X0303 4 2010-01-21 0 0000895421 MORGAN STANLEY MS 0001413097 KELLEHER THOMAS COLM 1585 BROADWAY NEW YORK NY 10036 0 1 0 0 Co-Head of Inst'l Securities Common Stock 2010-01-21 4 F 0 17856 29.395 D 363809 D The amount shown reflects shares withheld to satisfy taxes upon the conversion of Restricted Stock Units ("RSUs") to shares of Common Stock. This conversion relates to RSUs awarded on December 20, 2007 to the Reporting Person as part of his 2007 annual compensation. Shares received upon conversion of RSUs are subject to the 75% stock ownership commitment that applies to senior executives. /s/ Charlene R. Herzer, Agent and Attorney-in-Fact 2010-01-25