Pre-Effective Amendment to Registration Statement of an Open-End Management Investment Company — Form N-1A
Filing Table of Contents
Document/Exhibit Description Pages Size
1: N-1A/A Morgan Stanley Dean Witter Value Fund 104 593K
2: EX-5.A Form of Investment Management Agreement 4 25K
3: EX-5.B Form of Sub-Advisory Agreement 4 23K
4: EX-6.A Form of Distribution Agreement 8 43K
5: EX-6.B Form of Selected Dealer Agreements 3 17K
6: EX-6.C Form of Underwriting Agreement 12 67K
7: EX-8.A Form of Custodian Agreement 54 169K
8: EX-8.B Form of Transfer Agency & Service Agreement 26 58K
9: EX-9 Form of Services Agreement 16 80K
10: EX-10.A Opinion of Barry Fink, Esq. 1 11K
11: EX-10.B Opinion of Lane Altman & Owens LLP 2 16K
12: EX-11 Consent of Independent Accountants 1 9K
13: EX-13 Investment Letter 1 9K
14: EX-15 Form of Plan of Distribution 3 22K
15: EX-18 Form of Multiple Class Plan Pursuant to Rule 18F-3 5 30K
16: EX-27.A Financial Data Schedule 2± 11K
17: EX-27.B Financial Data Schedule 2± 11K
18: EX-27.C Financial Data Schedule 2± 11K
19: EX-27.D Financial Data Schedule 2± 11K
20: EX-99 Powers of Attorney 9 22K
EX-9 — Form of Services Agreement
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SERVICES AGREEMENT
AGREEMENT made as of the 17th day of April, 1995, and amended as of June
22, 1998, by and between Morgan Stanley Dean Witter Advisors Inc., a Delaware
corporation (herein referred to as "MSDW Advisors"), and Morgan Stanley Dean
Witter Services Company Inc., a Delaware corporation (herein referred to as
"MSDW Services").
WHEREAS, MSDW Advisors has entered into separate agreements (each such
agreement being herein referred to as an "Investment Management Agreement") with
certain investment companies as set forth on Schedule A (each such investment
company being herein referred to as a "Fund" and, collectively, as the "Funds")
pursuant to which MSDW Advisors is to perform, or supervise the performance of,
among other services, administrative services for the Funds (and, in the case of
Funds with multiple portfolios, the Series or Portfolios of the Funds (such
Series and Portfolio being herein individually referred to as "a Series" and,
collectively, as "the Series"));
WHEREAS, MSDW Advisors desires to retain MSDW Services to perform the
administrative services as described below; and
WHEREAS, MSDW Services desires to be retained by MSDW Advisors to perform
such administrative services:
NOW, THEREFORE, in consideration of the mutual covenants and agreements of
the parties hereto as herein set forth, the parties covenant and agree as
follows:
1. MSDW Services agrees to provide administrative services to each Fund as
hereinafter set forth. Without limiting the generality of the foregoing, MSDW
Services shall (i) administer the Fund's business affairs and supervise the
overall day-to-day operations of the Fund (other than rendering investment
advice); (ii) provide the Fund with full administrative services, including the
maintenance of certain books and records, such as journals, ledger accounts and
other records required under the Investment Company Act of 1940, as amended (the
"Act"), the notification to the Fund and MSDW Advisors of available funds for
investment, the reconciliation of account information and balances among the
Fund's custodian, transfer agent and dividend disbursing agent and MSDW
Advisors, and the calculation of the net asset value of the Fund's shares; (iii)
provide the Fund with the services of persons competent to perform such
supervisory, administrative and clerical functions as are necessary to provide
effective operation of the Fund; (iv) oversee the performance of administrative
and professional services rendered to the Fund by others, including its
custodian, transfer agent and dividend disbursing agent, as well as accounting,
auditing and other services; (v) provide the Fund with adequate general office
space and facilities; (vi) assist in the preparation and the printing of the
periodic updating of the Fund's registration statement and prospectus (and, in
the case of an open-end Fund, the statement of additional information), tax
returns, proxy statements, and reports to its shareholders and the Securities
and Exchange Commission; and (vii) monitor the compliance of the Fund's
investment policies and restrictions.
In the event that MSDW Advisors enters into an Investment Management
Agreement with another investment company, and wishes to retain MSDW Services to
perform administrative services hereunder, it shall notify MSDW Services in
writing. If MSDW Services is willing to render such services, it shall notify
MSDW Advisors in writing, whereupon such other Fund shall become a Fund as
defined herein.
2. MSDW Services shall, at its own expense, maintain such staff and employ
or retain such personnel and consult with such other persons as it shall from
time to time determine to be necessary or useful to the performance of its
obligations under this Agreement. Without limiting the generality of the
foregoing, the staff and personnel of MSDW Services shall be deemed to include
officers of MSDW Services and persons employed or otherwise retained by MSDW
Services (including officers and employees of MSDW Advisors, with the consent of
MSDW Advisors) to furnish services, statistical and other factual data,
information with respect to technical and scientific developments, and such
other information, advice and assistance as MSDW Services may desire. MSDW
Services shall maintain each Fund's records and books of account (other than
those maintained by the Fund's transfer agent, registrar, custodian and other
agencies). All such books and records so maintained shall be the property of the
Fund and, upon request therefor, MSDW Services shall surrender to MSDW Advisors
or to the Fund such of the books and records so requested.
