Morgan Stanley | Business Contracts

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 24, 2023)

Amendment to Morgan Stanley 401(k) Plan, dated December 1 (Filed With SEC on February 24, 2023)

Directors Equity Capital Accumulation Plan as amended and restated as of November 1 (Filed With SEC on February 24, 2023)

Employee Stock Purchase Plan as amended and restated as of (Filed With SEC on February 24, 2023)

Morgan Stanley Schedule of Non-Employee Directors Annual Compensation, effective as of November 1 (Filed With SEC on February 24, 2023)

Form of Award Certificate for Long-Term Incentive Program Awards (Filed With SEC on February 24, 2023)

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 24, 2022)

Eleventh Supplemental Senior Indenture dated as of March 24, 2021 between Morgan Stanley and The Bank of New York Mellon, as trustee (supplemental to Senior Indenture dated... (Filed With SEC on February 24, 2022)

Amendment to Morgan Stanley 401(k) Plan, dated December 1, 2021 (Filed With SEC on February 24, 2022)

Sixth Amendment to Investor Agreement, dated April 13, 2021, between Morgan Stanley and Mitsubishi UFJ Financial Group, Inc (Filed With SEC on August 2, 2021)

Morgan Stanley Equity Incentive Compensation Plan, as amended and restated as of March 26, 2021 (Filed With SEC on May 20, 2021)

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 26, 2021)

Fifth Amendment to Investor Agreement, dated October 4, 2018, by and between Morgan Stanley and Mitsubishi UFJ Financial Group, Inc (Filed With SEC on February 26, 2021)

Amendment to Morgan Stanley 401(k) Plan, dated December 14, 2020 (Filed With SEC on February 26, 2021)

Equity Incentive Compensation Plan, as amended and restated as of December 14, 2020 (Filed With SEC on February 26, 2021)

Morgan Stanley Compensation Incentive Plan, as amended and restated as of December 14, 2020 (Filed With SEC on February 26, 2021)

Form of Award Certificate for Long-Term Incentive Program Awards (Filed With SEC on February 26, 2021)

Form of Aircraft Time-Sharing Agreement (Filed With SEC on November 3, 2020)

Agreement and Plan of Merger, dated as of October 7, 2020, by and among Morgan Stanley, Mirror Merger Sub 1, Inc., Mirror Merger Sub 2, LLC and Eaton Vance Corp (Filed With SEC on October 8, 2020)

Form of Certificate representing the Morgan Stanley Series M Preferred Stock (Filed With SEC on October 2, 2020)

Form of Certificate representing the Morgan Stanley Series N Preferred Stock (Filed With SEC on October 2, 2020)

Form of Deposit Agreement among Morgan Stanley, The Bank of New York Mellon and the holders from time to time of the depositary receipts representing interests in the Morgan... (Filed With SEC on October 2, 2020)

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 27, 2020)

Amendment to Morgan Stanley 401(k) Plan, dated as of December 12, 2019 (Filed With SEC on February 27, 2020)

Agreement and Plan of Merger, dated as of February 20, 2020, by and among Morgan Stanley, Moon-Eagle Merger Sub, Inc., and E*TRADE Financial Corporation (Filed With SEC on February 21, 2020)

Amendment to Morgan Stanley 401(k) Plan, dated as of December 11, 2018 (Filed With SEC on February 26, 2019)

Directors Equity Capital Accumulation Plan as amended and restated as of November 1, 2018 (Filed With SEC on February 26, 2019)

Morgan Stanley Schedule of Non-Employee Directors Annual Compensation, effective as of November 1, 2018 (Filed With SEC on February 26, 2019)

Form of Award Certificate for Long-Term Incentive Program Awards (Filed With SEC on February 26, 2019)

Amended and Restated Trust Agreement dated as of January 1, 2018 by and between Morgan Stanley and State Street Bank and Trust Company (Filed With SEC on May 4, 2018)

Amendment to Morgan Stanley 401(k) Plan, dated as of December 12, 2017 (Filed With SEC on February 27, 2018)

Amendment to Morgan Stanley 401(k) Plan, dated as of January 17, 2018 (Filed With SEC on February 27, 2018)

Form of Award Certificate for Discretionary Retention Awards of Stock Units (Filed With SEC on February 27, 2018)

