Common use of Sch Clause in Contracts

Sch. A-13 MONEY MARKET FUNDS ------------------ Active Assets California Tax-Free Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion Active Assets Government Securities 05/31/97, as amended on 0.45% of the portion of the daily net assets not Trust 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion. Active Assets Institutional Government 03/08/02 0.10% of the daily net assets. Securities Trust On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Sch.A-14 MONEY MARKET FUNDS ------------------ Active Assets Institutional Money Trust 01/06/00 0.10% of the daily net assets. On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Active Assets Money Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98, 05/01/99, 05/01/01, exceeding $250 million; 0.375% of the portion of the 05/01/02 daily net assets exceeding $250 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 billion; 0.30% of the portion of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding $25 billion but not exceeding $30 billion; and 0.196% of the portion of the daily net assets exceeding $30 billion. Active Assets Tax-Free Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not Sch.A-15 MONEY MARKET FUNDS ------------------ exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; 0.20% of the portion of the daily net assets exceeding $3 billion but not exceeding $15 billion; and 0.199% of the portion of daily net assets exceeding $15 billion. Morgan Stanley California Tax- Xxxx 00/31/97, as amended on 0.45% of the portion of the daily net assets not Daily Income Trust 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Liquid Asset Funx Xxx. 00/31/97, as amended on 0.45% of the portion of the daily net assets not (Maryland Corporation) 04/30/98, 05/01/01, 05/01/02 exceeding $250 million; 0.375% of the portion of the daily net assets exceeding $250 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 billion; 0.30% of the portion of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding Sch.A-16

Sch. A-13 MONEY MARKET A-6 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets California Tax-Free Trust 05/31/97INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Global Infrastruxxxxx 00/31/97, as amended on 0.450.57% of the portion of the daily net assets not Fund 04/30/98 exceeding $500 million; 0.3750.47% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.300.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2.5 billion; 0.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion; 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $5 billion; and 0.345% of the portion of the daily net assets exceeding $5 billion. Morgan Stanley Health Sciences Xxxxx 00/31/97, as amended on 0.92% of the portion of the daily net assets not 04/30/98, 05/01/01 exceeding $500 million; 0.87% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.845% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Fuxx 00/04/99, as amended on 0.65% of the portion of the daily net assets not 05/01/01 exceeding $1 billion; and 0.60% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Vaxxx 00/14/01 0.80% of the daily net assets. Equity Fund Morgan Stanley Mid Cap Growth Fxxx 00/31/97, as amended on 0.42% of the portion of the daily net assets not 04/30/98 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Mid-Cap Value Fuxx 00/16/01 0.72% of the portion of daily net assets not exceeding $1 billion; and 0.65% of the portion of daily net assets exceeding $1 billion. Morgan Stanley Natural Resource 00/31/97, as amended on 0.545% of the portion of the daily net assets not Development Securities Inc. 04/30/98 exceeding $250 million; and 0.42% of the portion of the daily net assets exceeding $250 million. EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Pacific Growth Fxxx Xxc. 00/31/97, as amended on 0.87% of the portion of the daily net assets not 04/30/98, 11/01/98 exceeding $1 billion; 0.82% of the portion of the daily (Maryland corporation) net assets exceeding $1 billion but not exceeding $2 billion; 0.25and 0.77% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley Real Estate Fund 00/09/99 0.80% of the portion of the daily net assets not exceeding $500 million; 0.75% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.70% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley Select Dimensionx Xxxxsxxxxx Xeries- - Balanced Portfolio 05/31/97, as amended on 0.52% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/10/00 exceeding $500 million; and 0.495% of the portion of the daily net assets exceeding $500 million. - Capital Growth Portfolio 05/31/97, as amended on 0.50% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $1 billion; 0.45% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; 0.40% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.200.35% of the portion of the daily net assets exceeding $3 billion Active Assets Government Securities billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Trust 04/30/98 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. Sch.A-8 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Equally-Weighted S&P 500 Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98 exceeding $2 billion; and 0.10% of the portion of the daily net assets exceeding $2 billion. - Focus Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $2.5 billion; 0.395% of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion, 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $4.5 billion; and 0.345% of the portion of the daily net assets exceeding $4.5 billion. - Global Equity Portfolio 05/31/97, as amended on 0.92% of the daily net assets. 