ITEM 77M: Mergers

         Morgan Stanley American Opportunities Fund

           On  September 17, 2003 as adjourned to  September
30,  2003,  at a Special Meeting of Shareholders  of  Morgan
Stanley All Star Growth ("All Star Growth"), Shareholders of
All   Star  Growth  approved  an  Agreement  and   Plan   of
Reorganization (the "Reorganization Agreement") between  All
Star  Growth and Morgan Stanley American Opportunities  Fund
("American  Opportunities"), pursuant to which substantially
all  of the assets of All Star Growth would be combined with
those of American Opportunities and shareholders of All Star
Growth  would  become shareholders of American Opportunities
receiving  shares  of American Opportunities  with  a  value
equal to the value of their holdings in All Star Growth (the
"Reorganization").   The   Reorganization   Agreement    was
unanimously approved by the Board of Trustees on  April  24,
2003.

           On  October  3,  2003,  the  Reorganization  Plan
between  All  Star  Growth  and American  Opportunities  was
completed   according  to  the  terms  set  forth   in   the
Reorganization Agreement.

ITEM 77M: Mergers

         Morgan Stanley American Opportunities Fund

           On  September 17, 2003 as adjourned to  September
30,  2003,  at a Special Meeting of Shareholders  of  Morgan
Stanley 21st Century Trend Fund ("21st Century Trend Fund"),
Shareholders  of  21st  Century  Trend  Fund   approved   an
Agreement  and  Plan of Reorganization (the  "Reorganization
Agreement")  between  21st Century  Trend  Fund  and  Morgan
Stanley     American    Opportunities    Fund     ("American
Opportunities"), pursuant to which substantially all of  the
assets  of  21st Century Trend Fund would be  combined  with
those  of  American Opportunities and shareholders  of  21st
Century  Trend  Fund would become shareholders  of  American
Opportunities  receiving  shares of  American  Opportunities
with  a  value equal to the value of their holdings in  21st
Century    Trend    Fund    (the   "Reorganization").    The
Reorganization  Agreement was unanimously  approved  by  the
Board of Trustees on April 24, 2003.

           On  October  3,  2003,  the  Reorganization  Plan
between  21st  Century Trend Fund and American Opportunities
was  completed  according to the  terms  set  forth  in  the
Reorganization Agreement.

raleg\NSARs\Item 77M amop