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

                                   FORM N-CSR

                   CERTIFIED SHAREHOLDER REPORT OF REGISTERED
                         MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-03639

Morgan Stanley Developing Growth Securities Trust
                  (Exact name of registrant as specified in charter)

1221 Avenue of the Americas, New York, New York 10020
         (Address of principal executive offices)                    (Zip code)

Ronald E. Robison
1221 Avenue of the Americas, New York, New York 10020
                                (Name and address of agent for service)

Registrant's telephone number, including area code: 212-762-4000

Date of fiscal year end: September 30, 2003

Date of reporting period: September 30, 2003


Item 1 - Report to Shareholders

Welcome, Shareholder:

In this report, you'll learn about how your investment in Morgan Stanley Developing Growth Securities Trust performed during the annual period. We will provide an overview of the market conditions, and discuss some of the factors that affected performance during the reporting period. In addition, this report includes the Fund's financial statements and a list of Fund investments.
    

This material must be preceded or accompanied by a prospectus for the fund being offered. Market forecasts provided in this report may not necessarily come to pass. There is no assurance that the Fund will achieve its investment objective. The Fund is subject to market risk, which is the possibility that market values of securities owned by the Fund will decline and, therefore, the value of the Fund shares may be less than what you paid for them. Accordingly you can lose money investing in this Fund.

	Fund Report
	For the year ended September 30, 2003

Total Return for the 12-months ended September 30, 2003

Class A						Class B						Class C						Class D
32.03%						30.94%						31.06%						32.31%

Russell Midcap® Growth Index1						Russell 2500 Growth Index2						Lipper Mid-Cap Growth Funds Index3
38.89%						41.45%						27.76%

The performance of the Fund's four share classes varies because each has different expenses. The Fund's total return figures assume the reinvestment of all distributions, but do not reflect the deduction of any applicable sales charges. Such costs would lower performance. Past performance is no guarantee of future results. See Performance Summary for standardized performance information.

Market Conditions

Early in the 12-month period ended September 30, 2003, the long-anticipated economic recovery appeared reluctant to surface. Despite interest rates at historically low levels, corporate earnings failed to rebound as quickly as had been expected. Uncertainty over the likelihood and timing of the potential war with Iraq only worsened investor sentiment in the first months of 2003. Investor confidence subsequently improved based on expectations of a swift U.S. victory in Iraq, encouraging economic data and reports of corporate earnings that exceeded expectations. These factors triggered a strong market rally, with defensive sectors and securities that had led during the bear market falling behind cyclical sectors as investors' expectations for the economy improved.

The U.S. stock market continued its advance in the third quarter, albeit at a moderate pace compared to the sharp gains of the second quarter. September marked the first broad market decline since February, with concerns centered on the third quarter earnings season and viability of the economic recovery. Over the full quarter, large-cap stocks lagged their mid- and small-cap counterparts, while growth stocks outperformed value across the capitalization spectrum. The Institute for Supply Management's manufacturing index rose in the first two months of the quarter then dipped to a level of 53.7 in September. However, manufacturing activity has expanded over the third quarter as evidenced by the underlying components. New orders are at their highest level since December 2002 and order backlogs have continued to drift higher. The University of Michigan's index of consumer sentiment weakened slightly during the quarter amid worry about the employment outlook and the ongoing conflict in Iraq.

Performance Analysis

The Fund's underperformance of its benchmark, the Russell Midcap Growth Index, can be attributed to an underweighting in technology as well as stock selection in that area and others. Within technology, holdings in software had a negative effect. Select issues within telecommunications and insurance also detracted from the Fund's relative performance.

Stock selection within the health care sector contributed to performance during the period, particularly in the areas of medical systems and health care services. Another positive was the Fund's

2

underweighting in consumer staples. Stock selection in that sector benefited the Fund as well, especially in foods and the miscellaneous category, which includes coffee and tea companies. An overweight to energy also helped performance.

