DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities
Exchange Act of 1934 (Amendment No. )
Filed by the
Registrant x
Filed by a Party other than the
Registrant o
Check the appropriate box:
o Preliminary
Proxy Statement
o Confidential,
For Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
x Definitive
Proxy Statement
o Definitive
Additional Materials
o Soliciting
Material Pursuant to
Section 240.14a-11(c)
or
Section 240.14a-2.
MORGAN STANLEY INSURED MUNICIPAL TRUST
MORGAN STANLEY INSURED MUNICIPAL BOND TRUST
MORGAN STANLEY INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY CALIFORNIA INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INVESTMENT TRUST
(Names of Registrants as Specified in Its Charters)
(Name of Person(s) Filing Proxy Statement, if Other Than
Registrant)
Payment of Filing Fee (Check the appropriate box):
x No
fee required.
o Fee
computed on table below per Exchange Act
Rules 14a-6(i)(4)
and 0-12.
(1) Title of each class of securities to which transaction
applies:
(2) Aggregate number of securities to which transaction
applies:
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(3)
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Per unit price or other underlying value of transaction computed
pursuant to Exchange Act
Rule 0-11
(set forth the amount on which the filing fee is calculated and
state how it was determined):
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(4) Proposed maximum aggregate value of
transaction:
(5) Total fee
paid:
o Fee
paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by the registration statement number, or the Form or
Schedule and the date of its filing.
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(1) Amount Previously
Paid:
(2) Form, Schedule or Registration Statement
No.:
(3) Filing
Party:
(4) Date
Filed:
MORGAN STANLEY INSURED
MUNICIPAL TRUST
MORGAN STANLEY INSURED MUNICIPAL BOND TRUST
MORGAN STANLEY INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY CALIFORNIA INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INVESTMENT TRUST
NOTICE OF ANNUAL MEETINGS OF
SHAREHOLDERS
TO BE HELD OCTOBER 1, 2008
The Annual Meetings of Shareholders (“Meeting(s)”) of
Morgan Stanley Insured
Municipal Trust, Morgan Stanley Insured Municipal Bond Trust,
Morgan Stanley Insured Municipal Income Trust, Morgan Stanley
California Insured Municipal Income Trust, Morgan Stanley
Quality Municipal Income Trust and
Morgan Stanley Quality
Municipal Investment Trust (individually, a
“Trust” and, collectively, the “Trusts”),
unincorporated business trusts organized under the laws of the
Commonwealth of Massachusetts, will be held jointly in
Conference Room 3C, 522 Fifth Avenue, New York, New
York 10036, on October 1, 2008 at 9:00 a.m., New York
City time, for the following purposes:
Matters
to be Voted on By All Shareholders:
1. To elect three Trustees to serve until the year
2011 Annual Meeting of each Trust or, in each case, until their
successors shall have been elected and qualified; and
2. To transact such other business as may properly
come before the Meetings or any adjournments thereof.
Matters
to be Voted on only by Preferred Shareholders:
For Morgan Stanley
Insured Municipal Bond Trust, Morgan Stanley Insured Municipal
Income Trust and
Morgan Stanley California
Insured Municipal Income Trust, to elect one Trustee to
serve until the year 2011 Annual Meeting, or in each case until
his successor shall have been elected and qualified.
Shareholders of record of each Trust as of the close of business
on August 25, 2008 are entitled to notice of and to vote at
the Meeting. If you cannot be present in person, your management
would greatly appreciate your filling in, signing and returning
the enclosed proxy promptly in the envelope provided for that
purpose. Alternatively, if you are eligible to vote
telephonically by touchtone telephone or electronically on the
Internet (as discussed in the enclosed Joint Proxy Statement)
you may do so in lieu of attending the Meetings in person.
In the event that holders of a majority of each Trust’s
shares issued and outstanding and entitled to vote (a
“Quorum”) are not present at the Meeting of any Trust
in person or by proxy, or the vote required to approve or reject
any proposal is not obtained at the Meeting of any Trust, the
persons named as proxies may propose one or more adjournments of
the Meeting to permit further solicitation of proxies. Any such
adjournment will require the affirmative vote of the holders of
a majority of the applicable Trust’s shares present in
person or by proxy at the Meeting. The persons named as proxies
will vote in favor of such adjournment those proxies which have
been received by the date of the Meetings.
Mary E.
Mullin
Secretary
August 29, 2008
New York, New York
IMPORTANT
You can help avoid the
necessity and expense of sending
follow-up
letters to ensure a Quorum by promptly returning the enclosed
Proxy. If you are unable to be present in person, please fill
in, sign and return the enclosed Proxy in order that the
necessary Quorum may be represented at the Meetings. The
enclosed envelope requires no postage if mailed in the United
States. Certain shareholders will be able to vote telephonically
by touchtone telephone or electronically on the Internet by
following instructions contained on their proxy cards or on the
enclosed Voting Information Card.
MORGAN STANLEY INSURED
MUNICIPAL TRUST
MORGAN STANLEY INSURED MUNICIPAL BOND TRUST
MORGAN STANLEY INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY CALIFORNIA INSURED MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INCOME TRUST
MORGAN STANLEY QUALITY MUNICIPAL INVESTMENT TRUST
522 Fifth
Avenue, New York, New York 10036
JOINT
PROXY STATEMENT
Annual
Meetings of Shareholders
October 1,
2008
This Joint Proxy Statement is furnished in connection with the
solicitation of proxies by the Boards of Trustees (the
“Board(s)”) of
Morgan Stanley Insured
Municipal Trust (“IMT”), Morgan Stanley Insured
Municipal Bond Trust (“IMC”), Morgan Stanley Insured
Municipal Income Trust (“IIM”), Morgan Stanley
California Insured Municipal Income Trust (“IIC”),
Morgan Stanley Quality Municipal Income Trust
(“IQI”) and
Morgan Stanley Quality
Municipal Investment Trust (“IQT”)
(individually, a “Trust” and, collectively, the
“Trusts”), for use at the Annual Meetings of
Shareholders of the Trusts to be held jointly on October 1,
2008 (the “Meeting(s)”), and at any adjournments
thereof. The first mailing of this Joint Proxy Statement is
expected to be made on or about August 29, 2008.
If the enclosed form of proxy is properly executed and returned
in time to be voted at the Meetings, the proxies named therein
will vote the shares (“Shares”) represented by the
proxy in accordance with the instructions marked thereon.
Unmarked proxies submitted by shareholders of a Trust
(“Shareholders”) will be voted for each of the
nominees for election as Trustee to be elected by all
Shareholders of that Trust, and, if the Shareholder holds
preferred shares of the Trust, for the nominee for election as
Trustee to be elected by only the preferred shareholders
(“Preferred Shareholders”), with respect to that Trust
set forth in the attached Notice of Annual Meetings of
Shareholders. A proxy may be revoked at any time prior to its
exercise by any of the following: written notice of revocation
to the Secretary of the Trusts, execution and delivery of a
later dated proxy to the Secretary of the Trusts (whether by
mail or, as discussed below, by touchtone telephone or the
Internet) (if returned and received in time to be voted), or
attendance and voting at the Meetings. Attendance at the
Meetings will not in and of itself revoke a proxy.
Shareholders of record of each Trust as of the close of business
on August 25, 2008, the record date for the determination
of Shareholders entitled to notice of and to vote at the
Meetings (the “Record Date”), are entitled to one vote
for each Share held and a fractional vote for a fractional
Share. No person was known to beneficially own more than 5% of
the outstanding Shares of any of the Trusts on that date. The
percentage ownership of Shares of each Trust changes from time
to time depending on purchases and sales by Shareholders and the
total number of Shares outstanding.
3
The table below sets forth the total number of Common Shares and
Preferred Shares outstanding for each Trust as of the Record
Date:
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Number of Common
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Number of Preferred
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Shares Outstanding
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Shares Outstanding
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as of
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as of
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August 25, 2008
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August 25, 2008
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Name of Trust
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(Record Date)
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(Record Date)
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IMT
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17,484,370
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2,732
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IMC
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3,942,543
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510
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IIM
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20,694,674
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2,294
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IIC
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10,660,578
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1,248
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IQI
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23,505,263
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3,246
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IQT
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13,865,371
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1,785
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The cost of soliciting proxies for the Meeting of each Trust,
consisting principally of printing and mailing expenses, will be
borne by each respective Trust. The solicitation of proxies will
be by mail, telephone or otherwise through Trustees, officers of
the Trusts or officers and employees of Morgan Stanley
Investment Advisors Inc. (“Morgan Stanley Investment
Advisors” or the “Investment Adviser”), Morgan
Stanley Trust, Morgan Stanley Services Company Inc.
(“Morgan Stanley Services” or the
“Administrator”)
and/or
Morgan Stanley & Co. Incorporated (“Morgan
Stanley & Co.”), without special compensation
therefor. In addition, each Trust may employ Computershare
Fund Services, Inc. (“Computershare”) to make
telephone calls to Shareholders to remind them to vote. Each
Trust may also employ Computershare as proxy solicitor if it
appears that the required number of votes to achieve a Quorum
will not be received. The transfer agent services for each Trust
are currently provided by Computershare Trust Company, N.A.
(the “Transfer Agent”).
Shareholders will be able to vote their shares by touchtone
telephone or by Internet by following the instructions on the
proxy card or on the Voting Information Card accompanying this
Joint Proxy Statement. To vote by touch tone telephone or by
Internet, Shareholders can access the website or call the
toll-free number listed on the proxy card or noted in the
enclosed voting instructions. To vote by touch tone telephone or
by Internet, Shareholders will need the number that appears on
the proxy card in the shaded box.
In certain instances, Computershare may call Shareholders to ask
if they would be willing to have their votes recorded by
telephone. The telephone voting procedure is designed to
authenticate Shareholders’ identities, to allow
Shareholders to authorize the voting of their shares in
accordance with their instructions and to confirm that their
instructions have been recorded properly. No recommendation will
be made as to how a Shareholder should vote on any proposal
other than to refer to the recommendations of the Board. The
Trusts have been advised by counsel that these procedures are
consistent with the requirements of applicable law. Shareholders
voting by telephone in this manner will be asked for identifying
information and will be given an opportunity to authorize
proxies to vote their shares in accordance with their
instructions. To ensure that the Shareholders’ instructions
have been recorded correctly, they will receive a confirmation
of their instructions in the mail. A special toll-free number
set forth in the confirmation will be available in case the
information contained in the confirmation is incorrect. Although
a Shareholder’s vote may be taken by telephone, each
Shareholder will receive a copy of this Joint Proxy Statement
and may vote by mail using the
4
enclosed proxy card or by touchtone telephone or the Internet as
set forth above. The last proxy vote received in time to be
voted, whether by proxy card, touchtone telephone or Internet,
will be the vote that is counted and will revoke all previous
votes by the Shareholder. In the event that Computershare is
retained as proxy solicitor, Computershare will be paid a
project management fee as well as telephone solicitation
expenses incurred for reminder calls, outbound telephone voting,
confirmation of telephone votes, inbound telephone contacts,
obtaining Shareholders’ telephone numbers, and providing
additional materials upon Shareholder request, at an estimated
cost of $2,000, which will be borne by each respective Trust.
