Market Plus Notes Linked to the SandP 500 t ([R]) Index due March 11, 2015 (Principal at Risk Securities) t $600 $600 Free Writing Prospectus Filed pursuant to Rule 433 Registration Statement No. 333-178081 September 4, 2013 Payoff Diagram for the Securities where a Knock-Out Event $400 Has Not Occurred(1) Payoff Diagram $400 for the Securities where a Knock-Out Event Has Occurred(2) [GRAPHIC OMITTED] [GRAPHIC OMITTED] (1) The Index Closing Value on any index business day during the Observation Period or (2) The Index Closing Value on any index business day during the Observation the Final Index Value has not declined, as compared to the Initial Index Value, by more Period or the Final Index Value has declined, as compared to the Initial Index than 23.60%. * If the Index Closing Value on any index business day during the Value, by more than 23.60%. Observation Period or the Final Index Value has decreased, as compared to the Initial Index Value, by more than 23.60%, a Knock-Out Event will have occurred. KEY TERMS Issuer Morgan Stanley Underlying Index SandP 500([R]) Index Contingent Minimum Return 0% Payment at Maturity If a Knock-Out Event HAS NOT occurred during the Observation Period or with respect to the Final Index Value, you will receive a cash payment at maturity per security equal to $1,000 plus a return equal to $1,000 times the greater of (i) the Contingent Minimum Return and (ii) the Underlying Index Return. If a Knock-Out Event HAS occurred during the Observation Period or with respect to the Final Index Value, you will receive a cash payment at maturity that will reflect the percentage appreciation or depreciation in the Index Closing Value on a 1 to 1 basis, calculated as follows: $1,000 + ($1,000 x Underlying Index Return) Knock-Out Event A Knock-Out Event occurs if the Index Closing Value on any index business day during the Observation Period or the Final Index Value has decreased, as compared to the Initial Index Value by more than the Knock-Out Buffer Amount (that is, such Index Closing Value or Final Index Value is less than the Knock-Out Level). Underlying Index Return (Final Index Value -- Initial Index Value) / Initial Index Value Initial Index Value The Index Closing Value on the Pricing Date Knock-Out Buffer Amount 23.60% Knock-Out Level 76.40% of the Initial Index Value Final Index Value The arithmetic average of the Index Closing Values on each of the five Averaging Dates Observation Period The period that includes each index business day on which a market disruption event does not occur from and including the first index business day immediately following the Pricing Day to but excluding the first Averaging Date. Monitoring Closing Level Averaging Dates March 2, 2015, March 3, 2015, March 4, 2015, March 5, 2015 and March 6, 2015 Maturity Date March 11, 2015 Listing The securities will not be listed on any securities exchange CUSIP / ISIN 61761JLH0/ US61761JLH04 Estimated value on the Approximately $979.89 per security, or within $10.00 of that estimate. See "Additional Pricing Date Terms Specific To The Securities" in the accompanying preliminary terms The securities are designed for investors who seek to participate in the appreciation of the SandP 500([R]) Index and who anticipate that the Index Closing Value on the Averaging Dates and throughout the approximately 18-month Observation Period will not have declined, as compared to the Initial Index Value, by more than 23.60% . Investors should be willing to forgo interest and dividend payments and, if a Knock-Out Event occurs because the Final Index Value or the Index Closing Value on any index business day during the Observation Period has declined, as compared to the Initial Index Value, by more than 23.60%, be willing to lose some or all of their principal based on the decl ine in value of the Underlying Index over the term of the securities. If the Final Index Value or the value of the Underlying Index has not declined on any index business day during the Observation Period, as compared to the Initial Index Value, by more than 23.60%, investors will receive the greater of (a) the Underlying Index Return and (b) the Contingent Minimum Return of 0% at maturity. Unsecured obligations of Morgan Stanley maturing March 11, 2015. Minimum denominations of $1,000 and integral multiples thereof. All payments are subject to the credit risk of Morgan Stanley. If Morgan Stanley defaults on its obligations, you could lose some or all of your investment. These securities are not secured obligations and you will not have any security interest in, or otherwise have any access to, any underlying reference asset or assets. The securities are expected to price on September 6, 2013 and are expected to settle on September 11, 2013. Fees and Commissions: J.P. Morgan Securities LLC, acting as dealer, will receive from Morgan Stanley and Co. LLC, the agent, a fixed sales commission of 1.25% for each security it sells. In addition, JPMorgan Chase Bank, N.A. will purchase securities from Morgan Stanley and Co. LLC for sales to certain -80% fiduciary accounts 