Obligation Morgan Stanleigh 5.625% ( US61747YCJ29 ) en USD

Morgan Stanleigh

100 % ⇌

Etas-Unis

US61747YCJ29 ( en USD )

5.625% par an ( paiement semestriel )

23/09/2019 - Obligation échue

Prospectus brochure de l'obligation Morgan Stanley US61747YCJ29 en USD 5.625%, échue

100 000 USD

3 000 000 000 USD

61747YCJ2

N/A

Morgan Stanley est une firme mondiale de services financiers offrant des services de banque d'investissement, de gestion de patrimoine et de courtage à une clientèle institutionnelle et privée.

L'Obligation émise par Morgan Stanleigh ( Etas-Unis ) , en USD, avec le code ISIN US61747YCJ29, paye un coupon de 5.625% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 23/09/2019

efc9-0926_fm424b.htm
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424B2 1 efc9-0926_fm424b.htm
CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities Offered
Maximum Aggregate Offering Price
Amount of Registration Fee
Fixed Rate Senior Notes Due 2019
$2,987,550,000
$166,705.29

PROSPECTUS Dated December 23, 2008
Pricing Supplement No. 193 to
PROSPECTUS SUPPLEMENT Dated December 23, 2008
Registration Statement No. 333-156423
Dated September 16, 2009
Rule 424(b)(2)

GLOBAL MEDIUM-TERM NOTES, SERIES F
Fixed Rate Senior Notes Due 2019

We, Morgan Stanley, are offering the notes described below on a global basis. We may redeem some or all of the Global
Medium-Term Notes, Series F, Fixed Rate Senior Notes Due 2019 (the "notes") at any time in accordance with the provisions
described in the accompanying prospectus under the heading "Description of Debt Securities--Redemption and Repurchase of Debt
Securities--Optional Make-whole Redemption of Debt Securities," as supplemented by the provisions below relating to the notes.

We will issue the notes only in registered form, which form is further described under "Description of Notes--Forms of Notes" in
the accompanying prospectus supplement.

We describe the basic features of the notes in the section of the accompanying prospectus supplement called "Description of
Notes" and in the section of the accompanying prospectus called "Description of Debt Securities--Fixed Rate Debt Securities,"
subject to and as modified by the provisions described below.

Principal Amount:
$3,000,000,000

Interest Payment Dates:
Each September 23 and March
Maturity Date:
September 23, 2019

23, commencing on March 23,
Settlement Date

2010
(Original Issue Date):
September 23, 2009

Interest Payment Period:
Semi-annual
Interest Accrual Date:
September 23, 2009

Business Day:
New York
Issue Price:
99.585%

Minimum Denominations:
$100,000 and integral
Specified Currency:
U.S. dollars

multiples of $1,000 in excess
Redemption Percentage

thereof
at Maturity:
100%

CUSIP:
61747Y CJ2
Interest Rate:
5.625% per annum (calculated
ISIN:
US61747YCJ29

on a 30/360 day count basis)

Other Provisions:
Optional make-whole redemption

(spread over treasury rate: plus 35 basis points)

Terms not defined herein have the meanings given to such terms in the accompanying prospectus supplement and prospectus, as
applicable.

The notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental
agency, nor are they obligations of, or guaranteed by, a bank. This debt is not guaranteed under the Federal Deposit Insurance
Corporation's Temporary Liquidity Guarantee Program.

The Securities and Exchange Commission and state securities regulators have not approved or disapproved these securities, or
determined if this pricing supplement or the accompanying prospectus supplement or the prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.

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MORGAN STANLEY
MITSUBISHI UFJ SECURITIES
BANCA IMI
UNICREDIT GROUP (HVB)

KEYBANC CAPITAL MARKETS
SUNTRUST ROBINSON HUMPHREY

U.S. BANCORP INVESTMENTS, INC.
WELLS FARGO SECURITIES

LOOP CAPITAL MARKETS, LLC
THE WILLIAMS CAPITAL GROUP, L.P.

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Supplemental Information Concerning Plan of Distribution; Conflicts of Interest

On September 16, 2009, we agreed to sell to the managers listed below, and they severally agreed to purchase, the principal
amounts of notes set forth opposite their respective names below at a net price of 99.135% , which we refer to as the "purchase
price". The purchase price equals the stated issue price of 99.585% less a combined management and underwriting commission of
0.45% of the principal amount of the notes.

Principal Amount
of

Name
Notes

Morgan Stanley & Co. Incorporated
$2,490,000,000

Mitsubishi UFJ Securities (USA), Inc.
300,000,000

Banca IMI S.p.A.
30,000,000

Bayerische Hypo- und Vereinsbank
AG
30,000,000

KeyBanc Capital Markets Inc.
30,000,000

SunTrust Capital Markets, Inc.
30,000,000

U.S. Bancorp Investments, Inc.
30,000,000

Wells Fargo Securities, LLC
30,000,000

Loop Capital Markets, LLC
15,000,000

The Williams Capital Group, L.P.
15,000,000

Total
$3,000,000,000

Morgan Stanley & Co. Incorporated is our wholly-owned subsidiary. Mitsubishi UFJ Financial Group, Inc., the ultimate
parent of Mitsubishi UFJ Securities (USA), Inc. (one of the managers), holds an approximately 20% interest in Morgan Stanley on a
fully diluted basis. This offering will be conducted in compliance with the requirements of NASD Rule 2720 of the Financial Industry
Regulatory Authority, Inc., which is commonly referred to as FINRA, regarding a FINRA member firm's distribution of the securities
of an affiliate and related conflicts of interest. In accordance with NASD Rule 2720, Morgan Stanley & Co. Incorporated and
Mitsubishi UFJ Securities (USA), Inc. may not make sales in this offering to any discretionary accounts without the prior written
approval of the customer.

Neither Banca IMI S.p.A. nor Bayerische Hypo- und Vereinsbank AG is a U.S. registered broker-dealer and, therefore, to the
extent that either of them intends to effect any sales of the notes in the United States, it will do so through one or more U.S. registered
broker-dealers as permitted by FINRA regulations.

With respect to notes to be offered or sold in the United Kingdom, each manager has represented and agreed (1) that it has only
communicated or caused to be communicated and will only communicate or cause to be communicated an invitation or inducement to
engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000 (the "FSMA"))
received by such manager in connection with the issue or sale of the notes in circumstances in which Section 21(1) of the FSMA does
not apply to us, and (2) that it has complied and will comply with all applicable provisions of the FSMA with respect to anything done
by such manager in relation to the notes in, from or otherwise involving the United Kingdom.

Each manager has agreed that it will not offer or sell any notes, directly or indirectly, in Japan or to or for the account or benefit
of, any resident of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity
organized under the laws of Japan) or to, or for the account or benefit of, any resident of Japan, except pursuant to an exemption from
the registration requirements and otherwise in compliance with the Financial Instruments and Exchange Law of Japan (Law No.25 of
1948, as amended) and any other applicable laws, regulations and ministerial guidelines of Japan.

Furthermore, each manager has agreed that it will not purchase, deliver, offer or sell the notes or possess or distribute offering
material in relation to the notes in any jurisdiction if such purchase, delivery, offer or sale or the possession or distribution of such
offering material would not be in compliance with any applicable law or regulation or if any consent, approval or permission is
needed for such purchase, delivery, offer or sale or the possession or distribution by such manager or for or on behalf of us unless
such consent, approval or permission has been previously obtained.

PS-2
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