Morgan Stanley Wealth Management

Research Disclosures

Morgan Stanley Wealth Management research disclosures as of April 23, 2014, 16:16:47 EDT




Introduction

Morgan Stanley Wealth Management is the trade name of Morgan Stanley Smith Barney LLC, a registered broker-dealer in the United States.

The disclosures provided below pertain to those companies or issuers that are referenced in Morgan Stanley & Co. LLC ("Morgan Stanley") and/or Morgan Stanley Wealth Management Research Reports.

For important disclosures regarding the relationship between the subject company or issuer and Morgan Stanley, click here.

Search Instructions: This page contains certain disclosures for companies and issuers that are referenced in Morgan Stanley and/or Morgan Stanley Wealth Management Research Reports. To search for disclosures by company name, customers can press Ctrl F on their keyboards. Doing so will open the search box, in which customers can input a company name.

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Important U.S. Regulatory Disclosures definitions

Man/Co-ManMorgan Stanley Wealth Management or an affiliate managed or co-managed a public offering for the subject company or issuer in the last 12 months.
  
IBD 3mthIn the next 3 months, Morgan Stanley Wealth Management or an affiliate will seek compensation for investment banking services from the subject company or issuer (if the security is an ETF or Closed-End Fund, the compensation is from the fund's investment manager or advisor).
  
IBD 12mthWithin the last 12 months, Morgan Stanley Wealth Management or an affiliate received compensation for investment banking services from the subject company or issuer (if the security is an ETF or Closed-End Fund, the compensation is from the fund's investment manager or advisor).
  
Firm 1%Morgan Stanley Wealth Management or an affiliate beneficially owns 1% or more of a class of common equity securities of the subject company.
  
IBD Serv. 12mthWithin the last 12 months, Morgan Stanley Wealth Management or an affiliate has provided or is providing investment banking services to, or has an investment banking client relationship with, the subject company or issuer (if the security is an ETF or Closed-End Fund, the service was provided or is being provided to the fund's investment manager or advisor).
  
Non-IBD 12mthWithin the last 12 months, Morgan Stanley Wealth Management has received compensation for products or services other than investment banking services from the subject company or issuer (if the security is an ETF or Closed-End Fund, the compensation is from the fund's investment manager or advisor).
  
Non-IBD Secur. Serv. 12mthWithin the last 12 months, Morgan Stanley Wealth Management has either provided or is providing non-investment banking, securities-related services to and/or in the past has entered into an agreement to provide services or has a client relationship with the subject company or issuer (if the security is an ETF or Closed-End Fund, the service was provided or is being provided to the fund's investment manager or advisor).
  
Non-IBD non-Secur. Serv. 12mthWithin the last 12 months, Morgan Stanley Wealth Management has either provided or is providing non-investment banking, non-securities-related services to and/or in the past has entered into an agreement to provide services or has a client relationship with the subject company or issuer (if the security is an ETF or Closed-End Fund, the service was provided or is being provided to the fund's investment manager or advisor).
  
Significant Financial InterestAn affiliate of Morgan Stanley Wealth Management has a significant financial interest in relation to the following company or issuer (if the security is an ETF or Closed-End Fund, the significant financial interest is in the fund's investment manager or advisor). For an explanation of the determination of significant financial interest, please refer to the applicable policies for managing conflicts of interest which can be found at https://www.morganstanley.com/online/researchconflictpolicies
  
Corporate BrokerAn affiliate of Morgan Stanley Wealth Management serves as corporate broker for the subject company or issuer.
  
Analyst HoldingsThe analyst listed, or a member of the analyst's household, owns securities in the subject company, issuer, ETF or Closed-End Fund.
  
Executive DirectorshipPlease see conflict description in "Other Material Conflicts" column.
  
Analyst Spouse EmployedPlease see conflict description in "Other Material Conflicts" column.
  
Other Analyst conflictsPlease see conflict description in "Other Material Conflicts" column.
  