20% at a purchase -60% price to such accounts 40% of 98.75 -40% of the stated principal amount 60% -20% per security and will forgo any sales 80% 0% commission with respect to such sales. HYPOTHETICAL PAYMENTS AT MATURITY Assuming an Initial Index Value of 1,600 IndexUnderlying Return(Return)on (Securities)Index Knock-Out Event Has Not K ock-Out Ev nt Has Final Index Value Underlying Index Return Occurred(1) Occurred(2) ----------------- ----------------------- ----------------------- ------------------- 2,560.00 60.00% 60.00% 60.00% ----------------- ----------------------- ----------------------- ------------------- 2,400.00 50.00% 50.00% 50.00% ----------------- ----------------------- ----------------------- ------------------- 2,240.00 40.00% 40.00% 40.00% ----------------- ----------------------- ----------------------- ------------------- 2,080.00 30.00% 30.00% 30.00% ----------------- ----------------------- ----------------------- ------------------- 1,920.00 20.00% 20.00% 20.00% ----------------- ----------------------- ----------------------- ------------------- 1,760.00 10.00% 10.00% 10.00% ----------------- ----------------------- ----------------------- ------------------- 1,680.00 5.00% 5.00% 5.00% ----------------- ----------------------- ======================= =================== 1,600.00 0% 0% 0% ----------------- ----------------------- ======================= =================== 1,520.00 -5.00% 0% -5.00% ----------------- ----------------------- ======================= =================== 1,440.00 -10.00% 0% -10.00% ----------------- ----------------------- ======================= =================== 1,280.00 -20.00% 0% -20.00% ----------------- ----------------------- ======================= =================== 1,222.40 -23.60% 0% -23.60% ----------------- ----------------------- ----------------------- =================== 1,120.00 -30.00% N/A -30.00% ----------------- ----------------------- ----------------------- =================== 960.00 -40.00% N/A -40.00% ----------------- ----------------------- ----------------------- =================== 640.00 -60.00% N/A -60.00% ----------------- ----------------------- ----------------------- =================== 320.00 -80.00% N/A -80.00% ----------------- ----------------------- ----------------------- =================== 0 -100.00% N/A -100.00% ----------------------- ----------------------- ------------------- (1) The Index Closing Value on any index business day during the Observation Period or the Final Index Value has not declined, as compared to the Initial Index Value, by more than 23.60% . (2) The Index Closing Value on any index business day during the Observation Period or the Final Index Value has declined, as compared to the Initial Index Value, by more than 23.60% . KEY RISKS / CONSIDERATIONS [] The securities do not guarantee any return of principal and do not pay any interest. You may lose some or all of your investment. [] Any payments on the securities are subject to issuer credit risk. [] The investor does not own the Underlying Index and does not receive dividends or have any other rights that holders of the securities comprising the Underlying Index would have. [] If the Index Closing Value on any index business day during the Observation Period or the Final Index Value has declined, as compared to the Initial Index Value, by more than 23.60%, you will lose the benefit of the Contingent Minimum Return and lose 1% for every 1% decline of the Underlying Index, as of the Averaging Dates. [] There may be no secondary market. Securities should be considered a hold until maturity product. [] Additional risk factors can be found in the accompanying preliminary terms and the following pages of this document. The hypothetical returns set forth above are for illustrative purposes only and may not be the actual total returns applicable to a purchaser of the securities. You should read this document together with the accompanying preliminary terms describing the offering, including the overview of the Underlying Index and its historical performance, before you decide to invest. 1

Market Plus Notes Linked to the SandP 500([R]) Index due March 11, 2015 Principal at Risk Securities Risk Factors YOUR INVESTMENT IN THE SECURITIES MAY RESULT IN A LOSS -- The terms of the securities differ from those of ordinary debt securities in that we do not guarantee to pay you the principal amount of the securities at maturity and do not pay you interest on the securities. If a Knock-Out Event occurs either during the approximately 18-month Observation Period or with respect to the Final Index Value, you will lose the benefit of the Contingent Minimum Return and be fully exposed to any depreciation in the Final Index Value as compared to the Initial Index Value on a 1 to 1 basis. If a Knock-Out Event has occurred and the Final Index Value is less than the Initial Index Value, the payment at maturity on each security will be less, and may be significantly less, than the stated principal amount of the securities and consequently, the entire principal amount of