This Joint Proxy Statement is being used in order to reduce the
preparation, printing, handling and postage expenses that would
result from the use of a separate proxy statement for each Trust
and, because Shareholders may own Shares of more than one Trust,
to potentially avoid burdening Shareholders with more than one
proxy statement. Shares of a Trust are entitled to one vote each
at the respective Trust’s Meeting. To the extent
information relating to common ownership is available to the
Trusts, a Shareholder that owns record shares in two or more of
the Trusts will receive a package containing a Joint Proxy
Statement and proxy cards for the Trusts in which such
Shareholder is a record owner. If the information relating to
common ownership is not available to the Trusts, a Shareholder
that beneficially owns shares in two or more Trusts may receive
two or more packages each containing a Joint Proxy Statement and
a proxy card for each Trust in which such Shareholder is a
beneficial owner. If the proposed election of Trustees are
approved by Shareholders of one Trust and disapproved by
Shareholders of other Trusts, the proposals will be implemented
for the Trust that approved the proposals and will not be
implemented for any Trust that did not approve the proposals.
Thus, it is essential that Shareholders complete, date, sign and
return each enclosed proxy card or vote by telephone or
Internet as indicated in each Trust’s proxy card.
Only one copy of this Joint Proxy Statement will be delivered to
multiple Shareholders sharing an address unless we have received
contrary instructions from one or more of the Shareholders. Upon
written or oral request, we will deliver a separate copy of this
Joint Proxy Statement to a Shareholder at a shared address to
which a single copy of this Joint Proxy Statement was delivered.
Should any Shareholder wish to receive a separate proxy
statement or should Shareholders sharing an address wish to
receive a single proxy statement in the future, please contact
(888) 421-4015
(toll-free).
5
ELECTION
OF TRUSTEES FOR EACH TRUST
The number of Trustees of each Trust has been fixed by the
Trustees, pursuant to each Trust’s Declaration of Trust, at
ten. There are presently ten Trustees for each Trust. At the
Meetings, pursuant to each Trust’s Declaration of Trust,
three nominees are standing for election to each Trust’s
Board of Trustees to serve until the year 2011 Annual Meetings
by the holders of the Common Shares and the Preferred Shares of
each respective Trust voting together as a single class.
Additionally, pursuant to each Trust’s Declaration of Trust
and the Investment Company Act of 1940, as amended (the
“1940 Act”), one Trustee is to be elected to the Board
of Trustees of IMC, IIM and IIC by the holders of the
Preferred Shares of each respective Trust voting separately as a
single class, all as set forth below.
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IMT, IQI and IQT —
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IMC, IIM and IIC —
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Until the year 2011 Annual Meeting
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Until the year 2011 Annual Meeting
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By all Shareholders:
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By all Shareholders:
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Frank L. Bowman
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Kathleen A. Dennis
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Michael Bozic
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Joseph J. Kearns
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James F. Higgins
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Fergus Reid
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By Preferred Shareholders only:
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Manuel H. Johnson
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Nine of the current ten Trustees (Frank L. Bowman, Michael
Bozic, Kathleen A. Dennis, Manuel H. Johnson, Joseph J. Kearns,
Michael F. Klein, Michael E. Nugent, W. Allen Reed and Fergus
Reid) are “Independent Trustees,” that is, Trustees
who are not “interested persons” of the Trusts, as
that term is defined in the 1940 Act. The other current Trustee,
James F. Higgins, is an “interested trustee,” that is,
a Trustee who is an “interested person” (as that term
is defined in the 1940 Act) of the Trusts and Morgan Stanley
Investment Advisors and thus, is not an Independent
Trustee. The nominees for election as Trustee have been proposed
by the Trustees now serving, or, in the case of the nominees for
positions as Independent Trustees, by the Independent Trustees
now serving. All of the members of the Boards have previously
been elected by the shareholders of the Trusts.
The nominees of the Boards of Trustees for election as Trustee
of each Trust are listed below. It is the intention of the
persons named in the enclosed form of proxy, unless instructed
by proxy to withhold authority to vote for the nominees, to vote
all validly executed proxies for the election of the following
nominees: for IMT, IQI and IQT—Frank L. Bowman, Michael
Bozic and James F. Higgins and for IMC, IIM and
IIC—Kathleen A. Dennis, Manuel H. Johnson, Joseph J. Kearns
and Fergus Reid. Should any of the nominees become unable or
unwilling to accept nomination or election, the persons named in
the proxy will exercise their voting power in favor of such
person or persons as the Boards may recommend or, in the case of
an Independent Trustee nominee, as the Independent Trustees of
each Trust may recommend. All of the nominees have consented to
being named in this Joint Proxy Statement and to serve if
elected. The Trusts know of no reason why any of the said
nominees would be unable or unwilling to accept nomination or
election. With respect to each Trust, the election of the
nominees listed above to be elected by all Shareholders requires
the approval of a majority of the shares of the Trust
represented and entitled to vote at the Meeting (Common Shares
and Preferred Shares voting together as a single class). The
election of the nominee listed above to be elected by only the
6
Preferred Shareholders of each Trust requires the approval of a
majority of the Preferred Shares of the Trust represented and
entitled to vote at the Meetings (voting separately as a single
class).
Pursuant to the provisions of the Declaration of Trust of each
Trust, in certain cases as amended, the Trustees are divided
into three separate classes, each class having a term of three
years. The term of office of one of each of the three classes
will expire each year.
The Board of each Trust has previously determined that any
nominee for election as Trustee for each Trust will stand for
election as Trustee and serve as Trustee in one of the three
classes of Trustees as follows:
Class I—Messrs. Bowman, Bozic and Higgins;
Class II—Ms. Dennis and Messrs. Johnson,
Kearns and Reid; and Class III—Messrs. Klein,
Nugent and Reed. Each nominee will, if elected, serve a term of
up to approximately three years running for the period assigned
to that class and terminating at the date of the Annual Meeting
of Shareholders so designated by the Boards, or any adjournments
thereof. In addition, pursuant to each Trust’s Declaration
of Trust and the 1940 Act, the Board of each Trust previously
determined that one of each of the Class II Trustees and
Class III Trustees will be designated to be elected by the
Preferred Shareholders voting separately. In this regard, Manuel
H. Johnson and Michael E. Nugent serve as Trustees of each
Trust’s Board of Trustees on behalf of the Preferred
Shareholders, the terms of each to expire with his designated
Class. As a consequence of this method of election, the
replacement of a majority of each of the Boards could be delayed
for up to two years. In accordance with the above, three
Trustees in Class I for IMT, IQI and IQT and four Trustees
in Class II for IMC, IIM and IIC are standing for
election at the Meetings and will, if elected, serve until the
2011 Annual Meetings for each Trust as set forth above or, in
each case, until their successors shall have been elected and
qualified.
The current Trustees of the Trust also serve as trustees for
certain of the funds advised by the Investment Adviser (the
“Retail Funds”) and certain of the funds advised by
Morgan Stanley Investment Management Inc. and Morgan Stanley AIP
GP LP (the “Institutional Funds”). The table below
sets forth the following information regarding the nominees for
election as Trustee, and each of the other Trustees (both the
Independent Trustees and the Interested Trustee), as well as the
executive officers of the Trusts: their age, address, term of
office and length of time served, their principal business
occupations during the past five years, the number of portfolios
in the Fund Complex (defined below) overseen by each
Trustee or nominee Trustee (as of December 31,
2007) and other directorships, if any, held by the
Trustees. The Fund Complex includes all open-end and
closed-end funds (including all of their portfolios) advised by
the Investment Adviser and any funds that have an investment
adviser that is an affiliated person of the Investment Adviser
(including, but not limited to, Morgan Stanley Investment
Management Inc.).
Independent
Trustees:
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Number of
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Portfolios
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in Fund
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Complex
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Position(s)
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Length of
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Overseen by
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Name, Age and Address of
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Held with
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Time
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Independent
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Other Directorships Held
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Independent Trustee
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the Trusts
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Served*
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Principal Occupation(s) During Past 5 Years
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Trustee
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by Independent Trustee
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Frank L. Bowman (63)
c/o Kramer
Levin Naftalis &
Frankel LLP
Counsel to the Independent
Trustees
1177 Avenue of the Americas
New York, NY 10036
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Nominee/ Trustee
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Since August 2006
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President and Chief Executive Officer, Nuclear Energy Institute
(policy organization) (since February 2005); Director or Trustee
of various Retail Funds and Institutional Funds (since August
2006); Chairperson of the Insurance Sub-Committee of the
Insurance, Valuation and Compliance Committee (since February
2007); formerly, variously, Admiral in the U.S. Navy; Director
of Naval Nuclear Propulsion Program and Deputy
Administrator – Naval Reactors in the National
Nuclear Security Administration at the U.S. Department of Energy
(1996-2004). Honorary Knight Commander of the Most Excellent
Order of the British Empire.
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180
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Director of the National Energy Foundation, the U.S. Energy
Association, the American Council for Capital Formation and the
Armed Services YMCA of the USA.
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Michael Bozic (67)
c/o Kramer
Levin Naftalis &
Frankel LLP
Counsel to the Independent
Trustees
1177 Avenue of the Americas
New York, NY 10036
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Nominee/ Trustee
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Since
April 1994
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Private investor; Chairperson of the Insurance, Valuation and
Compliance Committee (since October 2006); Director or Trustee
of the Retail Funds (since April 1994) and Institutional Funds
(since July 2003); formerly, Chairperson of the Insurance
Committee (July 2006-September 2006); Vice Chairman of Kmart
Corporation (December 1998-October 2000), Chairman and Chief
Executive Officer of Levitz Furniture Corporation (November
1995-November 1998) and President and Chief Executive Officer of
Hills Department Stores (May 1991-July 1995); variously
Chairman, Chief Executive Officer, President and Chief Operating
Officer (1987-1991) of the Sears Merchandise Group of Sears,
Roebuck & Co.
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Director of various business organizations.
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Kathleen A. Dennis (55)
c/o Kramer
Levin Naftalis &
Frankel LLP
Counsel to the Independent
Trustees
1177 Avenue of the Americas
New York, NY 10036
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Nominee/
Trustee
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Since August 2006
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President, Cedarwood Associates (mutual fund and investment
management) (since July 2006); Chairperson of the Money Market
and Alternatives Sub-Committee of the Investment Committee
(since October 2006) and Director or Trustee of various Retail
Funds and Institutional Funds (since August 2006); formerly,
Senior Managing Director of Victory Capital Management
(1993-2006).
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180
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Director of various
non-profit
organizations.
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*
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This is the earliest date the
Trustee began serving the Retail Funds or Institutional Funds.
Trustees are elected every three years or until his or her
successor is elected.
