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Morgan Stanley Charter Welton LP – IPO: ‘424B3’ on 6/26/03

On:  Thursday, 6/26/03, at 10:51am ET   ·   Accession #:  1097396-3-20   ·   File #:  333-60097

Previous ‘424B3’:  ‘424B3’ on 5/27/03   ·   Latest ‘424B3’:  This Filing

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/26/03  Morgan Stanley Charter Welton LP  424B3                  1:28K                                    Morgan Stanley Smith… LP

Initial Public Offering (IPO):  Prospectus   —   Rule 424(b)(3)
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 424B3       Charter Welton                                        17     51K 


Document Table of Contents

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11st Page   -   Filing Submission
6Charter Campbell
"Factors Influencing Monthly Trading Gains:
"Factors Influencing Monthly Trading Losses:
7Charter MSFCM
8Charter Graham
9Charter Millburn
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Morgan Stanley Charter Series May 2003 Monthly Report This Monthly Report supplements the Charter Funds' Prospectus dated February 26, 2003. Issued: June 30, 2003 [LOGO] Morgan Stanley
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MORGAN STANLEY CHARTER SERIES HISTORICAL FUND PERFORMANCE Presented below is the percentage change in Net Asset Value per Unit from the start of every calendar year each Fund has traded. Also provided is the inception-to-date return and the annualized return since inception for each Fund. Past performance is not necessarily indicative of future results. [Enlarge/Download Table] INCEPTION- TO-DATE ANNUALIZED 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 RETURN RETURN FUND % % % % % % % % % % % % ------------------------------------------------------------------------------------------------------------ Charter Campbell -- -- -- -- -- -- -- -- (4.2) 14.3 9.5 -- (3 mos.) (5 mos.) ------------------------------------------------------------------------------------------------------------ Charter MSFCM... (7.3) 21.9 4.0 26.2 5.1 (9.2) 23.8 (3.3) 29.1 21.1 164.4 11.1 (10 mos.) (5 mos.) ------------------------------------------------------------------------------------------------------------ Charter Graham.. -- -- -- -- -- 2.9 22.0 9.7 36.8 16.7 119.9 20.4 (10 mos.) (5 mos.) ------------------------------------------------------------------------------------------------------------ Charter Millburn -- -- -- -- -- (7.2) 12.1 (11.3) 21.1 11.1 24.2 5.2 (10 mos.) (5 mos.) ------------------------------------------------------------------------------------------------------------
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DEMETER MANAGEMENT CORPORATION 825 Third Avenue, 9th Floor New York, NY 10022 Telephone (212) 310-6444 Morgan Stanley Charter Series Monthly Report May 2003 Dear Limited Partner: The Net Asset Value per Unit for each of the four Morgan Stanley Charter Series Funds as of May 31, 2003 was as follows: [Download Table] % CHANGE FOR FUND N.A.V. MONTH --------------------------------------------------------------------------- Charter Campbell $10.95 2.30% --------------------------------------------------------------------------- Charter MSFCM $26.44 3.50% --------------------------------------------------------------------------- Charter Graham $21.99 9.18% --------------------------------------------------------------------------- Charter Millburn $12.42 11.58% --------------------------------------------------------------------------- Detailed performance information for each Fund is located in the body of the financial report. For each Fund, we provide a trading results by sector chart that portrays trading gains and trading losses for the previous month and year-to-date in each sector in which the Fund participates. The trading results by sector charts indicate the monthly and year-to-date composite percentage returns generated by the specific assets dedicated to trading within each market sector in which each Fund participates. Please note that there is not an equal amount of assets in each market sector, and the specific allocations of assets by a Fund to each sector will vary over time within a predetermined range. Below each chart is a description of the factors that influenced trading gains and trading losses within each Fund during the previous month. Limited Partners are advised of the following changes to the Board of Directors of Demeter Management Corporation (the "General Partner"), effective March 31, 2003: Mr. Anthony J. DeLuca resigned the position of Director of the General Partner. Mr. Edward C. Oelsner resigned the position of Director of the General Partner. Mr. Joseph G. Siniscalchi resigned the position of Director of the General Partner. Mr. Douglas J. Ketterer, age 37, was named a Director of the General Partner, pending his registration with the National Futures Association as a principal of the General Partner. Mr. Ketterer is a Managing Director and head of the Strategic Solutions Group, which is comprised of the Global Product Development Group, Financial Planning, Mutual Fund Advisory Group, Retirement Strategies, Education Strategies, Gifting Strategies, External Mutual Funds and the Global Portfolio Analysis and Research Departments. Mr. Ketterer joined the