TOP 10 HOLDINGS
GTECH Holdings Corp.					2.7	%
Varian Medical Systems Inc.					2.2
Stericycle Inc.					2.1
Univision Comm Inc.					2.0
Royal Caribbean Cruises					2.0
Corporate Executive Board Co.					1.7
Abercrombie & Fitch Co.					1.6
Symantec Corp.					1.6
Electronic Arts Inc.					1.6
Station Casinos Inc.					1.5

TOP FIVE INDUSTRIES
Casinos/Gaming					6.0	%
Semiconductors					4.8
Packaged Software					4.6
Broadcasting					4.4
Medical Specialties					4.4

Subject to change daily. All percentages are as a percentage of net assets. Provided for informational purposes only and should not be deemed as a recommendation to buy or sell the securities mentioned. Morgan Stanley is a full-service securities firm engaged in securities trading and brokerage activities, investment banking, research and analysis, financing and financial advisory services.

Investment Strategy

	1.	The Fund will normally invest at least 65 percent of its assets in common stocks (including depository receipts) and other equity securities. In deciding which of these securities to buy, hold or sell, the Fund's Investment Manager analyzes a company's potential to grow much more rapidly than the economy.

	2.	The Fund's other equity securities may include convertible securities and preferred stocks.

	3.	The Fund will invest primarily in smaller and medium-sized companies.

Annual Householding Notice

To reduce printing and mailing costs, the Fund attempts to eliminate duplicate mailings to the same address. The Fund delivers a single copy of certain shareholder documents including shareholder reports, prospectuses and proxy materials to investors with the same last name and who reside at the same address. Your participation in this program will continue for an unlimited period of time, unless you instruct us otherwise. You can request multiple copies of these documents by calling (800) 350-6414, 8:00 am to 8:00 pm, ET. Once our Customer Service Center has received your instructions, we will begin sending individual copies for each account within 30 days.

Proxy Voting Policies and Procedures

A description of the Fund's policies and procedures with respect to the voting of proxies relating to the Fund's portfolio securities is available without charge, upon request, by calling (800) 869-NEWS. This information is also available on the Securities and Exchange Commission's website at http://www.sec.gov.

3

	Performance Summary

Performance of a $10,000 Investment — Class B

Past performance is not predictive of future returns. Investment return and principal value will fluctuate. When you sell fund shares, they may be worth less than their original cost. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Performance for Class A, Class B, Class C, and Class D shares will vary due to differences in sales charges and expenses.

4

Average Annual Total Returns—Period Ended September 30, 2003

						Class A Shares* (since 07/28/97)						Class B Shares** (since 04/29/83)						Class C Shares† (since 07/28/97)						Class D Shares†† (since 07/28/97)
Symbol						DGRAX						DGRBX						DGRCX						DGRDX
1 Year							32.03%	4					30.94%	4					31.06%	4					32.31%	4
							25.10	5					25.94	5					30.06	5					—
5 Years							5.26	4					4.44	4					4.48	4					5.49	4
							4.14	5					4.18	5					4.48	5					—
10 Years							—						6.32	4					—						—
							—						6.32	5					—						—
Since Inception							2.72	4					7.00	4					1.94	4					2.95	4
							1.82	5					7.00	5					1.94	5					—

Notes on Performance

(1) The Russell Midcap Growth Index measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. The stocks are also members of the Russell 1000 Growth Index. Indexes are unmanaged and their returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

(2) The Russell 2500 Growth Index measures the performance of those companies in the Russell 2500 Index with higher price-to-book ratios and higher forecasted growth values. Indexes are unmanaged and their returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

(3) The Lipper Mid-Cap Growth Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Mid-Cap Growth Funds classification. The index, which is adjusted for capital gains distributions and income dividends, is unmanaged and should not be considered an investment. There are currently 30 funds represented in this index.

(4) Figure shown assumes reinvestment of all distributions and does not reflect the deduction of any sales charges.

(5) Figure shown assumes reinvestment of all distributions and the deduction of the maximum applicable sales charge. See the Fund's current prospectus for complete details on fees and sales charges.

* The maximum front-end sales charge for Class A is 5.25%.

** The maximum contingent deferred sales charge (CDSC) for Class B is 5.0%. The CDSC declines to 0% after six years.

† The maximum contingent deferred sales charge for Class C is 1% for shares redeemed within one year of purchase.

†† Class D has no sales charge.

