MSDW ASSET MANAGEMENT
Code of Ethics For Registered Investment Companies

I.	Introduction

This Code of Ethics (the "Code") applies to the
 registered investment companies (each, a
"Fund" and collectively, the "Funds") advised or
managed by any affiliate of Morgan Stanley
Dean Witter & Co. (MSDW), except for any investment
 company (i) for which Van Kampen
Asset Management, Inc. acts as Investment Adviser
or Investment Manager or (ii) that is sub-
advised, but not advised by, an advisory affiliate
 of MSDW, in compliance with Rule 17j-1
promulgated by the Securities and Exchange
Commission ("SEC") under the Investment
Company Act of 1940, as amended (the "1940 Act").
  This Code covers all persons who are
"Access Persons" of the Funds, as that term is
defined in Rule 17j-1.  To the extent that any such
individuals are subject to compliance with the
Code of Ethics of the Funds' Investment
Adviser(s) or Investment Manager(s) (any such
entity may be referred to as an "Investment
Adviser"), and/or Sub-Adviser(s), as applicable,
 whose Codes have also been established
pursuant to Rule 17j-1, compliance by such individuals
 with the provisions of the Code of the
applicable Investment Adviser shall constitute
compliance with this Code.  The Code will only
be effective for a Fund upon its adoption by that
Fund's Board of Directors or Trustees pursuant
to Rule 17j-1.

II.	Personal Transactions

A. Reports of Transactions - Independent
Directors/Trustees

A director or trustee of a Fund who is not an
"interested person" of the Fund within the
meaning of section 2(a)(19) of the 1940 Act
("an Independent Director/Trustee") shall report
quarterly to the Fund any personal transaction in
 a security if he or she knows or in the course of
his/her duties as a Director/Trustee of the Fund,
 should have known that:  the Fund has
purchased or sold the same security, or the Fund's
 Investment Adviser considered purchasing or
selling the same security, during the 15 day period
 immediately before or after the
Director/Trustee's transaction in the same security.

B. Reports of Transactions, Brokerage Accounts and
 Holdings - Access Persons Who
Are Not Independent Directors/Trustees

An Access Person who is not an Independent
Director/Trustee of a Fund shall report all
non-exempt securities transactions and new brokerage
 accounts on a quarterly basis.

An Access Person who is not an Independent
Director/Trustee of a Fund shall provide
annually: (i) a listing of holdings of all securities
 beneficially owned as of December 31 of the
preceding year, except securities exempt from reporting
 under Section  II(D)(2) hereof, listing the
title of the security, number of shares held, and
 principal amount of the security, (ii) the name of
any broker dealer or financial institution where an
 account was maintained, as of December 31 of
the preceding year (a current listing will also
 be required upon the effectiveness of this Code)
 and
(iii) the date the Report is submitted by the
Access Person.  An Access Person who is not an
Independent Director/Trustee of a Fund must obtain
 approval from the Fund before directly or
indirectly acquiring beneficial ownership in any
 securities in an initial public offering or in a
limited offering.  The information must be current
 as of a date not more than 30 days before the
report is submitted.  New Access Persons who are
 not Independent Directors/Trustees of a Fund
will be required to provide a listing of all
non-exempt securities holdings, with the information set
forth above, as of the date of commencement of
 employment as well as a listing of all outside
brokerage accounts no later than ten days after
 that person becomes an Access Person.

C. Reports of Transactions, Brokerage Accounts
 and Holdings - General

Any quarterly report required under Section II(A)
 or (B) above must be made within ten
days after the end of the calendar quarter in which
 the personal transaction occurred.  The report
may be made on the form provided by the applicable
 Fund's Investment Adviser or may consist
of a broker statement that provides at least the
 same information.  In the event that the Investment
Adviser already maintains a record of the required
information, an Access Person may satisfy this
requirement by (i) confirming in writing
(which may include e-mail) the accuracy and completeness
of the record and disclosing the beneficial ownership
 of securities (if any) not listed on the account
statement and (ii) recording the date of the
confirmation.  Copies of the Investment Advisers'
forms, which may be revised at any time, are attached.

The Compliance Group of a Fund's Investment Adviser
 will identify and advise all Access
Persons of the Fund, including the Independent
Directors/Trustees, subject to the reporting
requirement under (A) or (B) above, of their
reporting requirement.  Each report required under
Section II(A) or (B) above will be submitted for
 review by the applicable Compliance Group of the
Investment Adviser.

D.	Definitions and Exemptions

(1)	Definitions

For purposes of this Code the term
"personal transaction" means the purchase or sale,
 or
other acquisition or disposition, of a security for
 the account of the individual making the
transaction or for an account in which he or she has,
 or as a result of the transaction acquires, any
direct or indirect beneficial ownership in a security.

The term "beneficial ownership" shall be interpreted
 with reference to the definition
contained in the provisions of Section 16 of the
Securities Exchange Act of 1934, as
amended. Generally, under Section 16, a person is
 regarded as having beneficial ownership
of securities held in the name of:

(a)	the individual; or

(b) a husband, wife or a minor child;
  or

(c) a relative sharing the same
 household; or

(d) other person if the Access
 Person:

(i) obtains benefits substantially equivalent
 to ownership
 of the securities; or

(ii) can obtain ownership of the securities
 immediately
 or at some future time.

The term "Access Person" is defined by Rule 17j-1
 under the
1940 Act as (i) any
director, officer, or general partner of a fund or
 of a fund's investment adviser, or any
employee of a fund or of a fund's investment adviser
 (or of any company in a Control
relationship to the Fund or investment adviser) who,
 in connection with his or her regular
functions or duties, participates in the selection
 of a fund's portfolio securities or who has
access to information regarding a fund's future
purchases or sales of portfolio securities;
or (ii) any director, officer, or general partner
of a principal underwriter who in the
ordinary course of business, makes, participates
 in or obtains information regarding, the
purchase or sale of securities for the fund for
which the principal underwriter acts, or
whose functions or duties in the ordinary course
of business relate to the making of any
recommendation to the fund regarding the purchase
or sale of securities.

(2)	Exemptions

No report is required for a personal transaction
in any of the following securities:

(i)	U.S. Government Securities;
(ii)	Bank Certificates of Deposit;
(iii)	Bankers' Acceptances;
(iv)	Commercial Paper;
(v)	U.S. Government Agency Securities;
(vi) High Quality Short-Term Instruments
(including repurchase
agreements); and
(vi) Open-end registered investment companies
(mutual funds).

Also, no report is required with respect to (i)
 any account over which the access person
has no influence or control.

III.	Code Violations

Any officer of a Fund who discovers a violation or
apparent violation of this Code by an
Access Person shall bring the matter to the attention
 of the Chief Executive Officer or General
Counsel of the Fund who shall then report the matter
to the Board of Directors or the Board of
Trustees, as the case may be, of the Fund.  The Board
 shall determine whether a violation has
occurred and, if it so finds, may impose such
sanctions, if any, as it considers appropriate.

IV.	Administration of Code of Ethics

No less frequently than annually the Board of Directors
 or the Board of Trustees of each
of the Funds shall be provided with a written report by
 each of the Funds and the applicable
Investment Advisers (and, if applicable, the
Sub-Adviser(s)), that describes any new issues
arising under the Code, including information on
 material violations of the Code of Ethics or
procedures and sanctions imposed, and certifies
that each Fund and the Investment Advisers
(and, if applicable, the Sub-Adviser(s)) have adopted
 procedures reasonably necessary to prevent
Access Persons from violating the Code of Ethics.





GEORGE/CODETHICS-MSDW Funds