New Issue: Morgan Stanley sells $4.37 million 17% RevCons linked to Goldman Sachs

By Jennifer Chiou

New York, March 26 - Morgan Stanley priced $4.37 million of 17% annualized reverse convertible securities due Sept. 28, 2009 linked to the common stock of Goldman Sachs Group, Inc., according to an FWP filing with the Securities and Exchange Commission.

Interest will be payable monthly.

The payout at maturity will be par unless Goldman Sachs stock falls below the trigger price - 50% of the initial share price - during the life of the notes and the final share price is less than the initial price, in which case the payout will be a number of Goldman Sachs shares equal to $1,000 divided by the initial share price or, at Morgan Stanley's option, the value of those shares in cash.

Morgan Stanley & Co. Inc. is the agent.

Issuer:	Morgan Stanley
Issue:	Reverse convertible securities
Underlying stock:	Goldman Sachs Group, Inc. (NYSE: GS)
Amount:	$4,366,000
Maturity:	Sept. 28, 2009
Coupon:	17%, payable monthly
Price:	Par
Payout at maturity:	If the stock falls below trigger price during life of notes and final share price is less than initial share price, 9.06372 Goldman shares or equivalent in cash; otherwise, par
Initial share price:	$110.33
Trigger price:	$55.165, 50% of initial share price
Pricing date:	March 24
Settlement date:	March 31
Agent:	Morgan Stanley & Co. Inc.
Fees:	1.5%

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