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firm in 1990 in the Corporate Finance Division as a part of the Retail Products Group. He later moved to the origination side of Investment Banking, and then, after the merger between Morgan Stanley and Dean Witter, served in the Product Development Group at Morgan Stanley Dean Witter Advisors (now known as Morgan Stanley Funds). From the summer of 2000 to the summer of 2002, Mr. Ketterer served as the Chief Administrative Officer for Morgan Stanley Investment Management, where he headed the Strategic Planning & Administrative Group. Mr. Ketterer received his M.B.A. from New York University's Leonard N. Stern School of Business and his B.S. in Finance from the University at Albany's School of Business. Mr. Jeffrey S. Swartz, age 36, was named a Director of the General Partner, pending his registration with the National Futures Association as a principal of the General Partner. Mr. Swartz is a Managing Director and Chief Operating Officer of Investor Advisory Services ("IAS"). Mr. Swartz began his career with Morgan Stanley in 1990, working as a Financial Advisor in Boston. He was appointed Sales Manager of the Boston office in 1994, and served in that role for two years. In 1996, he was named Branch Manager of the Cincinnati office. In 1999, Mr. Swartz was named Associate Director of the Midwest Region, which consisted of 10 states and approximately 90 offices. Mr. Swartz served in this capacity until October of 2001, when he was named Director of IAS Strategy and relocated to IAS headquarters in New York. In December of 2002, Mr. Swartz was promoted to Managing Director and Chief Operating Officer of IAS. Mr. Swartz received his degree in Business Administration from the University of New Hampshire. Mr. Jeffrey D. Hahn, Chief Financial Officer of the General Partner, was named a Director of the General Partner. Should you have any questions concerning this report, please feel free to contact Demeter Management Corporation, 825 Third Avenue, 9th Floor, New York, NY 10022, or your Morgan Stanley Financial Advisor. I hereby affirm, that to the best of my knowledge and belief, the information contained in this report is accurate and complete. Past performance is not a guarantee of future results. Sincerely, /s/ Jeffrey A. Rothman Jeffrey A. Rothman President Demeter Management Corporation General Partner
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CHARTER CAMPBELL [CHART] Month ended YTD ended January 31, 2003 January 31, 2003 ----------------- ----------------- Currencies 0.88% 11.89% Interest Rates 2.91% 5.20% Stock Indices -0.23% -0.73% Energies -0.54% 4.44% Metals -0.02% -0.18% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING MONTHLY TRADING GAINS: .. In the global interest rate markets, gains resulted from long positions in U.S., European, and Japanese interest rate futures as prices continued to trend higher amid speculation of an interest rate cut by the Federal Reserve and lingering doubts concerning a global economic recovery. .. In the currency markets, gains resulted from long positions in the euro versus the U.S. dollar as the value of the euro strengthened to an all-time high amid uncertainty regarding the Bush Administration's economic policy, renewed fears of potential terrorist attacks against American interests, and investor preference for non-U.S. dollar assets. Additional gains were recorded from long positions in the Australian dollar versus the U.S. dollar as its value also strengthened in response to continued weakness in the U.S. dollar. FACTORS INFLUENCING MONTHLY TRADING LOSSES: .. In the energy markets, losses were recorded from short futures positions in crude oil and its related products as prices moved higher amid supply concerns and renewed fears concerning security at Middle Eastern refining facilities. .. In the global stock index markets, losses were recorded from short positions in Japanese stock index futures as prices reversed higher amid heavy buying by Japanese pension funds and renewed hope for a government stimulus package.
