CALCULATION OF REGISTRATION FEE
| Title of Each Class of Securities Offered |
Maximum Aggregate Offering Price |
Amount of Registration Fee |
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| Annual Review Notes due March 2010 | $10,675,000.00 | $1,142.23 |
| Pricing Supplement | Pricing Supplement No. 153 to | |
| To prospectus dated January 25, 2006, and prospectus | Registration Statement No. 333-131266 | |
| supplement for review notes dated November 24, 2006 | Dated December 1, 2006; Rule 424(b)(2) | |
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Structured Investments |
Morgan Stanley | |
| $10,675,000 | ||
| Annual Review Notes Linked to the S&P 500® Index due March 4, 2010 |
General |
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Key Terms |
| Index: | The S&P 500® Index (the Index). | ||
| Automatic Call: | If the index closing level on any Review Date is greater than or equal to the Call Level, the notes will be automatically called for a cash payment per note that will vary depending on the applicable Review Date and call premium. | ||
| Call Level: | 100% of the Initial Index Level for all Review Dates. | ||
| Payment if called: | For every $1,000 principal amount note, you will receive one payment of $1,000 plus the product of $1,000 and the applicable call premium, calculated as follows: | ||
| 9.65% x $1,000 if called on the first Review Date | |||
| 19.30% x $1,000 if called on the second Review Date | |||
| 28.95% x $1,000 if called on the final Review Date | |||
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Payment at Maturity: |
If the notes are not called and a mandatory redemption is not triggered, you will not experience a loss of principal at maturity if, on the final Review Date, the Ending Index Level has declined by 10% or less from the Initial Index Level. If, on the final Review Date, the Ending Index Level declines by more than 10% from the Initial Index Level, you will lose 1.1111% of the principal amount of your notes for every 1% that the Index declines below 10% of the Initial Index Level and your payment per $1,000 principal amount note will be calculated as follows: | ||
| $1,000 + [$1,000 x (Index Return + 10%) x 1.1111] | |||
| If the notes are not called and the Index Return reflects a decline of the Index by more than 10%, you will lose some or all of your investment at maturity. | |||
| Buffer: | 10% | ||
| Index Return: | The performance of the Index from the Initial Index Level to the Ending Index Level calculated as follows: | ||
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Ending Index Level Initial Index Level Initial Index Level |
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| If the notes have not been called, the Index Return will be negative. | |||
| Initial Index Level: | The index closing level on the pricing date, which was 1,396.71. | ||
| Ending Index Level: | The index closing level on the final Review Date. | ||
| Review Dates: | March 3, 2008 (first Review Date), March 2, 2009 (second Review Date) and March 1, 2010 (final Review Date) | ||
| Listing: | The notes will not be listed on any securities exchange. | ||
| Maturity Date : | March 4, 2010 | ||
| CUSIP: | 617446B40 |
| | Subject to postponement in the event of a market disruption event and as described under Description of Review Notes Review Notes Linked to a Single Index Payment Pursuant to Our Automatic Call or Description of Review Notes Review Notes Linked to a Single Index Payment at Maturity, as applicable, in the accompanying prospectus supplement for review notes. |
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Investing in the notes involves a number of risks. See Risk Factors beginning on page S-10 of the accompanying prospectus supplement for review notes and Selected Risk Considerations beginning on page 3 of this pricing supplement. |
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Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying prospectus supplement for review notes and the prospectus. Any representation to the contrary is a criminal offense. |
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| Price to Public(1) | Fees(2) | Proceeds to Company | |
| Per note | $1,000 | $20 | $980 |
| Total | $10,675,000 | $213,500 | $10,461,500 |
| (1) | Certain fiduciary accounts will pay a purchase price of $980 per note, and the placement agents, with respect to sales made to such accounts, will forego any fees. | |
| (2) | JPMorgan Chase Bank, N.A. and J.P. Morgan Securities Inc., acting as placement agents for the notes, will receive a fee from the Company of $20.00 per $1,000 principal amount note, but will forego any fees for sales to fiduciary accounts. The total fees represent the maximum amount that the placement agents may receive. |
The notes 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.
JPMorgan
Placement Agent
December 1, 2006
ADDITIONAL TERMS SPECIFIC TO THE NOTES
You
should read this pricing supplement together with the prospectus dated January
25, 2006, as supplemented by the prospectus supplement for review notes dated
November 24, 2006. This pricing supplement, together with the documents listed
below, contains the terms of the notes, supplements the preliminary terms related
hereto dated November 27, 2006 and supersedes all prior or contemporaneous oral
statements as well as any other written materials including preliminary or indicative
pricing terms, correspondence, trade ideas, structures for implementation, sample
structures, brochures or other educational materials. You should carefully consider,
among other things, the matters set forth in Risk
Factors in the accompanying prospectus supplement for review notes, as
the notes involve risks not associated with conventional debt securities. We
urge you to consult your investment, legal, tax, accounting and other advisers
before you invest in the notes.
You may access these documents on the SEC web site at www.sec.gov as follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC web site as changed):
Terms used in this pricing supplement are defined in the prospectus supplement for review notes or in the prospectus. As used in this pricing supplement, the Company, we, us, or our refer to Morgan Stanley.
