N-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number		811-08283
Morgan Stanley Multi-Asset Class Fund
(Exact name of registrant as specified in charter)
522 Fifth Avenue, New York, New York			10036
(Address of principal executive offices)			(Zip code)
Ronald E. Robison 522 Fifth Avenue, New York, New York 10036
(Name and address of agent for service)
Registrant's telephone number, including area code:		212-296-6990
Date of fiscal year end:	September 30, 2008
Date of reporting period:	June 30, 2008

Item 1.  Schedule of Investments.

The Fund’s schedule of investments as of the close of the reporting period prepared pursuant to Rule 12-12 of Regulation S-X is as follows:

Morgan Stanley Multi-Asset Class Fund

Portfolio of Investments June 30, 2008 (unaudited)

NUMBER OF
SHARES		VALUE
	Common Stocks (85.5%)
	Investment Trusts/Mutual Funds
477,926	Morgan Stanley Financial Services Trust	$	2,838,883
60,332	Morgan Stanley Focus Growth Fund (a)	1,955,957
226,298	Morgan Stanley Health Sciences Trust (a)	3,297,155
213,438	Morgan Stanley Japan Fund (a)	1,933,752
286,463	Morgan Stanley Limited Duration Fund	2,288,839
40,373	Morgan Stanley Mid Cap Growth Fund	1,243,084
55,561	Morgan Stanley Natural Resource Development Securities Inc.	1,665,163
143,354	Morgan Stanley Real Estate Fund	1,165,471
61,565	Morgan Stanley Special Value Fund (a)	807,118
151,334	Morgan Stanley U. S. Government Securities Trust	1,295,422
	Total Common Stocks (Cost $21,639,623)	18,490,844

NUMBER OF
SHARES (000)
	Short-Term Investment (b) (5.5%)
	Investment Company
3,209	Morgan Stanley Institutional Liquidity Money Market Portfolio - Institutional Class (Cost $3,208,741)			3,208,741
	Total Investments (Cost $24,848,364) (c)	105.5	%	21,699,585
	Liabilities in Excess of Other Assets	(5.5	)	(1,135,817		)
	Net Assets	100.0	%	$	20,563,768

(a)	Non-income producing security.
(b)	The Fund invests in Morgan Stanley Institutional Liquidity Money Market Portfolio - Intitutional Class,
	an open-end management investment company managed by the Investment Adviser.
	Investment advisory fees paid by the Fund are reduced by an amount equal to the advisory and
	administrative service fees paid by Morgan Stanley Institutional Liquidity Money Market
	Portfolio - Institutional Class with respect to assets invested by the Fund in Morgan Stanley Institutional
	Liquidity Money Market Portfolio - Institutional Class.
(c)	The aggregate cost for federal income tax purposes approximates the aggregate cost
	for book purposes.

Item 2.  Controls and Procedures.

(a) The Fund’s principal executive officer and principal financial officer have concluded that the Fund’s disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-Q was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of the report.

(b)  There were no changes in the Fund’s internal control over financial reporting that occurred during the registrant’s fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.

Item 3.  Exhibits.

(a) A separate certification for each principal executive officer and principal financial officer of the registrant are attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Morgan Stanley Multi-Asset Class Fund

/s/ Ronald E. Robison

Ronald E. Robison

Principal Executive Officer

August 15, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ Ronald E. Robison

Ronald E. Robison

Principal Executive Officer

August 15, 2008

/s/ Francis Smith

Francis Smith

Principal Financial Officer

August 15, 2008

EX-99.CERT

Exhibit 3 A1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Ronald E. Robison, certify that:

1.I have reviewed this report on Form N-Q of Morgan Stanley Multi-Asset Class Fund;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Omitted;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 15, 2008

/s/ Ronald E. Robison

Ronald E. Robison

Principal Executive Officer

Exhibit 3 A2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Francis Smith, certify that:

1.I have reviewed this report on Form N-Q of Morgan Stanley Multi-Asset Class Fund;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Omitted;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 15, 2008

/s/ Francis Smith

Francis Smith

Principal Financial Officer