‡ Closing value assuming a complete redemption on September 30, 2003.

5

Morgan Stanley Developing Growth Securities Trust

Portfolio of Investments September 30, 2003

NUMBER OF SHARES								VALUE
				Common Stocks (96.6%)
				Advertising/Marketing Services (0.4%)
	38,200			R.H. Donnelley Corp.*				$	1,543,662
				Air Freight/Couriers (1.1%)
	58,800			C.H. Robinson Worldwide, Inc.					2,187,948
	72,300			Expeditors International of Washington, Inc.					2,487,843
									4,675,791
				Airlines (0.8%)
	58,000			JetBlue Airways Corp.*					3,536,260
				Apparel/Footwear (1.3%)
	106,000			Coach, Inc.*					5,787,600
				Apparel/Footwear Retail (3.4%)
	252,225			Abercrombie & Fitch Co. (Class A)*					6,989,155
	154,225			Chico's FAS, Inc.*					4,725,454
	154,600			TJX Companies, Inc. (The)					3,002,332
									14,716,941
				Auto Parts: O.E.M. (0.5%)
	56,400			Gentex Corp.*					1,964,976
				Beverages: Non-Alcoholic (0.5%)
	96,600			Cott Corp.*					2,261,406
				Biotechnology (4.3%)
	106,550			Celgene Corp.*					4,616,811
	70,100			Charles River Laboratories International, Inc.*					2,151,369
	78,950			Genzyme Corp.*					3,651,437
	60,500			ICOS Corp.*					2,318,360
	53,200			IDEXX Laboratories, Inc.*					2,260,468
	51,800			ImClone Systems, Inc.*					2,005,696
	52,500			NPS Pharmaceuticals, Inc.*					1,462,125
									18,466,266
				Broadcasting (4.4%)
	162,200			Citadel Broadcasting Corp.*					3,205,072
	269,625			Radio One, Inc. (Class D)*					3,871,815
	269,100			Univision Communications Inc. (Class A)*					8,592,363
	107,425			Westwood One, Inc.*					3,243,161
									18,912,411
				Casino/Gaming (6.0%)
	275,690			GTECH Holdings Corp.				$	11,813,316
	217,000			International Game Technology					6,108,550
	48,000			MGM Mirage*					1,754,400
	206,000			Station Casinos, Inc.*					6,303,600
									25,979,866
				Computer Communications (1.1%)
	87,800			Emulex Corp.*					2,236,266
	159,600			Juniper Networks, Inc.*					2,381,232
									4,617,498
				Computer Peripherals (1.7%)
	76,000			ATI Technologies Inc. (Canada)*					1,128,600
	161,300			Network Appliance, Inc.*					3,311,489
	103,000			Seagate Technology (ADR) (Cayman Islands)					2,801,600
									7,241,689
				Containers/Packaging (0.8%)
	68,500			Sealed Air Corp.*					3,235,255
				Data Processing Services (1.5%)
	91,000			Global Payments Inc.					3,276,000
	117,400			SunGard Data Systems Inc.*					3,088,794
									6,364,794
				Discount Stores (2.7%)
	269,400			Dollar General Corp.					5,388,000
	183,850			Dollar Tree Stores, Inc.*					6,158,975
									11,546,975
				Electronic Components (2.6%)
	47,500			Amphenol Corp. (Class A)*					2,472,375
	25,500			OmniVision Technologies, Inc.*					1,077,120
	83,250			QLogic Corp.*					3,913,583
	60,200			SanDisk Corp.*					3,837,148
									11,300,226
				Electronic Distributors (0.5%)
	40,900			CDW Corp.					2,361,566
				Electronic Equipment/ Instruments (0.6%)
	675,700			JDS Uniphase Corp.*					2,432,520