Hypothetical Examples of Amounts Payable upon Automatic Call or Redemption at Maturity
The following table illustrates the hypothetical simple total return (i.e., not compounded) on the notes that could be realized on the applicable Review Date for a range of movements in the Index as shown under the column Index Level Appreciation/Depreciation at Review Date. The table below is based on the following assumptions: |
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There will be only one payment on the notes, whether automatically called or redeemed at maturity. An entry of N/A indicates that the notes would not be called on the applicable Review Date and no payment would be made for such date. The hypothetical returns set forth below are for illustrative purposes only and may not be the actual total returns applicable to a purchaser of the notes. |
| Index Level | Total | Total | Total | |||||
| Appreciation/ | Return at | Return at | Return | |||||
| Initial | Depreciation at | First | Second | at Final | ||||
| Index Level | Review Date | Review Date | Review Date | Review Date | ||||
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| 2520.00 | 80% | 9.65% | 19.30% | 28.95% | ||||
| 2380.00 | 70% | 9.65% | 19.30% | 28.95% | ||||
| 2240.00 | 60% | 9.65% | 19.30% | 28.95% | ||||
| 2100.00 | 50% | 9.65% | 19.30% | 28.95% | ||||
| 1960.00 | 40% | 9.65% | 19.30% | 28.95% | ||||
| 1820.00 | 30% | 9.65% | 19.30% | 28.95% | ||||
| 1680.00 | 20% | 9.65% | 19.30% | 28.95% | ||||
| 1540.00 | 10% | 9.65% | 19.30% | 28.95% | ||||
| 1400.00 | 0% | 9.65% | 19.30% | 28.95% | ||||
| 1398.60 | -0.1% | N/ A | N/ A | 0.00% | ||||
| 1330.00 | -5.0% | N/ A | N/ A | 0.00% | ||||
| 1260.00 | -10% | N/ A | N/ A | 0.00% | ||||
| 1190.00 | -15% | N/ A | N/ A | -5.56% | ||||
| 1120.00 | -20% | N/ A | N/ A | -11.11% | ||||
| 980.00 | -30% | N/ A | N/ A | -22.22% | ||||
| 840.00 | -40% | N/ A | N/ A | -33.33% | ||||
| 700.00 | -50% | N/ A | N/ A | -44.44% | ||||
| 560.00 | -60% | N/ A | N/ A | -55.56% | ||||
| 420.00 | -70% | N/ A | N/ A | -66.67% | ||||
| 280.00 | -80% | N/ A | N/ A | -77.78% | ||||
| 140.00 | -90% | N/ A | N/ A | -88.89% | ||||
| 0.00 | -100% | N/ A | N/ A | -100.00% | ||||
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The following examples illustrate how the total returns set forth in the table above are calculated.
Example
1: The level of the Index increases from the Initial Index Level of 1,400 to
an index closing level of 1,540 on the first Review Date. Because the index closing
level on the first Review Date of 1,540 is greater than the Call Level of 1,400,
the notes are automatically called, and the investor receives a single payment
of $1,096.50 per $1,000 principal amount note. There will be no further
payments on the notes.
Example 2: The level of the Index decreases from the Initial Index Level of 1,400 to an index closing level of 1,398.60 on the first Review Date, 1,330 on the second Review Date and 1,260 on the final Review Date. Because (a) the index closing level on each of the Review Dates (1,398.60, 1,330, and 1,260) is less than the Call Level of 1,400, the notes are not called, and (b) since the Ending Index Level has not declined by more than 10% from the Initial Index Level, the Payment at Maturity is the principal amount of $1,000 per $1,000 principal amount note.
Example 3: The level of the Index decreases from the Initial Index Level of 1,400 to an index closing level of 1,398.60 on the first Review Date, 1,260 on the second Review Date and 1,120 on the final Review Date. Because (a) the index closing level on each of the Review Dates (1,398.60, 1,260, and 1,120) is less than the Call Level of 1,400, the notes are not called, and (b) since the Ending Index Level has declined by more than 10% below the Initial Index Level, the investor will receive a payment that is less than the principal amount for each $1,000 principal amount note calculated as follows:
$1,000 + [$1,000 x (-20% + 10%) x 1.1111] = $888.89
Selected Purchase Considerations
Selected Risk Considerations
An investment in the notes involves significant risks. Investing in the notes is not equivalent to investing directly in the Index or any of the component stocks of the Index. These risks are explained in more detail in the Risk Factors section of the accompanying prospectus supplement for review notes.
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Use of Proceeds and Hedging
Part of the net proceeds we receive from the sale of the notes will be used in connection with hedging our obligations under the notes through one or more of our affiliates. The hedging or trading activities of our affiliates on or prior to the index setting date and on the Review Dates could adversely affect the value of the Index and, as a result, could decrease the possibility of your notes being automatically called or the amount you may receive on the notes at maturity.
Historical Information
The following graph sets forth the historical performance of the Index based on the weekly index closing level from January 5, 2001 through December 1, 2006. The index closing level on December 1, 2006 was 1,396.71. We obtained the index closing levels below from Bloomberg Financial Markets, without independent verification. We make no representation or warranty as to the accuracy or completeness of the information obtained from Bloomberg Financial Markets. The price source for determining the ending index level will be the Bloomberg page SPX or any successor page.
The historical levels of the Index should not be taken as an indication of future performance, and no assurance can be given as to the index closing level on any Review Date. We cannot give you assurance that the performance of the Index will result in the return of any of your initial investment.
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License Agreements
License
Agreement between S&P and Morgan Stanley. Standard &Poors®, S&P®, S&P
500® and S&P
500® Index are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by Morgan Stanley. See Underlying Indices and Underlying Index Publishers
InformationS&P 500® IndexLicense Agreement between S&P and Morgan Stanley in
the accompanying prospectus supplement for review notes.
ERISA
See ERISA in
the accompanying prospectus supplement for review notes.
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