Other Material ConflictsOther material conflicts of interest of Morgan Stanley Wealth Management with regard to the subject company or issuer.
  

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Listing of Important U.S. Regulatory Disclosures by security
Company/Issuer NameSecurity IdentifierMan/Co-ManIBD 3mthIBD 12mthFirm 1%IBD Serv. 12mthNon-IBD 12mthNon-IBD Secur. Serv. 12mthNon-IBD non-Secur. Serv. 12mthSignificant Financial InterestCorporate BrokerAnalyst HoldingsOther Material Conflicts

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Global Research Conflict Management Policy

Morgan Stanley Wealth Management has a Conflict Management policy with access from Morgan Stanley Wealth Management's disclosure website:
https://www.morganstanley.com/online/researchconflictpolicies

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Morgan Stanley Wealth Management Closed-End Fund Ratings system

Morgan Stanley Wealth Management uses a relative rating system using terms such as Overweight, Equal-weight, or Underweight (see definition below). Morgan Stanley Wealth Management does not assign ratings of Buy, Hold, or Sell to the Closed-End funds covered. Overweight, Equal-weight, and Underweight are not the equivalent of buy, hold and sell. Investors should carefully read the definitions of all ratings used in Morgan Stanley Wealth Management Research. In addition, since Morgan Stanley Wealth Management Research contains more complete information concerning the analyst's view, investors should carefully read Morgan Stanley Wealth Management Research, in its entirety, and not infer the contents from the ratings alone. In any case, ratings (or research) should not be used or relied upon as investment advice. An investor's decision to buy or sell a Closed-End fund should depend on individual circumstances (such as the investor's existing holdings) and other considerations.

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Morgan Stanley Wealth Management Closed-End Fund Ratings definitions

Overweight (O): The closed-end fund's total return is expected to exceed the average total return of the analyst's industry coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Equal-weight (E): The closed-end fund's total return is expected to be in line with the average total return of the analyst's industry coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Underweight (U): The closed end fund's total return is expected to be below the average total return of the analyst's industry coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Not Covered (NC): Indicates that the analyst does not cover the fund.

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Morgan Stanley Wealth Management Closed-End Fund Ratings Distribution

Closed-End Fund Ratings Distribution (as of date March 31, 2014):
For disclosure purposes only (in accordance with FINRA requirements), we include the category of Buy, Hold, and Sell alongside our ratings of Overweight, Equal-weight, and Underweight. Morgan Stanley Wealth Management does not assign ratings of Buy, Hold or Sell to the Closed-End funds we cover. Overweight, Equal-weight, and Underweight are not the equivalent of buy, hold, and sell but represent recommended relative weightings (see definition below). To satisfy regulatory requirements, we correspond Overweight, our most positive stock rating, with a buy recommendation; we correspond Equal-weight to hold and Underweight to sell recommendations, respectively.

  CEF Coverage Universe  Investment Banking Clients (IBC)
Closed-End Fund (CEF) Rating Category Count % of Total   Count % of Total IBC % of Rating Category
Overweight/Buy 30 30.6%   11 36.7% 36.7%
Equal-weight/Hold 46 47.0%   11 36.7% 23.9%
Underweight/Sell 22 22.4%   8 26.6% 36.4%
Total 98 100.0%   30 100.0%  


Data includes Closed-End funds currently assigned ratings. An investor's decision to buy or sell a fund should depend on individual circumstances (such as an investor's existing holdings) and other considerations. Investment Banking Clients are companies from whom Morgan Stanley Wealth Management, or an affiliate, received investment banking compensation in the last 12 months.

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Morgan Stanley Wealth Management Price Charts and Rating History

Click here for Price Charts and Rating History.