See Notes to Financial Statements

6

Morgan Stanley Developing Growth Securities Trust

Portfolio of Investments September 30, 2003 continued

NUMBER OF SHARES								VALUE
				Electronic Production Equipment (2.8%)
	104,900			Amkor Technology, Inc.*				$	1,490,629
	79,500			ASML Holding N.V. (Netherlands)*					1,043,835
	40,600			KLA-Tencor Corp.*					2,086,840
	57,900			Lam Research Corp.*					1,282,485
	93,850			Novellus Systems, Inc.*					3,167,438
	97,400			Synopsys, Inc.*					2,996,998
									12,068,225
				Electronics/Appliances (1.2%)
	52,825			Harman International Industries, Inc.					5,195,339
				Finance/Rental/Leasing (1.1%)
	101,900			Doral Financial Corp.					4,789,300
				Financial Conglomerates (0.5%)
	81,900			Brascan Corp. (Class A) (Canada)					2,064,699
				Financial Publishing/Services (2.4%)
	66,200			eSPEED, Inc (Class A)*					1,496,782
	215,200			Interactive Data Corp.*					3,400,160
	95,000			Moody's Corp.					5,222,150
									10,119,092
				Gas Distributors (0.9%)
	120,100			Questar Corp.					3,700,281
				Home Building (1.1%)
	10,000			NVR, Inc.*					4,665,000
				Home Furnishings (0.5%)
	29,500			Mohawk Industries, Inc.*					2,103,940
				Hotels/Resorts/Cruiselines (2.0%)
	301,000			Royal Caribbean Cruises Ltd. (Liberia)					8,461,110
				Industrial Machinery (0.5%)
	58,500			Graco Inc.					2,196,675
				Industrial Specialties (0.5%)
	84,300			Ecolab Inc.					2,128,575
				Information Technology Services (0.3%)
	81,700			PeopleSoft, Inc.*					1,486,123
				Insurance Brokers/Services (0.5%)
	59,700			ChoicePoint Inc.*					1,999,950
				Internet Software/Services (0.5%)
	113,400			Siebel Systems, Inc.*				$	1,102,248
	72,700			VeriSign, Inc.*					979,269
									2,081,517
				Investment Banks/Brokers (1.7%)
	354,300			AmeriTrade Holding Corp. (Class A)*					3,985,875
	44,900			Legg Mason, Inc.					3,241,780
									7,227,655
				Investment Managers (1.0%)
	71,700			Affiliated Managers Group, Inc.*					4,502,760
				Managed Health Care (2.6%)
	256,100			Caremark Rx, Inc.*					5,787,860
	44,300			Coventry Health Care, Inc.*					2,336,382
	60,400			Mid Atlantic Medical Services, Inc.*					3,106,372
									11,230,614
				Medical Distributors (0.4%)
	26,300			Patterson Dental Co.*					1,514,354
				Medical Specialties (4.4%)
	31,000			Bard (C.R.), Inc.					2,201,000
	71,300			St. Jude Medical, Inc.*					3,833,801
	163,850			Varian Medical Systems, Inc.*					9,418,098
	59,200			Zimmer Holdings, Inc.*					3,261,920
									18,714,819
				Medical/Nursing Services (0.7%)
	86,100			Lincare Holdings, Inc.*					3,155,565
				Miscellaneous Commercial Services (3.1%)
	156,500			Corporate Executive Board Co. (The)*					7,347,675
	103,800			Iron Mountain Inc.*					3,726,420
	95,800			Viad Corp.					2,287,704
									13,361,799
				Oil & Gas Production (1.0%)
	163,600			Pioneer Natural Resources Co.*					4,165,256

