-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KvffSgPtkbqQn7A/fPzW5qj4VtoZWGW7zhnSzVuztTj6OGvqFg1PuS6mc1mgT9Yg MdQSC+VOQgMn/rwe4sOkFw== 0000950136-06-007651.txt : 20060912 0000950136-06-007651.hdr.sgml : 20060912 20060912144928 ACCESSION NUMBER: 0000950136-06-007651 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20060912 DATE AS OF CHANGE: 20060912 EFFECTIVENESS DATE: 20060912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS CALIFORNIA TAX FREE TRUST CENTRAL INDEX KEY: 0000877243 IRS NUMBER: 133622792 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-06350 FILM NUMBER: 061086215 BUSINESS ADDRESS: STREET 1: TWO WORLD TRADE CENTER STREET 2: C/O DEAN WITTER INTERCAPITAL INC CITY: NEW YORK STATE: NY ZIP: 10048 BUSINESS PHONE: 2123921520 MAIL ADDRESS: STREET 1: TWO WORLD TRADE CENTER STREET 2: C/O DEAN WITTER INTERCAPITAL INC CITY: NEW YORK STATE: NY ZIP: 10048 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY LIQUID ASSET FUND INC CENTRAL INDEX KEY: 0000093285 IRS NUMBER: 132822397 STATE OF INCORPORATION: MD FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-02575 FILM NUMBER: 061086218 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY DEAN WITTER LIQUID ASSET FUND INC DATE OF NAME CHANGE: 19980622 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER LIQUID ASSET FUND INC DATE OF NAME CHANGE: 19930715 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER SEARS LIQUID ASSET FUND INC DATE OF NAME CHANGE: 19930209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS TAX FREE TRUST CENTRAL INDEX KEY: 0000351881 IRS NUMBER: 133075002 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03162 FILM NUMBER: 061086219 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: 1221 AVE AMERICAS STREET 2: 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS INSTITUTIONAL MONEY TRUST CENTRAL INDEX KEY: 0001096962 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-09713 FILM NUMBER: 061086221 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: 212 762 4647 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS INSTITUTIONAL GOVERNMENT SECURITIES TRUST CENTRAL INDEX KEY: 0001165382 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-21024 FILM NUMBER: 061086222 BUSINESS ADDRESS: STREET 1: HARBORSIDE FINANCIAL CENTER PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: 8008696397 MAIL ADDRESS: STREET 1: HARBORSIDE FINANCIAL CENTER PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS GOVERNMENT SECURITIES TRUST CENTRAL INDEX KEY: 0000351898 IRS NUMBER: 133075004 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03165 FILM NUMBER: 061086223 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: 212 762 4647 MAIL ADDRESS: STREET 1: 1221 AVE OF THE AMERICAS STREET 2: 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY US GOVERNMENT MONEY MARKET TRUST CENTRAL INDEX KEY: 0000356409 IRS NUMBER: 133112032 STATE OF INCORPORATION: MA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03326 FILM NUMBER: 061086216 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY DEAN WITTER US GOVERNMENT MONEY MARKET TRUST DATE OF NAME CHANGE: 19980622 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER U S GOVERNMENT MONEY MARKET TRUST DATE OF NAME CHANGE: 19930616 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER SEARS U S GOVERNMENT MONEY MARKET TRUST DATE OF NAME CHANGE: 19930209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVE ASSETS MONEY TRUST CENTRAL INDEX KEY: 0000351895 IRS NUMBER: 133075005 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03159 FILM NUMBER: 061086220 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: 1221 AVE AMERICAS STREET 2: 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY TAX FREE DAILY INCOME TRUST CENTRAL INDEX KEY: 0000315812 IRS NUMBER: 133075005 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03031 FILM NUMBER: 061086217 BUSINESS ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: (212) 869-6397 MAIL ADDRESS: STREET 1: C/O MORGAN STANLEY TRUST STREET 2: HARBORSIDE FINANCIAL CENTER, PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY DEAN WITTER TAX FREE DAILY INCOME TRUST DATE OF NAME CHANGE: 19980622 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER TAX FREE DAILY INCOME TRUST DATE OF NAME CHANGE: 19930616 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER SEARS TAX FREE DAILY INCOME TRUST DATE OF NAME CHANGE: 19930209 0000877243 S000004036 ACTIVE ASSETS CALIFORNIA TAX FREE TRUST C000011321 ACTIVE ASSETS CALIFORNIA TAX FREE TRUST aacxx DEFA14A 1 file1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.     )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [    ]