03/02/98, 05/01/98, 05/01/00 - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.47% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; 0.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.37% of the portion of the daily net assets exceeding $3 3.5 billion but not exceeding $5 billion. Active Assets Institutional Government 03/08/02 0.10; and 0.345% of the portion of the daily net assets. Securities Trust On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fundexceeding $5 billion. Sch.A-14 MONEY MARKET A-9 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets Institutional Money Trust 01/06/00 0.10% of the daily net assets. On an ongoing basisINTO PRIOR TO MAY 1, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Active Assets Money Trust 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- -Mid Cap Growth Portfolio 05/31/97, as amended on 0.450.42% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Series Funds -Moxxxx Xtxxxxx X.S. Multi-Cap Axxxx 00/06/08 0.78% of the portion of the daily net assets not Fund exceeding $1 billion; 0.750% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.725% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley S&P 500 Index Fuxx 00/28/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98, 05/01/99, 05/01/01, 05/01/04 exceeding $250 million2 billion; 0.375% of the portion of the 05/01/02 daily net assets exceeding $250 million but not exceeding $750 million; 0.325and 0.10% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 2 billion; 0.30. The Investment Adviser has agreed to cap the Fund's operating expenses (except for brokerage and 12b-1 fees) by assuming the Fund's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the portion average daily net assets of the Fund, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Fund's average daily net assets. Morgan Stanley Small-Mid Speciax Xxxxe 00/04/02 0.67% of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding $25 billion but not exceeding $30 billion; and 0.196% of the portion of the daily net assets exceeding $30 billionassets. Active Assets Tax-Free Trust 05/31/97Fund Morgan Stanley Special Growth Fxxx 00/28/99, as amended on 0.450.92% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not 05/01/00 exceeding $1 billion; 0.300.85% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275and 0.80% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Special Value Fuxx 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/99 05/01/02 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.62% of the portion of the daily net assets exceeding $1 billion. Sch.A-10 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Strategist Fund 00/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Technology Fund 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/00 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $3 billion; and 0.62% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Value Fund 00/22/98, as amended on 0.42% of the portion of daily net assets not exceeding 05/01/02, 05/01/04 $1 billion; 0.37% of the portion of the daily net assets exceeding $1 billion but not Sch.A-15 MONEY MARKET FUNDS ------------------ exceeding $2 billion; 0.250.32% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; 0.20and 0.27% of the portion of the daily net assets exceeding $3 billion but not exceeding $15 billion; and 0.199% of the portion of daily net assets exceeding $15 billion. Morgan Stanley California Tax- Xxxx 00/31/97Variable Investmxxx Xxxxxx- - Aggressive Equity Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Daily Income Trust 04/30/98 05/01/98, 05/01/99, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. Sch.A-11 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - European Equity Portfolio 05/31/97, as amended on 0.87% of the portion of daily net assets not exceeding 05/01/98, 05/01/99, 05/01/00 $500 million; 0.82% of the portion of daily net assets exceeding $500 million but not exceeding $2 billion; 0.77% of the portion of the daily net assets exceeding $2 billion but not exceeding $3 billion; and 0.745% of the portion of the daily net assets exceeding $3 billion. - Global Advantage Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.545% of the portion of the daily net assets exceeding $1.5 billion. - Global Dividend Growth Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.645% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.62% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.595% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.57% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Liquid Asset Funx Xxx. 00/31/97, as amended on 0.45% of the portion of the daily net assets 3.5 billion but not (Maryland Corporation) 04/30/98, 05/01/01, 05/01/02 exceeding $250 million4.5 billion; 0.375and 0.545% of the portion of the daily net assets exceeding $250 million but 4.5 billion. - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $750 500 million; 0.3250.47% of the portion of the daily net assets exceeding $750 500 million but not exceeding $1.25 1 billion; 0.300.445% of the portion of the daily net assets exceeding $1.25 1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 2.5 billion; 0.250.395% of the portion of