PROSPECTUS dated February 9, 1994                 Pricing Supplement No. 32
PROSPECTUS SUPPLEMENT                             to Registration No. 33-52007
Dated February 9, 1994                            February 8, 1995
                                                  Rule 424(b)(3)





                          MORGAN STANLEY GROUP INC.
                        MEDIUM - TERM NOTES, SERIES C

Fixed Rate Notes Due More Than 9 Months From Date of Issue

Principal Amount:   $150,000,000        Annual Redemption   N/A
                                        Percentage:
                                                            
Maturity Date:      February 3, 1997    Interest Payment    The 3rd day of
                                        Dates:              August and
                                                            February
                                                            
Interest Rate           CD Rate         Interest Reset      N/A
Basis:              ---                 Dates:
                    
                        Commercial                          
                    --- Paper Rate
                                        Interest Payment    Semi-Annually
                        Federal Funds   Period:
                    --- Rate
                                                            
                        LIBOR           Interest Reset      N/A
                    ---                 Period:
                                                            
                        Prime Rate
                    ---
                                        Interest            N/A
                        Treasury Rate   Determination
                    ---                 Dates:
                                                            
                        Other
                    ---
                                        Settlement Date:    
                                        (Original Issue     February 13,
                                        Date)               1995
Applicability of                                            
Modified            
Banking Day         Yes
Convention:
                                        Ranking:            Senior
Index Maturity:     N/A                                     
                                        Calculation Agent:  Chemical Bank
Spread:             N/A                                     
                                        Book Entry Note or  Book Entry
                                        Certified:
Spread Multiplier:  N/A                                     
                                        Reporting Service:  N/A
Maximum Interest    7.79%                                   
Rate:
                                        Alternative Rate    N/A
                                        Event Spread:
Minimum Interest    N/A                                     
Rate:
                                        Put/Call Date:      N/A
Initial Repayment   N/A                                     
Date:
                                        Put/Call Price:     N/A
Initial Repayment                                           
Percentage          N/A                 Put/Call            N/A
Reduction:                              Modification:
                                                            
Interest Accrual    February 13, 1995   Initial Interest    N/A
Date:                                   Reset Date:
                                                            
Initial Interest    7.79%               Initial Redemption  N/A
Rate:                                   Package:
                                                            
Initial Redemption  N/A                                     
Date:
                                                            

Capitalized  terms not defned above have the meanings given to such  terms  in
the accompanying Prospectus Supplement.



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