PROSPECTUS Dated January 24, 1997 Pricing Supplement No. 15 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-18005
Dated February 21, 1997 Dated March 11, 1997
Rule 424(b)(3)
Morgan Stanley Group Inc.
GLOBAL MEDIUM-TERM NOTES, SERIES D
Euro Floating Rate Senior Bearer Notes Due September 2001
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The Global Medium-Term Notes, Series D (Euro Floating Rate
Senior Bearer Notes Due September 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. 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 at the option
of the holder.
The Global Medium-Term Notes, Series D of the Company,
including the Notes, have been listed on the London Stock Exchange Limited
(the "London Stock Exchange").
The Notes are further described under "Description of
Notes--Floating 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: Pound Sterling22,000,000
MATURITY DATE: September 17, 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, and no interest shall accrue
for the period from and after the Maturity Date.
SETTLEMENT AND ISSUE DATE: March 17, 1997
INTEREST ACCRUAL DATE: March 17, 1997
ISSUE PRICE: 100%
SPECIFIED CURRENCY: U.K. Sterling
REDEMPTION PERCENTAGE AT MATURITY: 100%
INITIAL REDEMPTION DATE: N/A
INITIAL REDEMPTION PERCENTAGE: N/A
ANNUAL REDEMPTION PERCENTAGE REDUCTION: N/A
OPTIONAL REPAYMENT DATE(S): N/A
TOTAL AMOUNT OF OID: None
ORIGINAL YIELD TO MATURITY: N/A
INITIAL ACCRUAL PERIOD OID: N/A
BASE RATE: LIBOR
SPREAD (PLUS OR MINUS): Plus 0.16% per annum
SPREAD MULTIPLIER: N/A
ALTERNATE RATE EVENT SPREAD: N/A
INDEX CURRENCY: U.K. Sterling
INDEX MATURITY: 3 months
MAXIMUM INTEREST RATE: N/A
MINIMUM INTEREST RATE: N/A
INTEREST PAYMENT DATES: Each March 17, June 17, September 17 and December
17, commencing June 17, 1997 (each an "Interest
Payment Date"); provided that if any such day
(other than the Maturity Date) 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
INTEREST PAYMENT PERIOD: Quarterly
INITIAL INTEREST RATE: To be determined on the Issue Date.
INITIAL INTEREST RESET DATE: June 17, 1997; provided that if such day is not
a Business Day, such Initial Interest Reset
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 Initial
Interest Reset Date will be the immediately
preceding day that is a Business Day.
INTEREST RESET DATES: Each Interest Payment Date
INTEREST RESET PERIODS: The period from and including an Interest Reset
Date to but excluding the immediately succeeding
Interest Reset Date.
REPORTING SERVICE: Telerate 3750
CALCULATION AGENT: The Chase Manhattan Bank (London Branch)
PAYING AGENT: The Chase Manhattan Bank (London Branch)
DENOMINATIONS: Pound Sterling500,000
COMMON CODE: 7486103
ISIN: XS0074861039
OTHER PROVISIONS: Interest shall be calculated on an Actual/365 day basis.
Capitalized terms not defined above have the meanings given to such terms in
the accompanying Prospectus Supplement.
MORGAN STANLEY & CO.
International