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Morgan Stanley Stock Rating system and definitions

Morgan Stanley uses a relative rating system using terms such as Overweight, Equal-weight, Not-Rated, or Underweight (see definition below). Morgan Stanley does not assign ratings of Buy, Hold or Sell to the stocks we cover. Overweight, Equal-weight, Not-Rated and Underweight are not the equivalent of buy, hold and sell. Investors should carefully read the definitions of all ratings used in Morgan Stanley Research. In addition, since Morgan Stanley Research contains more complete information concerning the analyst's view, investors should carefully read Morgan Stanley Research, in its entirety, and not infer the contents from the ratings alone. In any case, ratings (or research) should not be used or relied upon as investment advice. An investor's decision to buy or sell a stock should depend on individual circumstances (such as the investor's existing holdings) and other considerations.

Overweight (O): The stock's total return is expected to exceed the average total return of the analyst's industry (or industry team's) coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Equal-weight (E): The stock's total return is expected to be in line with the average total return of the analyst's industry (or industry team's) coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Underweight (U): The stock's total return is expected to be below the average total return of the analyst's industry (or industry team's) coverage universe, on a risk-adjusted basis, over the next 12-18 months.
Not-Rated (NR): Currently, the analyst does not have adequate conviction about the stock's total return relative to the average total return of the analyst's industry (or industry team's) coverage universe, on a risk-adjusted basis, over the next 12-18 months.

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Strategic Equity Portfolios (STEP) Research Disclosures

The results shown in any Strategic Equity Portfolio ("STEP") research report include dividends and exclude brokerage commissions. Had these results reflected brokerage commissions, the performance would have been lower. These results were calculated based on the assumption that every recommendation made by the STEP Committee was executed on the date the recommendation was made and at that trading day's closing price. Moreover, the methodology assumes that, every time a change to the portfolio was made, the portfolio was rebalanced to continue to be weighted in the proportions recommended by the STEP Committee. Since investors make independent decisions as to whether to follow the committee's recommendations and/or to rebalance their portfolios, the performance of their holdings may be better or worse than those reported for the model STEP. Past performance is no guarantee of future results.

STEP Research is prepared for general circulation and is distributed for information only. STEP reports do not have any bearing on the specific investment objectives or needs of any person. Strategic Equity Portfolios are structured and monitored on an ongoing basis by members of STEP Committee and may be purchased in a single transaction as individual stocks. Periodically, changes to the portfolios are recommended; investors then decide whether the recommendation makes sense for their particular financial situation. After an investor purchases the STEP, the same stocks will remain in his or her account unless individual stocks are bought or sold in response to subsequent changes in the model STEP or as otherwise individually determined by the investor. Such transactions will incur applicable commission charges. Investors should seek advice from a financial advisor as to the suitability of investing in any of the securities or investment strategies discussed in this report. Strategic Equity Portfolio and STEP are service marks of Morgan Stanley Wealth Management.

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ETF Research Disclosures

Morgan Stanley Wealth Management and others associated with it may have positions in and effect transactions in securities of ETFs mentioned and may also perform or seek to perform brokerage and other services for those ETFs and may enter into transactions with them. Affiliates of Morgan Stanley Wealth Management may participate in the creation and redemption of the securities covered in this report and as an authorized participant or otherwise, and may acquire such securities from the issuers for the purpose of resale.

As with any investment, ETFs and index-linked ETFs have risks. These include the general risks associated with investing in the underlying assets, potential tracking error, and the possibility that particular indexes may lag other market segments or active managers.

ETFs include index-linked funds regulated under the Investment Company Act of 1940 that trade on US Securities exchanges under exceptive relief from the Securities and Exchange Commission (SEC) as well as grantor trusts consisting of a basket of stocks and marketed as "HOLDRS".

US-listed, open-end funds ETFs must be offered under and sold only pursuant to a Prospectus. US-listed ETFs may not be marketed or sold in a number of jurisdictions and may not be suitable for all investors. Morgan Stanley Wealth Management Sales Personnel should check with the Law Division to clarify whether they may market the ETFs in a particular jurisdiction.

ETFs are redeemable only in Creation Unit size through an Authorized Participant.

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Closed-End Fund Research Disclosures

Investing in closed-end funds involves risks. These include the general risks associated with investing in securities, possible changes in market prices relative to net asset values and manager performance.