Y14068
3. MSDW Advisors will, from time to time, furnish or otherwise make
available to MSDW Services such financial reports, proxy statements and other
information relating to the business and affairs of the Fund as MSDW Services
may reasonably require in order to discharge its duties and obligations to the
Fund under this Agreement or to comply with any applicable law and regulation or
request of the Board of Directors/Trustees of the Fund.
4. For the services to be rendered, the facilities furnished, and the
expenses assumed by MSDW Services, MSDW Advisors shall pay to MSDW Services
monthly compensation calculated daily (in the case of an open-end Fund) or
weekly (in the case of a closed-end Fund) by applying the annual rate or rates
set forth on Schedule B to the net assets of each Fund. Except as hereinafter
set forth, (i) in the case of an open-end Fund, compensation under this
Agreement shall be calculated by applying 1/365th of the annual rate or rates to
the Fund's or the Series' daily net assets determined as of the close of
business on that day or the last previous business day and (ii) in the case of a
closed-end Fund, compensation under this Agreement shall be calculated by
applying the annual rate or rates to the Fund's average weekly net assets
determined as of the close of the last business day of each week. If this
Agreement becomes effective subsequent to the first day of a month or shall
terminate before the last day of a month, compensation for that part of the
month this Agreement is in effect shall be prorated in a manner consistent with
the calculation of the fees as set forth on Schedule B. Subject to the
provisions of paragraph 5 hereof, payment of MSDW Services' compensation for the
preceding month shall be made as promptly as possible after completion of the
computations contemplated by paragraph 5 hereof.
5. In the event the operating expenses of any open-end Fund and/or any
Series thereof, or of InterCapital Income Securities Inc., including amounts
payable to MSDW Advisors pursuant to the Investment Management Agreement, for
any fiscal year ending on a date on which this Agreement is in effect, exceed
the expense limitations applicable to the Fund and/or any Series thereof imposed
by state securities laws or regulations thereunder, as such limitations may be
raised or lowered from time to time, or, in the case of InterCapital Income
Securities Inc. or Morgan Stanley Dean Witter Variable Investment Series or any
Series thereof, the expense limitation specified in the Fund's Investment
Management Agreement, the fee payable hereunder shall be reduced on a pro rata
basis in the same proportion as the fee payable by the Fund under the Investment
Management Agreement is reduced.
6. MSDW Services shall bear the cost of rendering the administrative
services to be performed by it under this Agreement, and shall, at its own
expense, pay the compensation of the officers and employees, if any, of the Fund
employed by MSDW Services, and such clerical help and bookkeeping services as
MSDW Services shall reasonably require in performing its duties hereunder.
7. MSDW Services will use its best efforts in the performance of
administrative activities on behalf of each Fund, but in the absence of willful
misfeasance, bad faith, gross negligence or reckless disregard of its
obligations hereunder, MSDW Services shall not be liable to the Fund or any of
its investors for any error of judgment or mistake of law or for any act or
omission by MSDW Services or for any losses sustained by the Fund or its
investors. It is understood that, subject to the terms and conditions of the
Investment Management Agreement between each Fund and MSDW Advisors, MSDW
Advisors shall retain ultimate responsibility for all services to be performed
hereunder by MSDW Services. MSDW Services shall indemnify MSDW Advisors and hold
it harmless from any liability that MSDW Advisors may incur arising out of any
act or failure to act by MSDW Services in carrying out its responsibilities
hereunder.
8. It is understood that any of the shareholders, Directors/Trustees,
officers and employees of the Fund may be a shareholder, director, officer or
employee of, or be otherwise interested in, MSDW Services, and in any person
controlling, controlled by or under common control with MSDW Services, and that
MSDW Services and any person controlling, controlled by or under common control
with MSDW Services may have an interest in the Fund. It is also understood that
MSDW Services and any affiliated persons thereof or any persons controlling,
controlled by or under common control with MSDW Services have and may have
advisory, management, administration service or other contracts with other
organizations and persons, and may have other interests and businesses, and
further may
2
purchase, sell or trade any securities or commodities for their own accounts or
for the account of others for whom they may be acting.
9. This Agreement shall continue until April 30, 1999, and thereafter shall
continue automatically for successive periods of one year unless terminated by
either party by written notice delivered to the other party within 30 days of
the expiration of the then-existing period. Notwithstanding the foregoing, this
Agreement may be terminated at any time, by either party on 30 days' written
notice delivered to the other party. In the event that the Investment Management
Agreement between any Fund and MSDW Advisors is terminated, this Agreement will
automatically terminate with respect to such Fund.
10. This Agreement may be amended or modified by the parties in any manner
by written agreement executed by each of the parties hereto.
11. This Agreement may be assigned by either party with the written consent
of the other party.
12. This Agreement shall be construed and interpreted in accordance with
the laws of the State of New York.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement, as amended, on June 22, 1998 in New York, New York.
