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MORGAN STANLEY — Capital/Financing Update 2010
Nov 2, 2010
29766_rns_2010-11-02_dc97e9d3-9410-42c2-9bbb-4311fe9235d7.zip
Capital/Financing Update
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October 2010 Pricing Sheet dated October 29, 2010 relating to Preliminary Terms No. 570 dated October 28, 2010 to Registration Statement No. 333-156423 Filed pursuant to Rule 433
STRUCTURED INVESTMENTS
Opportunities in Commodities
PLUS Based on the Value of the Dow Jones-UBS Commodity Index SM due November 5, 2012
Performance Leveraged Upside Securities SM
| PRICING TERMS – OCTOBER 29, 2010 — Issuer: | Morgan Stanley | ||
|---|---|---|---|
| Aggregate principal amount: | $2,000,000 | ||
| Stated principal amount: | $1,000 per PLUS | ||
| Issue price: | $1,000 per PLUS | ||
| Pricing date: | October 29, 2010 | ||
| Original issue date: | November 3, 2010 (3 business days after the pricing date) | ||
| Maturity date: | November 5, 2012 | ||
| Underlying commodity index: | Dow Jones-UBS Commodity Index SM | ||
| Payment at maturity: | If the final index value is greater than the initial index value, $1,000 + leveraged upside payment In no event will the payment at maturity exceed the maximum payment at maturity. If the final index value is less than or equal to the initial index value, $1,000 x index performance factor This amount will be less than or equal to the stated principal amount of $1,000 and could be zero. There is no minimum payment at maturity on the PLUS. | ||
| Maximum payment at maturity: | $1,260 per PLUS (126% of the stated principal amount) | ||
| Leveraged upside payment: | $1,000 x leverage factor x index percent increase | ||
| Leverage factor: | 130% | ||
| Index percent increase: | (final index value – initial index value) / initial index value | ||
| Index performance factor: | final index value / initial index value | ||
| Initial index value: | 147.2686, which is the index value on the pricing date | ||
| Final index value: | The index value on the valuation date | ||
| Valuation date: | October 31, 2012, subject to adjustment for non-index business days and certain market disruption events | ||
| CUSIP: | 617482PE8 | ||
| ISIN: | US617482PE88 | ||
| Listing: | The PLUS will not be listed on any securities exchange. | ||
| Agent: | Morgan Stanley & Co. Incorporated (“MS & Co.”), a wholly-owned subsidiary of Morgan Stanley. See “Supplemental information regarding plan of distribution; conflicts of interest” in the accompanying preliminary terms. | ||
| Commissions and Issue Price: | Price to Public | Agent’s Commissions (1) | Proceeds to Issuer |
| Per PLUS | $1,000 | $22.50 | $977.50 |
| Total | $2,000,000 | $45,000 | $1,955,000 |
(1) Selected dealers, including Morgan Stanley Smith Barney LLC (an affiliate of the Agent), and their financial advisors will collectively receive from the Agent, MS & Co., a fixed sales commission of $22.50 for each $1,000 stated principal amount of 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” in the accompanying prospectus supplement for Commodity PLUS.
“Dow Jones ® ”, “DJ”, “UBS”, “Dow Jones-UBS Commodity Index SM ”, “DJ-UBS SM ” and “DJ-UBSCI SM ” are service marks of Dow Jones & Company, Inc. (“Dow Jones”) and UBS AG, as the case may be, and have been licensed for use for certain purposes by Morgan Stanley. The PLUS are not sponsored, endorsed, sold or promoted by Dow Jones, UBS AG, UBS Securities LLC or any of their subsidiaries or affiliates. None of Dow Jones, UBS AG, UBS Securities LLC or any of their subsidiaries or affiliates makes any representation regarding the advisability of investing in the PLUS.
You should read this document together with the preliminary terms describing the offering and the related prospectus supplement and prospectus, each of which can be accessed via the hyperlinks below.
EFPlaceholder Preliminary Terms No. 570 dated October 28, 2010
EFPlaceholder Prospectus Supplement for Commodity PLUS dated August 20, 2009
EFPlaceholder Prospectus dated December 23, 2008
The PLUS are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.
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 w . w . w.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.