N-Q 1 file1.htm



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-Q

             QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
                          MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811 -02978

Morgan Stanley Focus Growth Fund
               (Exact name of registrant as specified in charter)

1221 Avenue of the Americas, New York, New York 10020
      (Address of principal executive offices)                    (Zip code)

Ronald E. Robison
1221 Avenue of the Americas, New York, New York 10020
                     (Name and address of agent for service)

Registrant's telephone number, including area code: 212-762-4000

Date of fiscal year end: December 31, 2006

Date of reporting period: September 30, 2006


ITEM 1. SCHEDULE OF INVESTMENTS.

The Fund's schedule of investments as of the close of the reporting period
prepared pursuant to Rule 12-12 of Regulation S-X is as follows:




MORGAN STANLEY FOCUS GROWTH FUND
PORTFOLIO OF INVESTMENTS SEPTEMBER 30, 2006 (UNAUDITED)
--------------------------------------------------------------------------------

NUMBER OF
 SHARES                                                                VALUE
---------                                                          -------------
            COMMON STOCKS (99.9%)
            Air Freight/Couriers (5.6%)
1,545,527   C.H. Robinson Worldwide, Inc.                          $  68,899,594
1,870,648   Expeditors International of Washington, Inc.              83,393,488
                                                                   -------------
                                                                     152,293,082
                                                                   -------------
            Apparel/Footwear (3.2%)
2,507,307   Coach, Inc. *                                             86,251,361
                                                                   -------------
            Biotechnology (1.6%)
  529,072   Genentech, Inc. *                                         43,754,254
                                                                   -------------
            Broadcasting (2.7%)
3,494,278   Grupo Televisa S.A. - CPO (ADR) (Mexico)                  74,288,350
                                                                   -------------
            Chemicals: Agricultural (5.5%)
3,200,196   Monsanto Co.                                             150,441,214
                                                                   -------------
            Data Processing Services (3.7%)
2,360,344   First Data Corp.                                          99,134,448
                                                                   -------------
            Discount Stores (9.4%)
2,080,198   Costco Wholesale Corp.                                   103,344,237
  962,599   Sears Holdings Corp. *                                   152,177,276
                                                                   -------------
                                                                     255,521,513
                                                                   -------------
            Financial Conglomerates (10.2%)
1,977,449   American Express Co.                                     110,895,340
3,712,143   Brookfield Asset Management Inc. (Class A) (Canada)      164,596,421
                                                                   -------------
                                                                     275,491,761
                                                                   -------------
            Financial Publishing/Services (4.5%)
1,864,069   Moody's Corp.                                            121,872,831
                                                                   -------------
            Home Building (3.2%)
2,734,737   Pulte Homes, Inc.                                         87,128,721
                                                                   -------------
            Hotels/Resorts/Cruiselines (2.6%)
1,844,505   Marriott International, Inc. (Class A)                    71,271,673
                                                                   -------------
            Internet Retail (2.7%)
2,289,353   Amazon.com, Inc. *                                        73,534,018
                                                                   -------------
            Internet Software/Services (9.7%)
  368,315   Google Inc. (Class A) *                                  148,025,798
4,584,927   Yahoo! Inc. *                                            115,906,955
                                                                   -------------
                                                                     263,932,753
                                                                   -------------
            Investment Banks/Brokers (2.1%)
  119,956   Chicago Mercantile Exchange Holdings Inc.                 57,368,957
                                                                   -------------




            Managed Health Care (2.3%)
1,287,217   UnitedHealth Group Inc.                                   63,331,076
                                                                  --------------
            Miscellaneous Commercial Services (2.6%)
  783,914   Corporate Executive Board Co. (The)                       70,481,708
                                                                  --------------
            Oil & Gas Production (5.4%)
3,017,500   Ultra Petroleum Corp. (Canada)  *                        145,171,925
                                                                  --------------
            Other Consumer Services (7.8%)
1,215,819   Apollo Group, Inc. (Class A) *                            59,866,927
5,369,450   eBay Inc. *                                              152,277,602
                                                                  --------------
                                                                     212,144,529
                                                                  --------------
            Personnel Services (1.9%)
1,418,261   Monster Worldwide Inc. *                                  51,326,866
                                                                  --------------
            Property - Casualty Insurers (3.7%)
   31,978   Berkshire Hathaway Inc. (Class B) *                      101,498,172
                                                                  --------------
            Recreational Products (3.6%)
1,740,629   Electronic Arts Inc. *                                    96,918,223
                                                                  --------------
            Specialty Telecommunications (2.2%)
1,677,170   Crown Castle International Corp. *                        59,103,471
                                                                  --------------
            Wireless Telecommunications (3.7%)
2,565,028   America Movil S.A. de C.V. (Series L) (ADR) (Mexico)     100,985,152
                                                                  --------------