MORGAN STANLEY DEAN WITTER
ADVISORS INC.
By:
------------------------------------
Attest:
--------------------------------------
MORGAN STANLEY DEAN WITTER SERVICES
COMPANY INC.
By:
------------------------------------
Attest:
--------------------------------------
3
SCHEDULE A
MORGAN STANLEY DEAN WITTER FUNDS
AS AMENDED AS OF JULY 22, 1998
[Download Table]
OPEN-END FUNDS
1. Active Assets California Tax-Free Trust
2. Active Assets Government Securities Trust
3. Active Assets Money Trust
4. Active Assets Tax-Free Trust
5. Dean Witter Retirement Series
6. Morgan Stanley Dean Witter American Value Fund
7. Morgan Stanley Dean Witter Balanced Growth Fund
8. Morgan Stanley Dean Witter Balanced Income Fund
Morgan Stanley Dean Witter California Tax-Free Daily Income
9. Trust
10. Morgan Stanley Dean Witter California Tax-Free Income Fund
11. Morgan Stanley Dean Witter Capital Appreciation Fund
12. Morgan Stanley Dean Witter Capital Growth Securities
Morgan Stanley Dean Witter Competitive Edge Fund, "Best
13. Ideas" Portfolio
14. Morgan Stanley Dean Witter Convertible Securities Trust
Morgan Stanley Dean Witter Developing Growth Securities
15. Trust
16. Morgan Stanley Dean Witter Diversified Income Trust
17. Morgan Stanley Dean Witter Dividend Growth Securities Inc.
18. Morgan Stanley Dean Witter Equity Fund
19. Morgan Stanley Dean Witter European Growth Fund Inc.
20. Morgan Stanley Dean Witter Federal Securities Trust
21. Morgan Stanley Dean Witter Financial Services Trust
22. Morgan Stanley Dean Witter Fund of Funds
[Download Table]
(i) Domestic Portfolio
(ii) International Portfolio
[Download Table]
23. Morgan Stanley Dean Witter Global Dividend Growth Securities
Morgan Stanley Dean Witter Global Short-Term Income Fund
24. Inc.
25. Morgan Stanley Dean Witter Global Utilities Fund
26. Morgan Stanley Dean Witter Growth Fund
27. Morgan Stanley Dean Witter Hawaii Municipal Trust
28. Morgan Stanley Dean Witter Health Sciences Trust
29. Morgan Stanley Dean Witter High Yield Securities Inc.
30. Morgan Stanley Dean Witter Income Builder Fund
31. Morgan Stanley Dean Witter Information Fund
32. Morgan Stanley Dean Witter Intermediate Income Securities
Morgan Stanley Dean Witter Intermediate Term U.S. Treasury
33. Trust
34. Morgan Stanley Dean Witter International SmallCap Fund
35. Morgan Stanley Dean Witter Japan Fund
36. Morgan Stanley Dean Witter Limited Term Municipal Trust
37. Morgan Stanley Dean Witter Liquid Asset Fund Inc.
38. Morgan Stanley Dean Witter Market Leader Trust
Morgan Stanley Dean Witter Mid-Cap Dividend Growth
39. Securities
40. Morgan Stanley Dean Witter Mid-Cap Growth Fund
Morgan Stanley Dean Witter Multi-State Municipal Series
41. Trust
Morgan Stanley Dean Witter Natural Resource Development
42. Securities Inc.
Morgan Stanley Dean Witter New York Municipal Money Market
43. Trust
A-1
[Download Table]
44. Morgan Stanley Dean Witter New York Tax-Free Income Fund
45. Morgan Stanley Dean Witter Pacific Growth Fund Inc.
46. Morgan Stanley Dean Witter Precious Metals and Minerals Trust
47. Morgan Stanley Dean Witter Select Dimensions Investment Series
[Download Table]
(i) American Value Portfolio
(ii) Balanced Growth Portfolio
(iii) Developing Growth Portfolio
(iv) Diversified Income Portfolio
(v) Dividend Growth Portfolio
(vi) Emerging Markets Portfolio
(vii) Global Equity Portfolio
(viii) Growth Portfolio
(ix) Mid-Cap Growth Portfolio
(x) Money Market Portfolio
(xi) North American Government Securities Portfolio
(xii) Utilities Portfolio
(xiii) Value-Added Market Portfolio
[Download Table]
Morgan Stanley Dean Witter Select Municipal Reinvestment
48. Fund
Morgan Stanley Dean Witter U.S. Government Money Market
49. Trust
50. Morgan Stanley Dean Witter Utilities Fund
51. Morgan Stanley Dean Witter Short-Term Bond Fund
52. Morgan Stanley Dean Witter Short-Term U.S. Treasury Trust
53. Morgan Stanley Dean Witter Special Value Fund
54. Morgan Stanley Dean Witter Strategist Fund
55. Morgan Stanley Dean Witter S&P 500 Index Fund
56. Morgan Stanley Dean Witter S&P 500 Select Fund
57. Morgan Stanley Dean Witter Tax-Exempt Securities Trust
58. Morgan Stanley Dean Witter Tax-Free Daily Income Trust
59. Morgan Stanley Dean Witter U.S. Government Securities Trust
60. Morgan Stanley Dean Witter Value Fund
61. Morgan Stanley Dean Witter Value-Added Market Series
62. Morgan Stanley Dean Witter Variable Investment Series
[Download Table]
(i) Capital Appreciation Portfolio
(ii) Capital Growth Portfolio
(iii) Competitive Edge "Best Ideas" Portfolio
(iv) Dividend Growth Portfolio
(v) Equity Portfolio
(vi) European Growth Portfolio
(vii) Global Dividend Growth Portfolio
(viii) High Yield Portfolio
(ix) Income Builder Portfolio
(x) Money Market Portfolio
(xi) Quality Income Plus Portfolio
(xii) Pacific Growth Portfolio
(xiii) S&P 500 Index Portfolio
(xiv) Strategist Portfolio
(xv) Utilities Portfolio
[Download Table]
63. Morgan Stanley Dean Witter World Wide Income Trust
64. Morgan Stanley Dean Witter Worldwide High Income Fund
65. Dean Witter Global Asset Allocation Fund
A-2
[Download Table]