Form of Award Certificate for Discretionary Retention Awards under the Morgan Stanley Compensation Incentive Plan (Filed With SEC on February 27, 2018)

Form of Award Certificate for Long-Term Incentive Program Awards (Filed With SEC on February 27, 2018)

MORGANSTANLEY EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 30, 2017) (Filed With SEC on May 22, 2017)

MORGANSTANLEY DIRECTORS’EQUITY CAPITAL ACCUMULATION PLAN (as amendedand restated March 30, 2017) (Filed With SEC on May 22, 2017)

AMENDMENT TO THE MORGAN STANLEY 401(k) PLAN (Filed With SEC on February 27, 2017)

RE: Change ofEmployment Status And Release Agreement (Filed With SEC on February 27, 2017)

MORGANSTANLEY Global Medium Term Notes, Series F Global Units, Series F GlobalWarrants, Series F GlobalMedium Term Notes, Series I MORGANSTANLEY FINANCE LLC GlobalMedium Term... (Filed With SEC on January 11, 2017)

MORGANSTANLEY Global Medium-TermNotes, Series G and Series H Global Units, Series G and Series H Global Medium-Term Notes, Series J and Series K EURO DISTRIBUTIONAGREEMENT (Filed With SEC on January 11, 2017)

TENTHSUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGANSTANLEY AND THEBANK OF NEW YORK MELLON assuccessor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), Trustee... (Filed With SEC on January 11, 2017)

[FORMOF FACE OF NOTE] FLOATING RATE SENIOR NOTE (Filed With SEC on January 11, 2017)

[FORMOF FACE OF NOTE] FIXED RATE SENIOR NOTE (Filed With SEC on January 11, 2017)

[FORMOF FACE OF NOTE] SENIOR VARIABLE RATE RENEWABLE NOTE (Filed With SEC on January 11, 2017)

[FORM OF FACE OF NOTE] FIXED RATE AMORTIZING SENIOR NOTE (Filed With SEC on January 11, 2017)

[FORM OF FACE OF NOTE] FLOATING/FIXED RATE SENIOR NOTE (Filed With SEC on January 11, 2017)

[FORM OF FACE OF NOTE] EURO FIXED RATE SENIORREGISTERED NOTE (Filed With SEC on January 11, 2017)

[FORMOF FACE OF NOTE] EURO FLOATING RATE SENIOR REGISTERED NOTE (Filed With SEC on January 11, 2017)

[FORMOF FACE OF NOTE] EURO SENIOR REGISTERED FLOATING RATE RENEWABLE NOTE (Filed With SEC on January 11, 2017)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (as amended through August 1, 2016) (Filed With SEC on August 3, 2016)

MORGAN STANLEY SCHEDULE OF NON-EMPLOYEEDIRECTORS ANNUAL COMPENSATION Effective as of August 1, 2016 (Filed With SEC on August 3, 2016)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 24, 2016) (Filed With SEC on May 17, 2016)

Fourth Amendment to Investor Agreement (Filed With SEC on May 4, 2016)

AMENDMENT TO THE 401(k) PLAN (Filed With SEC on February 23, 2016)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on February 23, 2016)

MORGAN STANLEY MORGAN STANLEY COMPENSATION INCENTIVE PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on February 23, 2016)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN [YEAR] LONG-TERM INCENTIVE PROGRAM AWARD AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on February 23, 2016)

RE: Change ofEmployment Status And Release Agreement (Filed With SEC on February 23, 2016)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 26, 2015) (Filed With SEC on May 19, 2015)

Description of Operating Committee Medical Coverage (Filed With SEC on May 4, 2015)

FIXED-TO-FLOATING RATE NON-CUMULATIVE PREFERRED STOCK, SERIES J ($25,000 LIQUIDATION PREFERENCE) (Filed With SEC on March 19, 2015)

MORGAN STANLEY, THE BANK OF NEW YORK MELLON AND THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN DEPOSIT AGREEMENT Dated as of March, 2015 TABLE OF... (Filed With SEC on March 19, 2015)

AMENDMENT TO 401(k)PLAN (Filed With SEC on March 2, 2015)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AND EXCESS PLAN (Filed With SEC on November 4, 2014)

MORGAN STANLEY SCHEDULE OF NON-EMPLOYEE DIRECTORS ANNUALCOMPENSATION Effective as of August 1, 2014 (Filed With SEC on November 4, 2014)

NINTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OF NEW YORK MELLON as successor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank),... (Filed With SEC on May 6, 2014)

MORGAN STANLEY MORGAN STANLEY COMPENSATION INCENTIVE PLAN DEFERRED BONUS PROGRAM [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 6, 2014)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 6, 2014)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN [YEAR] LONG-TERM INCENTIVE PROGRAM AWARD AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 6, 2014)

FIXED-TO-FLOATING RATE NON-CUMULATIVE PREFERRED STOCK, SERIES H ($25,000 LIQUIDATION PREFERENCE) (Filed With SEC on April 29, 2014)

MORGAN STANLEY, THE BANK OF NEW YORK MELLON AND THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN DEPOSIT AGREEMENT Dated as of April, 2014 TABLE OF... (Filed With SEC on April 29, 2014)

AMENDMENT TO 401(k) PLAN (Filed With SEC on February 25, 2014)

AMENDMENT TO 401(k) SAVINGS PLAN (Filed With SEC on February 25, 2014)

Third Amendment to Investor Agreement (Filed With SEC on November 4, 2013)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 21, 2013) (Filed With SEC on May 14, 2013)

MORGAN STANLEY PERFORMANCE FORMULA AND PROVISIONS ( Amended and Restated as of March 21, 2013) (Filed With SEC on May 14, 2013)

RE: Change of Employment Status and Release Agreement (Filed With SEC on May 7, 2013)

OCTOBER 8, 2009 MORGAN STANLEY UK LIMITED MORGAN STANLEY ALTERNATIVE RETIREMENT PLAN RULES CONTENTS (Filed With SEC on May 7, 2013)

MORGAN STANLEY MORGANSTANLEY COMPENSATION INCENTIVE PLAN DEFERREDBONUS PROGRAM [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2013)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2013)

MORGAN STANLEY EMPLOYEES EQUITY ACCUMULATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK OPTIONS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2013)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN [YEAR] LONG-TERM INCENTIVE PROGRAM AWARD AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2013)

MORGAN STANLEY 401(k) PLAN Amended and Restated Effective as of January 1, 2013 TABLE OF CONTENTS (Filed With SEC on February 26, 2013)

EIGHTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OFNEW YORK MELLON as successor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank),... (Filed With SEC on August 6, 2012)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 22, 2012) (Filed With SEC on May 16, 2012)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (as amended through March 22, 2012) (Filed With SEC on May 16, 2012)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2012)

MORGAN STANLEY MORGANSTANLEY COMPENSATION INCENTIVE PLAN DEFERREDBONUS PROGRAM [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2012)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN AWARD CERTIFICATE FOR [YEAR] PERFORMANCE STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2012)

MORGAN STANLEY EUROPEAN TAX EQUALISATION POLICY (Filed With SEC on May 7, 2012)

AMENDMENT TO 401(k) SAVINGS PLAN (Filed With SEC on May 7, 2012)

SEVENTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OFNEW YORK MELLON as successor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank),... (Filed With SEC on February 27, 2012)

AMENDED AND RESTATED TRUST AGREEMENT by and between MORGAN STANLEY and STATE STREET BANK AND TRUST COMPANY As of October 18, 2011 AMENDED AND RESTATED TRUST AGREEMENT Table of... (Filed With SEC on February 27, 2012)

AMENDMENT TO 401(k) PLAN (Filed With SEC on February 27, 2012)

AMENDMENT TO 401(k) SAVINGS PLAN (Filed With SEC on February 27, 2012)

Description of Senior Advisor Arrangement with John J. Mack (Filed With SEC on February 27, 2012)

MORGAN STANLEY SCHEDULE OF NON-EMPLOYEE DIRECTORS ANNUALCOMPENSATION Effective as of May 17, 2011 (Filed With SEC on February 27, 2012)

MORGAN STANLEY STRATEGIC EQUITY INVESTMENT PLAN AMENDED AND RESTATED AS OF JANUARY 1, 2009 (Filed With SEC on February 27, 2012)

SIXTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OFNEW YORK MELLON as successor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank),... (Filed With SEC on November 7, 2011)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of July 20, 2011) (Filed With SEC on November 7, 2011)

INTEGRATION AND INVESTMENT AGREEMENT dated as of March 30, 2010 by and between MITSUBISHI UFJ FINANCIAL GROUP, INC. and MORGAN STANLEY TABLE OF CONTENTS (Filed With SEC on August 8, 2011)

