1. Organization Morgan Stanley Smith Barney Charter WNT L.P. is a Delaware limited partnership organized in 1998 to engage primarily in the speculative trading of futures contracts, options on futures and forward contracts, and forward contracts on physical commodities and other commodity interests, including, but not limited to, foreign currencies, financial instruments, metals, energy, and agricultural products (collectively,  Futures Interests ) (refer to Note 4. Financial Instruments ). The Partnership is one of the Morgan Stanley Charter series of funds, comprised of the Partnership, Morgan Stanley Smith Barney Charter Aspect L.P., and Morgan Stanley Smith Barney Charter Campbell L.P. (collectively, the  Charter Series ). Ceres Managed Futures LLC, a Delaware limited liability company, acts as the general partner ( Ceres  or the  General Partner ) and commodity pool operator for the Partnership. Ceres is a wholly-owned subsidiary of Morgan Stanley Smith Barney Holdings LLC ( MSSBH ). MSSBH is wholly-owned indirectly by Morgan Stanley. Morgan Stanley Smith Barney LLC is doing business as Morgan Stanley Wealth Management ( Morgan Stanley Wealth Management ). Morgan Stanley Wealth Management is a principal subsidiary of MSSBH. The clearing commodity broker for the Partnership is Morgan Stanley &amp; Co. LLC ( MS&amp;Co. ). MS&amp;Co. also acts as the counterparty on all trading of foreign currency forward contracts. MS&amp;Co. is a wholly-owned subsidiary of Morgan Stanley. Winton Capital Management Limited (the  Trading Advisor ) is the trading advisor to the Partnership. Effective October 1, 2014, the flat rate brokerage fee, equal to an annual rate of 4.0% of the Partnership s net assets, was separated into (i) a general partner administrative fee payable to the General Partner equal to an annual rate of 2.0% of the Partnership s net assets, and (ii) an ongoing placement agent fee payable to Morgan Stanley Wealth Management equal to an annual rate of 2.0% of the Partnership s net assets. The October 1, 2014