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CHARTER MSFCM [CHART] Month ended YTD ended May 31, 2003 May 31, 2003 ----------------- ----------------- Currencies 3.33% 11.33% Interest Rates 5.43% 9.17% Stock Indices 0.40% 0.64% Energies -2.06% 10.24% Metals -2.12% -2.58% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING MONTHLY TRADING GAINS: .. In the global interest rate markets, gains resulted from long positions in U.S., European, and Japanese interest rate futures as prices continued to trend higher amid speculation of an interest rate cut by the Federal Reserve and lingering doubts concerning a global economic recovery. .. In the currency markets, gains resulted from long positions in the euro versus the British pound, the Japanese yen, and the U.S. dollar as the value of the euro continued to trend higher relative to these currencies following the European Central Bank's decision to leave interest rates unchanged. Additional gains were recorded from long positions in the Swedish krona, Australian dollar, and Swiss franc versus the U.S. dollar amid uncertainty regarding the Bush Administration's economic policy, renewed fears of potential terrorist attacks against American interests, and investor preference for non-U.S. dollar assets. .. In the global stock index markets, long positions in S&P 500 Index futures recorded gains as equity prices rallied in response to the prospect of lower interest rates. FACTORS INFLUENCING MONTHLY TRADING LOSSES: .. In the metals markets, short positions in copper, aluminum, and nickel futures resulted in losses as prices reversed higher, buoyed by a rebound in U.S. equity prices and hopes for increased industrial demand. .. In the energy markets, losses were recorded from short positions in crude oil futures as prices moved higher amid supply concerns and renewed fears concerning security at Middle Eastern refining facilities.
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CHARTER GRAHAM [CHART] Month ended YTD ended May 31, 2003 May 31, 2003 ----------------- ----------------- Currencies 6.26% 14.46% Interest Rates 6.18% 8.76% Stock Indices -0.62% -2.34% Energies -0.25% 6.41% Metals -0.26% -1.50% Agriculturals -2.09% -1.32% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING MONTHLY TRADING GAINS: .. In the currency markets, gains resulted from long positions in the euro versus the U.S. dollar, the Japanese yen, and the British pound as the value of the euro continued to trend higher relative to these currencies following the decision by the European Central Bank to leave interest rates unchanged. Additional gains were recorded from long positions in the Swiss franc, Canadian dollar, and Australian dollar versus the U.S. dollar amid uncertainty regarding the Bush Administration's economic policy, renewed fears of potential terrorist attacks against American interests, and investor preference for non-U.S. dollar assets. .. In the global interest rate markets, gains resulted from long positions in U.S. and European interest rate futures as prices continued to trend higher amid speculation of an interest rate cut by the Federal Reserve and lingering doubts concerning a global economic recovery. FACTORS INFLUENCING MONTHLY TRADING LOSSES: .. In the agricultural markets, losses were recorded from short positions in wheat and corn futures as prices moved higher early in the month amid concerns of weather related crop damage in the U.S. Midwest. .. In the global stock index markets, losses were recorded from short positions in Japanese stock index futures as prices reversed higher amid heavy buying by Japanese pension funds and renewed hope for a government stimulus package.
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CHARTER MILLBURN [CHART] Month ended YTD ended May 31, 2003 May 31, 2003 ----------------- ----------------- Currencies 4.14% 1.17% Interest Rates 7.53% 9.87% Stock Indices 0.07% -0.78% Energies -0.35% 4.57% Metals 0.53% 0.38% Agriculturals -0.47% -0.92% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING MONTHLY TRADING GAINS: .. In the global interest rate markets, gains resulted from long positions in U.S., European, and Japanese interest rate futures as prices continued to trend higher amid speculation of an interest rate cut by the Federal Reserve and lingering doubts concerning a global economic recovery. .. In the currency markets, gains resulted from long positions in the euro versus the U.S. dollar, the Japanese yen, and the British pound as the value of the euro continued to trend higher relative to these currencies following the decision by the European Central Bank to leave interest rates unchanged. Additional gains were recorded from long positions in the Czech koruna and Norwegian krone versus the U.S. dollar as the value of these currencies strengthened amid continued weakness in the dollar. .. In the metals markets, gains were recorded from long positions in gold futures as prices moved higher in response to continued weakness in the U.S. dollar. FACTORS INFLUENCING MONTHLY TRADING LOSSES: .. In the agricultural markets, losses were recorded from short positions in corn futures as prices moved higher early in the month amid concerns of weather related crop damage in the U.S. Midwest. .. In the energy markets, losses were recorded from short futures positions in unleaded gasoline and heating oil as prices moved higher amid supply concerns and renewed fears concerning security at Middle Eastern refining facilities.
