EX-99.77B ACCT LTTR

Report of Independent
Registered Public Accounting Firm

To the Stockholders and Board of Directors of
Morgan Stanley China A Share Fund, Inc.
In planning and performing our audit of the financial
statements of Morgan Stanley China A Share Fund, Inc.
(the "Fund") as of and for the year ended December 31,
2016, in accordance with the standards of the Public
Company Accounting Oversight Board (United States),
we considered its internal control over financial
reporting, including controls over safeguarding
securities, as a basis for designing our auditing
procedures for the purpose of expressing our opinion on
the financial statements and to comply with the
requirements of Form N-SAR, but not for the purpose of
expressing an opinion on the effectiveness of the Fund's
internal control over financial reporting. Accordingly,
we express no such opinion.
The management of the Fund is responsible for
establishing and maintaining effective internal control
over financial reporting. In fulfilling this responsibility,
estimates and judgments by management are required to
assess the expected benefits and related costs of controls.
A company's internal control over financial reporting is
a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the
preparation of financial statements for external purposes
in accordance with generally accepted accounting
principles. A company's internal control over financial
reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
accordance with generally accepted accounting
principles, and that receipts and expenditures of the
company are being made only in accordance with
authorizations of management and directors of the
company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized
acquisition, use or disposition of a company's assets that
could have a material effect on the financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in
conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
A deficiency in internal control over financial reporting
exists when the design or operation of a control does not
allow management or employees, in the normal course
of performing their assigned functions, to prevent or
detect misstatements on a timely basis. A material
weakness is a deficiency, or a combination of
deficiencies, in internal control over financial reporting,
such that there is a reasonable possibility that a material
misstatement of the company's annual or interim
financial statements will not be prevented or detected on
a timely basis.
Our consideration of the Fund's internal control over
financial reporting was for the limited purpose described
in the first paragraph and would not necessarily disclose
all deficiencies in internal control that might be material
weaknesses under standards established by the Public
Company Accounting Oversight Board (United States).
However, we noted no deficiencies in the Fund's
internal control over financial reporting and its
operation, including controls over safeguarding
securities that we consider to be a material weakness as
defined above as of December 31, 2016.
This report is intended solely for the information and use
of management and the Board of Directors of Morgan
Stanley China A Share Fund, Inc. and the Securities and
Exchange Commission and is not intended to be and
should not be used by anyone other than these specified
parties.



/s/ ERNST & YOUNG LLP


Boston, Massachusetts
February 28, 2017

EX-99.77O RULE 10F-3

Morgan Stanley Institutional Funds, Inc. - Morgan
Stanley China A Share Fund Inc.
Item 77O- Transactions effected pursuant to Rule
10f-3

Securities Purchased:  China Resources
Pharmaceutical
Purchase/Trade Date:	10/21/2016
Offering Price of Shares: HKD 9.100
Total Amount of Offering: 1,540,000,000 shares
Amount Purchased by Fund: 7,500,000 shares
Percentage of Offering Purchased by Fund: 0.487 %
Percentage of Fund's Total Assets: 1.84 %
Brokers: Bofa Merrill Lynch, CCB International,
CICC, Goldman Sachs, Morgan Stanley, CMS
ICBC, HSBC, Mizuho, China Securities
International, BOC International, CMB
International, JP Morgan, ABC International
Purchased from: Bank of America
Firm Commitment Underwriting: YES
Issuer has over three years of continuous
operations*: YES
Percent of offering purchased by Fund and all other
accounts advised by the adviser is less than 25%:
YES
The underwriting commission, spread and profit is
reasonable and fair compared to the underwritings
of similar securities: YES
* Muni issuers must also have an investment grade
rating from at least one NRSRO; or if less than
three years of continuous operations, must have one
of the three highest rating categories from at least
one NRSRO.