<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
EQUITY GROWTH PORTFOLIO
EMERGING GROWTH PORTFOLIO
AGGRESSIVE EQUITY PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 30 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
EMERGING MARKETS PORTFOLIO
EMERGING MARKETS DEBT PORTFOLIO
LATIN AMERICAN PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph on the cover page of the Prospectus is hereby deleted
and replaced with the following:
Morgan Stanley Institutional Fund, Inc. (the "Fund") is a no-load,
open-end management investment company, or mutual fund, which offers
redeemable shares in a series of diversified and non-diversified
investment portfolios ("portfolios"). The Fund is designed to provide
clients with attractive alternatives for meeting their investment needs.
The Fund currently consists of thirty portfolios representing a broad
range of investment choices. This prospectus (the "Prospectus") pertains
to the Class A and the Class B shares of the Emerging Markets, Emerging
Markets Debt and Latin American Portfolios (each, a "Portfolio" and
collectively, the "Portfolios"). The Class A and Class B shares
currently offered by the Portfolios have different minimum investment
requirements and fund expenses. Shares of the Portfolios are offered
with no sales charge, exchange fee or redemption fee.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 37 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
GLOBAL EQUITY PORTFOLIO
INTERNATIONAL EQUITY PORTFOLIO
INTERNATIONAL SMALL CAP PORTFOLIO
EUROPEAN EQUITY PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 26 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
EUROPEAN REAL ESTATE PORTFOLIO
ASIAN REAL ESTATE PORTFOLIO
U.S. REAL ESTATE PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 31 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
INTERNATIONAL MAGNUM PORTFOLIO
A PORTFOLIO OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 24 is hereby deleted
and replaced with the following:
You may exchange shares of the Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
TECHNOLOGY PORTFOLIO
A PORTFOLIO OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 26 is hereby deleted
and replaced with the following:
You may exchange shares of the Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
FIXED INCOME PORTFOLIO
MUNICIPAL BOND PORTFOLIO
MORTGAGE-BACKED SECURITIES PORTFOLIO
MONEY MARKET PORTFOLIO
MUNICIPAL MONEY MARKET PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented in order to (i) reflect
that the name of the Active Country Allocation Portfolio has been changed to the
Active International Allocation Portfolio; (ii) reflect the reorganization of
the Small Cap Value Equity and Balanced Portfolios into portfolios of MAS Funds;
(iii) permit the Money Market Portfolio to invest in money market instruments
which have remaining maturites of 397 days or less; and (iv) reflect the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first sentence under "THE MONEY MARKET PORTFOLIO" on page 15 is hereby
deleted and replaced by the following:
The Money Market Portfolio seeks to maximize current income and
preserve capital while maintaining high levels of liquidity by investing
in the following high quality money market instruments which have
remaining maturities of 397 days or less.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 32 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
U.S. EQUITY PLUS PORTFOLIO
A PORTFOLIO OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; and (iii) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 23 is hereby deleted
and replaced with the following:
You may exchange shares of the Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
ASIAN EQUITY PORTFOLIO
JAPANESE EQUITY PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) that the
name of the Active Country Allocation Portfolio has been changed to the Active
International Allocation Portfolio; (ii) the reorganization of the Small Cap
Value Equity and Balanced Portfolios into portfolios of MAS Funds; (iii) a
change in the portfolio management of the Asian Equity Portfolio; and (iv) the
re-opening of the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
Timothy Jensen now shares primary responsibility for managing the assets of
the Asian Equity Portfolio with Vinod Sethi. Accordingly, the first paragraph
under "PORTFOLIO MANAGERS." on page 21 is hereby deleted and replaced with the
following:
ASIAN EQUITY PORTFOLIO--VINOD SETHI, TIMOTHY JENSEN AND ASHUTOSH
SINHA. Vinod Sethi joined the Adviser in 1989 and since then, has been
actively involved in the Adviser's emerging market group. Mr. Sethi is a
Managing Director of Morgan Stanley and the Adviser and is the Adviser's
Chief Investment Officer for the Asian region. He received his
undergraduate degree in Chemical Engineering from I.I.T. (Bombay) and his
M.B.A. from New York University School of Business. Timothy Jensen joined
the Adviser in 1998. He is a Principal of Morgan Stanley and the Adviser
and a member of the Adviser's emerging markets group focusing primarily on
the East Asian markets. Prior to joining the Adviser, he was a Partner at
Ardsley Partners, where he managed a portion of the emerging markets
assets. Prior to that, he was a Vice President at Bankers Trust where he
was responsible for a Latin American equity portfolio. He graduated from
Harvard College with a B.A. in History and received an M.B.A. in Finance
from UCLA. Ashutosh Sinha joined the Adviser in 1995. He is a Vice
President of Morgan Stanley and the Adviser and a member of the Adviser's
emerging
<PAGE>
markets group focusing primarily on the East Asian and Middle Eastern
markets. Prior to joining the Adviser, he spent two years at SBI Funds
Management Ltd., where he was an analyst for the India Magnum Fund.