CLOSED-END FUNDS
64. High Income Advantage Trust
65. High Income Advantage Trust II
66. High Income Advantage Trust III
67. InterCapital Income Securities Inc.
68. Dean Witter Government Income Trust
69. InterCapital Insured Municipal Bond Trust
70. InterCapital Insured Municipal Trust
71. InterCapital Insured Municipal Income Trust
72. InterCapital California Insured Municipal Income Trust
73. InterCapital Insured Municipal Securities
74. InterCapital Insured California Municipal Securities
75. InterCapital Quality Municipal Investment Trust
76. InterCapital Quality Municipal Income Trust
77. InterCapital Quality Municipal Securities
78. InterCapital California Quality Municipal Securities
79. InterCapital New York Quality Municipal Securities
A-3
SCHEDULE B
MORGAN STANLEY DEAN WITTER SERVICES COMPANY INC.
SCHEDULE OF ADMINISTRATIVE FEES
AS AMENDED AS OF JULY 22, 1998
Monthly compensation calculated daily by applying the following annual
rates to a fund's daily net assets:
FIXED INCOME FUNDS
Morgan Stanley Dean Witter
Balanced
Income Fund 0.060% of the daily net assets.
Morgan Stanley Dean Witter
California Tax-Free Income
Fund 0.055% of the portion of the daily net assets
not exceeding $500 million; 0.0525% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.050% of the portion of the daily net assets
exceeding $750 million but not exceeding $1
billion; 0.0475% of the portion of the daily
net assets exceeding $1 billion but not
exceeding $1.25 billion; and 0.045% of the
portion of the daily net assets exceeding
$1.25 billion.
Morgan Stanley Dean Witter
Convertible Securities Trust 0.060% of the portion of the daily net assets
not exceeding $750 million; 0.055% of the
portion of the daily net assets exceeding
$750 million but not exceeding $1 billion;
0.050% of the portion of the daily net assets
of the exceeding $1 billion but not exceeding
$1.5 billion; 0.0475% of the portion of the
daily net assets exceeding $1.5 billion but
not exceeding $2 billion; 0.045% of the
portion of the daily net assets exceeding $2
billion but not exceeding $3 billion; and
0.0425% of the portion of the daily net
assets exceeding $3 billion.
Morgan Stanley Dean Witter
Diversified Income Trust 0.040% of the daily net assets.
Morgan Stanley Dean Witter
Federal
Securities Trust 0.055% of the portion of the daily net assets
not exceeding $1 billion; 0.0525% of the
portion of the daily net assets exceeding $1
billion but not exceeding $1.5 billion;
0.050% of the portion of the daily net assets
exceeding $1.5 billion but not exceeding $2
billion; 0.0475% of the portion of the daily
net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.045% of the portion
of the daily net assets exceeding $2.5
billion but not exceeding $5 billion; 0.0425%
of the portion of the daily net assets
exceeding $5 billion but not exceeding $7.5
billion; 0.040% of the portion of the daily
net assets exceeding $7.5 billion but not
exceeding $10 billion; 0.0375% of the portion
of the daily net assets exceeding $10 billion
but not exceeding $12.5 billion; and 0.035%
of the portion of the daily net assets
exceeding $12.5 billion.
Morgan Stanley Dean Witter
Global
Short-Term Income Fund Inc. 0.055% of the portion of the daily net assets
not exceeding $500 million; and 0.050% of the
portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Hawaii
Municipal Trust 0.035% of the daily net assets.
B-1
Morgan Stanley Dean Witter High
Yield Securities Inc. 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $2 billion; 0.0325% of the
portion of the daily net assets exceeding $2
billion but not exceeding $3 billion; and
0.030% of the portion of daily net assets
exceeding $3 billion.
Morgan Stanley Dean Witter
Intermediate Income
Securities 0.060% of the portion of the daily net assets
not exceeding $500 million; 0.050% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.040% of the portion of the daily net assets
exceeding $750 million but not exceeding $1
billion; and 0.030% of the portion of the
daily net assets exceeding $1 billion.
