PROSPECTUS Dated May 1, 1996 Pricing Supplement No. 57 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-01655
Dated May 1, 1996 December 12, 1996
Rule 424(b)(3)
Morgan Stanley Group Inc.
MEDIUM-TERM NOTES, SERIES C
Senior Fixed Rate Notes
The Fixed Rate Notes, as further described below and in the
Prospectus Supplement under "Description of Notes --Fixed Rate Notes," will
bear interest from the date of issuance until the principal amount thereof is
paid or made available for payment at the rate set forth below.
The Fixed Rate Notes will be redeemable in whole, but not in
part, at the option of Morgan Stanley Group Inc. upon 30 to 35 calendar days
notice on any December 27 or June 27, commencing December 27, 1998.
Principal Amount: $10,000,000
Maturity Date: December 27, 2011
Interest Rate: 7.50% per annum
Interest Accrual Date: December 27, 1996
Interest Payment Dates: Each December 27 and June 27,
commencing June 27, 1997
Redemption Dates: Redeemable in whole, but not in part, at
the option of Morgan Stanley Group
Inc. upon 30 to 35 calendar days notice
on any December 27 or June 27
commencing December 27, 1998
Minimum Denomination: $1,000
CUSIP: 61745EJF9
Redemption Percentage: 100%
Annual Redemption
Percentage Reduction: N/A
Interest Payment Period: Semi-annually
Specified Currency: U.S. Dollars
Issue Price: 100%
Settlement Date
(Original Issue Date): December 27, 1996
Book Entry Note or
Certificated Note: Book Entry Note
Senior Note or
Subordinated Note: Senior Note
Total Amount of OID: N/A
Original Yield to Maturity: N/A
Initial Accrual Period OID: N/A
Trustee: The Chase Manhattan Bank
Capitalized terms not defined above have the meanings given to
such terms in the accompanying Prospectus Supplement.
MORGAN STANLEY & CO.
Incorporated