AMENDMENT TO 401(k) PLAN (Filed With SEC on August 8, 2011)

AMENDMENT TO 401(k) SAVINGS PLAN (Filed With SEC on August 8, 2011)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AND EXCESS PLAN (Filed With SEC on August 8, 2011)

AMENDED AND RESTATED INVESTOR AGREEMENT BY AND BETWEEN MORGAN STANLEY AND INVESTOR DATED AS OF JUNE 30, 2011 (Filed With SEC on June 30, 2011)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Amended and Restated as of March 25, 2011) (Filed With SEC on May 19, 2011)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 9, 2011)

MORGAN STANLEY MORGANSTANLEY COMPENSATION INCENTIVE PLAN DEFERREDBONUS PROGRAM [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 9, 2011)

MORGAN STANLEY 2007 EQUITYINCENTIVE COMPENSATION PLAN AWARD CERTIFICATE FOR [YEAR] PERFORMANCE STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 9, 2011)

MORGAN STANLEY EMPLOYEES EQUITY ACCUMULATION PLAN [YEAR] SPECIAL DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK OPTIONS Table of Contents for Award Certificate (Filed With SEC on May 9, 2011)

TRANSACTION AGREEMENT dated as of April 21, 2011 between MORGAN STANLEY and MITSUBISHI UFJ FINANCIAL GROUP, INC. TABLE OF CONTENTS (Filed With SEC on April 22, 2011)

AMENDMENT TO 401(k) PLAN (Filed With SEC on February 28, 2011)

AMENDMENT TO 401(k) SAVINGS PLAN (Filed With SEC on February 28, 2011)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AND EXCESS PLAN (Filed With SEC on February 28, 2011)

[Signature page follows] (Filed With SEC on June 2, 2010)

MORGANSTANLEY 2007EQUITY INCENTIVE COMPENSATION PLAN (Amendedand Restated as of March 19, 2010) (Filed With SEC on May 19, 2010)

AIRCRAFT TIME-SHARING AGREEMENT (Filed With SEC on May 7, 2010)

Annex A (Filed With SEC on May 7, 2010)

DISCRETIONARY NEW HIRE AWARD TERM SHEET (Filed With SEC on May 7, 2010)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE FOR STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2010)

MORGAN STANLEY MORGAN STANLEY COMPENSATION INCENTIVE PLAN [YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2010)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN AWARD CERTIFICATE FOR [YEAR] PERFORMANCE STOCK UNITS TABLE OF CONTENTS FORAWARD CERTIFICATE (Filed With SEC on May 7, 2010)

AMENDMENT TO MORGAN STANLEY 401(k) PLAN (Filed With SEC on February 26, 2010)

AMENDMENT TO MORGAN STANLEY 401(k) SAVINGS PLAN (Filed With SEC on February 26, 2010)

MORGAN STANLEY DIRECTORS EQUITY CAPITALACCUMULATION PLAN (as amended through November 16, 2009) (Filed With SEC on February 26, 2010)

Dated November 5, 2009 Morgan Stanley InternationalIncorporated and Hill Samuel ESOP Trustees Limited SUPPLEMENTARY DEED OF PARTICIPATION FOR THE MORGANSTANLEY UK SHARE OWNERSHIP... (Filed With SEC on February 26, 2010)

AMENDED AND RESTATED TRUST AGREEMENT by and between (Filed With SEC on August 7, 2009)

AMENDMENT TO 401(k) PLAN (Filed With SEC on August 7, 2009)

MORGAN STANLEY 401(k) SAVINGS PLAN Adopted Effective as of July 1, 2009 (Filed With SEC on August 7, 2009)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (Filed With SEC on August 7, 2009)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AND EXCESS PLAN (Filed With SEC on August 7, 2009)

MORGAN STANLEY 2007 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on August 7, 2009)

AMENDED AND RESTATED JOINT VENTURE CONTRIBUTION AND FORMATION AGREEMENT by and among CITIGROUP INC., MORGAN STANLEY and MORGAN STANLEY SMITH BARNEY HOLDINGS LLC Dated as of May... (Filed With SEC on June 1, 2009)

AMENDMENT TO 401(k) PLAN (Filed With SEC on May 7, 2009)