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8
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Number of
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Portfolios
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in Fund
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Complex
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Position(s)
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Length of
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Overseen by
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Name, Age and Address of
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Held with
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Time
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Independent
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Other Directorships Held
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Independent Trustee
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the Trusts
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Served*
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Principal Occupation(s) During Past 5 Years
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Trustee
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by Independent Trustee
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Dr. Manuel H. Johnson (59)
c/o Johnson
Smick Group, Inc.
888 16th Street, N.W.
Suite 740
Washington, D.C. 20006
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Nominee/
Trustee
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Since
July 1991
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Senior Partner, Johnson Smick International, Inc. (consulting
firm); Chairperson of the Investment Committee (since October
2006) and Director or Trustee of the Retail Funds (since July
1991) and Institutional Funds (since July 2003); Co-Chairman and
a founder of the Group of Seven Council (G7C) (international
economic commission); formerly, Chairperson of the Audit
Committee (July 1991-September 2006); Vice Chairman of the Board
of Governors of the Federal Reserve System and Assistant
Secretary of the U.S. Treasury.
|
|
|
182
|
|
|
Director of NVR, Inc. (home construction); Director of Evergreen
Energy.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Joseph J. Kearns (66)
c/o Kearns &
Associates LLC
PMB754
23852 Pacific Coast Highway
Malibu, CA 90265
|
|
Nominee/
Trustee
|
|
Since August 1994
|
|
President, Kearns & Associates LLC (investment consulting);
Chairperson of the Audit Committee (since October 2006) and
Director or Trustee of the Retail Funds (since July 2003) and
Institutional Funds (since August 1994); formerly, Deputy
Chairperson of the Audit Committee (July 2003-September 2006)
and Chairperson of the Audit Committee of the Institutional
Funds (October 2001-July 2003); CFO of the J. Paul Getty Trust.
|
|
|
183
|
|
|
Director of Electro Rent Corporation (equipment
leasing) and The Ford Family Foundation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Michael F. Klein (49)
c/o Kramer
Levin Naftalis &
Frankel LLP
Counsel to the Independent
Trustees
1177 Avenue of the Americas
New York, NY 10036
|
|
Trustee
|
|
Since August 2006
|
|
Managing Director, Aetos Capital, LLC (since March 2000) and
Co-President, Aetos Alternative Management, LLC (since January
2004); Chairperson of the Fixed- Income Sub-Committee of the
Investment Committee (since October 2006) and Director or
Trustee of various Retail Funds and Institutional Funds (since
August 2006); formerly, Managing Director, Morgan Stanley &
Co. Inc. and Morgan Stanley Dean Witter Investment Management,
President, Morgan Stanley Institutional Funds (June 1998-March
2000) and Principal, Morgan Stanley & Co. Inc. and Morgan
Stanley Dean Witter Investment Management, (August 1997 to
December 1999).
|
|
|
180
|
|
|
Director of certain
investment funds managed or
sponsored by Aetos Capital,
LLC. Director of Sanitized
AG and Sanitized Marketing
AG (specialty chemicals).
|
|
|
|
|
*
|
|
This is the earliest date the
Trustee began serving the Retail Funds or Institutional Funds.
Trustees are elected every three years or until his or her
successor is elected.
|
9
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolios
|
|
|
|
|
|
|
|
|
|
|
|
|
in Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
Complex
|
|
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Overseen by
|
|
|
|
Name, Age and Address of
|
|
Held with
|
|
Time
|
|
|
|
Independent
|
|
|
Other Directorships Held
|
|
Independent Trustee
|
|
the Trusts
|
|
Served*
|
|
Principal Occupation(s) During Past 5 Years
|
|
Trustee
|
|
|
by Independent Trustee
|
|
|
Michael E. Nugent (72)
c/o Triumph
Capital, L.P.
445 Park Avenue
New York, NY 10022
|
|
Chairperson of the Board and Trustee
|
|
Chairperson of the Boards since July 2006 and Trustee since July
1991
|
|
General Partner, Triumph Capital, L.P. (private investment
partnership); Chairperson of the Boards of the Retail Funds and
Institutional Funds (since July 2006); Director or Trustee of
the Retail Funds (since July 1991) and Institutional Funds
(since July 2001); formerly, Chairperson of the Insurance
Committee (until July 2006).
|
|
|
182
|
|
|
None.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
W. Allen Reed (61)
c/o Kramer
Levin Naftalis &
Frankel LLP
Counsel to the Independent
Trustees
1177 Avenue of the Americas
New York, NY 10036
|
|
Trustee
|
|
Since
August
2006
|
|
Chairperson of the Equity Sub-Committee of the Investment
Committee (since October 2006) and Director or Trustee of
various Retail Funds and Institutional Funds (since August
2006); formerly, President and CEO of General Motors Asset
Management; Chairman and Chief Executive Officer of the GM Trust
Bank and Corporate Vice President of General Motors Corporation
(August 1994 to December 2005).
|
|
|
180
|
|
|
Director of Temple-Inland Industries (packaging and forest
products); Director of Legg Mason, Inc. and Director of the
Auburn University Foundation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fergus Reid (76)
c/o Lumelite
Plastics Corporation
85 Charles Colman Blvd. Pawling, NY 12564
|
|
Nominee/
Trustee
|
|
Since
June
1992
|
|
Chairman of Lumelite Plastics Corporation; Chairperson of the
Governance Committee and Director or Trustee of the Retail Funds
(since July 2003) and Institutional Funds (since June 1992).
|
|
|
183
|
|
|
Trustee and Director of certain investment companies in the
JPMorgan Funds complex managed by J.P. Morgan Investment
Management Inc.
|
|
|
|
|
*
|
|
This is the earliest date the
Trustee began serving the Retail Funds or Institutional Funds.
Trustees are elected every three years or until his or her
successor is elected.
|
10
The Trustee who is affiliated with the Investment Adviser or
affiliates of the Investment Adviser (as set forth below) and
executive officers of the Trusts, their age, address, term of
office and length of time served, their principal business
occupations during the past five years, the number of portfolios
in the Fund Complex overseen by the Interested Trustee (as
of December 31, 2007) and the other directorships, if
any, held by the Interested Trustee, are shown below.
Interested
Trustee:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolios
|
|
|
|
|
|
|
|
|
|
|
|
|
In Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
Complex
|
|
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Overseen By
|
|
|
|
Name, Age and Address of
|
|
Held with
|
|
Time
|
|
|
|
Interested
|
|
|
Other Directorships Held
|
|
Interested
Trustee
|
|
the Trusts
|
|
Served*
|
|
Principal Occupation(s) During Past 5 Years
|
|
Trustee
|
|
|
by Interested Trustee
|
|
|
James F. Higgins (60)
c/o Morgan
Stanley Trust
Harborside Financial Center
Plaza Two
Jersey City, NJ 07311
|
|
Trustee
|
|
Since
June
2000
|
|
Director or Trustee of the Retail Funds (since June 2000) and
Institutional Funds (since July 2003); Senior Advisor of Morgan
Stanley (since August 2000).
|
|
|
181
|
|
|
Director of AXA Financial, Inc. and The Equitable Life Assurance
Society of the United States (financial services).
|
|
|
|
|
*
|
|
This is the earliest date the
Trustee began serving the Retail Funds or Institutional Funds.
Trustees are elected every three years or until his or her
successor is elected.
|
Officers
of the Trusts
| |
|
|
|
|
|
|
|
|
|
Position(s)
|
|
Length
|
|
|
Name, Age and Address of
|
|
Held with
|
|
of Time
|
|
Principal Occupation(s)
|
|
Executive Officer
|
|
the Trusts
|
|
Served*
|
|
During Past 5 Years
|
|
|
Ronald E. Robison (69)
522 Fifth Avenue
New York, NY 10036
|
|
President and Principal Executive Officer
|
|
President since September 2005 and Principal Executive Officer
since May 2003
|
|
President (since September 2005) and Principal Executive Officer
(since May 2003) of funds in the Fund Complex; Managing
Director, Director and/or Officer of the Investment Adviser and
various entities affiliated with the Investment Adviser;
Director of Morgan Stanley SICAV (since May 2004). Formerly,
President (September 2005 to June 2008) and Principal Executive
Officer (May 2003 to June 2008) of the Van Kampen Funds;
Executive Vice President (July 2003 to September 2005) of funds
in the Fund Complex and the Van Kampen Funds; President and
Director of the Institutional Funds (March 2001 to July 2003);
Chief Administrative Officer of the Investment Adviser; Chief
Administrative Officer of Morgan Stanley Services Company Inc.
|
|
|
|
|
|
|
|
|
Kevin Klingert (46)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
|
|
Since June 2008
|
|
Chief Operating Officer of the Global Fixed Income Group of
Morgan Stanley Investment Management Inc. and the Investment
Adviser (since March 2008); Head of Global Liquidity Portfolio
Management and co-Head of Liquidity Credit Research of Morgan
Stanley Investment Management (since December 2007); Managing
Director of Morgan Stanley Investment Management Inc. and the
Investment Adviser (since December 2007). Previously, Managing
Director on the Management Committee and head of Municipal
Portfolio Management and Liquidity at BlackRock (October 1991 to
January 2007).
|
|
|
|
|
*
|
|
This is the earliest date the
Officer began serving the Retail Funds or Institutional Funds.
Each Officer serves an indefinite term, until his or her
successor is elected.
|
11
| |
|
|
|
|
|
|
|
|
|
Position(s)
|
|
Length
|
|
|
Name, Age and Address of
|
|
Held with
|
|
of Time
|
|
Principal Occupation(s)
|
|
Executive Officer
|
|
the Trusts
|
|
Served*
|
|
During Past 5 Years
|
|
|
Dennis F. Shea (55)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
|
|
Since
February 2006
|
|
Managing Director and (since February 2006) Chief Investment
Officer – Global Equity of Morgan Stanley
Investment Management; Vice President of the Retail Funds and
Institutional Funds (since February 2006). Formerly, Managing
Director and Director of Global Equity Research at Morgan
Stanley.
|
|
|
|
|
|
|
|
|
Amy R. Doberman (46)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
|
|
Since July 2004
|
|
Managing Director and General Counsel, U.S. Investment
Management of Morgan Stanley Investment Management (since July
2004); Vice President of the Retail Funds and Institutional
Funds (since July 2004); Vice President of the Van Kampen Funds
(since August 2004); Secretary (since February 2006) and
Managing Director (since July 2004) of the Investment Adviser
and various entities affiliated with the Investment Adviser.
