The following revenue-sharing information pertains to mutual fund purchases in commission-based brokerage accounts. It does not apply to mutual fund purchases through Morgan Stanley Smith Barney’s fee-based advisory account programs. For more information on fees and expenses relating to our advisory accounts, please refer to the program disclosure documents.

From each fund family offered, Morgan Stanley Smith Barney seeks to collect a mutual fund support fee, or what has come to be called a revenue-sharing payment. These revenue-sharing payments are in addition to the sales charges, annual distribution and service fees (referred to as “12b-1 fees”), applicable redemption fees and deferred sales charges, and other fees and expenses disclosed in the fund’s prospectus fee table. Revenue-sharing payments are generally paid out of the investment adviser’s or other fund affiliate’s revenues or profits and not from the fund’s assets. However, fund affiliate revenues or profits may in part be derived from fees earned for services provided to and paid for by the fund. No portion of these revenue-sharing payments is made by means of brokerage commissions generated by the fund.

It is important to note that Financial Advisors receive absolutely no additional compensation as a result of these revenue-sharing payments.

In 2010, Morgan Stanley Smith Barney is charging fund families revenue sharing fees up to a maximum per fund family of: (a) 0.10% per year on fixed income fund assets held by our clients ($10 per $10,000 of assets), and (b) 0.13% per year on equity, balanced and offshore fund assets held by clients ($13 per $10,000 of assets). Morgan Stanley charges a minimum of $125,000 per year per fund family. The mutual fund support fee is subject to volume discounting (that is, as assets increase, the basis point charge for those assets will decrease).

Set forth below is a listing of the fund families from which we received revenue-sharing payments in 2009. Fund families are listed in descending order based upon the total amount of revenue-sharing payments we recognized from each fund family for 2009.

Representatives of Fund Families are provided access to branch offices and Financial Advisors for educational, marketing and other promotional efforts. Although all fund families are provided with such access, some fund families devote more staff and resources to these activities and therefore may have enhanced opportunities to promote their funds to our Financial Advisors. This fact could, in turn, lead our Financial Advisors to focus on those funds when recommending mutual fund investments to clients instead of on funds from those fund families that do not commit similar resources to educational, marketing and other promotional efforts. Fund families that do not remit revenue-sharing payments typically will not be provided such access and will not participate in or receive other promotional support.

Expense Reimbursements and Administrative Service Fees

Morgan Stanley Smith Barney receives expense reimbursements and fees for recordkeeping and related services, which are more fully described below. These reimbursements and recordkeeping fees may be viewed in part as a form of revenue sharing but are not included in the data provided on the previous page.

Morgan Stanley Smith Barney and its Financial Advisors may be reimbursed by funds or their affiliates or other service providers for the expenses incurred for various sales meetings, seminars, and conferences held in the normal course of business. Funds or their affiliated service providers may pay vendors directly for these services on our behalf. Although fund companies independently decide what they will spend on these activities, some fund companies allocate their promotional budgets based upon prior sales and asset levels. They also work with branch offices or Financial Advisors to plan promotional and educational activities on the basis of such budgets. Morgan Stanley Smith Barney does not control fund companies’ determinations of how to allocate their promotional budgets or their spending decisions in this regard.

Morgan Stanley Smith Barney and/or its affiliates receive compensation from funds or their affiliated service providers for providing certain recordkeeping and related services to the funds. These charges typically are based upon the number or aggregate value of client positions and the levels of service provided. We process transactions with certain fund families on an omnibus basis, which means we consolidate our clients’ trades into one daily trade with the fund, and therefore maintain all pertinent individual shareholder information for the fund. Trading in this manner requires that we maintain the transaction history necessary to track and process sales charges, annual service fees, and applicable redemption fees and deferred sales charges for each position, as well as other transaction details required for ongoing position maintenance purposes. We charge those funds administrative service fees of up to $21 per year per position held by our clients in commission-based brokerage accounts. The annual fees for positions held by clients in our fee-based advisory account programs are generally 0.12% ($12 per $10,000) of fund assets per year for non-retirement accounts but range up to 0.35% ($35 per $10,000) of fund assets per year for both non-retirement accounts in our TRAK NAV program and retirement accounts in our Fund Solution Program. Please refer to the applicable advisory account program disclosure documents for more information.