MORGAN STANLEY SUPPLEMENTAL EXECUTIVE RETIREMENT AND EXCESS PLAN (Filed With SEC on May 7, 2009)

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on May 7, 2009)

AIRCRAFT TIME SHARING AGREEMENT (Filed With SEC on May 7, 2009)

MORGAN STANLEY 2007 EQUITY INCENTIVECOMPENSATION PLAN [FISCAL YEAR] DISCRETIONARY RETENTION (Filed With SEC on May 7, 2009)

MORGAN STANLEY MORGAN STANLEYCOMPENSATION INCENTIVE PLAN [FISCAL YEAR] DISCRETIONARY RETENTION AWARDS AWARD CERTIFICATE TABLE OF CONTENTS FOR AWARDCERTIFICATE (Filed With SEC on May 7, 2009)

MORGAN STANLEY 2007EQUITY INCENTIVE COMPENSATION PLAN (Amendedand Restated as of March 10, 2009) (Filed With SEC on April 29, 2009)

AMENDMENT TO 401(k) PLAN (Filed With SEC on January 29, 2009)

MORGAN STANLEY EMPLOYEE STOCK PURCHASE PLAN (Filed With SEC on January 29, 2009)

MORGAN STANLEY 2006 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on January 29, 2009)

MORGAN STANLEY 2007 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on January 29, 2009)

MORGAN STANLEY Certificate of Amendment for Certain Fiscal[ ] Annual Discretionary Retention Awards of Stock Units and Stock Options (Filed With SEC on January 29, 2009)

MORGAN STANLEY COMPENSATION INCENTIVE PLAN PLAN DOCUMENT (Filed With SEC on January 29, 2009)

WAIVER (Filed With SEC on January 29, 2009)

JOINT VENTURE CONTRIBUTION AND FORMATION AGREEMENT by and between CITIGROUP INC. and MORGAN STANLEY Dated as of January 13, 2009 (Filed With SEC on January 16, 2009)

FOURTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OF NEW YORKMELLON as successor to JPMorgan Chase Bank,N.A. (formerly known as JPMorgan Chase Bank),... (Filed With SEC on December 5, 2008)

EXHIBIT4.2 [FORMOF FACE OF FDIC-GUARANTEED NOTE] FIXEDRATE SENIOR NOTE (Filed With SEC on December 5, 2008)

EXHIBIT4.3 [FORMOF FACE OF FDIC-GUARANTEED NOTE] FLOATINGRATE SENIOR NOTE (Filed With SEC on December 5, 2008)

Securities Purchase Agreement (Filed With SEC on October 17, 2008)

INVESTOR AGREEMENT BY AND BETWEEN MORGAN STANLEY AND INVESTOR DATED AS OF OCTOBER 13, 2008 (Filed With SEC on October 17, 2008)

AMENDMENT TO 401(k) PLAN (Filed With SEC on October 9, 2008)

AMENDMENT TO EXCESS BENEFIT PLAN (Filed With SEC on October 9, 2008)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (Filed With SEC on October 9, 2008)

Securities Purchase Agreement (Filed With SEC on October 3, 2008)

MORGANSTANLEY AND THE BANKOF NEW YORK MELLON, as UnitAgent, as Trustee and Paying Agentunder the Indenture referred to herein,and as Warrant Agent under the WarrantAgreement... (Filed With SEC on September 2, 2008)

MORGAN STANLEY SELECT EMPLOYEES CAPITAL ACCUMULATION PROGRAM (Filed With SEC on July 9, 2008)

MORGAN STANLEY 2007 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on July 9, 2008)

MORGAN STANLEY 2006 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on July 9, 2008)

MORGAN STANLEY 2006 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on April 9, 2008)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (Filed With SEC on April 9, 2008)

AMENDMENT, DATED DECEMBER 11, 2007, TO THE MORGAN STANLEY 1993 STOCK PLAN FOR NON-EMPLOYEE DIRECTORS (Filed With SEC on April 9, 2008)

- 1 - (Filed With SEC on April 9, 2008)

MORGAN STANLEY 2006 NOTIONAL LEVERAGEDCO-INVESTMENT PLAN [FISCAL YEAR] AWARD CERTIFICATE TABLE OF CONTENTS FOR AWARDCERTIFICATE (Filed With SEC on April 9, 2008)