            TOTAL INVESTMENTS
              (Cost $2,507,713,648)(a)                   99.9%     2,713,246,058
            OTHER ASSETS IN EXCESS OF LIABILITIES         0.1          2,818,176
                                                      ---------   --------------
            NET ASSETS                                  100.0%    $2,716,064,234
                                                      =========   ==============



---------------------------------------------
   ADR     American Depositary Receipt.
    *      Non-income producing security.
   (a)     The aggregate cost for federal income tax purposes approximates the
           aggregate cost for book purposes. The aggregate gross unrealized
           appreciation is $356,788,543 and the aggregate gross unrealized
           depreciation is $151,256,133 resulting in net unrealized appreciation
           of $205,532,410.




ITEM 2. CONTROLS AND PROCEDURES.

(a) The Fund's principal executive officer and principal financial officer have
concluded that the Fund's disclosure controls and procedures are sufficient to
ensure that information required to be disclosed by the Fund in this Form N-Q
was recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's rules and forms, based
upon such officers' evaluation of these controls and procedures as of a date
within 90 days of the filing date of the report.

(b) There were no changes in the Fund's internal control over financial
reporting that occurred during the registrant's fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Fund's
internal control over financial reporting.

ITEM 3. EXHIBITS.

(a) A separate certification for each principal executive officer and principal
financial officer of the registrant are attached hereto.





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                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

Morgan Stanley Focus Growth Fund

/s/ Ronald E. Robison
Ronald E. Robison
Principal Executive Officer
November 21, 2006


     Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed by the following
persons on behalf of the registrant and in the capacities and on the dates
indicated.

/s/ Ronald E. Robison
Ronald E. Robison
Principal Executive Officer
November 21, 2006

/s/ Francis Smith
Francis Smith
Principal Financial Officer
November 21, 2006





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                                                                    EXHIBIT 3 A1

                  CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Ronald E. Robison, certify that:

1.   I have reviewed this report on Form N-Q of Morgan Stanley Focus Growth
     Fund;

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;

3.   Based on my knowledge, the schedules of investments included in this report
     fairly present in all material respects the investments of the registrant
     as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Rule 30a-3(c) under the Investment Company Act of 1940) for the
     registrant and have:

     (a)  Designed such disclosure controls and procedures, or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the
          registrant, including its consolidated subsidiaries, is made known to
          us by others within those entities, particularly during the period in
          which this report is being prepared;

     (b)  Omitted;

     (c)  Evaluated the effectiveness of the registrant's disclosure controls
          and procedures and presented in this report our conclusions about the
          effectiveness of the disclosure controls and procedures, as of a date
          within 90 days prior to the filing date of this report, based on such
          evaluation; and

     (d)  Disclosed in this report any change in the registrant's internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter that has materially affected, or is
          reasonably likely to materially affect, the registrant's internal
          control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the
     registrant's auditors and the audit committee of the registrant's board of
     directors (or persons performing the equivalent functions):

     (a)  All significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the registrant's ability to
          record, process, summarize, and report financial information; and

     (b)  Any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          control over financial reporting.


Date: November 21, 2006

                                                 /s/ Ronald E. Robison
                                                 Ronald E. Robison
                                                 Principal Executive Officer


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                                                                    EXHIBIT 3 A2

                  CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Francis Smith, certify that:

1.   I have reviewed this report on Form N-Q of Morgan Stanley Focus Growth
     Fund;

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;

3.   Based on my knowledge, the schedules of investments included in this report
     fairly present in all material respects the investments of the registrant
     as of the end of the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Rule 30a-3(c) under the Investment Company Act of 1940) for the
     registrant and have:

     (a)  Designed such disclosure controls and procedures, or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the
          registrant, including its consolidated subsidiaries, is made known to
          us by others within those entities, particularly during the period in
          which this report is being prepared;

     (b)  Omitted;

     (c)  Evaluated the effectiveness of the registrant's disclosure controls
          and procedures and presented in this report our conclusions about the
          effectiveness of the disclosure controls and procedures, as of a date
          within 90 days prior to the filing date of this report, based on such
          evaluation; and

     (d)  Disclosed in this report any change in the registrant's internal
          control over financial reporting that occurred during the registrant's
          most recent fiscal quarter that has materially affected, or is
          reasonably likely to materially affect, the registrant's internal
          control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the
     registrant's auditors and the audit committee of the registrant's board of
     directors (or persons performing the equivalent functions):

     (a)  All significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the registrant's ability to
          record, process, summarize, and report financial information; and

     (b)  Any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          control over financial reporting.


Date: November 21, 2006
                                                /s/ Francis Smith
                                                Francis Smith
                                                Principal Financial Officer


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