Morgan Stanley Dean Witter
Intermediate Term
U.S. Treasury Trust 0.035% of the daily net assets.
Morgan Stanley Dean Witter
Limited
Term Municipal Trust 0.050% of the daily net assets.
Morgan Stanley Dean Witter
Multi-State Municipal Series
Trust
(10 Series) 0.035% of the daily net assets.
Morgan Stanley Dean Witter New
York
Tax-Free Income Fund 0.055% of the portion of the daily net assets
not exceeding $500 million; and 0.0525% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Retirement
Series -- Intermediate
Income Securities Series 0.065% of the daily net assets.
U.S. Government Securities
Series 0.065% of the daily net assets.
Morgan Stanley Dean Witter
Select
Dimensions Investment
Series --
North American Government
Securities Portfolio 0.039% of the daily net assets.
Morgan Stanley Dean Witter
Select
Municipal Reinvestment Fund 0.050% of the daily net assets.
Morgan Stanley Dean Witter
Short-Term Bond Fund 0.070% of the daily net assets.
Morgan Stanley Dean Witter
Short-Term U.S. Treasury
Trust 0.035% of the daily net assets.
Morgan Stanley Dean Witter
Tax-Exempt Securities Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; and 0.035% of the
portion of the daily net assets exceeding $1
billion but not exceeding $1.25 billion;
.0325% of the portion of the daily net assets
exceeding $1.25 billion.
B-2
Morgan Stanley Dean Witter
U.S. Government Securities
Trust 0.050% of the portion of the daily net assets
not exceeding $1 billion; 0.0475% of the
portion of the daily net assets exceeding $1
billion but not exceeding $1.5 billion;
0.045% of the portion of the daily net assets
exceeding $1.5 billion but not exceeding $2
billion; 0.0425% of the portion of the daily
net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.040% of the portion
of the daily net assets exceeding $2.5
billion but not exceeding $5 billion; 0.0375%
of the portion of the daily net assets
exceeding $5 billion but not exceeding $7.5
billion; 0.035% of the portion of the daily
net assets exceeding $7.5 billion but not
exceeding $10 billion; 0.0325% of the portion
of the daily net assets exceeding $10 billion
but not exceeding $12.5 billion; and 0.030%
of the portion of the daily net assets
exceeding $12.5 billion.
Morgan Stanley Dean Witter
Variable
Investment Series --
High Yield Portfolio 0.050% of the portion of the daily net assets
not exceeding $500 million; and 0.0425% of
the daily net assets exceeding $500 million.
Quality Income Plus Portfolio 0.050% of the portion of the daily the net
assets up to $500 million; and 0.045% of the
portion of the daily net assets exceeds $500
million.
Morgan Stanley Dean Witter
World
Wide Income Trust 0.075% of the portion of the daily net assets
up to $250 million; 0.060% of the portion of
the daily net assets exceeding $250 million
but not exceeding $500 million; 0.050% of the
portion of the daily net assets of the
exceeding $500 million but not exceeding $750
million; 0.040% of the portion of the daily
net assets exceeding $750 million but not
exceeding $1 billion; and 0.030% of the
portion of the daily net assets exceeding $1
billion.
Morgan Stanley Dean Witter
Worldwide High Income Fund 0.060% of the daily net assets.
EQUITY FUNDS
Morgan Stanley Dean Witter
American
Value Fund 0.0625% of the portion of the daily net
assets not exceeding $250 million; 0.050% of
the portion of the daily net assets exceeding
$250 million but not exceeding $2.25 billion;
0.0475% of the portion of the daily net
assets exceeding $2.25 billion but not
exceeding $3.5 billion; 0.0450% of the
portion of the daily net assets exceeding 3.5
billion but not exceeding 4.5 billion; and
0.0425% of the portion of the daily net
assets exceeding $4.5 billion.
Morgan Stanley Dean Witter
Balanced
Growth Fund 0.060% of the daily net assets.
Morgan Stanley Dean Witter
Capital
Appreciation Fund 0.075% of the portion of the daily net assets
not exceeding $500 million; and 0.0725% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Capital
Growth Securities 0.065% of the portion of the daily net assets
not exceeding $500 million; 0.055% of the
portion exceeding $500 million but not
exceeding $1 billion; 0.050% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.5 billion;
B-3
and 0.0475% of the portion of the daily net
assets exceeding $1.5 billion.
Morgan Stanley Dean Witter
Competitive Edge Fund,
"Best Ideas" Portfolio 0.065% of the portion of the daily net assets
not exceeding $1.5 billion; and 0.0625% of
the portion of the daily net assets exceeding
$1.5 billion.