Check the appropriate box:

[    ]  Preliminary Proxy Statement
[    ]  Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
[    ]  Definitive Proxy Statement
[X]  Definitive Additional Materials
[    ]  Soliciting Material Pursuant to § 240.14a-12

ACTIVE ASSETS CALIFORNIA TAX-FREE TRUST
ACTIVE ASSETS GOVERNMENT SECURITIES TRUST
ACTIVE ASSETS INSTITUTIONAL GOVERNMENT SECURITIES TRUST
ACTIVE ASSETS INSTITUTIONAL MONEY TRUST
ACTIVE ASSETS MONEY TRUST
ACTIVE ASSETS TAX-FREE TRUST
MORGAN STANLEY LIQUID ASSET FUND INC.
MORGAN STANLEY TAX-FREE DAILY INCOME TRUST
MORGAN STANLEY U.S. GOVERNMENT MONEY MARKET TRUST

(Names of Registrants as Specified in Their Charters)

(Name of Person(s) Filing Proxy Statement, if Other Than Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]  No fee required.
[    ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1)  Title of each class of securities to which transaction applies: ______________________
2)  Aggregate number of securities to which transaction applies: ______________________
3)  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): ______________________
4)  Proposed maximum aggregate value of transaction: ______________________
5)  Total fee paid: ______________________
[    ]  Fee paid previously with preliminary materials.
[    ]  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by the registration statement number, or the Form or Schedule and the date of its filing.
1)  Amount Previously Paid: ______________________
2)  Form, Schedule or Registration Statement No.: ______________________
3)  Filing Party: ______________________
4)  Date Filed: ______________________





September 8, 2006


Dear Account Manager:

It has come to our attention that as account manager for certain of your
clients' accounts, you have the authorization to vote proxies on behalf of such
client accounts. The enclosed proxy cards represent unvoted client positions for
various Morgan Stanley Funds held by such client accounts.

At Special Meetings of Shareholders originally scheduled to be held on August 1,
2006, shareholders of the Morgan Stanley Funds were asked to approve the
election of Directors/Trustees and the modification of various fundamental
investment restrictions. For certain of these Funds, the meetings were adjourned
to August 23, 2006. Several of these meetings have been further adjourned to
September 27, 2006 in order to allow additional time to obtain the remaining
votes needed.

We have grouped the proxy cards and enclosed the applicable proxy statement(s)
for your review. If you choose to vote "FOR", "AGAINST" or "ABSTAIN" for all
proposals with respect to each one of your clients' accounts, you may sign the
attachment to this letter and return it in the enclosed business reply envelope
or fax it to our proxy tabulator, Computershare Fund Services, at
1-631-233-6364. Upon receipt of the signed letter, our proxy tabulator will
record your vote with respect to all client positions for which you act as
account manager and are thus authorized to vote client proxies. Should you
desire to vote proposals differently with respect to any client account, you
must mark and sign each card individually.

Proxy materials were previously mailed to your the clients in connection with
these matters. As you have proxy voting authority over your clients' accounts,
no further mailings will be made to your clients nor will they be contacted by
telephone by our proxy solicitor.

We appreciate your attention to this matter.



Sincerely

Morgan Stanley Investment Management




As authorized proxy voting agent for certain of my clients' accounts, I hereby
appoint Ronald E. Robison, Barry Fink, and Stefanie Chang, and each of them, as
proxies for positions held by such client accounts, with full power of
substitution and resubstitution, and hereby authorize said proxies, and each of
them, to represent and vote, as indicated blow, all shares of the Morgan Stanley
Funds held of record by such client accounts at the Special Meeting, and any
adjournment thereof. The undersigned hereby revokes any and all proxies with
respect to such shares heretofore given by the undersigned or his clients.

[ ] To vote FOR all proposals, mark this box. If you mark this box, no other
vote is necessary.

Proposal (1): Election of Directors/Trustees

[ ] Vote FOR All Directors/Trustees
[ ] WITHHOLD All Directors/Trustees

Proposals (2), (3) and (4): Modification of Various Fundamental Policies

[ ] Vote FOR all proposals
[ ] Vote AGAINST all proposals
[ ] ABSTAIN with respect to all proposals



- --------------------------------------------------
Signature


- --------------------------------------------------
Printed Name


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