the daily net assets exceeding $1.75 2.5 billion but not exceeding $2.25 3.5 billion; 0.2250.37% of the portion of the daily net assets exceeding $2.25 3.5 billion but not exceeding $2.75 5 billion; 0.20and 0.345% of the portion of the daily net assets exceeding $2.75 billion but 5 billion. - Income Builder Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $15 billion500 million; 0.199and 0.645% of the portion of the daily net assets exceeding $15 billion but 500 million. Sch.A-12 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - S&P 500 Index Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00, exceeding $17.5 2 billion; 0.198and 0.10% of the portion of the 05/01/04 daily net assets exceeding $2 billion. The Investment Adviser has agreed to cap the Portfolio's operating expenses (except for brokerage and 12b-1 fees) by assuming the Portfolio's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the average daily net assets of the Portfolio, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Portfolio's average daily net assets. - Strategist Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 1.5 billion; 0.197% of the portion of the daily net assets exceeding Sch.A-16

Sch. A-13 MONEY MARKET A-6 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets California Tax-Free Trust 05/31/97INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- Morgan Stanley Global Infrastruxxxxx 00/31/97, as amended on 0.450.57% of the portion of the daily net assets not Fund 04/30/98 exceeding $500 million; 0.3750.47% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.300.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2.5 billion; 0.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion; 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $5 billion; and 0.345% of the portion of the daily net assets exceeding $5 billion. Morgan Stanley Health Sciences Xxxxx 00/31/97, as amended on 0.92% of the portion of the daily net assets not 04/30/98, 05/01/01 exceeding $500 million; 0.87% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.845% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Fuxx 00/04/99, as amended on 0.65% of the portion of the daily net assets not 05/01/01 exceeding $1 billion; and 0.60% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Vaxxx 00/14/01 0.80% of the daily net assets. Equity Fund Morgan Stanley Mid Cap Growth Fxxx 00/31/97, as amended on 0.42% of the portion of the daily net assets not 04/30/98 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Mid-Cap Value Fuxx 00/16/01 0.72% of the portion of daily net assets not exceeding $1 billion; and 0.65% of the portion of daily net assets exceeding $1 billion. Morgan Stanley Natural Resource 00/31/97, as amended on 0.545% of the portion of the daily net assets not Development Securities Inc. 04/30/98 exceeding $250 million; and 0.42% of the portion of the daily net assets exceeding $250 million. EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- Morgan Stanley Pacific Growth Fxxx Xxc. 00/31/97, as amended on 0.87% of the portion of the daily net assets not 04/30/98, 11/01/98 exceeding $1 billion; 0.82% of the portion of the daily (Maryland corporation) net assets exceeding $1 billion but not exceeding $2 billion; 0.25and 0.77% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley Real Estate Fund 00/09/99 0.80% of the portion of the daily net assets not exceeding $500 million; 0.75% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.70% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley Select Dimensionx Xxxxsxxxxx Xeries- - Balanced Portfolio 05/31/97, as amended on 0.52% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/10/00 exceeding $500 million; and 0.495% of the portion of the daily net assets exceeding $500 million. - Capital Growth Portfolio 05/31/97, as amended on 0.50% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $1 billion; 0.45% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; 0.40% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.200.35% of the portion of the daily net assets exceeding $3 billion Active Assets Government Securities billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Trust 04/30/98 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. Sch.A-8 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Equally-Weighted S&P 500 Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98 exceeding $2 billion; and 0.10% of the portion of the daily net assets exceeding $2 billion. - Focus Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $2.5 billion; 0.395% of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion, 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $4.5 billion; and 0.345% of the portion of the daily net assets exceeding $4.5 billion. - Global Equity Portfolio 05/31/97, as amended on 0.92% of the daily net assets. 03/02/98, 05/01/98, 05/01/00 - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.47% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; 0.