Morgan Stanley Dean Witter
Developing Growth Securities
Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; and 0.0475% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Dividend
Growth Securities Inc. 0.0625% of the portion of the daily net
assets not exceeding $250 million; 0.050% of
the portion of the daily net assets exceeding
$250 million but not exceeding $1 billion;
0.0475% of the portion of the daily net
assets exceeding $1 billion but not exceeding
$2 billion; 0.045% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $3 billion; 0.0425% of the portion
of the daily net assets exceeding $3 billion
but not exceeding $4 billion; 0.040% of the
portion of the daily net assets exceeding $4
billion but not exceeding $5 billion; 0.0375%
of the portion of the daily net assets
exceeding $5 billion but not exceeding $6
billion; 0.035% of the portion of the daily
net assets exceeding $6 billion but not
exceeding $8 billion; 0.0325% of the portion
of the daily net assets exceeding $8 billion
but not exceeding $10 billion; 0.030% of the
portion of the daily net assets exceeding $10
billion but not exceeding $15 billion; and
0.0275% of the portion of the daily net
assets exceeding $15 billion.
Morgan Stanley Dean Witter
Equity Fund 0.051% of the daily net assets.
Morgan Stanley Dean Witter
European Growth Fund Inc. 0.060% of the portion of the daily net assets
not exceeding $500 million; 0.057% of the
portion of the daily net assets exceeding
$500 million but not exceeding $2 billion;
and 0.054% of the portion of the daily net
assets exceeding $2 billion.
Morgan Stanley Dean Witter
Financial Services Trust 0.075% of the daily net assets.
Morgan Stanley Dean Witter Fund
of Funds --
Domestic Portfolio
None
International Portfolio None
Dean Witter Global Asset
Allocation
Fund 0.070% of the daily net assets.
Morgan Stanley Dean Witter
Global
Dividend Growth Securities 0.075% of the portion of the daily net assets
not exceeding $1 billion; 0.0725% of the
portion of the daily net assets exceeding $1
billion but not exceeding $1.5 billion;
0.070% of the portion of the daily net assets
exceeding $1.5 billion but not exceeding $2.5
billion; 0.0675% of the portion of the daily
net assets exceeding $2.5 billion but not
exceeding $3.5 billion; 0.0650% of the
portion of the daily net assets exceeding
$3.5 billion but not exceeding $4.5 billion;
and 0.0625% of the portion of the daily net
assets exceeding $4.5 billion.
B-4
Morgan Stanley Dean Witter
Global
Utilities Fund 0.065% of the portion of the daily net assets
not exceeding $500 million; and 0.0625% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Growth Fund 0.048% of the portion of daily net assets not
exceeding $750 million; 0.045% of the portion
of daily net assets exceeding $750 million
but not exceeding $1.5 billion; and 0.042% of
the portion of daily net assets exceeding
$1.5 billion.
Morgan Stanley Dean Witter
Health
Sciences Trust 0.10% of the portion of daily net assets not
exceeding $500 million; and 0.095% of the
portion of daily net assets exceeding $500
million.
Morgan Stanley Dean Witter
Income
Builder Fund 0.075% of the portion of the net assets not
exceeding $500 million; and 0.0725% of the
portion of daily net assets exceeding $500
million.
Morgan Stanley Dean Witter
Information Fund 0.075% of the portion of the daily net assets
not exceeding $500 million; and 0.0725% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
International SmallCap Fund 0.075% of the daily net assets.
Morgan Stanley Dean Witter
Japan Fund 0.060% of the daily net assets.
Morgan Stanley Dean Witter
Market
Leader Trust 0.075% of the daily net assets.
Morgan Stanley Dean Witter
Mid-Cap
Dividend Growth Securities 0.075 of the daily net assets.
Morgan Stanley Dean Witter
Mid-Cap
Growth Fund 0.075% of the portion of the daily net assets
not exceeding $500 million; and 0.0725% of
the portion of the daily net assets exceeding
$500 million.
Morgan Stanley Dean Witter
Natural
Resource Development
Securities
Inc. 0.0625% of the portion of the daily net
assets not exceeding $250 million and 0.050%
of the portion of the daily net assets
exceeding $250 million.
Morgan Stanley Dean Witter
Pacific
Growth Fund Inc. 0.060% of the portion of the daily net assets
not exceeding $1 billion; 0.057% of the
portion of the daily net assets exceeding $1
billion but not exceeding $2 billion; and
0.054% of the portion of the daily net assets
exceeding $2 billion.
Morgan Stanley Dean Witter
Precious
Metals and Minerals Trust 0.080% of the daily net assets.
Dean Witter Retirement
Series --
American Value Series
0.085% of the daily net assets.
Capital Growth Series 0.085% of the daily net assets.
Dividend Growth Series 0.075% of the daily net assets.
Global Equity Series 0.10% of the daily net assets.
Strategist Series 0.085% of the daily net assets.
Utilities Series 0.075% of the daily net assets.
B-5
Value Added Market Series 0.050% of the daily net assets.
Morgan Stanley Dean Witter
Select
Dimensions Investment
Series --
American Value Portfolio 0.0625% of the daily net assets.
Balanced Growth Portfolio 0.065% of the daily net assets.
Developing Growth Portfolio 0.050% of the daily net assets.
Diversified Income Portfolio 0.040% of the daily net assets.
Dividend Growth Portfolio 0.0625% of the portion of the daily net
assets not exceeding $500 million; and 0.050%
of the portion of the daily net assets
exceeding $500 million.
Emerging Markets Portfolio 0.075% of the daily net assets.