your investment is at risk. THE SECURITIES DO NOT PAY INTEREST -- Unlike ordinary debt securities, the securities do not pay interest and do not guarantee any return of principal at maturity. NO DIVIDEND PAYMENTS OR VOTING RIGHTS -- As a holder of the securities, you will not have voting rights or rights to receive cash dividends or other distributions or other rights that holders of securities composing the Underlying Index would have. THE SECURITIES ARE SUBJECT TO THE CREDIT RISK OF MORGAN STANLEY, AND ANY ACTUAL OR ANTICIPATED CHANGES TO ITS CREDIT RATINGS OR CREDIT SPREADS MAY ADVERSELY AFFECT THE MARKET VALUE OF THE SECURITIES -- You are dependent on Morgan Stanley's ability to pay all amounts due on the securities at maturity, and therefore you are subject to the credit risk of Morgan Stanley. If Morgan Stanley defaults on its obligations under the securities, your investment would be at risk and you could lose some or all of your investment. As a result, the market value of the securities prior to maturity will be affected by changes in the market's view of Morgan Stanley's creditworthiness. Any actual or anticipated decline in Morgan Stanley's credit ratings or increase in the credit spreads charged by the market for taking Morgan Stanley credit risk is likely to adversely affect the market value of the securities. MANY ECONOMIC AND MARKET FACTORS WILL IMPACT THE VALUE OF THE SECURITIES -- The value of the securities will be affected by a number of economic and market factors that may either offset or magnify each other, including: []the value, especially in relation to the Knock-Out Level, and the actual or expected volatility, of the Underlying Index; []the time to maturity of the securities; []the dividend rates on the common stocks underlying the Underlying Index; []interest and yield rates in the market generally; []geopolitical conditions and a variety of economic, financial, political, regulatory or judicial events; and []our creditworthiness, including actual or anticipated downgrades in our credit ratings or credit spreads. Some or all of these factors will influence the price that you will receive if you sell your securities prior to maturity. For example, you may have to sell your securities at a substantial discount from the stated principal amount if a Knock-Out Event has occurred or is likely to imminently occur in light of the then-current level of the Underlying Index. You cannot predict the future performance of the Underlying Index based on its historical performances. We cannot guarantee that a Knock-Out Event will not occur or that the Underlying Index Return will be positive so that you will receive at maturity an amount in excess of the principal amount of the securities. You can review a graph setting forth the historical performance of the Underlying Index in the preliminary terms describing the terms of the securities. THE RATE WE ARE WILLING TO PAY FOR SECURITIES OF THIS TYPE, MATURITY AND ISSUANCE SIZE IS LIKELY TO BE LOWER THAN THE RATE IMPLIED BY OUR SECONDARY MARKET CREDIT SPREADS AND ADVANTAGEOUS TO US. BOTH THE LOWER RATE AND THE INCLUSION OF COSTS ASSOCIATED WITH ISSUING, SELLING, STRUCTURING AND HEDGING THE SECURITIES IN THE ORIGINAL ISSUE PRICE REDUCE THE ECONOMIC TERMS OF THE SECURITIES, CAUSE THE ESTIMATED VALUE OF THE SECURITIES TO BE LESS THAN THE ORIGINAL ISSUE PRICE AND WILL ADVERSELY AFFECT SECONDARY MARKET PRICES-- Assuming no change in market conditions or any other relevant factors, the prices, if any, at which dealers, including MS and Co., may be willing to purchase the securities in secondary market transactions will likely be significantly lower than the original issue price, because secondary market prices will exclude the issuing, selling, structuring and hedging-related costs that are included in the original issue price and borne by you and because the secondary market prices will reflect our secondary market credit spreads and the bid-offer spread that any dealer would charge in a secondary market transaction of this type as well as other factors. The inclusion of the costs of issuing, selling, structuring and hedging the securities in the original issue price and the lower rate we are willing to pay as issuer make the economic terms of the securities less favorable to you than they otherwise would be. However, because the costs associated with issuing, selling, structuring and hedging the securities are not fully deducted upon issuance, for a period of up to 6 months following the issue date, to the extent that MS and Co. may buy or sell the securities in the secondary market, absent changes in market conditions, including those related to the Underlying Index, and to our secondary market credit spreads, it would do so based on values higher than the estimated value, and we expect that those higher values will also be reflected in your brokerage account statements. THE ESTIMATED VALUE OF THE SECURITIES IS DETERMINED BY REFERENCE TO OUR PRICING AND VALUATION MODELS, WHICH MAY DIFFER FROM THOSE OF OTHER DEALERS AND IS NOT A MAXIMUM OR MINIMUM SECONDARY MARKET