Formerly, Managing Director and General
Counsel – Americas, UBS Global Asset Management
(July 2000 to July 2004).
|
|
|
|
|
|
|
|
|
Carsten Otto (44)
522 Fifth Avenue
New York, NY 10036
|
|
Chief Compliance Officer
|
|
Since October 2004
|
|
Managing Director and Global Head of Compliance for Morgan
Stanley Investment Management (since April 2007) and Chief
Compliance Officer of the Retail Funds and Institutional Funds
(since October 2004). Formerly, U.S. Director of Compliance
(October 2004 – April 2007) and Assistant
Secretary and Assistant General Counsel of the Retail Funds.
|
|
|
|
|
|
|
|
|
Stefanie V. Chang Yu (41)
522 Fifth Avenue
New York, NY 10036
|
|
Vice President
|
|
Since December 1997
|
|
Managing Director of the Investment Adviser and various entities
affiliated with the Investment Adviser; Vice President of the
Retail Funds (since July 2002) and Institutional Funds (since
December 1997). Formerly, Secretary of various entities
affiliated with the Investment Adviser.
|
|
|
|
|
|
|
|
|
Francis J. Smith (43)
c/o Morgan
Stanley Trust
Harborside Financial Center
Plaza Two
Jersey City, NJ 07311
|
|
Treasurer and Chief Financial Officer
|
|
Treasurer since July 2003 and Chief Financial Officer since
September 2002
|
|
Executive Director of the Investment Adviser and various
entities affiliated with the Investment Adviser; Treasurer and
Chief Financial Officer of the Retail Funds (since July 2003).
|
|
|
|
|
|
|
|
|
Mary E. Mullin (41)
522 Fifth Avenue
New York, NY 10036
|
|
Secretary
|
|
Since June 1999
|
|
Executive Director of the Investment Adviser and various
entities affiliated with the Investment Adviser; Secretary of
the Retail Funds (since July 2003) and Institutional Funds
(since June 1999).
|
|
|
|
|
*
|
|
This is the earliest date the
Officer began serving the Retail Funds or Institutional Funds.
Each Officer serves an indefinite term, until his or her
successor is elected.
|
12
For each Trustee, the dollar range of equity securities
beneficially owned by the Trustees in the Trusts and in the
Family of Investment Companies (Family of Investment Companies
includes all of the registered investment companies advised by
the Investment Adviser, Morgan Stanley Investment Management
Inc. and Morgan Stanley AIP GP LP) as of December 31, 2007
is shown below.
| |
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Dollar Range of Equity Securities in
|
|
|
|
Dollar Range of Equity
|
|
|
All Registered Investment Companies Overseen
|
|
|
|
Securities in the Trusts
|
|
|
by Trustee in Family of Investment
|
|
Name of Trustee
|
|
(As of December 31, 2007)
|
|
|
Companies (As of December 31, 2007)
|
|
|
|
Independent:
|
|
|
|
|
|
|
|
Frank L.
Bowman(1)
|
|
|
None
|
|
|
over $100,000
|
|
Michael Bozic
|
|
|
None
|
|
|
over $100,000
|
|
Kathleen A. Dennis
|
|
|
None
|
|
|
over $100,000
|
|
Manuel H. Johnson
|
|
|
None
|
|
|
over $100,000
|
|
Joseph J.
Kearns(1)
|
|
|
None
|
|
|
over $100,000
|
|
Michael F. Klein
|
|
|
None
|
|
|
over $100,000
|
|
Michael E. Nugent
|
|
|
None
|
|
|
over $100,000
|
|
W. Allen Reed
|
|
|
None
|
|
|
over $100,000
|
|
Fergus
Reid(1)
|
|
|
None
|
|
|
over $100,000
|
|
Interested:
|
|
|
|
|
|
|
|
James F. Higgins
|
|
|
None
|
|
|
over $100,000
|
|
|
|
|
(1)
|
|
Includes the total amount of
compensation deferred by the Trustee at his election pursuant to
a deferred compensation plan. Such deferred compensation is
placed in a deferral account and deemed to be invested in one or
more of the Retail Funds or Institutional Funds (or portfolio
thereof) that are offered as investment options under the plan.
|
As to each Independent Trustee and his or her immediate family
members, no person owned beneficially or of record securities in
an investment adviser or principal underwriter of the Trusts, or
a person (other than a registered investment company) directly
or indirectly controlling, controlled by or under common control
with an investment adviser or principal underwriter of the
Trusts as of the record date.
The
Independent Trustees and the Committees
Law and regulation establish both general guidelines and
specific duties for the Independent Trustees. The Retail Funds
seek as Independent Trustees individuals of distinction and
experience in business and finance, government service or
academia; these are people whose advice and counsel are in
demand by others and for whom there is often competition. To
accept a position on the Retail Funds’ Boards, such
individuals may reject other attractive assignments because the
Retail Funds make substantial demands on their time. The Board
has four Committees: (1) Audit Committee,
(2) Governance Committee, (3) Insurance, Valuation and
Compliance Committee and (4) Investment Committee. Three of
the Independent Trustees serve as members of the Audit
Committee, three Independent Trustees serve as members of the
Governance Committee, four Trustees, including three Independent
Trustees, serve as members of the Insurance, Valuation and
Compliance Committee and all of the Trustees serve as members of
the Investment Committee.
The Independent Trustees are charged with recommending to the
full Board approval of management, advisory and administration
contracts, and distribution and underwriting agreements;
continually reviewing fund performance; checking on the pricing
of portfolio securities, brokerage commissions, transfer agent
costs and performance and trading among funds in the same
complex;
13
and approving fidelity bond and related insurance coverage and
allocations, as well as other matters that arise from time to
time.
The Board of Trustees of each Trust has a separately-designated
standing Audit Committee established in accordance with
Section 3(a)(58)(A) of the Securities Exchange Act of 1934,
as amended. Each Audit Committee is charged with recommending to
the full Board the engagement or discharge of the Trusts’
independent registered public accounting firm; directing
investigations into matters within the scope of the independent
registered public accounting firms’ duties, including the
power to retain outside specialists; reviewing with the
independent registered public accounting firm the audit plan and
results of the auditing engagement; approving professional
services provided by the independent registered public
accounting firm and other accounting firms prior to the
performance of such services; reviewing the independence of the
independent registered public accounting firm; considering the
range of audit and non-audit fees; reviewing the adequacy of
each Trust’s system of internal controls; and preparing and
submitting committee meeting minutes to the full Board.
The members of the Audit Committee of each Trust are Joseph J.
Kearns, Michael E. Nugent and W. Allen Reed. None of the members
of the Trusts’ Audit Committees is an “interested
person,” as defined under the 1940 Act, of any of the
Trusts (with such disinterested Trustees being “Independent
Trustees” or individually, “Independent
Trustee”). Each Independent Trustee is also
“independent” from each Trust under the listing
standards of the New York Stock Exchange, Inc.
(“NYSE”). The Chairperson of the Audit Committees of
each of the Trusts is Joseph J. Kearns. The Board of Trustees
for each Trust has adopted a formal written charter for the
Audit Committee which sets forth the Audit Committee’s
responsibilities. A copy of the Audit Committee Charter is
attached to the 2007 Joint Proxy Statement for the Trusts filed
with the Securities and Exchange Commission (the
“SEC”) on September 11, 2007.
The Board of Trustees of each Trust also has a Governance
Committee. The Governance Committee identifies individuals
qualified to serve as Independent Trustees on each Trust’s
Board and on committees of such Board and recommends such
qualified individuals for nomination by the Trusts’
Independent Trustees as candidates for election as Independent
Trustees, advises each Trust’s Board with respect to Board
composition, procedures and committees, develops and recommends
to each Trust’s Board a set of corporate governance
principles applicable to the Trusts, monitors and makes
recommendations on corporate governance matters and policies and
procedures of the Trusts’ Board of Trustees and any Board
committees and oversees periodic evaluations of the Trusts’
Board and its committees. The members of the Governance
Committee of each Trust are Kathleen A. Dennis, Michael F. Klein
and Fergus Reid, each of whom is an Independent Trustee. The
Chairperson of the Governance Committee is Fergus Reid. The
Board of Trustees for each Trust has adopted a formal written
charter for the Governance Committee which sets forth the
Governance Committee’s responsibilities. A copy of the
Governance Committee Charter is attached to the 2007 Joint Proxy
Statement filed for the Trusts with the SEC on
September 11, 2007.
The Trusts do not have a separate nominating committee. While
each Trust’s Governance Committee recommends qualified
candidates for nominations as Independent Trustees, the Board of
Trustees of each Trust believes that the task of nominating
prospective Independent Trustees is important enough to require
the participation of all current Independent Trustees, rather
than a separate committee consisting of only certain Independent
Trustees. Accordingly, each current Independent Trustee (Frank
L. Bowman, Michael Bozic, Kathleen A. Dennis, Manuel H. Johnson,
Joseph J.
14
Kearns, Michael F. Klein, Michael E. Nugent, W. Allen Reed and
Fergus Reid) for all Trusts participates in the election and
nomination of candidates for election as Independent Trustees
for the respective Trusts for which the Independent Trustee
serves. Persons recommended by each Trust’s Governance
Committee as candidates for nomination as Independent Trustees
shall possess such knowledge, experience, skills, expertise and
diversity so as to enhance the Board’s ability to manage
and direct the affairs and business of the Trusts, including,
when applicable, to enhance the ability of committees of the
Board to fulfill their duties
and/or to
satisfy any independence requirements imposed by law, regulation
or any listing requirements of the NYSE. While the Independent
Trustees of each of the Trusts expect to be able to continue to
identify from their own resources an ample number of qualified
candidates for each Trust’s Board as they deem appropriate,
they will consider nominations from Shareholders to the Board.
Nominations from Shareholders should be in writing and sent to
the Independent Trustees as described below under the caption
“Shareholder Communications.”
The Board formed an Insurance, Valuation and Compliance
Committee to review the valuation process, address insurance
coverage and oversee the compliance function for each Trust and
its Board. The Insurance, Valuation and Compliance Committee
consists of Frank L. Bowman, Michael Bozic, James F. Higgins and
Manuel H. Johnson. Frank L. Bowman, Michael Bozic and Manuel H.
Johnson are all Independent Trustees. The Chairperson of the
Insurance, Valuation and Compliance Committee is Michael Bozic.
The Insurance, Valuation and Compliance Committee has an
Insurance Sub-Committee to review and monitor the insurance
coverage maintained by each Trust. The Chairperson of the
Insurance Sub-Committee is Frank L. Bowman. The Insurance,
Valuation and Compliance Committee and the Insurance
Sub-Committee were formed in October 2006 and February 2007,
respectively.
The Investment Committee oversees the portfolio investment
process for and reviews the performance of each Trust. The
Investment Committee also recommends to the Board to approve or
renew each Trust’s Investment Advisory and Administration
Agreements. The members of the Investment Committee are Frank L.
Bowman, Michael Bozic, Kathleen A. Dennis, James F. Higgins,
Manuel H. Johnson, Joseph J. Kearns, Michael F. Klein, Michael
E. Nugent, W. Allen Reed and Fergus Reid. The Chairperson of the
Investment Committee is Manuel H. Johnson.
The Investment Committee has three Sub-Committees, each with its
own Chairperson. Each Sub-Committee focuses on the Trusts’
primary areas of investment, namely equities, fixed income and
alternatives. The Sub-Committees and their members are as
follows:
(1) Equity – W. Allen Reed (Chairperson), Frank
L. Bowman and Michael E. Nugent.
(2) Fixed-Income – Michael F. Klein
(Chairperson), Michael Bozic and Fergus Reid.
(3) Money Market and Alternatives – Kathleen A.