MORGAN STANLEY 2007 NOTIONAL LEVERAGEDCO-INVESTMENT PLAN [FISCAL YEAR] AWARD CERTIFICATE FOR CERTAIN MANAGEMENT COMMITTEE MEMBERS TABLE OF CONTENTS FOR AWARDCERTIFICATE (Filed With SEC on April 9, 2008)

MORGAN STANLEY SELECT EMPLOYEES CAPITAL ACCUMULATION PROGRAM FISCAL YEAR [ ] TERM SHEET (Filed With SEC on April 9, 2008)

MORGAN STANLEY [FISCAL YEAR] DISCRETIONARYRETENTION AWARDS AWARD CERTIFICATE FOR CERTAIN MANAGEMENT COMMITTEE MEMBERS (Filed With SEC on April 9, 2008)

FOURTH SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY (formerly known as MORGAN STANLEY DEAN WITTER & CO.) AND THE BANK OF NEW YORK as successor to JPMorgan Chase Bank, N.A.... (Filed With SEC on January 29, 2008)

FIRST SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OF NEW YORK as successor to JPMorgan Chase Bank, N.A. (formerly known asJPMorgan Chase Bank), Trustee Dated... (Filed With SEC on January 29, 2008)

AMENDMENT TO 401(k) PLAN (Filed With SEC on January 29, 2008)

MORGAN STANLEY TAX DEFERRED EQUITY PARTICIPATION PLAN (Filed With SEC on January 29, 2008)

MORGAN STANLEY EMPLOYEES EQUITY ACCUMULATION PLAN (Filed With SEC on January 29, 2008)

AMENDMENT TO EXCESS BENEFIT PLAN (Filed With SEC on January 29, 2008)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (Filed With SEC on January 29, 2008)

AMENDMENT TO THE MORGAN STANLEY 1995 EQUITY INCENTIVE COMPENSATION PLAN, DATEDNOVEMBER 26, 2007 (Filed With SEC on January 29, 2008)

MORGAN STANLEY BRANCH MANAGER COMPENSATION PLAN (Filed With SEC on January 29, 2008)

MORGAN STANLEY FINANCIAL ADVISOR AND INVESTMENT REPRESENTATIVE (Filed With SEC on January 29, 2008)

MORGAN STANLEY 2007 EQUITY INCENTIVE COMPENSATION PLAN (Filed With SEC on January 29, 2008)

GOVERNMENTAL SERVICE AMENDMENT TOOUTSTANDING STOCK OPTION AND STOCK UNIT AWARDS (Filed With SEC on January 29, 2008)

MORGAN STANLEY Global Medium-Term Notes, Series G and Series H Global Units, Series G and Series H AMENDED AND RESTATED EURO DISTRIBUTION AGREEMENT (Filed With SEC on January 10, 2008)

SECOND SUPPLEMENTAL SENIOR INDENTURE BETWEEN MORGAN STANLEY AND THE BANK OF NEW YORK as successor to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), Trustee... (Filed With SEC on January 10, 2008)

[FORM OF FACE OF SECURITY] TEMPORARY GLOBAL FLOATING RATE SENIOR BEARER NOTE (Filed With SEC on January 10, 2008)

[FORM OF FACE OF SECURITY] PERMANENT GLOBAL FLOATING RATE SENIOR BEARER NOTE BEARER No. PGFLR BEARER (Filed With SEC on January 10, 2008)

[FORM OF FACE OF SECURITY] TEMPORARY GLOBAL FIXED RATE SENIOR BEARER NOTE (Filed With SEC on January 10, 2008)

[FORM OF FACE OF SECURITY] PERMANENT GLOBAL FIXED RATE SENIOR BEARER NOTE (Filed With SEC on January 10, 2008)

Securities Purchase Agreement (Filed With SEC on December 27, 2007)

AMENDMENT NO. 5 to the AMENDED AND RESTATED TRUST AGREEMENT by and between (Filed With SEC on October 10, 2007)

AMENDMENT TO 401(k) PLAN (Filed With SEC on October 10, 2007)

MORGAN STANLEY EMPLOYEE STOCK PURCHASE PLAN (Filed With SEC on October 10, 2007)

MORGAN STANLEY Global Medium Term Notes, Series F Global Units, Series F Global Warrants, Series F AMENDED AND RESTATED U.S. DISTRIBUTION AGREEMENT (Filed With SEC on July 30, 2007)

