FWP 1 dp40571_fwp-ps990.htm FWP
 
August 2013
 
Pricing Sheet dated August 30, 2013 relating to
Preliminary Terms No. 990 dated August 5, 2013
Registration Statement No. 333-178081
Filed pursuant to Rule 433
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
Dual Directional Trigger PLUS Based on the Performance of the S&P 500® Index due February 28, 2019
Trigger Performance Leveraged Upside SecuritiesSM
Principal at Risk Securities
PRICING TERMS – AUGUST 30, 2013
Issuer:
Morgan Stanley
Maturity date:
February 28, 2019
Valuation date:
February 25, 2019, subject to postponement for non-index business days and certain market disruption events
Underlying index:
S&P 500® Index
Aggregate principal amount:
$22,314,430
Payment at maturity:
If the final index value is greater than the initial index value:
$10 + leveraged upside payment
If the final index value is less than or equal to the initial index value but is greater than or equal to the trigger level:
$10 + ($10 x absolute index return)
In this scenario, you will receive a 1% positive return on the Trigger PLUS for each 1% negative return on the underlying index.  In no event will this amount exceed the stated principal amount plus $3.50.
If the final index value is less than the trigger level:
$10 × index performance factor
This amount will be less than the stated principal amount of $10, and will represent a loss of at least 35%, and possibly all, of your investment.
Leveraged upside payment:
$10 x leverage factor x index percent change
Leverage factor:
115%
Index percent change:
(final index value – initial index value) / initial index value
Absolute index return:
The absolute value of the index percent change.  For example, a –5% index percent change will result in a +5% absolute index return.
Index performance factor:
final index value / initial index value
Initial index value:
1,632.97, which is the index closing value on the pricing date
Final index value:
The index closing value on the valuation date
Trigger level:
1,061.431, which is approximately 65% of the initial index value
Stated principal amount / Issue price:
$10 per Trigger PLUS
Pricing date:
August 30, 2013
Original issue date:
September 5, 2013 (3 business days after the pricing date)
CUSIP / ISIN:
61762P450 / US61762P4506
Listing:
The Trigger PLUS will not be listed on any securities exchange.
Agent:
Morgan Stanley & Co. LLC (“MS & Co.”), a wholly-owned subsidiary of Morgan Stanley.  See “Supplemental information regarding plan of distribution; conflicts of interest” in the accompanying preliminary terms.
Estimated value on the pricing date:
$9.2835 per Trigger PLUS.  See “Investment Summary” in the accompanying preliminary terms.
Commissions and issue price:
Price to public(1)
Agent’s commissions(2)
Proceeds to issuer(3)
Per Trigger PLUS
$10.00
$0.35
$9.65
Total
$22,314,430
$781,005.05
$21,533,424.95
(1)
The actual price to public and agent’s commissions for a particular investor may be reduced for volume purchase discounts depending on the aggregate amount of Trigger PLUS purchased by that investor.  The lowest price payable by an investor is $9.90 per Trigger PLUS.  Please see “Syndicate Information” in the accompanying preliminary terms for further details.
(2)
Selected dealers, including Morgan Stanley Wealth Management (an affiliate of the Agent), and their financial advisors will collectively receive from the Agent, MS & Co., a fixed sales commission of $0.35 for each Trigger PLUS they sell.  For additional information, see “Supplemental information regarding plan of distribution; conflicts of interest” in the accompanying preliminary terms and “Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement for PLUS.
(3)
See “Use of proceeds and hedging” in the accompanying preliminary terms.
 
“Standard & Poor’s®,” “S&P®,” “S&P 500®,” “Standard & Poor’s 500” and “500” are trademarks of Standard & Poor’s Financial Services LLC (“S&P”) and have been licensed for use by Morgan Stanley.  The Trigger PLUS are not sponsored, endorsed, sold or promoted by S&P, and S&P makes no representation regarding the advisability of investing in the Trigger PLUS.
 
The Trigger PLUS are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.
You should read this document together with the preliminary terms describing the offering and the related product supplement, index supplement and prospectus, each of which can be accessed via the hyperlinks below.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates.  Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering.  You may get these documents for free by visiting EDGAR on the SEC Web site at.www.sec.gov.  Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-584-6837.