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.37% of the portion of the daily net assets exceeding $3 3.5 billion but not exceeding $5 billion. Active Assets Institutional Government 03/08/02 0.10; and 0.345% of the portion of the daily net assets. Securities Trust On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fundexceeding $5 billion. Sch.A-14 MONEY MARKET A-9 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets Institutional Money Trust 01/06/00 0.10% of the daily net assets. On an ongoing basisINTO PRIOR TO MAY 1, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Active Assets Money Trust 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- -Mid Cap Growth Portfolio 05/31/97, as amended on 0.450.42% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Series Funds -Moxxxx Xtxxxxx X.S. Multi-Cap Axxxx 00/06/08 0.78% of the portion of the daily net assets not Fund exceeding $1 billion; 0.750% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.725% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley S&P 500 Index Fuxx 00/28/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98, 05/01/99, 05/01/01, 05/01/04 exceeding $250 million2 billion; 0.375% of the portion of the 05/01/02 daily net assets exceeding $250 million but not exceeding $750 million; 0.325and 0.10% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 2 billion; 0.30. The Investment Adviser has agreed to cap the Fund's operating expenses (except for brokerage and 12b-1 fees) by assuming the Fund's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the portion average daily net assets of the Fund, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Fund's average daily net assets. Morgan Stanley Small-Mid Speciax Xxxxe 00/04/02 0.67% of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding $25 billion but not exceeding $30 billion; and 0.196% of the portion of the daily net assets exceeding $30 billionassets. Active Assets Tax-Free Trust 05/31/97Fund Morgan Stanley Special Growth Fxxx 00/28/99, as amended on 0.450.92% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not 05/01/00 exceeding $1 billion; 0.300.85% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275and 0.80% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Special Value Fuxx 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/99 05/01/02 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.62% of the portion of the daily net assets exceeding $1 billion. Sch.A-10 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- Morgan Stanley Strategist Fund 00/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Technology Fund 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/00 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $3 billion; and 0.62% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Value Fund 00/22/98, as amended on 0.42% of the portion of daily net assets not exceeding 05/01/02, 05/01/04 $1 billion; 0.37% of the portion of the daily net assets exceeding $1 billion but not Sch.A-15 MONEY MARKET FUNDS ------------------ exceeding $2 billion; 0.250.32% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; 0.20and 0.27% of the portion of the daily net assets exceeding $3 billion but not exceeding $15 billion; and 0.199% of the portion of daily net assets exceeding $15 billion. Morgan Stanley California Tax- Xxxx 00/31/97Variable Investmxxx Xxxxxx- - Aggressive Equity Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Daily Income Trust 04/30/98 05/01/98, 05/01/99, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. Sch.A-11 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- - European Equity Portfolio 05/31/97, as amended on 0.87% of the portion of daily net assets not exceeding 05/01/98, 05/01/99, 05/01/00 $500 million; 0.82% of the portion of daily net assets exceeding $500 million but not exceeding $2 billion; 0.77% of the portion of the daily net assets exceeding $2 billion but not exceeding $3 billion; and 0.745% of the portion of the daily net assets exceeding $3 billion. - Global Advantage Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.545% of the portion of the daily net assets exceeding $1.5 billion. - Global Dividend Growth Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.645% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.62% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.595% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.57% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Liquid Asset Funx Xxx. 00/31/97, as amended on 0.45% of the portion of the daily net assets 3.5 billion but not (Maryland Corporation) 04/30/98, 05/01/01, 05/01/02 exceeding $250 million4.5 billion; 0.375and 0.545% of the portion of the daily net assets exceeding $250 million but 4.5 billion. - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $750 500 million; 0.3250.47% of the portion of the daily net assets exceeding $750 500 million but not exceeding $1.25 1 billion; 0.300.445% of the portion of the daily net assets exceeding $1.25 1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 2.5 billion; 0.250.395% of the portion of the daily net assets exceeding $1.75 2.5 billion but not exceeding $2.25 3.5 billion; 0.2250.37% of the portion of the daily net assets exceeding $2.25 3.5 billion but not exceeding $2.75 5 billion; 0.20and 0.345% of the portion of the daily net assets exceeding $2.75 billion but 5 billion. - Income Builder Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $15 billion500 million; 0.199and 0.645% of the portion of the daily net assets exceeding $15 billion but 500 million. Sch.A-12 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- ------------------------------------------------- - S&P 500 Index Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00, exceeding $17.5 2 billion; 0.198and 0.10% of the portion of the 05/01/04 daily net assets exceeding $2 billion. The Investment Adviser has agreed to cap the Portfolio's operating expenses (except for brokerage and 12b-1 fees) by assuming the Portfolio's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the average daily net assets of the Portfolio, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Portfolio's average daily net assets. - Strategist Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 1.5 billion; 0.197% of the portion of the daily net assets exceeding Sch.A-16