[FORM OF FACE OF REGISTERED PUT WARRANT CERTIFICATE] (Filed With SEC on July 30, 2007)

[FORM OF FACE OF REGISTERED CALL WARRANT CERTIFICATE] (Filed With SEC on July 30, 2007)

MORGAN STANLEY 2007 NOTIONAL LEVERAGED CO-INVESTMENT PLAN (Filed With SEC on July 10, 2007)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (Filed With SEC on July 10, 2007)

Governmental Service Amendment to Outstanding Stock Option and Stock Unit Awards (Filed With SEC on July 10, 2007)

MARCH 19, 2007 AMENDMENT TO THE 1993 STOCK PLAN FOR NON-EMPLOYEE DIRECTORS (Filed With SEC on July 10, 2007)

[FORM OF FACE OF SECURITY] EURO SENIOR REGISTERED FLOATING RATE NOTE REGISTERED REGISTERED No. EFLRR [PRINCIPAL AMOUNT] (Filed With SEC on June 1, 2007)

JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE (Filed With SEC on April 26, 2007)

MORGAN STANLEY CAPITAL TRUST VIII AMENDED AND RESTATED TRUST AGREEMENT among MORGAN STANLEY, as Depositor, THE BANK OF NEW YORK, as Property Trustee, THE BANK OF NEW YORK... (Filed With SEC on April 26, 2007)

AMENDMENT TO THE MORGAN STANLEY 1994 OMNIBUS EQUITY PLAN, (Filed With SEC on February 13, 2007)

MORGAN STANLEY TAX DEFERRED EQUITY PARTICIPATION PLAN (Filed With SEC on February 13, 2007)

MORGAN STANLEY EMPLOYEES EQUITY ACCUMULATION PLAN (Filed With SEC on February 13, 2007)

MORGAN STANLEY EMPLOYEE STOCK PURCHASE PLAN (Filed With SEC on February 13, 2007)

AMENDMENT TO THE MORGAN STANLEY 1988 EQUITY INCENTIVE COMPENSATION PLAN, (Filed With SEC on February 13, 2007)

AMENDMENT TO THE MORGAN STANLEY 1995 EQUITY INCENTIVE COMPENSATION PLAN, (Filed With SEC on February 13, 2007)

MORGAN STANLEY [FISCAL YEAR] DISCRETIONARY RETENTION AWARDS CHIEF EXECUTIVE OFFICER AWARD CERTIFICATE TABLE OF CONTENTS FOR AWARDCERTIFICATE (Filed With SEC on February 13, 2007)

MORGAN STANLEY [FISCAL YEAR] DISCRETIONARY RETENTION AWARDS MANAGEMENT COMMITTEE AWARD CERTIFICATE TABLE OF CONTENTS FOR AWARDCERTIFICATE (Filed With SEC on February 13, 2007)

MORGAN STANLEY BRANCH MANAGER COMPENSATION PLAN (Filed With SEC on February 13, 2007)

MORGAN STANLEY FINANCIAL ADVISOR AND INVESTMENT REPRESENTATIVE (Filed With SEC on February 13, 2007)

MORGAN STANLEY AND THE BANK OF NEW YORK, Trustee Junior Subordinated Indenture Dated as of October 12, 2006 (Filed With SEC on October 12, 2006)

JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE REGISTERED REGISTERED No. 1 US$1,100,010,000 CUSIP: 61747SAB4 MORGAN STANLEY JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE (Filed With SEC on October 12, 2006)

MORGAN STANLEY CAPITAL TRUST VII AMENDED AND RESTATED TRUST AGREEMENT among MORGAN STANLEY, as Depositor, THE BANK OF NEW YORK, as Property Trustee, THE BANK OF NEW YORK... (Filed With SEC on October 12, 2006)

FLOATING RATE NON-CUMULATIVE PREFERRED STOCK, SERIES A ($25,000 LIQUIDATION PREFERENCE) (Filed With SEC on July 7, 2006)

MORGAN STANLEY, JPMORGAN CHASE BANK, N.A. AND THE HOLDERS FROM TIME TO TIME OF (Filed With SEC on July 7, 2006)

MORGAN STANLEY TAX DEFERRED EQUITY PARTICIPATION PLAN (Filed With SEC on July 7, 2006)

