SMALL COMPANY GROWTH PORTFOLIO (Prospectus Summary) | SMALL COMPANY GROWTH PORTFOLIO

Small Company Growth Portfolio

Objective

The Small Company Growth Portfolio seeks long-term capital appreciation by
investing primarily in growth-oriented equity securities of small capitalization
companies.

Fees and Expenses

The table below describes the fees and expenses that you may pay if you buy and
hold shares of the Portfolio. For shareholders of Class H shares, you may
qualify for sales charge discounts if the cumulative net asset value ("NAV") of
Class H shares of the Portfolio purchased in a single transaction, together with
the NAV of all Class H shares of a portfolio of Morgan Stanley Institutional
Fund, Inc., (the "Fund") or of a portfolio of Morgan Stanley Institutional Fund
Trust held in related accounts, amounts to $50,000 or more. More information
about these and other discounts is available from your financial adviser and in
the "Shareholder Information--How To Purchase Class H Shares" section on page 12
of this Prospectus.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees SMALL COMPANY GROWTH PORTFOLIO	Class H		Class L
Maximum sales charge (load) imposed on purchases (as a percentage of offering price)	4.75%	[1]	none
Redemption Fee (as a percentage of the amount redeemed on redemptions made within 30 days of purchase)	2.00%		2.00%

Annual Portfolio Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses SMALL COMPANY GROWTH PORTFOLIO		Class H	Class L
Advisory Fee	[1]	0.89%	0.89%
Distribution and/or Service (12b-1) Fee		0.25%	0.75%
Other Expenses	[1][2]	0.23%	0.23%
Total Annual Portfolio Operating Expenses	[1]	1.37%	1.87%
Fee Waiver and/or Expense Reimbursement	[1]	0.07%	0.07%
After Fee Waiver and/or Expense Reimbursement	[1]	1.30%	1.80%

Example**

^[1]

The example below is intended to help you compare the cost of investing in the
Portfolio with the cost of investing in other mutual funds.

The example assumes that you invest $10,000 in the Portfolio, your investment
has a 5% return each year and that the Portfolio's operating expenses remain the
same. Although your actual costs may be higher or lower, based on these
assumptions your costs would be:

Expense Example SMALL COMPANY GROWTH PORTFOLIO (USD $)	Expense Example, With Redemption, 1 Year	Expense Example, With Redemption, 3 Years
Class H	601	868
Class L	183	566

Portfolio Turnover

The Portfolio pays transaction costs, such as commissions, when it buys and
sells securities (or "turns over" its portfolio). A higher portfolio turnover
rate may indicate higher transaction costs and may result in higher taxes when
Portfolio shares are held in a taxable account. These costs, which are not
reflected in Total Annual Portfolio Operating Expenses or in the Example, affect
Portfolio performance. During the most recent fiscal year, the Portfolio's
portfolio turnover rate was 26% of the average value of its portfolio.

Principal Investment Strategies

Under normal market conditions, the Adviser seeks to achieve the Portfolio's
investment objective by investing primarily in established and emerging
companies from a universe comprised of small capitalization companies, most
with market capitalizations of generally less than $4 billion.

Under normal circumstances, at least 80% of the Portfolio's assets will be
invested in equity securities of small capitalization companies. A company is
considered to be a small capitalization company if it has a total market
capitalization at the time of purchase of $4 billion or less.

The Adviser emphasizes a bottom-up stock selection process, seeking attractive
investments on an individual company basis. In selecting securities for
investment, the Adviser seeks to invest in high quality companies it believes
have sustainable competitive advantages and the ability to redeploy capital at
high rates of return. The Adviser typically favors companies with rising returns
on invested capital, above average business visibility, strong free cash flow
generation and an attractive risk/reward. The Adviser generally considers
selling an investment when it determines the company no longer satisfies its
investment criteria.

The Portfolio's equity investments may include common and preferred stocks,
convertible securities and equity-linked securities, rights and warrants to
purchase common stocks, depositary receipts, exchange-traded funds ("ETFs")
and other specialty securities having equity features. The Portfolio may
invest in privately placed and restricted securities.

