Filed Pursuant to Rule 497(e)
                                                Registration File No.: 2-82510
                                                                       811-3692


                       SUPPLEMENT DATED NOVEMBER 5, 2001
                              TO THE PROSPECTUS OF
                    MORGAN STANLEY VARIABLE INVESTMENT SERIES
                        CLASS X SHARES AND CLASS Y SHARES
                                DATED MAY 1, 2001

         The information contained in the Prospectus with respect to the Quality
Income Plus Portfolio under the section titled "Principal Investment Strategies"
is hereby amended as follows:

         The first paragraph is hereby replaced in its entirety as follows:

         The Portfolio will normally invest at least 65% of its assets in (i)
         U.S. government securities issued or guaranteed as to principal and
         interest by the U.S. Government, its agencies or instrumentalities,
         (ii) debt securities (including zero coupon securities and asset-backed
         securities) rated at the time of purchase within the four highest bond
         rating categories by Moody's or S&P or if not rated determined to be of
         comparable quality by the "Investment Manager," Morgan Stanley
         Investment Advisors Inc., and (iii) Yankee government bonds rated at
         the time of purchase within the four highest rating categories of
         Moody's or S&P or if not rated determined to be of comparable quality
         by the Investment Manager. Yankee government bonds are U.S. dollar
         denominated bonds issued by foreign government agencies or
         instrumentalities (no more than 20% of the Portfolio's assets may be
         invested in Yankee government bonds). The Portfolio is not limited as
         to the maturities of the U.S. Government and other debt securities in
         which it may invest.

         The seventh paragraph is hereby replaced in its entirety as follows:

         OTHER INVESTMENTS. The Portfolio may invest up to 15% of its net
         assets in Yankee corporate bonds which are rated at the time of
         purchase within the four highest grades as determined by Moody's or
         S&P or which, if not rated, are of comparable quality as determined by
         the Investment Manager. Yankee corporate bonds are U.S. dollar
         denominated debt securities issued by foreign companies. The Portfolio
         may also invest in futures with respect to financial instruments and
         interest rate indexes. The Portfolio may use futures to facilitate
         allocation of the Portfolio's investments among asset classes, to
         increase or decrease the Portfolio's exposure to a bond market or to
         seek to protect against a decline in securities or an increase in
         prices of securities that may be purchased.