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MORGAN STANLEY CHARTER SERIES STATEMENTS OF OPERATIONS FOR THE MONTH ENDED MAY 31, 2003 (UNAUDITED) [Enlarge/Download Table] MORGAN STANLEY MORGAN STANLEY MORGAN STANLEY CHARTER CAMPBELL L.P. CHARTER MSFCM L.P. CHARTER GRAHAM L.P. ------------------------- ------------------------- -------------------------- PERCENTAGE OF PERCENTAGE OF PERCENTAGE OF MAY 1, 2003 MAY 1, 2003 MAY 1, 2003 BEGINNING BEGINNING BEGINNING AMOUNT NET ASSET VALUE AMOUNT NET ASSET VALUE AMOUNT NET ASSET VALUE --------- --------------- --------- --------------- ---------- --------------- $ % $ % $ % REVENUES Trading profit (loss): Realized 422,767 .87 4,770,215 3.56 7,322,882 4.46 Net change in unrealized 1,036,569 2.13 1,920,909 1.43 8,771,845 5.35 --------- ---- --------- ---- ---------- ---- Total Trading Results 1,459,336 3.00 6,691,124 4.99 16,094,727 9.81 Interest income (Note 2) 42,974 .09 121,857 .09 168,268 .10 --------- ---- --------- ---- ---------- ---- Total Revenues 1,502,310 3.09 6,812,981 5.08 16,262,995 9.91 --------- ---- --------- ---- ---------- ---- EXPENSES Brokerage fees (Note 2) 273,725 .56 754,348 .56 922,982 .56 Management fees (Note 2 & 3) 111,517 .23 223,510 .17 273,476 .17 Incentive fees (Note 2 & 3) -- -- 1,142,653 .85 -- -- --------- ---- --------- ---- ---------- ---- Total Expenses 385,242 .79 2,120,511 1.58 1,196,458 .73 --------- ---- --------- ---- ---------- ---- NET INCOME 1,117,068 2.30 4,692,470 3.50 15,066,537 9.18 ========= ==== ========= ==== ========== ==== [Download Table] MORGAN STANLEY CHARTER MILLBURN L.P. ------------------------- PERCENTAGE OF MAY 1, 2003 BEGINNING AMOUNT NET ASSET VALUE --------- --------------- $ % REVENUES Trading profit (loss): Realized 2,758,186 5.51 Net change in unrealized 3,339,532 6.67 --------- ----- Total Trading Results 6,097,718 12.18 Interest income (Note 2) 62,480 .12 --------- ----- Total Revenues 6,160,198 12.30 --------- ----- EXPENSES Brokerage fees (Note 2) 281,497 .55 Management fees (Note 2 & 3) 83,407 .17 Incentive fees (Note 2 & 3) -- -- --------- ----- Total Expenses 364,904 .72 --------- ----- NET INCOME 5,795,294 11.58 ========= =====
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MORGAN STANLEY CHARTER SERIES STATEMENTS OF CHANGES IN NET ASSET VALUE FOR THE MONTH ENDED MAY 31, 2003 (UNAUDITED) [Enlarge/Download Table] MORGAN STANLEY MORGAN STANLEY CHARTER CAMPBELL L.P. CHARTER MSFCM L.P. ----------------------------------- ------------------------------------ UNITS AMOUNT PER UNIT UNITS AMOUNT PER UNIT ------------- ---------- -------- ------------- ----------- -------- $ $ $ $ Net Asset Value, May 1, 2003 4,546,690.542 48,662,192 10.70 5,249,259.387 134,106,329 25.55 Net Income -- 1,117,068 .25 -- 4,692,470 .89 Redemptions (149,388.296) (1,635,802) 10.95 (18,288.003) (483,535) 26.44 Subscriptions 672,382.560 7,362,589 10.95 408,145.975 10,791,380 26.44 ------------- ---------- ------------- ----------- Net Asset Value, May 31, 2003 5,069,684.806 55,506,047 10.95 5,639,117.359 149,106,644 26.44 ============= ========== ============= =========== [Enlarge/Download Table] MORGAN STANLEY MORGAN STANLEY CHARTER GRAHAM L.P. CHARTER MILLBURN L.P. ------------------------------------ ----------------------------------- UNITS AMOUNT PER UNIT UNITS AMOUNT PER UNIT ------------- ----------- -------- ------------- ---------- -------- $ $ $ $ Net Asset Value, May 1, 2003 8,145,538.574 164,085,669 20.14 4,495,814.109 50,043,910 11.13 Net Income -- 15,066,537 1.85 -- 5,795,294 1.29 Redemptions (72,713.838) (1,598,977) 21.99 (40,143.704) (498,585) 12.42 Subscriptions 567,779.137 12,485,464 21.99 228,122.748 2,833,285 12.42 ------------- ----------- ------------- ---------- Net Asset Value, May 31, 2003 8,640,603.873 190,038,693 21.99 4,683,793.153 58,173,904 12.42 ============= =========== ============= ========== The accompanying notes are an integral part of these financial statements.