See Notes to Financial Statements

7

Morgan Stanley Developing Growth Securities Trust

Portfolio of Investments September 30, 2003 continued

NUMBER OF SHARES								VALUE
				Oilfield Services/Equipment (1.9%)
	115,100			BJ Services Co.*				$	3,932,967
	118,350			Smith International, Inc.*					4,258,233
									8,191,200
				Other Consumer Services (3.7%)
	32,700			Apollo Group, Inc. (Class A)*					2,159,181
	23,600			Career Education Corp.*					1,069,080
	136,100			DeVry, Inc.*					3,220,126
	86,900			ITT Educational Services, Inc.*					4,164,248
	126,300			Weight Watchers International, Inc.*					5,254,080
									15,866,715
				Other Metals/Minerals (0.5%)
	48,400			Phelps Dodge Corp.*					2,265,120
				Packaged Software (4.6%)
	93,900			Adobe Systems Inc.					3,686,514
	80,200			Mercury Interactive Corp.*					3,641,882
	242,000			Network Associates, Inc.*					3,329,920
	109,350			Symantec Corp.*					6,891,237
	65,800			VERITAS Software Corp.*					2,066,120
									19,615,673
				Personnel Services (0.5%)
	79,600			Monster Worldwide Inc.*					2,004,328
				Pharmaceuticals: Other (1.4%)
	53,000			Allergan, Inc.					4,172,690
	98,100			Endo Pharmaceuticals Holdings, Inc.*					2,006,145
									6,178,835
				Property – Casualty Insurers (1.0%)
	11,110			White Mountains Insurance Group, Ltd.					4,411,003
				Recreational Products (1.6%)
	74,100			Electronic Arts Inc.*					6,834,243
				Regional Banks (0.5%)
	68,300			UCBH Holdings, Inc.					2,064,709
				Restaurants (2.1%)
	35,400			Krispy Kreme Doughnuts, Inc.*					1,362,900
	47,275			P.F. Chang's China Bistro, Inc.*					2,143,921
	104,850			Sonic Corp.*				$	2,650,608
	96,000			Starbucks Corp.*					2,764,800
									8,922,229
				Semiconductors (4.8%)
	618,000			Agere Systems Inc. (Class A)*					1,897,260
	100,600			Broadcom Corp. (Class A)*					2,677,972
	129,000			Fairchild Semiconductor Corp. (Class A)*					2,138,820
	88,100			Integrated Circuit Systems, Inc.*					2,646,524
	146,100			Intersil Corp. (Class A)*					3,477,180
	41,400			Linear Technology Corp.					1,482,534
	114,000			Marvell Technology Group Ltd. (Bermuda)*					4,303,500
	80,300			Microchip Technology Inc.					1,922,382
									20,546,172
				Services to the Health Industry (2.1%)
	186,900			Stericycle, Inc.*					8,816,073
				Specialty Insurance (1.3%)
	5,300			Markel Corp.*					1,415,100
	90,100			Radian Group, Inc.					4,000,440
									5,415,540
				Specialty Stores (2.9%)
	29,100			AutoZone, Inc.*					2,605,323
	95,000			CarMax Inc.*					3,102,700
	104,700			PETSMART, Inc.*					2,376,690
	114,900			Tiffany & Co.					4,289,217
									12,373,930
				Specialty Telecommunications (3.8%)
	391,500			American Tower Corp. (Class A)*					3,973,725
	412,100			Crown Castle International Corp.*					3,877,861
	241,800			IDT Corp. (Class B)*					4,366,908
	84,700			NTL, Inc.					3,991,064
									16,209,558

See Notes to Financial Statements

8

Morgan Stanley Developing Growth Securities Trust

Portfolio of Investments September 30, 2003 continued

NUMBER OF SHARES								VALUE
				Telecommunication Equipment (0.4%)
	191,500			Corning Inc.*				$	1,803,930
				Total Common Stocks (Cost $368,015,919)					415,397,608

PRINCIPAL AMOUNT IN THOUSANDS
				Short-Term Investment (2.8%) Repurchase Agreement
$	11,877			Joint repurchase agreement account 1.085% due 10/01/03 (dated 09/30/03; proceeds $11,877,358) (a) (Cost $11,877,000)					11,877,000

Total Investments (Cost $379,892,919) (b)					99.4	%			427,274,608
Other Assets in Excess of Liabilities					0.6				2,557,170
Net Assets					100.0	%		$	429,831,778

ADR American Depository Receipt.

* Non-income producing security.

(a) Collateralized by federal agency and U.S. Treasury obligations.

(b) The aggregate cost for federal income tax purposes is $380,700,088. The aggregate gross unrealized appreciation is $52,516,547 and the aggregate gross unrealized depreciation is $5,942,027, resulting in net unrealized appreciation of $46,574,520.