Sch. A-13 MONEY MARKET FUNDS ------------------ Active Assets California Tax-Free Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion Active Assets Government Securities 05/31/97, as amended on 0.45% of the portion of the daily net assets not Trust 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion. Active Assets Institutional Government 03/08/02 0.10% of the daily net assets. Securities Trust On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. < This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Sch.A-14 MONEY MARKET FUNDS ------------------ Active Assets Institutional Money Trust 01/06/00 0.10% of the daily net assets. On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. < This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Active Assets Money Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98, 05/01/99, 05/01/01, exceeding $250 million; 0.375% of the portion of the 05/01/02 daily net assets exceeding $250 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 billion; 0.30% of the portion of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding $25 billion but not exceeding $30 billion; and 0.196% of the portion of the daily net assets exceeding $30 billion. Active Assets Tax-Free Trust 05/31/97, as amended on 0.45% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not Sch.A-15 MONEY MARKET FUNDS ------------------ exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; 0.20% of the portion of the daily net assets exceeding $3 billion but not exceeding $15 billion; and 0.199% of the portion of daily net assets exceeding $15 billion. Morgan Stanley California Tax- Xxxx 00/31/97, as amended on 0.45% of the portion of the daily net assets not Daily Income Trust 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.30% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.20% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Liquid Asset Funx Fuxx Xxx. 00/31/97, as amended on 0.45% of the portion of the daily net assets not (Maryland Corporation) 04/30/98, 05/01/01, 05/01/02 exceeding $250 million; 0.375% of the portion of the daily net assets exceeding $250 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 billion; 0.30% of the portion of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding Sch.A-16

Sch. A-13 MONEY MARKET A-6 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets California Tax-Free Trust 05/31/97INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Global Infrastrxxxxxx 00/31/97, as amended on 0.450.57% of the portion of the daily net assets not Fund 04/30/98 exceeding $500 million; 0.3750.47% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not exceeding $1 billion; 0.300.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2.5 billion; 0.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion; 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $5 billion; and 0.345% of the portion of the daily net assets exceeding $5 billion. Morgan Stanley Health Sciences Xxxxx 00/31/97, as amended on 0.92% of the portion of the daily net assets not 04/30/98, 05/01/01 exceeding $500 million; 0.87% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.845% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Fxxx 00/04/99, as amended on 0.65% of the portion of the daily net assets not 05/01/01 exceeding $1 billion; and 0.60% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley International Vxxxx 00/14/01 0.80% of the daily net assets. Equity Fund Morgan Stanley Mid Cap Growth Xxxx 00/31/97, as amended on 0.42% of the portion of the daily net assets not 04/30/98 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Mid-Cap Value Fxxx 00/16/01 0.72% of the portion of daily net assets not exceeding $1 billion; and 0.65% of the portion of daily net assets exceeding $1 billion. Morgan Stanley Natural Resourcx 00/31/97, as amended on 0.545% of the portion of the daily net assets not Development Securities Inc. 04/30/98 exceeding $250 million; and 0.42% of the portion of the daily net assets exceeding $250 million. EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Pacific Growth Xxxx Xnx. 00/31/97, as amended on 0.87% of the portion of the daily net assets not 04/30/98, 11/01/98 exceeding $1 billion; 0.82% of the portion of the daily (Maryland corporation) net assets exceeding $1 billion but not exceeding $2 billion; 0.25and 0.77% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley Real Estate Funx 00/09/99 0.80% of the portion of the daily net assets not exceeding $500 million; 0.75% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.70% of the portion of the daily net assets exceeding $1 billion. Morgan Stanley Select Dimensioxx Xxxexxxxxx Series- - Balanced Portfolio 05/31/97, as amended on 0.52% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/10/00 exceeding $500 million; and 0.495% of the portion of the daily net assets exceeding $500 million. - Capital Growth Portfolio 05/31/97, as amended on 0.50% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $1 