Dennis (Chairperson), James F. Higgins and Joseph J. Kearns.
15
The following chart sets forth the number of meetings of the
Board, the Independent Trustees, the Audit Committee, the
Insurance, Valuation and Compliance Committee, the Governance
Committee and the Investment Committee of each Trust during its
most recent fiscal year. For the 2007 fiscal year, each Trustee
attended at least seventy-five percent of the aggregate number
of meetings of the Board and any committee on which he or she
served held during the time such Trustee was a member of the
Board.
Number of
Board and Committee Meetings Held During Last Fiscal
Year
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Valuation and
|
|
|
|
|
|
|
|
|
|
|
Board of
|
|
Audit
|
|
Compliance
|
|
Governance
|
|
Investment
|
|
|
|
Fiscal
|
|
|
Trustees
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Name of Trust
|
|
Year-End
|
|
|
Meetings
|
|
Meetings
|
|
Meetings
|
|
Meetings
|
|
Meetings
|
|
|
|
IMT
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
|
IMC
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
|
IIM
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
|
IIC
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
|
IQI
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
|
IQT
|
|
|
10/31/07
|
|
|
6
|
|
7
|
|
3
|
|
3
|
|
3
|
For annual shareholder meetings, Trustees may but are not
required to attend the meetings; and for each Trust’s last
annual shareholder meeting, no Trustees attended the meeting.
Advantages of Having Same Individuals as Independent Trustees
for the Retail Funds and Institutional Funds
The Independent Trustees and the Trusts’ management believe
that having the same Independent Trustees for each of the Retail
Funds and Institutional Funds avoids the duplication of effort
that would arise from having different groups of individuals
serving as Independent Trustees for each of the funds or even of
sub-groups of funds. They believe that having the same
individuals serve as Independent Trustees of all the Retail
Funds and Institutional Funds tends to increase their knowledge
and expertise regarding matters which affect the
Fund Complex generally and enhances their ability to
negotiate on behalf of each fund with the funds’ service
providers. This arrangement also precludes the possibility of
separate groups of Independent Trustees arriving at conflicting
decisions regarding operations and management of the funds and
avoids the cost and confusion that would likely ensue. Finally,
having the same Independent Trustees serve on all fund boards
enhances the ability of each fund to obtain, at modest cost to
each separate fund, the services of Independent Trustees of the
caliber, experience and business acumen of the individuals who
serve as Independent Trustees of the Retail Funds and
Institutional Funds.
Shareholder
Communications
Shareholders may send communications to each Trust’s Board
of Trustees. Shareholders should send communications intended
for each Trust’s Board by addressing the communications
directly to that Board (or individual Board members)
and/or
otherwise clearly indicating in the salutation that the
communication is for the Board (or individual Board members) and
by sending the communication to
16
either the Trust’s office or directly to such Board
member(s) at the address specified for each Trustee previously
noted. Other shareholder communications received by the Trust
not directly addressed and sent to the Trust’s Board will
be reviewed and generally responded to by management, and will
be forwarded to the Board only at management’s discretion
based on the matters contained therein.
Share
Ownership by Trustees
The Trustees have adopted a policy pursuant to which each
Trustee
and/or his
or her spouse is required to invest at least $100,000 in any of
the funds in the Morgan Stanley Retail and Institutional Funds
on whose boards the Trustee serves. In addition, the policy
contemplates that the Trustees will, over time, increase their
aggregate investment in the funds above the $100,000 minimum
requirement. The Trustees may allocate their investments among
specific funds in any manner they determine is appropriate based
on their individual investment objectives. Any future Trustee
will be given a one year period following his or her election
within which to comply with the foregoing. As of the date of
this Joint Proxy Statement, each Trustee is in compliance with
the policy. As of December 31, 2007, the total value of the
investments by the Trustees
and/or their
spouses in shares of the Morgan Stanley Retail Funds and
Institutional Funds was approximately $7.1 million. This
amount includes compensation deferred by the Trustee at his or
her election pursuant to a deferred compensation plan. Such
deferred compensation is placed in a deferral account and deemed
to be invested in one or more of the Retail Funds or
Institutional Funds (or portfolio thereof) that are offered as
investment options under the plan.
As of the Record Date for these Meetings, the aggregate number
of shares of each Trust owned by the Trust’s officers and
Trustees as a group was less than one percent of each
Trust’s outstanding shares.
Section 16(a)
Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934
requires that each Trust’s executive officers and Trustees,
and beneficial owners of more than 10% of its shares, make
certain filings on a timely basis under Section 16(a) of
the Exchange Act. Based solely on each Trust’s review of
copies of such reports of ownership furnished to the Trusts, the
Trusts believe that during the past fiscal year all of its
officers, Trustees and greater than 10% beneficial holders
complied with all applicable filing requirements.
Compensation
of Trustees
Effective October 1, 2007, each Trustee (except for the
Chairperson of the Boards) receives an annual retainer fee of
$200,000 for serving the Retail Funds and the Institutional
Funds. Prior to October 1, 2007, each Trustee (except for
the Chairperson of the Boards) received an annual retainer fee
of $180,000 for serving the Retail Funds and the Institutional
Funds.
The Chairperson of the Audit Committee receives an additional
annual retainer fee of $75,000 and the Investment Committee
Chairperson receives an additional annual retainer fee of
$60,000. Other Committee Chairpersons receive an additional
annual retainer fee of $30,000 and the Sub-Committee
Chairpersons receive an additional annual retainer fee of
$15,000. The aggregate compensation paid to each Trustee is paid
by the Retail Funds and the Institutional Funds, and is
allocated on a pro rata basis among each of the operational
funds/portfolios of the Retail Funds and the Institutional Funds
based
17
on the relative net assets of each of the funds/portfolios.
Michael E. Nugent receives a total annual retainer fee of
$400,000 ($360,000 prior to October 1, 2007) for his
services as Chairperson of the Boards of the Retail Funds and
the Institutional Funds and for administrative services provided
to each Board.
The Trusts also reimburse the Trustees for travel and other
out-of-pocket expenses incurred by them in connection with
attending such meetings. Trustees of the Trusts who are employed
by the Investment Adviser receive no compensation or expense
reimbursement from the Trust for their services as Trustee.
Effective April 1, 2004, the Trusts began a Deferred
Compensation Plan (the “DC Plan”), which allows
each Trustee to defer payment of all, or a portion, of the fees
he or she receives for serving on the Board of Trustees
throughout the year. Each eligible Trustee generally may elect
to have the deferred amounts credited with a return equal to the
total return on one or more of the Retail Funds or Institutional
Funds (or portfolios thereof) that are offered as investment
options under the DC Plan. At the Trustee’s election,
distributions are either in one lump sum payment, or in the form
of equal annual installments over a period of five years. The
rights of an eligible Trustee and the beneficiaries to the
amounts held under the DC Plan are unsecured and such
amounts are subject to the claims of the creditors of the Trusts.
Prior to April 1, 2004, the Institutional Funds maintained
a similar Deferred Compensation Plan (the “Prior
DC Plan”), which also allowed each Independent Trustee
to defer payment of all, or a portion, of the fees he or she
received for serving on the Board of Trustees throughout the
year. The DC Plan amends and supersedes the Prior
DC Plan and all amounts payable under the Prior
DC Plan are now subject to the terms of the DC Plan
(except for amounts paid during the calendar year 2004, which
remain subject to the terms of the Prior DC Plan).
18
The following table shows aggregate compensation payable to each
of the Trustees from each Trust for the fiscal year ended
October 31, 2007 and the aggregate compensation payable to
each of the Trust’s Trustees by the Fund Complex (which
includes all of the Retail Funds and Institutional Funds) for
the calendar year ended December 31, 2007.
Compensation(1)
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total compensation
|
|
|
|
|
Total compensation
from(2)
|
|
|
from the Fund
|
|
|
Name of Independent Trustees
|
|
IMT
|
|
|
IMC
|
|
|
IIM
|
|
|
IIC
|
|
|
IQI
|
|
|
IQT
|
|
|
Complex(3)
|
|
|
|
|
Frank L.
Bowman(2)
|
|
$
|
500
|
|
|
$
|
110
|
|
|
$
|
609
|
|
|
$
|
288
|
|
|
$
|
714
|
|
|
$
|
398
|
|
|
$
|
197,500
|
|
|
Michael Bozic
|
|
|
541
|
|
|
|
119
|
|
|
|
659
|
|
|
|
312
|
|
|
|
773
|
|
|
|
431
|
|
|
|
215,000
|
|
|
Kathleen A. Dennis
|
|
|
509
|
|
|
|
112
|
|
|
|
620
|
|
|
|
294
|
|
|
|
727
|
|
|
|
405
|
|
|
|
200,000
|
|
|
Manuel H. Johnson
|
|
|
616
|
|
|
|
156
|
|
|
|
757
|
|
|
|
356
|
|
|
|
881
|
|
|
|
491
|
|
|
|
245,000
|
|
|
Joseph J.
Kearns(2)
|
|
|
655
|
|
|
|
145
|
|
|
|
799
|
|
|
|
378
|
|
|
|
937
|
|
|
|
522
|
|
|
|
268,125
|
|
|
Michael F. Klein
|
|
|
509
|
|
|
|
112
|
|
|
|
620
|
|
|
|
294
|
|
|
|
727
|
|
|
|
405
|
|
|
|
200,000
|
|
|
Michael E. Nugent
|
|
|
930
|
|
|
|
210
|
|
|
|
1,133
|
|
|
|
536
|
|
|
|
1,329
|
|
|
|
741
|
|
|
|
370,000
|
|
|
W. Allen
Reed(2)
|
|
|
506
|
|
|
|
112
|
|
|
|
617
|
|
|
|
292
|
|
|
|
724
|
|
|
|
404
|
|
|
|
200,000
|
|
|
Fergus Reid
|
|
|
541
|
|
|
|
119
|
|
|
|
659
|
|
|
|
312
|
|
|
|
773
|
|
|
|
431
|
|
|
|
223,125
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name of Interested
Trustees
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
James F.
Higgins(4)
|
|
|
343
|
|
|
|
75
|
|
|
|
418
|
|
|
|
198
|
|
|
|
490
|
|
|
|
273
|
|
|
|
140,000
|
|
|
|
|
|
(1)
|
|
Includes all amounts paid for
serving as director/trustee of the funds, as well as serving as
Chairperson of the Boards or a Chairperson of a Committee or
Sub-Committee.
|
| |
|
(2)
|
|
The amounts shown in this column
represent the aggregate compensation before deferral with
respect to the Trusts’ fiscal year. The following Trustees
deferred compensation from the Trusts during the fiscal year
ended October 31, 2007: Mr. Bowman, $2,619;
Mr. Kearns, $1,719; Mr. Reed, $2,655.
|
| |
|
(3)
|
|
The amounts shown in this column
represent the aggregate compensation paid by all of the funds in
the Fund Complex as of December 31, 2007 before deferral by
the Trustees under the DC Plan. As of December 31,
2007, the value (including interest) of the deferral accounts
across the Funds Complex for Messrs. Bowman, Kearns, Reed
and Reid pursuant to the deferred compensation plan was
$280,314, $1,090,394, $207,268 and $904,961, respectively.