The Adviser may invest up to 25% of the Portfolio's net assets in foreign
securities, including emerging market securities, and securities classified as
American Depositary Receipts ("ADRs"), Global Depositary Receipts ("GDRs"),
American Depositary Shares ("ADSs") or Global Depositary Shares ("GDSs"),
foreign U.S. dollar-denominated securities that are traded on a U.S. exchange or
local shares of non-U.S. issuers.

The Portfolio may, but it is not required to, use derivative instruments for a
variety of purposes, including hedging, risk management, portfolio management or
to earn income. The Portfolio's use of derivatives may involve the purchase and
sale of derivative instruments such as futures, swaps and structured
investments, and other related instruments and techniques. The Portfolio may
utilize forward foreign currency exchange contracts, which are also derivatives,
in connection with its investments in foreign securities.

Principal Risks

There is no assurance that the Portfolio will achieve its investment objective
and you can lose money investing in this Portfolio. The principal risks of
investing in the Portfolio include:

• Equity Securities. In general, prices of equity securities are more volatile
than those of fixed income securities. The prices of equity securities will rise
and fall in response to a number of different factors, including events that
affect particular issuers as well as events that affect entire financial markets
or industries. To the extent that the Portfolio invests in convertible
securities, and the convertible security's investment value is greater than its
conversion value, its price will be likely to increase when interest rates fall
and decrease when interest rates rise. If the conversion value exceeds the
investment value, the price of the convertible security will tend to fluctuate
directly with the price of the underlying equity security.

• Foreign and Emerging Market Securities. Investments in foreign markets entail
special risks such as currency, political, economic and market risks. There also
may be greater market volatility, less reliable financial information, higher
transaction and custody costs, decreased market liquidity and less government
and exchange regulation associated with investments in foreign markets. The
risks of investing in emerging market countries are greater than risks
associated with investments in foreign developed countries. In addition, the
Portfolio's investments may be denominated in foreign currencies and therefore,
changes in the value of a country's currency compared to the U.S. dollar may
affect the value of the Portfolio's investments. Hedging the Portfolio's
currency risks through forward foreign currency exchange contracts involves the
risk of mismatching the Portfolio's objectives under a forward foreign currency
exchange contract with the value of securities denominated in a particular
currency. There is additional risk that such transactions reduce or preclude the
opportunity for gain and that currency contracts create exposure to currencies
in which the Portfolio's securities are not denominated.

• Small Cap Companies. Investments in small cap companies entail greater risks
than those associated with larger, more established companies. Often the
securities issued by small cap companies may be less liquid, and such companies
may have more limited markets, financial resources and product lines, and may
lack the depth of management of larger companies.

• Privately Placed and Restricted Securities. The Portfolio's investments may
also include privately placed securities, which are subject to resale
restrictions. These securities will have the effect of increasing the level of
Portfolio illiquidity to the extent the Portfolio may be unable to sell or
transfer these securities due to restrictions on transfers or on the ability to
find buyers interested in purchasing the securities. The illiquidity of the
market may also adversely affect the ability of the Fund's Directors to arrive
at a fair value for certain securities at certain times.

• Derivatives Risk. A derivative instrument often has risks similar to its
underlying instrument and may have additional risks, including imperfect
correlation between the value of the derivative and the underlying instrument,
risks of default by the counterparty to certain transactions, magnification of
losses incurred due to changes in the market value of the securities,
instruments, indices or interest rates to which they relate and risks that the
transactions may not be liquid. Certain derivative transactions may give rise to
a form of leverage. Leverage magnifies the potential for gain and the risk of
loss.

Shares of the Portfolio are not bank deposits and are not guaranteed or insured
by the Federal Deposit Insurance Corporation or any other government agency.