Previous to that, he worked for three years as a consultant for Citicorp
Overseas Software Ltd. He graduated from IIT, Kanpur with a degree in
Electrical Engineering and received an M.B.A. from the Indian Institute of
Management, Calcutta. Mr. Jensen and Mr. Sinha have shared primary
responsibility for managing the Asian Equity Portfolio since August 1,
1998.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 27 is hereby deleted
and replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
SMALL CAP VALUE EQUITY PORTFOLIO
VALUE EQUITY PORTFOLIO
BALANCED PORTFOLIO
GLOBAL FIXED INCOME PORTFOLIO
HIGH YIELD PORTFOLIO
PORTFOLIOS OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) a change in
the portfolio management of the Global Fixed Income Portfolio; (ii) the
re-opening of the Emerging Markets Portfolio to new investors; (iii) a change in
the dividend and capital gains distribution policy for the High Yield Portfolio;
(iv) that the name of the Active Country Allocation Portfolio has been changed
to the Active International Allocation Portfolio; and (v) the reorganization of
the Small Cap Value Equity and Balanced Portfolios into portfolios of MAS Funds.
--------------
Robert M. Smith and Richard B. Worley will no longer serve as Portfolio
Managers of the Global Fixed Income Portfolio. J. David Germany, Michael B.
Kushma, Paul F. O'Brien and Ram Willner now share primary responsibility for
managing the assets of the Global Fixed Income Portfolio. Accordingly, the first
paragraph on page 30 is hereby deleted and replaced with the following:
GLOBAL FIXED INCOME PORTFOLIO -- J. DAVID GERMANY, MICHAEL B.
KUSHMA, PAUL F. O'BRIEN AND RAM WILLNER. J. David Germany joined the
Adviser in 1996 and has been a portfolio manager with MAS since 1991. He
was Vice President & Senior Economist for Morgan Stanley from 1989 to
1991. He assumed responsibility for the Global Fixed Income and
International Fixed Income Portfolios of the MAS-advised MAS Funds in
1993 and the MAS Funds Multi-Asset-Class Portfolio in 1994. He holds an
A.B. degree (Valedictorian) from Princeton University and a Ph.D. in
Economics from the Massachusetts Institute of Technology. Michael B.
Kushma, a Principal at Morgan Stanley, joined the firm in 1987. He was a
member of Morgan Stanley's global fixed income strategy group in the
fixed income division from 1987 to 1995, where he became the division's
senior government bond strategist. He joined the Adviser in 1995, where
he took responsibility for global fixed income bond strategy. He assumed
responsibility for the MAS-advised MAS Funds Global Fixed Income and
International Fixed Income Portfolios in 1996. Mr. Kushma received an
A.B. in Economics from Princeton University in 1979, and an M.Sc. in
Economics from Columbia University in 1983. Paul F. O'Brien joined the
Adviser and MAS in 1996. He was head of European Economics from 1993
through 1995 for JP Morgan and a Principal Administrator from 1991
through 1992 for the Organization for Economic Cooperation and
Development. He assumed responsibility for the MAS-advised MAS Funds
Global Fixed Income and International Fixed Income Portfolios in 1996.