Because the funds in the Fund Complex have different fiscal year
ends, the amounts shown in this column are presented on a
calendar year basis.
|
| |
|
(4)
|
|
Mr. Higgins was approved to
receive an annual retainer at the
February 20-21,
2007 Board Meeting.
|
Prior to December 31, 2003, 49 of the Retail Funds (the
“Adopting Funds”), including the Trust’s, had
adopted a retirement program under which an Independent Trustee
who retired after serving for at least five years as an
Independent Trustee of any such fund (an “Eligible
Trustee”) would have been entitled to retirement payments,
based on factors such as length of service, upon reaching the
eligible retirement age. On December 31, 2003 the amount of
accrued retirement benefits for each Eligible Trustee was
frozen, and will be payable, together with a return of 8%
per annum, at or following each such Eligible
Trustee’s retirement as shown in the table below.
The following tables illustrate the retirement benefits accrued
to the Trusts’ Independent Trustees by the Trusts for the
fiscal year ended October 31, 2007 and by the Adopting
Funds for the calendar year ended December 31, 2007, and
the estimated retirement benefits for the Independent Trustees
from the Trusts as of the fiscal year ended October 31,
2007 and from the Adopting Funds for each
19
calendar year following retirement. Only the Trustees listed
below participated in the retirement program.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retirement Benefits Accrued as Trust Expenses
|
|
|
|
|
By
|
|
|
By
|
|
|
By
|
|
|
By
|
|
|
By
|
|
|
By
|
|
|
By all
|
|
|
Name of Independent Trustee:
|
|
IMT
|
|
|
IMC
|
|
|
IIM
|
|
|
IIC
|
|
|
IQI
|
|
|
IQT
|
|
|
Adopting Funds
|
|
|
|
|
Michael Bozic
|
|
|
420
|
|
|
|
422
|
|
|
|
419
|
|
|
|
422
|
|
|
|
422
|
|
|
|
420
|
|
|
|
17,614
|
|
|
Manuel H. Johnson
|
|
|
434
|
|
|
|
435
|
|
|
|
434
|
|
|
|
435
|
|
|
|
435
|
|
|
|
434
|
|
|
|
18,586
|
|
|
Michael E. Nugent
|
|
|
820
|
|
|
|
824
|
|
|
|
819
|
|
|
|
824
|
|
|
|
824
|
|
|
|
820
|
|
|
|
29,524
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated Annual Benefits Upon
Retirement(1)
|
|
|
|
|
From
|
|
|
From
|
|
|
From
|
|
|
From
|
|
|
From
|
|
|
From
|
|
|
From all
|
|
|
Name of Independent Trustee:
|
|
IMT
|
|
|
IMC
|
|
|
IIM
|
|
|
IIC
|
|
|
IQI
|
|
|
IQT
|
|
|
Adopting Funds
|
|
|
|
|
Michael Bozic
|
|
|
997
|
|
|
|
997
|
|
|
|
997
|
|
|
|
997
|
|
|
|
997
|
|
|
|
997
|
|
|
|
45,874
|
|
|
Manuel H. Johnson
|
|
|
1,451
|
|
|
|
1,451
|
|
|
|
1,451
|
|
|
|
1,451
|
|
|
|
1,451
|
|
|
|
1,451
|
|
|
|
67,179
|
|
|
Michael E. Nugent
|
|
|
1,299
|
|
|
|
1,299
|
|
|
|
1,299
|
|
|
|
1,299
|
|
|
|
1,299
|
|
|
|
1,299
|
|
|
|
60,077
|
|
|
|
|
|
(1)
|
|
Total compensation accrued under
the retirement plan, together with a return of 8%
per annum, will be paid annually commencing upon retirement
and continuing for the remainder of the Trustee’s life.
|
Assuming a Quorum is present, approval of the Proposal with
respect to each Trust will require the affirmative vote of a
majority of each Trust’s shares represented in person or by
proxy at the Meeting and entitled to vote at the Meeting.
The Board of Trustees of each Trust unanimously recommends
that Shareholders vote FOR the election of each of the Trustees
nominated for election.
The
Investment Adviser
Morgan Stanley Investment Advisors serves as each Trust’s
investment adviser pursuant to an investment advisory agreement.
Morgan Stanley Investment Advisors maintains its offices at
522 Fifth Avenue, New York, New York 10036.
Morgan Stanley Investment Advisors is a wholly-owned subsidiary
of Morgan Stanley, a Delaware Corporation. Morgan Stanley is a
preeminent global financial services firm engaged in securities
trading and brokerage activities, as well as providing
investment banking, research and analysis, financing and
financial advisory services.
Morgan Stanley Services, a wholly owned subsidiary of the
Investment Adviser, serves as the Administrator of each Trust
pursuant to an administration agreement. The Investment Adviser
and the Administrator serve in various investment management,
advisory, management and administrative capacities to investment
companies and pension plans and other institutional and
individual investors. The address of the Administrator is the
same as that of the Investment Adviser set forth above.
Morgan Stanley has its offices at 1585 Broadway, New York, New
York 10036. There are various lawsuits pending against Morgan
Stanley involving material amounts which, in the opinion of its
management, will be resolved with no material effect on the
consolidated financial position of the company.
20
Audit
Committee Report
At a meeting held on September 25, 2007, the Board of
Trustees of each Trust, including a majority of the Trustees who
are not “interested persons” of the Trusts, as defined
under the 1940 Act, acting on the recommendation of the Audit
Committee of the Trust, selected Deloitte & Touche LLP
to act as the independent registered public accounting firm for
the Trust for the fiscal year ending October 31, 2008.
The Audit Committee of each Trust has reviewed and discussed the
financial statements of each Trust with management as well as
with Deloitte & Touche LLP, the independent registered
public accounting firm for each Trust. In the course of its
discussions, the Audit Committee also discussed with
Deloitte & Touche LLP any relevant matters required to
be discussed under Statement on Auditing Standards No. 61.
Based on this review, the Audit Committee recommended to the
Board of Trustees of each Trust that each Trust’s audited
financial statements be included in each Trust’s Annual
Report to Shareholders for the most recent fiscal year for
filing with the SEC.
The Audit Committee of each Trust has received the written
disclosures and the letter from Deloitte & Touche LLP
required under Independence Standards Board No. 1 and has
discussed with the independent registered public accounting firm
their independence.
The Audit Committee
Joseph J. Kearns (Chairperson)
Michael E. Nugent
W. Allen Reed
Representatives from Deloitte & Touche LLP are not
expected to be present at the Meetings but are expected to be
available by telephone. Deloitte & Touche LLP will
have the opportunity to make a statement if they desire to do so
and the representatives from Deloitte & Touche LLP, if
available, will respond to appropriate questions from
Shareholders.
21
FEES
BILLED BY THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
Audit
Fees
The aggregate fees for professional services billed by
Deloitte & Touche LLP in connection with the annual
audit and review of financial statements of IMT,
IMC, IIM, IIC, IQI and IQT for the fiscal years ended
October 31, 2006 and October 31, 2007 are set forth
below.
| |
|
|
|
|
|
|
|
|
|
|
|
2006
|
|
|
2007
|
|
|
|
|
IMT
|
|
$
|
31,200
|
|
|
$
|
31,500
|
|
|
IMC
|
|
$
|
31,200
|
|
|
$
|
31,250
|
|
|
IIM
|
|
$
|
31,200
|
|
|
$
|
31,500
|
|
|
IIC
|
|
$
|
30,448
|
|
|
$
|
31,250
|
|
|
IQI
|
|
$
|
28,800
|
|
|
$
|
29,000
|
|
|
IQT
|
|
$
|
28,800
|
|
|
$
|
28,750
|
|
Audit-Related
Fees
The aggregate audit-related fees billed by Deloitte &
Touche LLP related to the annual audit of each Trust’s
financial statements for their respective fiscal years ended
October 31, 2006 and 2007, for the translation of financial
statements for data verification and
agreed-upon
procedures related to asset securitizations and
agreed-upon
procedures engagements are set forth below.
| |
|
|
|
|
|
|
|
|
|
|
|
2006
|
|
|
2007
|
|
|
|
|
IMT
|
|
$
|
6,096
|
|
|
$
|
5,750
|
|
|
IMC
|
|
$
|
6,096
|
|
|
$
|
5,750
|
|
|
IIM
|
|
$
|
6,096
|
|
|
$
|
5,750
|
|
|
IIC
|
|
$
|
6,105
|
|
|
$
|
5,750
|
|
|
IQI
|
|
$
|
6,096
|
|
|
$
|
5,750
|
|
|
IQT
|
|
$
|
6,096
|
|
|
$
|
5,750
|
|
Tax
Fees
The aggregate fees billed by Deloitte & Touche LLP in
connection with tax compliance, tax advice and tax planning for
each Trust for their respective fiscal years ended
October 31, 2006 and 2007, which represent fees paid for
the review of the Federal, state and local tax returns for each
Trust, are set forth below.
| |
|
|
|
|
|
|
|
|
|
|
|
2006
|
|
|
2007
|
|
|
|
|
IMT
|
|
$
|
4,900
|
|
|
$
|
5,047
|
|
|
IMC
|
|
$
|
4,900
|
|
|
$
|
5,047
|
|
|
IIM
|
|
$
|
4,900
|
|
|
$
|
5,047
|
|
|
IIC
|
|
$
|
5,026
|
|
|
$
|
5,047
|
|
|
IQI
|
|
$
|
4,900
|
|
|
$
|
5,047
|
|
|
IQT
|
|
$
|
4,900
|
|
|
$
|
5,047
|
|
22
All Other
Fees
There were no fees billed by Deloitte & Touche LLP for
any other products and services not set forth above for each
Trust for the respective fiscal years ended October 31,
2006 and 2007.
Audit
Committee Pre-approval
Each Trust’s Audit Committee’s policy is to review and
pre-approve all auditing and non-auditing services to be
provided to the Trust by the Trust’s independent registered
public accounting firm. The Audit Committee Audit and Non-Audit
Pre-Approval Policy and Procedures requires each Trust’s
Audit Committee to either generally pre-approve certain services
without consideration of specific
case-by-case
services, or requires the specific pre-approval of services by
the Audit Committee or its delegate. Under the Policy, unless a
type of service has received general pre-approval, it will
require specific pre-approval by the Audit Committee if it is to
be provided by the independent registered public accounting
firm. Any services that are generally pre-approved may require
specific pre-approval by the Audit Committee if the services
exceed pre-approved cost levels or budgeted amounts. All of the
audit-related and the tax services described above for which
Deloitte & Touche LLP billed each of the Trust’s
fees for the fiscal year ended October 31, 2007 were
pre-approved by each Trust’s Audit Committee.