Performance Information

The bar chart and table below provide some indication of the risks of investing
in the Portfolio by showing changes in the Portfolio's Class I shares'
performance from year-to-year and by showing how the Portfolio's average annual
returns for the past one, five and 10 year periods compare with those of a broad
measure of market performance, as well as an index that represents a group of
similar mutual funds, over time. The performance of the other Classes will
differ because the Classes have different ongoing fees. The Portfolio's past
performance, before and after taxes, is not necessarily an indication of how the
Portfolio will perform in the future. Updated performance information is
available online at www.morganstanley.com/im.

Annual Total Returns--Calendar Years (Class I)*

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High Quarter     (Q4 '01)        27.48 %

Low Quarter      (Q3 '01)       -26.50 %

Average Annual Total Returns (for the calendar periods ended December 31, 2010)

Average Annual Total Returns SMALL COMPANY GROWTH PORTFOLIO	Average Annual Returns, Label		Average Annual Returns, 1 Year	Average Annual Returns, 5 Years	Average Annual Returns, 10 Years
Class H	Class H Return before Taxes
Class L	Class L Return before Taxes
Class I	Class I Return before Taxes		27.20%	4.76%	5.32%
Class I After Taxes on Distributions	Class I Return after Taxes on Distributions		27.20%	4.34%	4.87%
Class I After Taxes on Distributions and Sales	Class I Return after Taxes on Distributions and Sale of Portfolio Shares		17.68%	4.05%	4.56%
Russell 2000® Growth Fund	Russell 2000® Growth Index (reflects no deduction for fees, expenses or taxes)	[1]	29.09%	5.30%	3.78%
Lipper Small-Cap Growth Fund Index	Lipper Small-Cap Growth Funds Index (reflects no deduction for taxes)	[2]	26.08%	3.92%	2.58%

The after-tax returns shown in the table above are calculated using the
historical highest individual federal marginal income tax rates during the
period shown and do not reflect the impact of state and local taxes. After-tax
returns for the Portfolio's other Classes will vary from Class I shares'
returns. Actual after-tax returns depend on the investor's tax situation and may
differ from those shown, and after-tax returns are not relevant to investors who
hold their Portfolio shares through tax deferred arrangements such as 401(k)
plans or individual retirement accounts. After-tax returns may be higher than
before-tax returns due to an assumed benefit from capital losses that would have
been realized had Portfolio shares been sold at the end of the relevant periods,
as applicable.

[1] The sales charge is calculated as a percentage of the offering price. The sales charge is reduced for purchases of $50,000 and over. See "Shareholder Information--How To Purchase Class H Shares."

[1] The Portfolio's "Adviser," Morgan Stanley Investment Management Inc., has agreed to reduce its advisory fee and/or reimburse the Portfolio so that Total Annual Portfolio Operating Expenses, excluding certain investment related expenses, will not exceed 1.30% for Class H and 1.80% for Class L. The fee waivers and/or expense reimbursements are expected to continue for one year or until such time as the Fund's Board of Directors acts to discontinue all or a portion of such waivers and/or reimbursements when it deems that such action is appropriate.

[2] Other expenses have been estimated for the current fiscal year.

[1] The Russell 2000® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000® Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2000® Index is a subset of the Russell 3000® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market capitalization and current index membership. It is not possible to invest directly in an index.

[2] The Lipper Small-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Small-Cap Growth Funds classification. There are currently 30 funds represented in this Index.

[1] **The figures shown reflect the estimated expenses of Class L and Class H and the maximum sales charge of 4.75% applicable to purchases of Class H shares. See "Shareholder Information--How to Purchase Shares" for more information.

[2] * Class I shares are not offered in this Prospectus. As of the date of this Prospectus, the Fund had not commenced offering Class H and Class L shares of the Portfolio. The returns for Class H and Class L shares would be lower than the returns for Class I shares of the Portfolio as expenses of Class H and Class L are higher. Return information for the Portfolio's Class H and Class L shares will be shown in future prospectuses offering the Portfolio's Class H and Class L shares after the Portfolio's Class H and Class L shares have a full calendar year of return information to report.