Because omnibus trading offers economies for us and the funds that are greatest when daily trade volumes are high, we have sought to establish omnibus trading arrangements with the fund families that clients trade the most.

As of April 2010, we were trading on an omnibus basis with:

Aim	Gabelli	Nuveen
Alliance	Goldman Sachs	Olstein
Allianz	Hartford	Oppenheimer
American Funds	Henderson	Pimco O/S
BlackRock	ING	Pioneer
Calamos	Ivy	Principal/WM
Cohen & Steers	Janus	Pru
Columbia	John Hancock	Putnam
Cullen	JP Morgan	Riversource
Davis	Keeley	Royce
Delaware	Legg Mason	Scudder/DWS
Dreyfus	Lord Abbett	Sun America
Eaton Vance	Mainstay	Thornburg
Evergreen	Managers	TransAm IDEX
Federated	MFS	Van Kampen
Fidelity	Morgan Stanley	Virtus/Phoenix
First Eagle	Munder	Wells Fargo
Franklyn	NATIXIS

All other fund families are traded on a networked basis, which means Morgan Stanley Smith Barney submits a separate trade for each individual client trade to the fund and therefore we maintain only certain elements of the fund’s shareholder information. We provide certain other services for networked accounts, including prospectus delivery and confirmation, statement and tax reporting services. We charge these remaining funds a networking fee of up to $11 per year per position held by our clients in commission-based brokerage accounts. For More Information

For additional information on a particular fund’s payment and compensation practices, please refer to the fund’s Prospectus and Statement of Additional Information. For further information regarding the fund fees and expenses borne by you and how Morgan Stanley Smith Barney and your Financial Advisor are compensated when you purchase and hold mutual fund shares, please refer to "Mutual Fund Share Classes and Compensation" (available on this website).

For more information, please contact your Financial Advisor.

Important Note:
Some of the information in this disclosure has been adapted in part from information available on FINRA’s Web site. We invite you to examine the wealth of information provided on FINRA’s Web site ( www.FINRA.org) and the SEC’s Web site ( www.SEC.gov). In particular, you can find calculators on both Web sites to assist in determining which share class in a fund family offers the least expensive fee structure. FINRA’s Fund Analyzer” is located at: http://apps.finra.org/fundanalyzer/1/ fa.aspx and the SEC’s "Mutual Fund Cost Calculator" is located at http://www.sec.gov/investor/tools/mfcc/ mfcc-intsec.htm

Mutual funds are sold by prospectus only. You should consider the investment objectives, risks, charges and expenses of the fund carefully before investing. The prospectus contains this and other information about the fund. You can obtain a prospectus from your Financial Advisor or the fund company’s website. Please read the prospectus carefully before investing.

Equity funds are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees. Bond mutual funds are subject generally to interest rate, credit liquidity and market risks to varying degrees. These risks are more fully described in the fund’s prospectus.

Morgan Stanley Smith Barney LLC, its affiliates, and its employees are not in the business of providing tax or legal advice. These materials and any tax-related statements are not intended or written to be used, and cannot be used or relied upon, by any such taxpayer for the purpose of avoiding tax penalties. Tax-related statements, if any, may have been written in connection with the “promotion or marketing” of the transaction(s) or matter(s) addressed by these materials, to the extent allowed by applicable law. Any such taxpayer should seek advice based on the taxpayer’s particular circumstances from an independent tax advisor.

The information contained herein has been obtained from sources that we believe are reliable, but we do not guarantee its accuracy or completeness. Neither the information nor any opinion expressed herein constitutes a solicitation by us for the purchase or sale of any security. This material, or any portion thereof, may not be reproduced without prior written permission from Morgan Stanley Smith Barney.