Mr. O'Brien holds a B.S. degree from
<PAGE>
the Massachusetts Institute of Technology and a Ph.D. in Economics from
the University of Minnesota. Ram Willner, a Principal of Morgan Stanley,
has been a portfolio manager with MAS since April 1, 1998. From 1994 to
1998 he was a Market Strategist/Risk Control Manager and Director of
International Bond Research with Pacific Investment Management Company
and from 1992 to 1994 he was a Senior Quantitative Analyst for Sanford
C. Bernstein & Co. Prior to that he was a Vice President of Citibank,
NA. Mr. Willner holds a B.A. from Brandeis University, an M.S.I.A. from
Carnegie-Mellon University and a D.B.A. from Harvard University. J.
David Germany, Michael B. Kushma and Paul F. O'Brien have had primary
responsibility for managing the Global Fixed Income Portfolio since
September 1997. Ram Willner has shared primary responsibility for
managing the Global Fixed Income Portfolio since April 1, 1998.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 36 is deleted and
replaced with the following:
You may exchange shares of each Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
The second paragraph of the discussion under "DIVIDENDS AND CAPITAL GAINS
DISTRIBUTIONS" on page 39 is deleted and replaced with the following:
Each Portfolio, except the High Yield Portfolio, expects to
distribute substantially all of its taxable net investment income in the
form of quarterly dividends. The High Yield Portfolio expects to
distribute substantially all of its taxable net investment income in the
form of monthly dividends. Net realized capital gains of each Portfolio,
if any, after reduction of any available tax loss carryforwards will be
distributed annually.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer a part of
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO PROSPECTUS DATED MAY 1, 1998
ACTIVE INTERNATIONAL ALLOCATION PORTFOLIO
(FORMERLY ACTIVE COUNTRY ALLOCATION PORTFOLIO)
A PORTFOLIO OF THE
MORGAN STANLEY INSTITUTIONAL FUND, INC.
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Prospectus is hereby amended and supplemented to reflect (i) a change to
the Portfolio's name; (ii) the reorganization of the Small Cap Value Equity and
Balanced Portfolios into portfolios of MAS Funds; and (iii) the re-opening of
the Emerging Markets Portfolio to new investors.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of the
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
The first paragraph under "EXCHANGE FEATURES" on page 25 is hereby deleted
and replaced with the following:
You may exchange shares of the Portfolio that you own for shares of
any other available portfolio(s) of the Fund, subject to certain
limitations. You cannot exchange for shares of the International Equity
Portfolio because it is currently closed to new investors. In addition,
certain portfolios are not operational or may be unavailable to
shareholders who purchased portfolio shares through a Financial
Intermediary. Contact your Financial Intermediary to determine which
portfolios are available for exchange.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
<PAGE>
SUPPLEMENT DATED AUGUST 20, 1998
TO STATEMENT OF ADDITIONAL INFORMATION DATED MAY 1, 1998
MORGAN STANLEY INSTITUTIONAL FUND, INC. (THE "FUND")
P.O. BOX 2798
BOSTON, MASSACHUSETTS
02208-2798
-------------
The Statement of Additional Information is being supplemented to reflect (i)
that the name of the Active Country Allocation Portfolio has been changed to the
Active International Allocation Portfolio; (ii) the re-opening of the Emerging
Markets Portfolio to new investors; and (iii) the reorganization of the Small
Cap Value Equity and Balanced Portfolios into portfolios of MAS Funds.
--------------
Effective August 10, 1998, the Active Country Allocation Portfolio will be
known as the Active International Allocation Portfolio.
--------------
The last sentence under "PURCHASE OF SHARES" on page 21 is deleted and
replaced with the following:
The International Equity Portfolio is currently closed to new
investors with the exception of certain Morgan Stanley customers,
employees of Morgan Stanley, certain tax-qualified retirement plans and
other investment companies advised by Morgan Stanley Asset Management
Inc. and its affiliates.
--------------
The Small Cap Value Equity and Balanced Portfolios are no longer part of
Morgan Stanley Institutional Fund, Inc. Following approval by shareholders at a
meeting held on June 19, 1998, the Portfolios have liquidated and reorganized
into portfolios of MAS Funds.
--------------
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