PRICE-- These pricing and valuation models are proprietary and rely in part on subjective views of certain market inputs and certain assumptions about future events, which may prove to be incorrect. As a result, because there is no market-standard way to value these types of securities, our models may yield a higher estimated value of the securities than those generated by others, including other dealers in the market, if they attempted to value the securities. In addition, the estimated value on the Pricing Date does not represent a minimum or maximum price at which dealers, including MS and Co., would be willing to purchase your securities in the secondary market (if any exists) at any time. The value of your securities at any time after the date of this pricing supplement will vary based on many factors that cannot be predicted with accuracy, including our creditworthiness and changes in market conditions. See also "Many economic and market factors will impact the value of the securities" above. 2

Market Plus Notes Linked to the SandP 500([R]) Index due March 11, 2015 Principal at Risk Securities Risk Factors LACK OF LIQUIDITY -- The securities will not be listed on any securities exchange. Therefore, there may be little or no secondary market for the securities. Morgan Stanley and Co. LLC ("MS and Co.") may, but is not obligated to, make a market in the securities and, if it once chooses to make a market, may cease doing so at any time. When it does make a market, it will generally do so for transactions of routine secondary market size at prices based on its estimate of the current value of the securities, taking into account its bid/offer spread, our credit spreads, market volatility, the notional size of the proposed sale, the cost of unwinding any related hedging positions, the time remaining to maturity and the likelihood that it will be able to resell the securities. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the securities easily. Since other broker-dealers may not participate significantly in the secondary market for the securities, the price at which you may be able to trade your securities is likely to depend on the price, if any, at which MS and Co. is willing to transact. If, at any time, MS and Co. were to cease making a market in the securities, it is likely that there would be no secondary market for the securities. Accordingly, you should be willing to hold your securities to maturity. POTENTIAL CONFLICTS -- We and our affiliates play a variety of roles in connection with the issuance of the securities, including acting as calculation agent and hedging our obligations under the securities. In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the securities. We will not have any obligation to consider your interests as a holder of the securities in taking any corporate action that might affect the value of the Underlying Index and the securities. In addition, MS and Co. has determined the estimated value of the securities on the Pricing Date. HEDGING AND TRADING ACTIVITY BY OUR SUBSIDIARIES COULD POTENTIALLY ADVERSELY AFFECT THE VALUE OF THE SECURITIES-- One or more of our subsidiaries and/or third-party dealers expect to carry out hedging activities related to the securities (and to other instruments linked to the Underlying Index or its component stocks), including trading in the stocks that constitute the Underlying Index as well as in other instruments related to the Underlying Index. Some of our subsidiaries also trade the stocks that constitute the Underlying Index and other financial instruments related to the Underlying Index on a regular basis as part of their general broker-dealer and other businesses. Any of these hedging or trading activities on or prior to the Pricing Date could potentially increase the Initial Index Level and, therefore, could increase the value at or above which the Underlying Index must close on each index business day during the Observation Period and the value at or above which the Final Index Value must be so that a Knock-Out Event does not occur which could cause investors to suffer a loss on their initial investment in the securities. THE OFFERING OF THE SECURITIES MAY BE TERMINATED BEFORE THE PRICING DATE -- If we determine prior to pricing that it is not reasonable to treat your purchase and ownership of the securities as an "open transaction" for U.S. federal income tax purposes, the offering of the securities will be terminated. UNITED STATES FEDERAL TAX CONSEQUENCES -- Please read the discussion of U.S. federal tax consequences, and any related risk factors, in the preliminary terms describing the terms of the securities. 3