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MORGAN STANLEY CHARTER SERIES NOTES TO FINANCIAL STATEMENTS (unaudited) -------------------------------------------------------------------------------- 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION. Morgan Stanley Charter Campbell L.P. ("Charter Campbell"), Morgan Stanley Charter MSFCM L.P. ("Charter MSFCM"), Morgan Stanley Charter Graham L.P. ("Charter Graham"), and Morgan Stanley Charter Millburn L.P. ("Charter Millburn") (individually, a "Partnership", or collectively, the "Partnerships") are limited partnerships organized to engage primarily in the speculative trading of futures contracts, options on futures contracts, and forward contracts on physical commodities and other commodity interests, including foreign currencies, financial instruments, metals, energy and agricultural products (collectively, "futures interests"). The general partner for each Partnership is Demeter Management Corporation ("Demeter"). The non-clearing commodity broker is Morgan Stanley DW Inc. ("Morgan Stanley DW"). The clearing commodity brokers are Morgan Stanley & Co. Incorporated ("MS & Co.") and Morgan Stanley & Co. International Limited ("MSIL"). The trading advisor for Charter MSFCM is Morgan Stanley Futures & Currency Management Inc. ("MSFCM"). Demeter, Morgan Stanley DW, MS & Co., MSIL and MSFCM are wholly-owned subsidiaries of Morgan Stanley. Demeter is required to maintain a 1% minimum interest in the equity of each Partnership and income (losses) are shared by Demeter and the Limited Partners based on their proportional ownership interests. USE OF ESTIMATES. The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require management to make estimates and assumptions that affect the reported amounts in the financial statements and related disclosures. Management believes that the esti-
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MORGAN STANLEY CHARTER SERIES NOTES TO FINANCIAL STATEMENTS (continued) mates utilized in the preparation of the financial statements are prudent and reasonable. Actual results could differ from those estimates. REVENUE RECOGNITION. Futures interests are open commitments until settlement date. They are valued at market on a daily basis and the resulting net change in unrealized gains and losses is reflected in the change in unrealized profit (loss) on open contracts from one period to the next in the statements of operations. Monthly, Morgan Stanley DW credits each Partnership with interest income on 100% of its average daily funds held at Morgan Stanley DW. In addition, Morgan Stanley DW credits each Partnership with 100% of the interest income Morgan Stanley DW receives from MS & Co. and MSIL with respect to such Partnership's assets deposited as margin. The interest rates used are equal to that earned by Morgan Stanley DW on its U.S. Treasury bill investments. For purposes of such interest payments, Net Assets do not include monies owed to the Partnerships on forward contracts and other futures interests. NET INCOME (LOSS) PER UNIT. Net income (loss) per unit of limited partnership interest ("Unit(s)") is computed using the weighted average number of Units outstanding during the period. BROKERAGE AND RELATED TRANSACTION FEES AND COSTS. Each Partnership pays a flat-rate monthly brokerage fee of 1/12 of 6.75% of the Partnership's Net Assets as of the first day of each month (a 6.75% annual rate). Such fees currently cover all brokerage commissions, transaction fees and costs and ordinary administrative and offering expenses. OPERATING EXPENSES. Each Partnership incurs monthly management fees and may incur incentive fees. All common administrative and continuing offering expenses including legal,
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MORGAN STANLEY CHARTER SERIES NOTES TO FINANCIAL STATEMENTS (continued) auditing, accounting, filing fees and other related expenses are borne by Morgan Stanley DW through the brokerage fees paid by the Partnerships. INCOME TAXES. No provision for income taxes has been made in the accompanying financial statements, as partners are individually responsible for reporting income or loss based upon their respective share of each Partnership's revenues and expenses for income tax purposes. DISTRIBUTIONS. Distributions, other than redemptions of Units, are made on a pro-rata basis at the sole discretion of Demeter. No distributions have been made to date. CONTINUING OFFERING. Units of each Partnership are offered at a price equal to 100% of the Net Asset Value per Unit at monthly closings held as of the last day of each month. No selling commissions or charges related to the continuing offering of Units are paid by the Limited Partners