Besides the general risk of holding securities that may decline in value, closed-end funds have risks related to leverage and the potential for discounts to widen.

Morgan Stanley Investment Management, which is an affiliate of Morgan Stanley and Morgan Stanley Wealth Management, is an investment advisor to the Morgan Stanley funds, and receives fees directly from the funds for its advisory and administrative services.

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Fixed Income Research Disclosures

Bonds are subject to interest rate risk. When interest rates rise, bond prices fall; generally the longer a bond's maturity, the more sensitive it is to this risk. Bonds may also be subject to call risk, which is the risk that the issuer will redeem the debt at its option, fully or partially, before the scheduled maturity date. The market value of debt instruments may fluctuate, and proceeds from sales prior to maturity may be more or less than the amount originally invested or the maturity value due to changes in market conditions or changes in the credit quality of the issuer. Bonds are subject to the credit risk of the issuer. This is the risk that the issuer might be unable to make interest and/or principal payments on a timely basis. Bonds are also subject to reinvestment risk, which is the risk that principal and/or interest payments from a given investment may be reinvested at a lower interest rate.

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Other Important Disclosures

Certain disclosures listed above are also for compliance with applicable regulations in non-US jurisdictions.

The research analysts or strategists principally responsible for the preparation of Morgan Stanley Wealth Management Research have received compensation based upon various factors, including quality of research, investor client feedback, competitive factors, and firm profitability or revenues (which include fixed income trading and capital markets profitability or revenues). Research analysts' or strategists' compensation is not linked to the profitability or revenues of particular capital markets transactions performed by Morgan Stanley Wealth Management or the profitability or revenues of particular fixed income trading desks.

Morgan Stanley Wealth Management and its affiliates do business that relates to companies/instruments covered in Morgan Stanley Wealth Management Research. Morgan Stanley Wealth Management and/or its affiliates sells to and buys from customers the securities/instruments of companies covered in Morgan Stanley Wealth Management Research on a principal basis.

Morgan Stanley Wealth Management Research does not provide individually tailored investment advice. Morgan Stanley Wealth Management Research is prepared without regard to the individual financial circumstances and objectives of persons who receive it. Morgan Stanley Wealth Management recommends that investors independently evaluate particular investments and strategies, and encourages investors to seek the advice of a financial advisor. The appropriateness of a particular investment or strategy will depend on an investor's individual circumstances and objectives. The securities, instruments, or strategies discussed in Morgan Stanley Wealth Management Research may not be suitable for all investors, and certain investors may not be eligible to purchase or participate in some or all of them.

Morgan Stanley Wealth Management Research is not an offer to buy or sell or the solicitation of an offer to buy or sell any security/instrument or to participate in any particular trading strategy. The "Important US Regulatory Disclosures by security" section in Morgan Stanley Wealth Management Research lists all companies or issuers mentioned where Morgan Stanley Wealth Management or Morgan Stanley & Co. LLC own 1% or more of a class of common equity securities of the companies. For all other companies mentioned in Morgan Stanley Wealth Management Research, Morgan Stanley Wealth Management or it affiliates may have an investment of less than 1% in securities/instruments or derivatives of securities/instruments of companies and may trade them in ways different from those discussed in Morgan Stanley Wealth Management Research. Employees of Morgan Stanley Wealth Management not involved in the preparation of Morgan Stanley Wealth Management Research may have investments in securities/instruments or derivatives of securities/instruments of companies mentioned and trade them in ways different from those discussed in Morgan Stanley Wealth Management Research.

Morgan Stanley Wealth Management Research is based on public information. Morgan Stanley Wealth Management makes every effort to use reliable, comprehensive information, but we make no representation that it is accurate or complete. We have no obligation to tell you when opinions or information in Morgan Stanley Wealth Management Research change apart from when we intend to discontinue equity research coverage of a subject company. Facts and views presented in Morgan Stanley Wealth Management Research have not been reviewed by, and may not reflect information known to, professionals in other Morgan Stanley Wealth Management business areas.