Aggregate
Non-Audit Fees paid by the Investment Adviser and Affiliated
Entities
The aggregate fees billed for professional services rendered by
Deloitte & Touche LLP for all other services provided
to the Investment Adviser and to any entities controlling,
controlled by or under common control with the Investment
Adviser for the fiscal years ended October 31, 2006 and
2007 amounted to approximately $6.7 million and
$5.8 million, respectively.
The Audit Committee of each Trust has considered whether the
provision of non-audit services and the provision of services to
affiliates of the Investment Adviser is compatible with
maintaining the independence of Deloitte & Touche LLP.
ADDITIONAL
INFORMATION
In the event that the necessary Quorum to transact business or
the vote required to approve or reject any proposal for any
Trust is not obtained at the Meeting of any Trust, the persons
named as proxies may propose one or more adjournments of the
Meeting of the applicable Trust to permit further solicitation
of proxies. Any such adjournment will require the affirmative
vote of the holders of a majority of the applicable Trust’s
shares present in person or by proxy at the Meeting. The persons
named as proxies will vote in favor of such adjournment those
proxies which have been received by the date of the Meeting.
Abstentions and broker “non-votes” will not count in
favor of or against any such vote for adjournment.
Abstentions and, if applicable, broker “non-votes”
will not count as votes in favor of any proposal, and broker
“non-votes” will not be deemed to be present at the
Meeting of any Trust for purposes of determining whether a
particular proposal to be voted upon has been approved. Broker
“non-votes” are shares held in street name for which
the broker indicates that instructions have not been received
from the beneficial owners or other persons entitled to vote and
for which the broker does not have discretionary voting
authority.
23
SHAREHOLDER
PROPOSALS
Proposals of security holders intended to be presented at the
next Annual Meeting of Shareholders of each respective Trust
must be received no later than June 3, 2009 for each Trust
for inclusion in the proxy statement and proxy for that meeting.
The mere submission of a proposal does not guarantee its
inclusion in the proxy materials or its presentation at the
meeting. Certain rules under the federal securities laws must be
met.
REPORTS
TO SHAREHOLDERS
Each Trust’s most recent Annual Report for the
Trust’s most recent fiscal year end and the most recent
Semi-Annual Report succeeding the Annual Report have been
previously sent to Shareholders and are available without charge
upon request from Morgan Stanley Investor Services, 2800 Post
Oak Blvd,
44th Floor,
Houston, Texas 77056, (888) 421-4015 (toll-free).
INTEREST
OF CERTAIN PERSONS
Morgan Stanley, Morgan Stanley Investment Advisors, Morgan
Stanley & Co., Morgan Stanley Services, and certain of
their respective Directors, Officers, and employees, including
persons who are Trustees or Officers of the Trusts, may be
deemed to have an interest in certain of the proposals described
in this Joint Proxy Statement to the extent that certain of such
companies and their affiliates have contractual and other
arrangements, described elsewhere in this Joint Proxy Statement,
pursuant to which they are paid fees by the Trusts, and certain
of those individuals are compensated for performing services
relating to the Trusts and may also own shares of Morgan
Stanley. Such companies and persons may thus be deemed to derive
benefits from the approvals by Shareholders of such proposals.
OTHER
BUSINESS
The management of the Trusts knows of no other matters which may
be presented at the Meetings. However, if any matters not now
known properly come before the Meetings, it is the intention of
the persons named in the enclosed form of proxy, or their
substitutes, to vote all shares that they are entitled to vote
on any such matter, utilizing such proxy in accordance with
their best judgment on such matters.
By Order of the Board of Trustees
Secretary
24
MORGAN STANLEY INSURED
MUNICIPAL TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IMT
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
|
x
|
|
|
Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Proposals — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
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For
|
|
Withhold
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For
|
|
Withhold
|
|
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|
For
|
|
Withhold |
01 - Frank L. Bowman
|
|
o
|
|
o
|
|
02 - Michael Bozic
|
|
o
|
|
o
|
|
03 - James F. Higgins
|
|
o
|
|
o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
| |
|
|
|
|
Date (mm/dd/yyyy) - Please print date below.
|
|
Signature 1 - Please keep signature within the box.
|
|
Signature 2 - Please keep signature within the box. |
| |
|
|
|
|
|
|
|
|
|
|
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — MORGAN STANLEY INSURED MUNICIPAL TRUST
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley Insured Municipal Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
MORGAN STANLEY INSURED
MUNICIPAL BOND TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IMC
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
|
x
|
|
|
Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Election of Trustees — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
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For
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Withhold
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For
|
|
Withhold
|
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|
|
For
|
|
Withhold |
01 - Kathleen A. Dennis
|
|
o
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|
o
|
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02 - Joseph J. Kearns
|
|
o
|
|
o
|
|
03 - Fergus Reid
|
|
o
|
|
o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
| |
|
|
|
|
Date (mm/dd/yyyy) - Please print date below.
|
|
Signature 1 - Please keep signature within the box.
|
|
Signature 2 - Please keep signature within the box. |
| |
|
|
|
|
|
|
|
|
|
|
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — MORGAN STANLEY INSURED MUNICIPAL BOND TRUST
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley
Insured Municipal Bond Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
MORGAN STANLEY INSURED
MUNICIPAL INCOME TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IIM
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
|
x
|
|
|
Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Election of Trustees — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
|
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|
|
|
|
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|
|
|
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|
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For
|
|
Withhold
|
|
|
|
For
|
|
Withhold
|
|
|
|
For
|
|
Withhold |
01 - Kathleen A. Dennis |
|
o
|
|
o
|
|
02 - Joseph J. Kearns
|
|
o
|
|
o
|
|
03 - Fergus Reid
|
|
o
|
|
o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
| |
|
|
|
|
Date (mm/dd/yyyy) - Please print date below.
|
|
Signature 1 - Please keep signature within the box.
|
|
Signature 2 - Please keep signature within the box. |
| |
|
|
|
|
|
|
|
|
|
|
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — MORGAN STANLEY INSURED MUNICIPAL INCOME TRUST
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley Insured Municipal Income Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
MORGAN STANLEY CALIFORNIA
INSURED MUNICIPAL INCOME TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IIC
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
|
x
|
|
|
Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Election of Trustees — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Withhold
|
|
|
|
For
|
|
Withhold
|
|
|
|
For
|
|
Withhold |
01 - Kathleen A. Dennis
|
|
o
|
|
o
|
|
02 - Joseph J. Kearns
|
|
o
|
|
o
|
|
03 - Fergus Reid
|
|
o
|
|
o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
| |
|
|
|
|
Date (mm/dd/yyyy) - Please print date below.
|
|
Signature 1 - Please keep signature within the box.
|
|
Signature 2 - Please keep signature within the box. |
| |
|
|
|
|
|
|
|
|
|
|
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — MORGAN STANLEY CALIFORNIA INSURED MUNICIPAL INCOME TRUST
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley
California Insured Municipal Income Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
MORGAN STANLEY QUALITY
MUNICIPAL INCOME TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IQI
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
|
x
|
|
|
Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Election of Trustees — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Withhold
|
|
|
|
For
|
|
Withhold
|
|
|
|
For
|
|
Withhold |
01 - Frank L. Bowman
|
|
o
|
|
o
|
|
02 - Michael Bozic
|
|
o
|
|
o
|
|
03 - James F. Higgins
|
|
o
|
|
o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
| |
|
|
|
|
Date (mm/dd/yyyy) - Please print date below.
|
|
Signature 1 - Please keep signature within the box.
|
|
Signature 2 - Please keep signature within the box. |
| |
|
|
|
|
|
|
|
|
|
|
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — MORGAN STANLEY QUALITY MUNICIPAL INCOME TRUST
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman, and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley Quality Municipal Income Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
MORGAN STANLEY QUALITY
MUNICIPAL INVESTMENT TRUST
Electronic Voting Instructions
You can vote by Internet or telephone!
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the two voting
methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies submitted by the Internet or telephone must be
received by 9:00 a.m., Eastern Time, on October 1, 2008.
Vote by Internet
• Log on to the Internet and go to
www.investorvote.com/IQT
• Follow the steps outlined on the secured website.
Vote by telephone
• Call toll free 1-800-652-VOTE (8683) within the United
States,
Canada & Puerto Rico any time on a touch tone
telephone.
There is NO CHARGE to you for the call.
• Follow the instructions provided by the recorded message.
| |
|
|
|
|
Using a black ink pen, mark your votes with an X as shown in
this example. Please do not write outside the designated areas.
|
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x
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Annual Meeting Proxy Card
IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
A Proposals — The Board of Trustees recommends a vote FOR all the nominees listed.
1. Nominees:
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For
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Withhold
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For
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Withhold
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For
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Withhold |
01 - Frank L. Bowman
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o
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o
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02 - Michael Bozic
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o
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o
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03 - James F. Higgins
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o
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o |
2. To transact such other business as may properly come before the Meeting or any adjournment thereof.
B Non-Voting Items
Change of Address — Please print your new address below.
C Authorized Signatures — This section must be completed for your vote to be counted. — Date and Sign Below
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as
attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give
full title.
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Date (mm/dd/yyyy) - Please print date below.
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Signature 1 - Please keep signature within the box.
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Signature 2 - Please keep signature within the box. |
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IF YOU HAVE NOT VOTED VIA THE INTERNET OR TELEPHONE, FOLD ALONG THE PERFORATION, DETACH AND
RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE.
Proxy — Morgan Stanley Quality Municipal Investment Trust
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
The undersigned hereby appoints Ronald E. Robison, Stefanie V. Chang Yu, Mary E. Mullin and Amy R.
Doberman and each of them or their respective designees, with full power of substitution and
revocation, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be
held at the offices of Morgan Stanley Investment Management, 522 Fifth Avenue, New York, New York
10036 on October 1, 2008 at 9:00 a.m. New York City time, and at any and all adjournments thereof
(the “Meeting”), to vote all Shares of Morgan Stanley
Quality Municipal Investment Trust (the “Fund”)
which the undersigned would be entitled to vote, with all powers the undersigned would possess if
personally present, in accordance with the instructions indicated herein. This proxy is solicited
on behalf of the Board of Trustees of the Fund.
This proxy, when properly executed, will be voted in accordance with the instructions marked by the
undersigned on the reverse side. If no specification is made, this proxy will be voted “FOR” all of
the nominees listed herein and in the discretion of the proxies upon such other business as may
properly come before the Meeting.
Please vote, date and sign on the reverse side and return promptly in the enclosed envelope. Your
signature and return of this proxy card acknowledges receipt of the accompanying Notice of Meeting
and Proxy Statement for the Meeting to be held on October 1, 2008.
BroadridgeTM
51 MERCEDES WAY
EDGEWOOD NY 11717
BROADRIDGE
FINANCIAL SOLUTIONS, INC.