Global Equity Portfolio 0.10% of the daily net assets.
Growth Portfolio 0.048% of the daily net assets.
Mid-Cap Growth Portfolio 0.075% of the daily net assets
Utilities Portfolio 0.065% of the daily net assets.
Value-Added Market Portfolio 0.050% of the daily net assets.
Morgan Stanley Dean Witter
Special
Value Fund 0.075% of the daily net assets.
Morgan Stanley Dean Witter
Strategist Fund 0.060% of the portion of the daily net assets
not exceeding $500 million; 0.055% of the
portion of the daily net assets exceeding
$500 million but not exceeding $1 billion;
0.050% of the portion of the daily net assets
exceeding $1 billion but not exceeding $1.5
billion; 0.0475% of the portion of the daily
net assets exceeding $1.5 billion but not
exceeding $2.0 billion; and 0.045% of the
portion of the daily net assets exceeding
$2.0 billion.
Morgan Stanley Dean Witter S&P
500
Index Fund 0.040% of the daily net assets.
Morgan Stanley Dean Witter S&P
500
Select Fund 0.060% of the daily net assets.
Morgan Stanley Dean Witter
Utilities Fund 0.065% of the portion of the daily net assets
not exceeding $500 million; 0.055% of the
portion of the daily net assets exceeding
$500 million but not exceeding $1 billion;
0.0525% of the portion of the daily net
assets exceeding $1 billion but not exceeding
$1.5 billion; 0.050% of the portion of the
daily net assets exceeding $1.5 billion but
not exceeding $2.5 billion; 0.0475% of the
portion of the daily net assets exceeding
$2.5 billion but not exceeding $3.5 billion;
0.045% of the portion of the daily net assets
exceeding $3.5 but not exceeding $5 billion;
and 0.0425% of the daily net assets exceeding
$5 billion.
Morgan Stanley Dean Witter
Value Fund 0.10% of the daily net asset.
Morgan Stanley Dean Witter
Value-Added Market Series 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.45% of the
portion of the daily net assets
B-6
exceeding $500 million but not exceeding $1
billion; 0.0425% of the portion of the daily
net assets exceeding $1.0 billion but not
exceeding $2.0 billion; and 0.040% of the
portion of the daily net assets exceeding $2
billion.
Morgan Stanley Dean Witter
Variable
Investment Series --
Capital Appreciation
Portfolio
0.075% of the daily net assets.
Capital Growth Portfolio 0.065% of the daily net assets.
Competitive Edge "Best Ideas"
Portfolio 0.065% of the daily net assets.
Dividend Growth Portfolio 0.0625% of the portion of the daily net
assets not exceeding $500 million; and 0.050%
of the portion of the daily net assets
exceeding $500 million but not exceeding $1
billion; 0.0475% of the portion of the daily
net assets exceeding $1.0 billion but not
exceeding $2.0 billion; and 0.045% of the
portion of the daily net assets exceeding $2
billion.
Equity Portfolio 0.050% of the net assets of the portion of
the daily net assets not exceeding $1
billion; and 0.0475% of the portion of the
daily net assets exceeding $1 billion.
European Growth Portfolio 0.060% of the portion of the daily net assets
not exceeding $500 million; and 0.057% of the
portion of the daily net assets exceeding
$500 million.
Income Builder Portfolio 0.075% of the daily net assets.
S&P 500 Index Portfolio 0.040% of the daily net assets.
Strategist Portfolio 0.050% of the daily net assets.
Utilities Portfolio 0.065% of the portion of the daily net assets
not exceeding $500 million and 0.055% of the
portion of the daily net assets exceeding
$500 million.
MONEY MARKET FUNDS
Active Assets Trusts:
(1) Active Assets Money Trust
(2) Active Assets Tax-Free
Trust
(3) Active Assets California
Tax-Free Trust
(4) Active Assets Government
Securities Trust
0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.5 billion; 0.0325% of
the portion of the daily net assets exceeding
$1.5 billion but not exceeding $2 billion;
0.030% of the portion of the daily net assets
exceeding $2 billion but not exceeding $2.5
billion; 0.0275% of the portion of the daily
net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the
portion of the daily net assets exceeding $3
billion.
Morgan Stanley Dean Witter
California Tax-Free Daily
Income Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
B-7
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.5 billion; 0.0325% of
the portion of the daily net assets exceeding
$1.5 billion but not exceeding $2 billion;
0.030% of the portion of the daily net assets
exceeding $2 billion but not exceeding $2.5
billion; 0.0275% of the portion of the daily
net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the
portion of the daily net assets exceeding $3
billion.
Morgan Stanley Dean Witter
Liquid
Asset Fund Inc. 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.35 billion; 0.0325% of
the portion of the daily net assets exceeding
$1.35 billion but not exceeding $1.75
billion; 0.030% of the portion of the daily
net assets exceeding $1.75 billion but not
exceeding $2.15 billion; 0.0275% of the
portion of the daily net assets exceeding
$2.15 billion but not exceeding $2.5 billion;
0.025% of the portion of the daily net assets
exceeding $2.5 billion but not exceeding $15
billion; 0.0249% of the portion of the daily
net assets exceeding $15 billion but not
exceeding $17.5 billion; and 0.0248% of the
portion of the daily net assets exceeding
$17.5 billion.