See Notes to Financial Statements

9

Morgan Stanley Developing Growth Securities Trust

Financial Statements

Statement of Assets and Liabilities

September 30, 2003

Assets:
Investments in securities, at value (cost $379,892,919)				$	427,274,608
Receivable for:
Investments sold					6,628,008
Shares of beneficial interest sold					446,725
Dividends					103,138
Prepaid expenses and other assets					62,049
Total Assets					434,514,528
Liabilities:
Payable for:
Investments purchased					3,694,177
Shares of beneficial interest redeemed					368,053
Distribution fee					279,412
Investment management fee					194,945
Accrued expenses and other payables					146,163
Total Liabilities					4,682,750
Net Assets				$	429,831,778
Composition of Net Assets:
Paid-in-capital				$	674,034,004
Net unrealized appreciation					47,381,702
Accumulated net investment loss					(59,237	)
Accumulated net realized loss					(291,524,691	)
Net Assets				$	429,831,778
Class A Shares:
Net Assets				$	25,111,306
Shares Outstanding (unlimited authorized, $.01 par value)					1,519,041
Net Asset Value Per Share				$	16.53
Maximum Offering Price Per Share,
(net asset value plus 5.54% of net asset value)				$	17.45
Class B Shares:
Net Assets				$	293,618,922
Shares Outstanding (unlimited authorized, $.01 par value)					18,905,328
Net Asset Value Per Share				$	15.53
Class C Shares:
Net Assets				$	6,911,631
Shares Outstanding (unlimited authorized, $.01 par value)					443,899
Net Asset Value Per Share				$	15.57
Class D Shares:
Net Assets				$	104,189,919
Shares Outstanding (unlimited authorized, $.01 par value)					6,191,681
Net Asset Value Per Share				$	16.83

Statement of Operations

For the year ended September 30, 2003

Net Investment Loss:
Income
Dividends (net of $13,723 foreign withholding tax)				$	1,272,627
Interest					437,564
Total Income					1,710,191
Expenses
Distribution fee (Class A shares)					38,084
Distribution fee (Class B shares)					2,777,922
Distribution fee (Class C shares)					59,740
Investment management fee					1,926,214
Transfer agent fees and expenses					1,161,004
Shareholder reports and notices					78,996
Registration fees					62,678
Professional fees					53,129
Trustees' fees and expenses					20,284
Custodian fees					16,161
Other					14,327
Total Expenses					6,208,539
Net Investment Loss					(4,498,348	)
Net Realized and Unrealized Gain:
Net realized gain					22,235,164
Net change in unrealized depreciation					86,705,321
Net Gain					108,940,485
Net Increase				$	104,442,137

See Notes to Financial Statements

10

Morgan Stanley Developing Growth Securities Trust

Financial Statements continued

Statement of Changes in Net Assets

				FOR THE YEAR ENDED SEPTEMBER 30, 2003				FOR THE YEAR ENDED SEPTEMBER 30, 2002
Increase (Decrease) in Net Assets:
Operations:
Net investment loss				$	(4,498,348	)		$	(6,715,489	)
Net realized gain (loss)					22,235,164				(100,007,116	)
Net change in unrealized depreciation					86,705,321				31,007,492
Net Increase (Decrease)					104,442,137				(75,715,113	)
Net decrease from transactions in shares of beneficial interest					(34,415,236	)			(91,266,754	)
Net Increase (Decrease)					70,026,901				(166,981,867	)
Net Assets:
Beginning of period					359,804,877				526,786,744
End of Period (Including accumulated net investment losses of $59,237 and $57,561, respectively)				$	429,831,778			$	359,804,877

See Notes to Financial Statements

11

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003

1.   Organization and Accounting Policies

Morgan Stanley Developing Growth Securities Trust (the "Fund") is registered under the Investment Company Act of 1940, as amended (the "Act"), as a diversified, open-end management investment company. The Fund's investment objective is long-term capital growth. The Fund was organized as a Massachusetts business trust on December 28, 1982 and commenced operations on April 29, 1983. On July 28, 1997, the Fund converted to a multiple class share structure.

The Fund offers Class A shares, Class B shares, Class C shares and Class D shares. The four classes are substantially the same except that most Class A shares are subject to a sales charge imposed at the time of purchase and some Class A shares, and most Class B shares and Class C shares are subject to a contingent deferred sales charge imposed on shares redeemed within one year, six years and one year, respectively. Class D shares are not subject to a sales charge. Additionally, Class A shares, Class B shares and Class C shares incur distribution expenses.

