On October 13, 2008, Morgan Stanley (the "Company") issued a press release announcing that Mitsubishi UFJ Financial Group, Inc. ("MUFG") closed on a $9 billion equity investment in the Company that gives MUFG a 21% ownership interest in the Company on a fully diluted basis. The investment is part of a previously announced global strategic alliance. Under the revised terms of the transaction, MUFG has acquired approximately $7.8 billion of perpetual non-cumulative convertible preferred stock with a 10 percent dividend and a conversion price of $25.25 per share, and approximately $1.2 billion of perpetual non-cumulative non-convertible preferred stock with a 10 percent dividend. A copy of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in its entirety.

Item 9.01.      Financial Statements and Exhibits

      (d)       Exhibits

Exhibit
Number          Description

99.1            Press release of the Company dated October 13, 2008