billion; 0.45% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; 0.40% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; and 0.200.35% of the portion of the daily net assets exceeding $3 billion Active Assets Government Securities billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Trust 04/30/98 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. Sch.A-8 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Equally-Weighted S&P 500 Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98 exceeding $2 billion; and 0.10% of the portion of the daily net assets exceeding $2 billion. - Focus Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $2.5 billion; 0.395% of the daily net assets exceeding $2.5 billion but not exceeding $3.5 billion, 0.37% of the portion of the daily net assets exceeding $3.5 billion but not exceeding $4.5 billion; and 0.345% of the portion of the daily net assets exceeding $4.5 billion. - Global Equity Portfolio 05/31/97, as amended on 0.92% of the daily net assets. 03/02/98, 05/01/98, 05/01/00 - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; 0.47% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; 0.445% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.395% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.37% of the portion of the daily net assets exceeding $3 3.5 billion but not exceeding $5 billion. Active Assets Institutional Government 03/08/02 0.10; and 0.345% of the portion of the daily net assets. Securities Trust On an ongoing basis, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fundexceeding $5 billion. Sch.A-14 MONEY MARKET A-9 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS ------------------ Active Assets Institutional Money Trust 01/06/00 0.10% of the daily net assets. On an ongoing basisINTO PRIOR TO MAY 1, the Investment Adviser has agreed under this Agreement with the Fund to assume Fund operating expenses (except for brokerage fees) to the extent that such operating expenses exceed on an annualized basis 0.20% of the average daily net assets of the Fund. This may reduce the fees under this Agreement and the Administration Agreement below 0.15% for the Fund. Active Assets Money Trust 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- -Mid Cap Growth Portfolio 05/31/97, as amended on 0.450.42% of the portion of the daily net assets not 03/02/98, 05/01/98, 05/01/00 exceeding $500 million; and 0.395% of the portion of the daily net assets exceeding $500 million. Morgan Stanley Series Funds -Mxxxxx Sxxxxxx U.S. Multi-Cap Xxxxx 00/26/08 0.78% of the portion of the daily net assets not Fund exceeding $1 billion; 0.750% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.725% of the portion of the daily net assets exceeding $2 billion. Morgan Stanley S&P 500 Index Fxxx 00/28/97, as amended on 0.12% of the portion of the daily net assets not 04/30/98, 05/01/99, 05/01/01, 05/01/04 exceeding $250 million2 billion; 0.375% of the portion of the 05/01/02 daily net assets exceeding $250 million but not exceeding $750 million; 0.325and 0.10% of the portion of the daily net assets exceeding $750 million but not exceeding $1.25 2 billion; 0.30. The Investment Adviser has agreed to cap the Fund's operating expenses (except for brokerage and 12b-1 fees) by assuming the Fund's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the portion average daily net assets of the Fund, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Fund's average daily net assets. Morgan Stanley Small-Mid Specixx Xxxux 00/04/02 0.67% of the daily net assets exceeding $1.25 billion but not exceeding $1.5 billion; 0.275% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 billion; 0.25% of the portion of the daily net assets exceeding $1.75 billion but not exceeding $2.25 billion; 0.225% of the portion of the daily net assets exceeding $2.25 billion but not exceeding $2.75 billion; 0.20% of the portion of the daily net assets exceeding $2.75 billion but not exceeding $15 billion; 0.199% of the portion of the daily net assets exceeding $15 billion but not exceeding $17.5 billion; 0.198% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 billion; 0.197% of the portion of the daily net assets exceeding $25 billion but not exceeding $30 billion; and 0.196% of the portion of the daily net assets exceeding $30 billionassets. Active Assets Tax-Free Trust 05/31/97Fund Morgan Stanley Special Growth Xxxx 00/28/99, as amended on 0.450.92% of the portion of the daily net assets not 04/30/98 exceeding $500 million; 0.375% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million; 0.325% of the portion of the daily net assets exceeding $750 million but not 05/01/00 exceeding $1 billion; 0.300.85% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.275and 0.80% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Special Value Fxxx 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/99 05/01/02 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $1 billion; and 0.62% of the portion of the daily net assets exceeding $1 billion. Sch.A-10 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- Morgan Stanley Strategist Fund 00/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $1.5 billion. Morgan Stanley Technology Fund 00/31/97, as amended on 0.67% of the portion of the daily net assets not 04/30/98, 05/01/00 exceeding $500 million; 0.645% of the portion of the daily net assets exceeding $500 million but not