Morgan Stanley Wealth Management Research personnel conduct site visits from time to time but are prohibited from accepting payment or reimbursement by the company of travel expenses for such visits.

The value of and income from your investments may vary because of changes in interest rates, foreign exchange rates, default rates, prepayment rates, securities/instruments prices, market indexes, operational or financial conditions of companies or other factors. There may be time limitations on the exercise of options or other rights in securities/instruments transactions. Past performance is not necessarily a guide to future performance. Estimates of future performance are based on assumptions that may not be realized. If provided, and unless otherwise stated, the closing price on the cover page of Morgan Stanley Wealth Management Research is that of the primary exchange for the subject company's securities/instruments.

Morgan Stanley Wealth Management may make investment decisions or take proprietary positions that are inconsistent with the recommendations or views in any particular research report.

Morgan Stanley Wealth Management Research, or any portion thereof, may not be reprinted, sold or redistributed without the written consent of Morgan Stanley Wealth Management.

Morgan Stanley Wealth Management's Research Department produces and distributes research products for clients of Morgan Stanley Wealth Management. The legal entity that takes responsibility for the production of any particular research report is the legal entity that the first named author is employed by.

Morgan Stanley Wealth Management is not incorporated under the People's Republic of China ("PRC") law and the research in relation to any Morgan Stanley Wealth Management Research report is conducted outside the PRC. Morgan Stanley Wealth Management Research reports are distributed only upon request of a specific recipient. Morgan Stanley Wealth Management Research reports do not constitute an offer to sell or the solicitation of an offer to buy any securities in the PRC. PRC investors must have the relevant qualifications to invest in such securities and must be responsible for obtaining all relevant approvals, licenses, verifications and or registrations from PRC's relevant governmental authorities.

If your financial adviser is based in Australia, Dubai, Germany, Italy, Switzerland or the United Kingdom, then please be aware that Morgan Stanley Wealth Management Research is being distributed by the Morgan Stanley entity where your financial adviser is located, as follows: Australia: Morgan Stanley Wealth Management Australia Pty Ltd (ABN 19 009 145 555, AFSL No. 240813); Dubai: Morgan Stanley Private Wealth Management Limited (DIFC Branch), regulated by the Dubai Financial Services Authority (the DFSA), and is directed at Professional Clients only, as defined by the DFSA; Germany: Morgan Stanley Private Wealth Management Limited, Munich branch authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Bundesanstalt fuer Finanzdienstleistungsaufsicht; Italy: Morgan Stanley Bank International Limited, Milan Branch, authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, the Banca d'Italia and the Commissione Nazionale per Le Societa' E La Borsa; Switzerland: Bank Morgan Stanley AG regulated by the Swiss Financial Market Supervisory Authority; or United Kingdom: Morgan Stanley Private Wealth Management Ltd, authorized and regulated by the Financial Conduct Authority, approves for the purposes of section 21 of the Financial Services and Markets Act 2000 research for distribution in the United Kingdom.

Morgan Stanley Wealth Management Research is disseminated in the United States of America by Morgan Stanley Wealth Management.

Morgan Stanley Wealth Management is not acting as a municipal advisor and the opinions or views contained in any Morgan Stanley Wealth Management Research report are not intended to be, and do not constitute, advice within the meaning of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

The trademarks and service marks contained in Morgan Stanley Wealth Management Research are the property of their respective owners. Third-party data providers make no warranties or representations of any kind relating to the accuracy, completeness, or timeliness of the data they provide and shall not have liability for any damages of any kind relating to such data.

Morgan Stanley Wealth Management Research, or any portion thereof may not be reprinted, sold or redistributed without the written consent of Morgan Stanley Smith Barney LLC.

Morgan Stanley Wealth Management Research is disseminated and available primarily electronically, and, in some cases, in printed form.

Additional information on recommended securities/instruments is available on request.

© 2014 Morgan Stanley Smith Barney LLC. Member SIPC.

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