ITEM 77E:  LEGAL PROCEEDINGS

     The Investment Manager, certain affiliates of the
Investment Manager, certain officers of such affiliates and
certain investment companies advised by the Investment
Manager or its
affiliates, including the Fund, are named as defendants in a
number of similar class action complaints which were
recently consolidated.  This consolidated action also names
as defendants certain individual Trustees and Directors of
the Morgan Stanley funds.  The consolidated amended
complaint generally alleges that defendants, including the
Fund, violated their statutory disclosure obligations and
fiduciary duties by failing properly to disclose (i) that
the Investment Manager and certain affiliates of the
Investment Manager allegedly offered economic incentives to
brokers and others to recommend the funds advised by the
Investment Manager or its affiliates to investors rather
than funds managed by other companies, and (ii) that the
funds advised by the Investment Manager or its affiliates,
including the Fund, allegedly paid excessive commissions to
brokers in return for their efforts to recommend these funds
to investors. The complaint seeks, among other things,
unspecified compensatory damages, rescissionary damages,
fees and costs. The defendants intend to move to dismiss the
action and otherwise vigorously to defend it. While the Fund
believes that it has meritorious defenses, the ultimate
outcome of this matter is not presently determinable at this
early stage of the litigation, and no provision has been
made in the Fund's financial statements for the effect, if
any, of this matter.