Morgan Stanley Dean Witter New
York
Municipal Money Market Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.5 billion; 0.0325% of
the portion of the daily net assets exceeding
$1.5 billion but not exceeding $2 billion;
0.030% of the portion of the daily net assets
exceeding $2 billion but not exceeding $2.5
billion; 0.0275% of the portion of the daily
net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the
portion of the daily net assets exceeding $3
billion.
Dean Witter Retirement
Series --
Liquid Asset Series
0.050% of the daily net assets.
U.S. Government Money
Market Series
0.050% of the daily net assets.
Morgan Stanley Dean Witter
Select
Dimensions Investment
Series --
Money Market Portfolio 0.050% of the daily net assets.
Morgan Stanley Dean Witter
Tax-Free
Daily Income Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the por-
B-8
tion of the daily net assets exceeding $1
billion but not exceeding $1.5 billion;
0.0325% of the portion of the daily net
assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion
of the daily net assets exceeding $2 billion
but not exceeding $2.5 billion; 0.0275% of
the portion of the daily net assets exceeding
$2.5 billion but not exceeding $3 billion;
and 0.025% of the portion of the daily net
assets exceeding $3 billion.
Morgan Stanley Dean Witter
U.S. Government Money
Market Trust 0.050% of the portion of the daily net assets
not exceeding $500 million; 0.0425% of the
portion of the daily net assets exceeding
$500 million but not exceeding $750 million;
0.0375% of the portion of the daily net
assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion
of the daily net assets exceeding $1 billion
but not exceeding $1.5 billion; 0.0325% of
the portion of the daily net assets exceeding
$1.5 billion but not exceeding $2 billion;
0.030% of the portion of the daily net assets
exceeding $2 billion but not exceeding $2.5
billion; 0.0275% of the portion of the daily
net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the
portion of the daily net assets exceeding $3
billion.
Morgan Stanley Dean Witter
Variable
Investment Series --
Money Market Portfolio 0.050% of the daily net assets.
Monthly compensation calculated weekly by applying the following annual
rates to a fund's weekly net assets:
CLOSED-END FUNDS
Dean Witter Government Income
Trust 0.060% of the average weekly net assets.
High Income Advantage Trust 0.075% of the portion of the average weekly
net assets not exceeding $250 million; 0.060%
of the portion of average weekly net assets
exceeding $250 million and not exceeding $500
million; 0.050% of the portion of average
weekly net assets exceeding $500 million and
not exceeding $750 million; 0.040% of the
portion of average weekly net assets
exceeding $750 million and not exceeding $1
billion; and 0.030% of the portion of average
weekly net assets exceeding $1 billion.
High Income Advantage Trust II 0.075% of the portion of the average weekly
net assets not exceeding $250 million; 0.060%
of the portion of average weekly net assets
exceeding $250 million and not exceeding $500
million; 0.050% of the portion of average
weekly net assets exceeding $500 million and
not exceeding $750 million; 0.040% of the
portion of average weekly net assets
exceeding $750 million and not exceeding $1
billion; and 0.030% of the portion of average
weekly net assets exceeding $1 billion.
High Income Advantage Trust III 0.075% of the portion of the average weekly
net assets not exceeding $250 million; 0.060%
of the portion of average weekly net assets
exceeding $250 million and not exceeding
B-9
$500 million; 0.050% of the portion of
average weekly net assets exceeding $500
million and not exceeding $750 million;
0.040% of the portion of the average weekly
net assets exceeding $750 million and not
exceeding $1 billion; and 0.030% of the
portion of average weekly net assets
exceeding $1 billion.
InterCapital Income Securities
Inc. 0.050% of the average weekly net assets.
InterCapital Insured Municipal
Bond Trust 0.035% of the average weekly net assets.
InterCapital Insured Municipal
Trust 0.035% of the average weekly net assets.
InterCapital Insured Municipal
Income Trust 0.035% of the average weekly net assets.
InterCapital California Insured
Municipal Income Trust 0.035% of the average weekly net assets.
InterCapital Quality Municipal
Investment Trust 0.035% of the average weekly net assets.
InterCapital New York Quality
Municipal Securities 0.035% of the average weekly net assets.
InterCapital Quality Municipal
Income Trust 0.035% of the average weekly net assets.
InterCapital Quality Municipal
Securities 0.035% of the average weekly net assets.
InterCapital California Quality
Municipal Securities 0.035% of the average weekly net assets.
InterCapital Insured Municipal
Securities 0.035% of the average weekly net assets.
InterCapital Insured California
Municipal Securities 0.035% of the average weekly net assets.
B-10
Dates Referenced Herein
| Referenced-On Page |
|---|
| This ‘N-1A/A’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| | 4/30/99 | | 3 | | | | | None on these Dates |
| Filed on: | | 9/3/98 |
| | 7/22/98 | | 4 | | 7 |
| | 6/22/98 | | 1 | | 3 |
| List all Filings |
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