ATTENTION:
TEST PRINT
51 MERCEDES WAY
EDGEWOOD, NY
11717
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD OCTOBER 1, 2008
MS INSURED MUNICIPAL BOND TRUST-ARPS
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
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To vote by Internet |
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1)
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Read the Proxy Statement and have the voting instruction form below at hand. |
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2) |
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Go to website www.proxyvote.com. |
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3)
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Follow the instructions provided on the website. |
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To vote by Telephone |
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1)
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Read the Proxy Statement and have the voting instruction form below at hand. |
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2)
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Call 1-800-454-8683. |
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3)
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Follow the instructions. |
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To vote by Mail |
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1)
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Read the Proxy Statement. |
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2)
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Check the appropriate boxes on the voting instruction form below. |
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3)
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Sign and date the voting instruction form. |
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4)
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Return the voting instruction form in the envelope provided. |
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YOUR PROXY VOTE IS IMPORTANT!
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123,456,789,012,00000 |
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Do
not mail your Proxy Card when |
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A/C |
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è |
000000000000 |
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| you vote by phone or Internet. |
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CUSIP |
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1234567890123456789 |
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CLIENT |
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61745P353 |
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TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: |
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SEE VOTING INSTRUCTION NO. |
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XXX |
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| THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED x |
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ON REVERSE. |
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MRGMI2
MS INSURED MUNICIPAL BOND TRUST-ARPS
This proxy is solicited on behalf of the Board of Trustees.
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| 1. |
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Election of Three Trustees: |
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For |
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Withhold |
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For All |
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To withhold authority to vote for any individual nominee(s), |
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Nominees: |
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All |
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All |
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Except |
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mark “For All Except” and write the number(s) of the |
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nominee(s) on the line below. |
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01) |
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Kathleen A. Dennis |
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o |
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o |
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o |
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02) |
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Joseph J. Kearns |
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03) |
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Fergus Reid |
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PLEASE “X”
HERE ONLY IF YOU PLAN TO ATTEND
o
THE MEETING AND VOTE THESE SHARES IN PERSON
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Election of one Preferred Trustee: |
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Nominee: |
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04) |
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Manuel H. Johnson |
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The Annual Meeting of Shareholders of the above mentioned Fund will be held on October 1, 2008 at the principal offices of the Fund, 522 Fifth Avenue, New York, New York 10036, to vote on the
proposal set forth in the Notice of Annual Meeting.
This proxy when properly executed will be voted in the manner directed herein by the undersigned shareholder, and in the discretion of such proxies, upon any and all other matters as may
properly come before the meeting or any adjournment thereof. If no direction is made, this proxy will be voted “FOR” the Proposal.
Note: Please sign exactly as your name appears on this proxy card. All joint owners should sign. When signing as executor, administrator, attorney, trustee or guardian or as custodian for a
minor, please give full title as such. If a corporation, please sign in full corporate name and indicate the signer’s office. If a partner, sign in the partnership name.
*NOTE* SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.
PLEASE SIGN, DATE AND RETURN YOUR PROXY TODAY
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123,456,789,012 |
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Signature (PLEASE SIGN ON LINE) |
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DATE |
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S34707 |
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Signature (Joint Owners) |
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Date |
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61745P353 |
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1
1234567890123456789 |
|
BroadridgeTM
51 MERCEDES WAY
EDGEWOOD NY 11717
BROADRIDGE
FINANCIAL SOLUTIONS, INC.
ATTENTION:
TEST PRINT
51 MERCEDES WAY
EDGEWOOD, NY
11717
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD OCTOBER 1, 2008
MS CA INSURED MUNICIPAL INCOME TR-SER 1
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
| |
|
|
|
| |
To vote by Internet |
| |
1)
|
|
Read the Proxy Statement and have the voting instruction form below at hand. |
| |
2) |
|
Go to website www.proxyvote.com. |
| |
3)
|
|
Follow the instructions provided on the website. |
| |
|
|
|
| |
To vote by Telephone |
| |
1)
|
|
Read the Proxy Statement and have the voting instruction form below at hand. |
| |
2)
|
|
Call 1-800-454-8683. |
| |
3)
|
|
Follow the instructions. |
| |
|
|
|
| |
To vote by Mail |
| |
1)
|
|
Read the Proxy Statement. |
| |
2)
|
|
Check the appropriate boxes on the voting instruction form below. |
| |
3)
|
|
Sign and date the voting instruction form. |
| |
4)
|
|
Return the voting instruction form in the envelope provided. |
| |
|
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| |
|
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|
|
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|
YOUR PROXY VOTE IS IMPORTANT!
|
|
|
|
|
|
| |
|
|
|
123,456,789,012,00000 |
|
Do
not mail your Proxy Card when |
|
A/C |
|
|
|
è |
000000000000 |
|
| you vote by phone or Internet. |
|
CUSIP |
|
1234567890123456789 |
|
|
|
CLIENT |
|
|
|
|
61745P353 |
|
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: |
|
SEE VOTING INSTRUCTION NO. |
|
|
|
XXX |
|
| THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
x |
|
|
|
ON REVERSE. |
|
MRGMI2
MS CA INSURED MUNICIPAL INCOME TR-SER 1
This proxy is solicited on behalf of the Board of Trustees.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 1. |
|
Election of Three Trustees: |
|
|
|
For |
|
Withhold |
|
For All |
|
To withhold authority to vote for any individual nominee(s), |
| |
|
Nominees: |
|
|
|
All |
|
All |
|
Except |
|
mark “For All Except” and write the number(s) of the |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
nominee(s) on the line below. |
|
|
01) |
|
Kathleen A. Dennis |
|
|
|
o |
|
o |
|
o |
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02) |
|
Joseph J. Kearns |
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03) |
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Fergus Reid |
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| |
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|
|
|
PLEASE “X”
HERE ONLY IF YOU PLAN TO ATTEND
o
THE MEETING AND VOTE THESE SHARES IN PERSON
|
| |
|
Election of one Preferred Trustee: |
|
|
|
|
|
|
|
|
|
|
| |
|
Nominee: |
|
|
|
|
|
|
|
|
|
|
|
|
04) |
|
Manuel H. Johnson |
|
|
|
|
|
|
|
|
|
|
The Annual Meeting of Shareholders of the above mentioned Fund will be held on October 1, 2008 at
the principal offices of the Fund, 522 Fifth Avenue, New York, New York 10036, to vote on the proposal set forth in the Notice of Annual Meeting.
This proxy when properly executed will be voted in the manner directed herein by the undersigned shareholder, and in the discretion of such proxies, upon any and all
other matters as may properly come before the meeting or any adjournment thereof. If no direction is made, this proxy will be voted “FOR” the Proposal.
Note: Please sign exactly as your name appears on this proxy card. All joint owners should sign. When signing as executor, administrator, attorney, trustee or guardian or as custodian for a
minor, please give full title as such. If a corporation, please sign in full corporate name and indicate the signer’s office. If a partner, sign in the partnership name.
*NOTE* SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.
PLEASE SIGN, DATE AND RETURN YOUR PROXY TODAY
| |
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123,456,789,012 |
|
| |
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|
|
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|
Signature (PLEASE SIGN ON LINE) |
|
DATE |
|
|
|
S34707 |
|
Signature (Joint Owners) |
|
Date |
|
|
61745P353 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
1234567890123456789 |
|
BroadridgeTM
51 MERCEDES WAY
EDGEWOOD NY 11717
BROADRIDGE
FINANCIAL SOLUTIONS, INC.
ATTENTION:
TEST PRINT
51 MERCEDES WAY
EDGEWOOD, NY
11717
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD OCTOBER 1, 2008
MS INSURED MUNICIPAL INCOME TRUST-SER 5
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
| |
|
|
|
| |
To vote by Internet |
| |
1)
|
|
Read the Proxy Statement and have the voting instruction form below at hand. |
| |
2) |
|
Go to website www.proxyvote.com. |
| |
3)
|
|
Follow the instructions provided on the website. |
| |
|
|
|
| |
To vote by Telephone |
| |
1)
|
|
Read the Proxy Statement and have the voting instruction form below at hand. |
| |
2)
|
|
Call 1-800-454-8683. |
| |
3)
|
|
Follow the instructions. |
| |
|
|
|
| |
To vote by Mail |
| |
1)
|
|
Read the Proxy Statement. |
| |
2)
|
|
Check the appropriate boxes on the voting instruction form below. |
| |
3)
|
|
Sign and date the voting instruction form. |
| |
4)
|
|
Return the voting instruction form in the envelope provided. |
| |
|
|
|
| |
|
|
|
|
|
|
|
|
|
YOUR PROXY VOTE IS IMPORTANT!
|
|
|
|
|
|
| |
|
|
|
123,456,789,012,00000 |
|
Do
not mail your Proxy Card when |
|
A/C |
|
|
|
è |
000000000000 |
|
| you vote by phone or Internet. |
|
CUSIP |
|
1234567890123456789 |
|
|
|
CLIENT |
|
|
|
|
61745P353 |
|
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: |
|
SEE VOTING INSTRUCTION NO. |
|
|
|
XXX |
|
| THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
x |
|
|
|
ON REVERSE. |
|
MRGMI2
MS INSURED MUNICIPAL INCOME TRUST-SER 5
This proxy is solicited on behalf of the Board of Trustees.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 1. |
|
Election of Three Trustees: |
|
|
|
For |
|
Withhold |
|
For All |
|
To withhold authority to vote for any individual nominee(s), |
| |
|
Nominees: |
|
|
|
All |
|
All |
|
Except |
|
mark “For All Except” and write the number(s) of the |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
nominee(s) on the line below. |
|
|
01) |
|
Kathleen A. Dennis |
|
|
|
o |
|
o |
|
o |
|
|
|
|
02) |
|
Joseph J. Kearns |
|
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03) |
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Fergus Reid |
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| |
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|
|
|
|
|
|
|
PLEASE “X”
HERE ONLY IF YOU PLAN TO ATTEND
o
THE MEETING AND VOTE THESE SHARES IN PERSON
|
| |
|
Election of one Preferred Trustee: |
|
|
|
|
|
|
|
|
|
|
| |
|
Nominee: |
|
|
|
|
|
|
|
|
|
|
|
|
04) |
|
Manuel H. Johnson |
|
|
|
|
|
|
|
|
|
|
The Annual Meeting of Shareholders of the above mentioned Fund will be held on October 1, 2008 at
the principal offices of the Fund, 522 Fifth Avenue, New York, New York 10036, to vote on the proposal set forth in the Notice of Annual Meeting.
This proxy when properly executed will be voted in the manner directed herein by the undersigned shareholder, and in the discretion of such proxies, upon any and all
other matters as may properly come before the meeting or any adjournment thereof. If no direction is made, this proxy will be voted “FOR” the Proposal.
Note: Please sign exactly as your name appears on this proxy card. All joint owners should sign. When signing as executor, administrator, attorney, trustee or guardian or as custodian for a
minor, please give full title as such. If a corporation, please sign in full corporate name and indicate the signer’s office. If a partner, sign in the partnership name.
*NOTE* SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.
PLEASE SIGN, DATE AND RETURN YOUR PROXY TODAY
| |
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123,456,789,012 |
|
| |
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|
|
|
|
|
Signature (PLEASE SIGN ON LINE) |
|
DATE |
|
|
|
S34707 |
|
Signature (Joint Owners) |
|
Date |
|
|
61745P353 |
|
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|
1
1234567890123456789 |
|