MORGAN STANLEY FINANCIAL ADVISOR PRODUCTIVITY COMPENSATION PLAN (Filed With SEC on July 7, 2006)

MORGAN STANLEY PERFORMANCE FORMULA AND PROVISIONS (Filed With SEC on July 7, 2006)

AMENDMENT NO. 4 to the AMENDED AND RESTATED TRUST AGREEMENT by and between (Filed With SEC on April 7, 2006)

MORGAN STANLEY EMPLOYEES EQUITY ACCUMULATION PLAN (Filed With SEC on April 7, 2006)

AMENDMENT TO THE MORGAN STANLEY 1995 EQUITY INCENTIVE COMPENSATION PLAN (Filed With SEC on April 7, 2006)

AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on February 14, 2006)

AMENDMENT TO 401(k) PLAN (Filed With SEC on February 13, 2006)

AMENDMENT TO EXCESS BENEFIT PLAN (Filed With SEC on February 13, 2006)

AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (Filed With SEC on February 13, 2006)

Amendment to the 1995 Equity Incentive Compensation Plan (Filed With SEC on October 7, 2005)

Amendments to the Employees Equity Accumulation Plan (Filed With SEC on October 7, 2005)

Amendment to the Tax Deferred Equity Participation Plan (Filed With SEC on October 7, 2005)

Amendment to the Morgan Stanley DW Inc. Branch Manager Compensation Plan (Filed With SEC on October 7, 2005)

Amendment to the Morgan Stanley DW Inc. Financial Advisor Productivity Compensation Plan (Filed With SEC on October 7, 2005)

MORGAN STANLEY EQUITY INCENTIVE COMPENSATION PLAN (Filed With SEC on October 7, 2005)

AMENDMENT TO (Filed With SEC on July 8, 2005)

AMENDMENT TO THE MORGAN STANLEY 401(k) PLAN (Filed With SEC on April 6, 2005)

AMENDMENT TO 401(k) PLAN (Filed With SEC on April 6, 2005)

AMENDMENT TO 401(k) PLAN (Filed With SEC on February 11, 2005)

MORGAN STANLEY DIRECTORS EQUITY CAPITAL ACCUMULATION PLAN (as amended through February 8, 2005) (Filed With SEC on February 11, 2005)

AMENDMENT TO EXCESS BENEFIT PLAN (Filed With SEC on February 11, 2005)

MORGAN STANLEY (Filed With SEC on February 11, 2005)

MORGAN STANLEY EQUITY INCENTIVE COMPENSATION PLAN (Filed With SEC on October 15, 2004)

MORGAN STANLEY EMPLOYEE STOCK PURCHASE PLAN Amended as ofOctober 5, 2004 (Filed With SEC on October 15, 2004)

MORGAN STANLEY EMPLOYEE STOCK PURCHASE PLAN Amended as ofMarch 16, 2004 (Filed With SEC on April 8, 2004)

MORGAN STANLEY (Filed With SEC on April 8, 2004)

AMENDMENT NO. 3 to the AMENDED AND RESTATED TRUST AGREEMENT by and between MORGAN STANLEY (Filed With SEC on February 25, 2004)

TO DPSP/START PLAN (Filed With SEC on February 25, 2004)

* * * * * * * * * (Filed With SEC on February 25, 2004)

MORGAN STANLEY 1994 OMNIBUS EQUITY PLAN (Amended and Restated) (Filed With SEC on February 25, 2004)

DIRECTORSEQUITY CAPITAL ACCUMULATION PLAN (amended and restated as of September 16, 2003) (Filed With SEC on February 25, 2004)

EXCESS BENEFIT PLAN (Filed With SEC on February 25, 2004)

SUPPLEMENTAL EXECUTIVERETIREMENT PLAN (Filed With SEC on February 25, 2004)

Remaining Calendar Years of Term (Filed With SEC on February 19, 2003)

AMENDMENT NO. 2 (Filed With SEC on February 19, 2003)

Amended andRestated Effective as of October 1, 2002 TABLE OF CONTENTS (Filed With SEC on February 19, 2003)

AMENDMENT TO DPSP/START PLAN (Filed With SEC on February 19, 2003)

AMENDMENT TO (Filed With SEC on February 19, 2003)

MORGAN STANLEY DW INC. (Filed With SEC on February 19, 2003)

Morgan Stanley (260)