Market Plus Notes Linked to the SandP 500([R]) Index due March 11, 2015 Principal at Risk Securities Important Information 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 the offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-584-6837. License Agreement between Standard and Poor's and Morgan Stanley. "Standard and Poor's([R])," "SandP([R])," "SandP 500([R])," "Standard and Poor's 500" and "500" are trademarks of SandP and have been licensed for use by Morgan Stanley. For more information, see "SandP 500([R]) Index--License Agreement between SandP and Morgan Stanley" in the accompanying index supplement. The securities 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. The information provided herein was prepared by sales, trading, or other non-research personnel of one of the following: Morgan Stanley and Co. LLC, Morgan Stanley and Co. International PLC, Morgan Stanley MUFG Securities Co., Ltd, Morgan Stanley Capital Group Inc. and/or Morgan Stanley Asia Limited (together with their affiliates, hereinafter "Morgan Stanley"), but is not a product of Morgan Stanley's Equity Research or Fixed Income Research Departments. This communication is a marketing communication and is not a research report, though it may refer to a Morgan Stanley research report or the views of a Morgan Stanley research analyst. We are not commenting on the fundamentals of any companies mentioned. Unless indicated, all views expressed herein are the views of the author's and may differ from or conflict with those of the Morgan Stanley Equity Research or Fixed Income Research Departments or others in the Firm. Morgan Stanley is not acting as a municipal advisor and the opinions or views contained herein are not intended to be, and do not constitute, advice, including within the meaning of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. This material is not (and should not be construed to be) investment advice (as defined under ERISA or similar concepts under applicable law) from Morgan Stanley with respect to an employee benefit plan or to any person acting as a Fiduciary for an employee benefit plan, or as a primary basis for any particular plan investment decision. These materials have been based upon information generally available to the public from sources believed to be reliable. No representation is given with respect to their accuracy or completeness, and they may change without notice. Morgan Stanley on its own behalf and on behalf of its affiliates disclaims any and all liability relating to these materials, including, without limitation, any express or implied representations or warranties for statements or errors contained in, or omissions from, these materials. Morgan Stanley and others associated with it may make markets or specialize in, have or may in the future enter into principal or proprietary positions (long or short) in and effect transactions in securities of companies or trading strategies mentioned or described herein and may also perform or seek to perform investment banking, brokerage or other services for those companies and may enter into transactions with them. We may at any time modify or liquidate all or a portion of such positions and we are under no obligation to contact you to disclose any such intention to modify or liquidate or any such modification or liquidation. Morgan Stanley acts as "prime broker" and lender for a number of hedge funds. As a result, Morgan Stanley may indirectly benefit from increases in investments in hedge funds. Unless stated otherwise, the material contained herein has not been based on a consideration of any individual client circumstances and as such should not be considered to be a personal recommendation. We remind investors that these investments are subject to market risk and will fluctuate in value. The investments discussed or recommended in this communication may be unsuitable for investors depending upon their specific investment objectives and financial position. Where an investment is denominated in a currency other than the investor's currency, changes in rates of exchange may have an adverse effect on the value, price of, or income derived from the investment. The performance data quoted represents past performance. Past performance is not indicative of future returns. No representation or warranty is made that any returns indicated will be achieved. Certain assumptions may have been made in this analysis which have resulted in any returns detailed herein. Transaction costs (such as commissions) are not included in the calculation of returns. Changes to the assumptions may have a material impact on any returns detailed. Potential investors should be aware that certain legal, accounting and tax restrictions, margin requirements, commissions and other transaction costs and changes to the assumptions set forth herein may significantly affect the economic consequences of the transactions discussed herein. The information and analyses contained herein are not intended as tax, legal or investment advice and may not be suitable for your specific circumstances. By submitting this communication to you, Morgan Stanley is not advising you to take any particular action based on the information, opinions or views contained herein, and acceptance of such document will be deemed by you acceptance of these conclusions. You should consult with your own municipal, financial, accounting and legal advisors regarding the information, opinions or views contained in this communication. 4