exceeding $3 billion; and 0.62% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Value Fund 00/22/98, as amended on 0.42% of the portion of daily net assets not exceeding 05/01/02, 05/01/04 $1 billion; 0.37% of the portion of the daily net assets exceeding $1 billion but not Sch.A-15 MONEY MARKET FUNDS ------------------ exceeding $2 billion; 0.250.32% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.225% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 billion; 0.20and 0.27% of the portion of the daily net assets exceeding $3 billion but not exceeding $15 billion; and 0.199% of the portion of daily net assets exceeding $15 billion. Morgan Stanley California Tax- Xxxx 00/31/97Variable Investxxxx Xxxxxx- - Aggressive Equity Portfolio 05/31/97, as amended on 0.450.67% of the portion of the daily net assets not Daily Income Trust 04/30/98 05/01/98, 05/01/99, 05/01/00 exceeding $500 million; 0.3750.645% of the portion of the daily net assets exceeding $500 million but not exceeding $750 million2 billion; 0.3250.62% of the portion of the daily net assets exceeding $750 2 billion but not exceeding $3 billion; and 0.595% of the portion of the daily net assets exceeding $3 billion. - Capital Opportunities Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. - Dividend Growth Portfolio 05/31/97, as amended on 0.545% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $250 million; 0.42% of the portion of the daily net assets exceeding $250 million but not exceeding $1 billion; 0.300.395% of the portion of the daily net assets exceeding $1 billion but not exceeding $2 billion; and 0.37% of the portion of the daily net assets exceeding $2 billion. Sch.A-11 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - European Equity Portfolio 05/31/97, as amended on 0.87% of the portion of daily net assets not exceeding 05/01/98, 05/01/99, 05/01/00 $500 million; 0.82% of the portion of daily net assets exceeding $500 million but not exceeding $2 billion; 0.77% of the portion of the daily net assets exceeding $2 billion but not exceeding $3 billion; and 0.745% of the portion of the daily net assets exceeding $3 billion. - Global Advantage Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.545% of the portion of the daily net assets exceeding $1.5 billion. - Global Dividend Growth Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1 billion; 0.645% of the portion of the daily net assets exceeding $1 billion but not exceeding $1.5 billion; 0.2750.62% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $2 billion; 0.25% of the portion of the daily net assets exceeding $2 billion but not exceeding $2.5 billion; 0.2250.595% of the portion of the daily net assets exceeding $2.5 billion but not exceeding $3 3.5 billion; and 0.200.57% of the portion of the daily net assets exceeding $3 billion. Morgan Stanley Liquid Asset Funx Xxx. 00/31/97, as amended on 0.45% of the portion of the daily net assets 3.5 billion but not (Maryland Corporation) 04/30/98, 05/01/01, 05/01/02 exceeding $250 million4.5 billion; 0.375and 0.545% of the portion of the daily net assets exceeding $250 million but 4.5 billion. - Global Infrastructure Portfolio 05/31/97, as amended on 0.57% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $750 500 million; 0.3250.47% of the portion of the daily net assets exceeding $750 500 million but not exceeding $1.25 1 billion; 0.300.445% of the portion of the daily net assets exceeding $1.25 1 billion but not exceeding $1.5 billion; 0.2750.42% of the portion of the daily net assets exceeding $1.5 billion but not exceeding $1.75 2.5 billion; 0.250.395% of the portion of the daily net assets exceeding $1.75 2.5 billion but not exceeding $2.25 3.5 billion; 0.2250.37% of the portion of the daily net assets exceeding $2.25 3.5 billion but not exceeding $2.75 5 billion; 0.20and 0.345% of the portion of the daily net assets exceeding $2.75 billion but 5 billion. - Income Builder Portfolio 05/31/97, as amended on 0.67% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $15 billion500 million; 0.199and 0.645% of the portion of the daily net assets exceeding $15 billion but 500 million. Sch.A-12 EFFECTIVE DATE OF AGREEMENT EQUITY, BALANCED AND AND ANY AMENDMENTS ENTERED ASSET ALLOCATION FUNDS INTO PRIOR TO MAY 1, 2004 INVESTMENT ADVISORY FEE ---------------------- ------------------------------- --------------------------------------------------------- - S&P 500 Index Portfolio 05/31/97, as amended on 0.12% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00, exceeding $17.5 2 billion; 0.198and 0.10% of the portion of the 05/01/04 daily net assets exceeding $2 billion. The Investment Adviser has agreed to cap the Portfolio's operating expenses (except for brokerage and 12b-1 fees) by assuming the Portfolio's "other expenses" and/or waiving its fees under this Agreement and the Administration Agreement to the extent such operating expenses exceed on an annualized basis 0.40% of the average daily net assets of the Portfolio, which may reduce the fees under this Agreement and the Administration Agreement below 0.20% of the Portfolio's average daily net assets. - Strategist Portfolio 05/31/97, as amended on 0.42% of the portion of the daily net assets not 05/01/98, 05/01/99, 05/01/00 exceeding $1.5 billion; and 0.395% of the portion of the daily net assets exceeding $17.5 billion but not exceeding $25 1.5 billion; 0.197% of the portion of the daily net assets exceeding Sch.A-16