MORGAN STANLEY GROUP INC /DE/
424B3, 1996-09-06
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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PROSPECTUS Dated May 1, 1996                      Pricing Supplement No. 36 to
PROSPECTUS SUPPLEMENT                     Registration Statement No. 333-01655
Dated May 2, 1996                                        Dated August 30, 1996
                                                                Rule 424(b)(3)



                           Morgan Stanley Group Inc.
                      GLOBAL MEDIUM-TERM NOTES, SERIES E
          Senior Euro Fixed Rate Bearer Notes Due September 10, 2001

The Global Medium-Term Notes, Series E (Senior Euro Fixed Rate Bearer Notes
Due September 10, 2001) described in this Pricing Supplement (the "Notes")
will mature on the Maturity Date.  The Notes will not be redeemable at the
option of Morgan Stanley Group Inc. (the "Company") prior to the Maturity Date
other than under the circumstances described under "Description of Notes - Tax
Redemption" in the accompanying Prospectus Supplement.  The Notes will be
issued only in bearer form, which form is further described under "Description
of Notes - Forms, Denominations, Exchange and Transfer" in the accompanying
Prospectus Supplement.  Notes in bearer form will not be exchangeable at any
time for Notes in registered form.

The Notes are further described under "Description of Notes - Fixed Rate
Notes" in the accompanying Prospectus Supplement, except that to the extent
the terms described below are inconsistent with such description, the terms
described below shall control.


PRINCIPAL AMOUNT:
LIT 20,000,000,000


MATURITY DATE:
September 10, 2001; provided that if such day is not a Business Day, the
Maturity Date will be the next succeeding day that is a Business Day, unless
such succeeding Business Day falls in the next succeeding calendar month, in
which case the Maturity Date will be the immediately preceding day that is a
Business Day.


DATE OF ISSUANCE AND
SETTLEMENT DATE:
September 10, 1996

INTEREST ACCRUAL DATE:
September 10, 1996

TOTAL AMOUNT OF OID:
N/A

ORIGINAL YIELD TO MATURITY:
N/A

ISSUE PRICE:  100.00%


REDEMPTION PRICE:  100.00%

PAYING AGENT:
The Chase Manhattan Bank
(London Branch)




INITIAL REDEMPTION DATE:
N/A

INITIAL REDEMPTION PERCENTAGE:  N/A

ANNUAL REDEMPTION PERCENTAGE REDUCTION:
N/A

INITIAL ACCRUAL PERIOD OID:
N/A

INTEREST RATE:  10.10% per annum, subject to the Company Reset
Right described below.

INTEREST PAYMENT DATES:
Each September 10, commencing
September 10, 1997 (each an "Interest Payment Date"); provided that
if any such day is not a Business Day, such Interest Payment Date will be the
next succeeding day that is a Business Day, unless such succeeding Business
Day falls in the next succeeding calendar month, in which case such Interest
Payment Date will be the immediately preceding day that is a Business Day.


APPLICABILITY OF MODIFIED PAYMENT UPON ACCELERATION:  N/A

IF YES, STATE ISSUE PRICE:  N/A

OPTIONAL REPAYMENT DATE(S):   N/A

DENOMINATIONS:
LIT 100,000,000

SPECIFIED CURRENCY:
Italian lire ("LIT")

CALCULATION AGENT:
The Chase Manhattan Bank (London Branch)

BUSINESS DAYS:
New York, London, Milan

ISIN:  XS0069349438

COMMON CODE:  6934943

OTHER PROVISIONS:
Interest Determination Date:  The second scheduled London Banking Day prior to
the Interest Payment Date in September 1997

Company Reset Right:  On the Interest Determination Date, the Company may
elect to pay interest on each Interest Payment Date subsequent to the Interest
Payment Date in September 1997 and for the period commencing on and including
such Interest Payment Date in September 1997 to but excluding the Maturity
Date at a fixed interest rate per annum equal to the sum of 0.66% and LIT 12
Month LIBOR (as defined below), determined as of the Interest Determination
Date.

If the Company makes such an election, it shall give notice thereof to the
Calculation Agent prior to 11:00 A.M., London time, on the Interest
Determination Date and shall cause notice to be given to holders of the Notes
by publication within 10 Business Days of the Interest Determination Date.  See
"Description of Notes - Notices" in the accompanying Prospectus Supplement.

LIT 12 Month LIBOR:  the London interbank rate for deposits in Italian lire
for a period of twelve months, commencing on the second London Banking Day
following the Interest Determination Date, that appears on the LIBOR Telerate
Page 3740 at approximately 11:00 A.M., London time, on the Interest
Determination Date.  If no rate appears, the Calculation Agent will request the
principal London offices of each of the four major reference banks in the
London interbank market, as selected by the Calculation Agent (after
consultation with the Company), to provide the Calculation Agent with its
offered quotations for deposits in Italian lire for a period of twelve months,
commencing on the second London Banking Day immediately following the Interest
Determination Date, to prime banks in the London interbank market at
approximately 11:00 A.M., London time, on the Interest Determination Date and
in a principal amount equal to an amount of not less than the equivalent of
U.S.$1,000,000 in Italian lire that is representative of a single transaction
in Italian lire in such market at such time.  If at least two such quotations
are provided, LIT 12 Month LIBOR determined on the Interest Determination Date
will be the arithmetic mean of such quotations.  If fewer than two quotations
are provided, LIT 12 Month LIBOR determined on the Interest Determination Date
will be the arithmetic mean of the rates quoted at approximately 11:00 A.M., in
Milan on the Interest Determination Date, by three major banks in Milan
selected by the Calculation Agent (after consultation with the Company) on the
Interest Determination Date for loans in Italian lire to leading European
banks, for a period of twelve months commencing on the second London Banking
Day immediately following the Interest Determination Date and in a principal
amount of not less than the equivalent of U.S.$1,000,000 in Italian lire that
is representative of a single transaction in Italian lire in such market at
such time; provided, however, that if the banks selected as aforesaid by the
Calculation Agent are not quoting rates as mentioned in this sentence, the
rate of interest payable on the Notes shall be 10.10% per annum.

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



                       Morgan Stanley & Co.International


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