0001047469-07-001671 Sample Contracts

FORM OF RESIGNATION AND APPOINTMENT OF NEW ESCROW AGENT
Morgan Stanley Spectrum Strategic Lp • March 12th, 2007 • Real estate investment trusts

Pursuant to Section 4(j) of the Escrow Agreement, the Resigning Escrow Agent hereby notifies the Parties of its resignation as Escrow Agent, effective as of the close of business on the date hereof (the "Effective Time").

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FORM OF AMENDMENT NO. 2 TO AMENDED AND RESTATED CUSTOMER AGREEMENT
Morgan Stanley Spectrum Strategic Lp • March 12th, 2007 • Real estate investment trusts

WHEREAS, MORGAN STANLEY SPECTRUM STRATEGIC L.P., a Delaware limited partnership (the "Customer"), and MORGAN STANLEY & CO. INCORPORATED, formerly Morgan Stanley DW Inc., a Delaware corporation, (the "Commodity Broker") have agreed to amend the Amended and Restated Customer Agreement, dated as of the 16th day of October 2000, as amended and supplemented from time to time, (the "Customer Agreement"), by and between the Customer and the Commodity Broker, to reflect the merger of Morgan Stanley DW Inc. into Morgan Stanley & Co. Incorporated, and to amend the rate of interest income credited to the Customer's account by the Commodity Broker. Terms used and not otherwise defined herein have the meanings ascribed to such terms in the Customer Agreement.

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