The following is a summary of significant accounting policies:

A.   Valuation of Investments — (1) an equity portfolio security listed or traded on the New York or American Stock Exchange or other exchange is valued at its latest sale price prior to the time when assets are valued; if there were no sales that day, the security is valued at the mean between the last reported bid and asked price; (2) an equity portfolio security listed or traded on the Nasdaq is valued at the Nasdaq Official Closing Price; if there were no sales that day, the security is valued at the mean between the last reported bid and asked price; (3) all other equity portfolio securities for which over-the-counter market quotations are readily available are valued at the mean between the last reported bid and asked price. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (4) for equity securities traded on foreign exchanges, the last reported sale price or the latest bid price may be used if there were no sales on a particular day; (5) when market quotations are not readily available or Morgan Stanley Investment Advisors Inc. (the "Investment Manager") determines that the latest sale price, the bid price or the mean between the last reported bid and asked price do not reflect a security's market value, portfolio securities are valued at their fair value as determined in good faith under procedures established by and under the general supervision of the Fund's Trustees; (6) certain portfolio securities may be valued by an outside pricing service approved by the Fund's Trustees; and (7) short-term debt securities having a maturity date of more than sixty days at time of purchase are valued on a mark-to-market basis until sixty days prior to maturity and thereafter at amortized cost based on their value on the 61st day. Short-term debt securities having a maturity date of sixty days or less at the time of purchase are valued at amortized cost.

B.   Accounting for Investments — Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on security transactions are determined by the identified cost method. Dividend income and other distributions are recorded on the ex-dividend date. Discounts are accreted and premiums are amortized over the life of the respective securities. Interest income is accrued daily.

12

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003 continued

C.   Repurchase Agreements — Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the Fund, along with other affiliated entities managed by the Investment Manager, may transfer uninvested cash balances into one or more joint repurchase agreement accounts. These balances are invested in one or more repurchase agreements and are collateralized by cash, U.S. Treasury or federal agency obligations. The Fund may also invest directly with institutions in repurchase agreements. The Fund's custodian receives the collateral, which is marked-to-market daily to determine that the value of the collateral does not decrease below the repurchase price plus accrued interest.

D.   Multiple Class Allocations — Investment income, expenses (other than distribution fees), and realized and unrealized gains and losses are allocated to each class of shares based upon the relative net asset value on the date such items are recognized. Distribution fees are charged directly to the respective class.

E.   Foreign Currency Translation and Forward Foreign Currency Contracts — The books and records of the Fund are maintained in U.S. dollars as follows: (1) the foreign currency market value of investment securities, other assets and liabilities and forward foreign currency contracts ("forward contracts") are translated at the exchange rates prevailing at the end of the period; and (2) purchases, sales, income and expenses are translated at the exchange rates prevailing on the respective dates of such transactions. The resultant exchange gains and losses are recorded as realized and unrealized gain/loss on foreign exchange transactions. Pursuant to U.S. Federal income tax regulations, certain foreign exchange gains/losses included in realized and unrealized gain/loss are included in or are a reduction of ordinary income for federal income tax purposes. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in the market prices of the securities. Forward contracts are valued daily at the appropriate exchange rates. The resultant unrealized exchange gains and losses are recorded as unrealized foreign currency gain or loss. The Fund records realized gains or losses on delivery of the currency or at the time the forward contract is extinguished (compensated) by entering into a closing transaction prior to delivery.

F.   Federal Income Tax Policy — It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Accordingly, no federal income tax provision is required.

G.   Dividends and Distributions to Shareholders — Dividends and distributions to shareholders are recorded on the ex-dividend date.

H.   Use of Estimates — The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual results could differ from those estimates.

13

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003 continued

2.   Investment Management Agreement

Pursuant to an Investment Management Agreement, the Fund pays the Investment Manager a management fee, accrued daily and payable monthly, by applying the following annual rates to the net assets of the Fund determined as of the close of each business day: 0.50% to the portion of the daily net assets not exceeding $500 million and 0.475% to the portion of the daily net assets exceeding $500 million.