or the Partnerships. Morgan Stanley DW pays all such costs. REDEMPTIONS. Limited Partners may redeem some or all of their Units as of the last day of the sixth month following the closing at which a person first becomes a Limited Partner. Redemptions may only be made in whole Units, with a minimum of 100 Units required for each redemption, unless a Limited Partner is redeeming his entire interest in a particular Partnership. Units redeemed on or prior to the last day of the twelfth month from the date of purchase will be subject to a redemption charge equal to 2% of the Net Asset Value of a Unit on the Redemption Date. Units redeemed after the last day of the twelfth month and on or prior to the last day of the twenty-fourth month from the date of purchase will be subject to a redemption charge equal
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MORGAN STANLEY CHARTER SERIES NOTES TO FINANCIAL STATEMENTS (continued) to 1% of the Net Asset Value of a Unit on the Redemption Date. Units redeemed after the last day of the twenty-fourth month from the date of purchase will not be subject to a redemption charge. The foregoing redemption charges are paid to Morgan Stanley DW. EXCHANGES. On the last day of the first month which occurs more than six months after a person first becomes a Limited Partner in any of the Partnerships, and at the end of each month thereafter, Limited Partners may transfer their investment among the Partnerships (subject to certain restrictions outlined in the Limited Partnership Agreements) without paying additional charges. DISSOLUTION OF THE PARTNERSHIPS. Charter MSFCM will terminate on December 31, 2025 and Charter Campbell, Charter Graham and Charter Millburn will terminate on December 31, 2035 or at an earlier date if certain conditions occur as defined in each Partnership's Limited Partnership Agreement. -------------------------------------------------------------------------------- 2. RELATED PARTY TRANSACTIONS Each Partnership pays brokerage fees to Morgan Stanley DW as described in Note 1. Each Partnership's cash is on deposit with Morgan Stanley DW, MS & Co. and MSIL in futures interests trading accounts to meet margin requirements as needed. Morgan Stanley DW pays interest on these funds as described in Note 1. Charter MSFCM pays management and incentive fees (if any) to MSFCM. -------------------------------------------------------------------------------- 3. TRADING ADVISORS Demeter, on behalf of Charter Campbell, Charter MSFCM, Charter Graham and Charter Millburn, retains certain commodity trading advisors to
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MORGAN STANLEY CHARTER SERIES NOTES TO FINANCIAL STATEMENTS (concluded) make all trading decisions for the Partnerships. The trading advisors are as follows: Morgan Stanley Charter Campbell L.P. Campbell & Company, Inc. Morgan Stanley Charter MSFCM L.P. Morgan Stanley Futures & Currency Management Inc. Morgan Stanley Charter Graham L.P. Graham Capital Management L.P. Morgan Stanley Charter Millburn L.P. Millburn Ridgefield Corporation Compensation to the trading advisors by the Partnerships consists of a management fee and an incentive fee as follows: MANAGEMENT FEE. Each Partnership pays its trading advisor a flat-rate monthly fee equal to 1/12 of 2% (a 2% annual rate) or, in the case of Charter Campbell, a monthly fee equal to 1/12 of 2.75% (a 2.75% annual rate), of the Partnership's Net Assets under management by each trading advisor as of the first day of each month. INCENTIVE FEE. Each Partnership's incentive fee is equal to 20% of trading profits, paid on a quarterly basis for Charter MSFCM, and paid on a monthly basis for Charter Campbell, Charter Graham and Charter Millburn. Trading profits represent the amount by which profits from futures, forwards and options trading exceed losses after brokerage and management fees are deducted. When a trading advisor experiences losses with respect to Net Assets as of the end of a calendar month, or calendar quarter with respect to Charter MSFCM, the trading advisor must recover such losses before that trading advisor is eligible for an incentive fee in the future.
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PRESORTED Demeter Management Corporation FIRST CLASS MAIL 825 Third Avenue, 9th Floor U.S. POSTAGE New York, NY 10022 PAID PERMIT #374 LANCASTER, PA [LOGO] Morgan Stanley ADDRESS SERVICE REQUESTED [LOGO] printed on recycled paper

Dates Referenced Herein   and   Documents Incorporated by Reference

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12/31/3515
12/31/2515
6/30/031
Filed on:6/26/03
5/31/03311
5/1/0310
3/31/03310-Q
2/26/031
1/31/036
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