FWP 1 file1.htm FWP

ISSUER FREE WRITING PROSPECTUS Filed Pursuant to Rule 433 Registration Statement No. 333-143623 February 7, 2008 STATEMENT REGARDING THIS FREE WRITING PROSPECTUS The depositor has filed a registration statement (including a prospectus) with the SEC for the offering to which this free writing prospectus relates. Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing trust and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the depositor, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll free 1-866-718-1649. This free writing prospectus does not contain all information that is required to be included in the prospectus and the prospectus supplement. ---------------------- IMPORTANT NOTICE RELATING TO AUTOMATICALLY GENERATED EMAIL DISCLAIMERS Any legends, disclaimers or other notices that may appear at the bottom of, or attached to, the email communication to which this material may have been attached are not applicable to these materials and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another email system. $1,096,591,000 (APPROXIMATE) MORGAN STANLEY CAPITAL I TRUST 2008-TOP29 as Issuing Entity MORGAN STANLEY CAPITAL I INC. as Depositor PRINCIPAL COMMERCIAL FUNDING II, LLC BEAR STEARNS COMMERCIAL MORTGAGE, INC. MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC as Sponsors and Mortgage Loan Sellers COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2008-TOP29 This free writing prospectus relates to Morgan Stanley Capital I Inc.'s offering of selected classes of its Series 2008-TOP29 Commercial Mortgage Pass-Through Certificates and clarifies, updates or adds the following information as it relates to the free writing prospectus designated as the "Term Sheet" and the free writing prospectus designated as the "Prospectus Supplement", each dated February 1, 2008: o With respect to Mortgage Loan No. 1, the Kimco Portfolio, the mortgage loan information contained in the "Term Sheet" and Appendix III of the "Prospectus Supplement" has been updated to clarify the fact that: (i) the historical NOI information for each of the 3rd Most Recent NOI of $6,185,065 (as of 12/31/2004), the 2nd Most Recent NOI of $6,682,920 (as of 12/31/2005) and the Most Recent NOI of $7,244,757 (as of 12/31/2006) are based on only four (4) of the nine (9) related mortgaged properties (the Chatham Plaza mortgaged property, the Chico Crossroads mortgaged property, the Wayne Plaza mortgaged property and the Park Place mortgaged property); (ii) the Underwritten NOI of $13,854,077 and the Underwritten Net Cash Flow of $13,228,758 are based on all nine (9) of the related mortgaged properties and are based on in place rents at each of the related mortgaged properties plus the addition of $55,450 for additional contractual rent increases through December 2008; and (iii) the Underwritten Occupancy of 91.6% is based on an underwritten vacancy of 8.4% which is less than the actual economic vacancy of 6.8% because vacancy was applied for each of the related mortgaged properties at the greater of the actual economic vacancy rate and 5.0%. This vacancy adjustment results in a decrease in effective underwritten gross income equal to $306,921.