concerning Our

U.S. Privacy Policy (unaudited)

 

 

We are required by federal law to provide you with a copy of our Privacy Policy annually.

 

The following Policy applies to current and former individual investors in Morgan Stanley Institutional closed-end funds. This Policy is not applicable to partnerships, corporations, trusts or other non-individual clients or account holders. Please note that we may amend this Policy at any time, and will inform you of any changes to this Policy as required by law.

 

We Respect Your Privacy

We appreciate that you have provided us with your personal financial information. We strive to maintain the privacy of such information while we help you achieve your financial objectives. This Policy describes what non-public personal information we collect about you, why we collect it, and when we may share it with others. We hope this Policy will help you understand how we collect and share non-public personal information that we gather about you. Throughout this Policy, we refer to the non-public information that personally identifies you or your accounts as ‘‘personal information.’’

 

1. What Personal Information Do We Collect About You?

To serve you better and manage our business, it is important that we collect and maintain accurate information about you. We may obtain this information from applications and other forms you submit to us, from your dealings with us, from consumer reporting agencies, from our Web sites and from third parties and other sources.

 

For example:

 

·                 We may collect information such as your name, address, e-mail address, telephone/fax numbers, assets, income and investment objectives through applications and other forms you submit to us.

 

·                 We may obtain information about account balances, your use of account(s) and the types of products and services you prefer to receive from us through your dealings and transactions with us and other sources.

 

·                 We may obtain information about your creditworthiness and credit history from consumer reporting agencies.

 

·                 We may collect background information from and through third-party vendors to verify representations you have made and to comply with various regulatory requirements.

 

·                 If you interact with us through our public and private Web sites, we may collect information that you provide directly through online communications (such as an e-mail address). We may also collect information about your Internet service provider, your domain name, your computer’s operating system and Web browser, your use of our Web sites and your product and service preferences, through the use of “cookies.” “Cookies” recognize your computer each time you return to one of our sites, and help to improve our sites’ content and personalize your experience on our sites by, for example, suggesting offerings that may interest you. Please consult the Terms of Use of these sites for more details on our use of cookies.

 

2. When Do We Disclose Personal Information We Collect About You?

To provide you with the products and services you request, to serve you better and to manage our business, we may disclose personal information we collect about you to our affiliated companies and to non-affiliated third parties as required or permitted by law.

 

A. Information We Disclose to Our Affiliated Companies. We do not disclose personal information that we collect about you to our affiliated companies except to enable them to provide services on our behalf or as otherwise required or permitted by law.

 

22


 

 

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

Morgan Stanley Institutional Closed-End Funds

An Important Notice Concerning Our

U.S. Privacy Policy (cont’d)

 

 

B. Information We Disclose to Third Parties. We do not disclose personal information that we collect about you to non- affiliated third parties except to enable them to provide services on our behalf, to perform joint marketing agreements with other financial institutions, or as otherwise required or permitted by law. For example, some instances where we may disclose information about you to nonaffiliated third parties include: for servicing and processing transactions, to offer our own products and services, to protect against fraud, for institutional risk control, to respond to judicial process or to perform services on our behalf. When we share personal information with these companies, they are required to limit their use of personal information to the particular purpose for which it was shared and they are not allowed to share personal information with others except to fulfill that limited purpose.

 

3. How Do We Protect the Security and Confidentiality of Personal Information We Collect About You?

We maintain physical, electronic and procedural security measures to help safeguard the personal information we collect about you. We have internal policies governing the proper handling of client information. Third parties that provide support or marketing services on our behalf may also receive personal information, and we require them to adhere to confidentiality standards with respect to such information.

 

23


 

Morgan Stanley Asia-Pacific Fund, Inc.

 

Directors

 

Michael E. Nugent

Kevin Klingert

 

Vice President

Frank L. Bowman

 

 

Dennis F. Shea

Michael Bozic

Vice President

 

 

Kathleen A. Dennis

Amy R. Doberman

 

Vice President

James F. Higgins

 

 

Stefanie V. Chang Yu

Dr. Manuel H. Johnson

Vice President

 

 

Joseph J. Kearns

James W. Garrett

 

Treasurer and Chief

Michael F. Klein

Financial Officer

 

 

W. Allen Reed

Carsten Otto

 

Chief Compliance Officer

Fergus Reid

 

 

Mary E. Mullin

Officers

Secretary

Michael E. Nugent

 

Chairman of the Board and

 

Director

 

 

 

Ronald E. Robison

 

President and Principal

 

Executive Officer

 

 

Investment Adviser and Administrator

Morgan Stanley Investment Management Inc.

522 Fifth Avenue

New York, New York 10036

 

Custodian

JPMorgan Chase Bank, N.A.

270 Park Avenue

New York, New York 10017

 

Stockholder Servicing Agent

Computershare Trust Company, N.A.

250 Royall Street

Canton, Massachusetts 02021

 

Legal Counsel

Clifford Chance US LLP

31 West 52nd Street

New York, New York 10019-6131

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

200 Clarendon Street

Boston, Massachusetts 02116

 

For additional Fund information, including the Fund’s net asset value per share and information regarding the investments comprising the Fund’s portfolio, please call 1(800) 231-2608 or visit our website at www.morganstanley.com/msim. All investments involve risks, including the possible loss of principal.

 

© 2008 Morgan Stanley

 

CEAPFSAN  IU08-04292I-Y06/08

 


 

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. Schedule of Investments

 

(a)                                 Refer to Item 1.

 

(b)                                Not used.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable for semiannual reports.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies

 

Applicable only to annual reports filed by closed-end funds.

 



 

Item 9. Closed-End Fund Repurchases

 

Morgan Stanley Asia-Pacific Fund, Inc.*

 

 

 

 

 

 

 

TOTAL NUMBER OF
SHARES PURCHASED
AS
PART OF PUBLICLY

 

MAXIMUM NUMBER
OF SHARES THAT MAY
YET
BE PURCHASED UNDER

 

Period

 

TOTAL NUMBER OF
SHARES PURCHASED

 

AVERAGE PRICE
PAID PER SHARE

 

ANNOUNCED PLANS
OR PROGRAMS

 

THE PLANS OR
PROGRAMS

 

January

 

94,218

 

$

18.71

 

94,218

 

Unlimited

 

February

 

198,607

 

$

19.21

 

198,607

 

Unlimited

 

March

 

161,923

 

$

18.32

 

161,923

 

Unlimited

 

April

 

131,900

 

$

19.09

 

131,900

 

Unlimited

 

May

 

87,300

 

$

20.03

 

87,300

 

Unlimited

 

June

 

 

$

 

 

Unlimited

 

 

*  The Share Repurchase Program commenced on 1/23/1998.

 

The Fund expects to continue to repurchase its outstanding shares at such time and in such amounts as it believes will further the accomplishment of the foregoing objectives, subject to review by the Board of Directors.

 

Item 10. Submission of Matters to a Vote of Security Holders

 

Not applicable.

 



 

Item 11. 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.

 

(b)  There were no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably  likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. 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.

 



 

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.

 

 

(Registrant)

Morgan Stanley Asia-Pacific Fund, Inc.

 

 

 

By:

/s/ Ronald E. Robison

 

Name:

Ronald E. Robison

Title:

Principal Executive Officer

Date:

August 15, 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.

 

By:

/s/ Ronald E. Robison

 

Name:

Ronald E. Robison

Title:

Principal Executive Officer

Date:

August 15, 2008

 

 

 

 

By:

/s/ James W. Garrett

 

Name:

James W. Garrett

Title:

Principal Financial Officer

Date:

August 15, 2008