3.   Plan of Distribution

Shares of the Fund are distributed by Morgan Stanley Distributors Inc. (the "Distributor"), an affiliate of the Investment Manager. The Fund has adopted a Plan of Distribution (the "Plan") pursuant to Rule 12b-1 under the Act. The Plan provides that the Fund will pay the Distributor a fee which is accrued daily and paid monthly at the following annual rates: (i) Class A – up to 0.25% of the average daily net assets of Class A; (ii) Class B – 1.0% of the lesser of: (a) the average daily aggregate gross sales of the Class B shares since the inception of the Fund (not including reinvestment of dividend or capital gain distributions) less the average daily aggregate net asset value of the Class B shares redeemed since the Fund's inception upon which a contingent deferred sales charge has been imposed or waived; or (b) the average daily net assets of Class B; and (iii) Class C – up to 1.0% of the average daily net assets of Class C.

In the case of Class B shares, provided that the Plan continues in effect, any cumulative expenses incurred by the Distributor but not yet recovered may be recovered through the payment of future distribution fees from the Fund pursuant to the Plan and contingent deferred sales charges paid by investors upon redemption of Class B shares. Although there is no legal obligation for the Fund to pay expenses incurred in excess of payments made to the Distributor under the Plan and the proceeds of contingent deferred sales charges paid by investors upon redemption of shares, if for any reason the Plan is terminated, the Trustees will consider at that time the manner in which to treat such expenses. The Distributor has advised the Fund that such excess amounts totaled $8,637,214 at September 30, 2003.

In the case of Class A shares and Class C shares, expenses incurred pursuant to the Plan in any calendar year in excess of 0.25% or 1.0% of the average daily net assets of Class A or Class C, respectively, will not be reimbursed by the Fund through payments in any subsequent year, except that expenses representing a gross sales credit to Morgan Stanley Financial Advisors or other selected broker-dealer representatives may be reimbursed in the subsequent calendar year. For the year ended September 30, 2003, the distribution fee was accrued for Class A shares and Class C shares at the annual rate of 0.19% and 0.95%, respectively.

The Distributor has informed the Fund that for the year ended September 30, 2003, it received contingent deferred sales charges from certain redemptions of the Fund's Class A shares, Class B shares and Class C shares of $30, $201,643 and $1,525, respectively and received $17,317 in front-end sales charges from sales of the Fund's Class A shares. The respective shareholders pay such charges which are not an expense of the Fund.

14

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003 continued

4.   Security Transactions and Transactions with Affiliates

The cost of purchases and proceeds from sales of portfolio securities, excluding short-term investments, for the year ended September 30, 2003 aggregated $752,932,477 and $795,278,063, respectively. Included in the aforementioned transactions are purchases and sales of $3,118,084, and $1,950,645, respectively, for portfolio transactions with other Morgan Stanley funds, including a realized gain of $235,403.

For the year ended September 30, 2003, the Fund incurred brokerage commissions of $82,818 with Morgan Stanley & Co., an affiliate of the Investment Manager and Distributor, for portfolio transactions executed on behalf of the Fund. At September 30, 2003, the Fund's receivable for investments sold included unsettled trades with Morgan Stanley & Co. of $2,339,652.

Morgan Stanley Trust, an affiliate of the Investment Manager and Distributor, is the Fund's transfer agent. At September 30, 2003, the Fund had transfer agent fees and expenses payable of approximately $9,900.

The Fund has an unfunded noncontributory defined benefit pension plan covering all independent Trustees of the Fund who will have served as independent Trustees for at least five years at the time of retirement. Benefits under this plan are based on years of service and compensation during the last five years of service. Aggregate pension costs for the year ended September 30, 2003 included in Trustees' fees and expenses in the Statement of Operations amounted to $7,443. At September 30, 2003, the Fund had an accrued pension liability of $59,064 which is included in accrued expenses in the Statement of Assets and Liabilities.

5.   Purposes of and Risks Relating to Certain Financial Instruments

The Fund may enter into forward contracts to facilitate settlement of foreign currency denominated portfolio transactions or to manage foreign currency exposure associated with foreign currency denominated securities.

Forward contracts involve elements of market risk in excess of the amounts reflected in the Statement of Assets and Liabilities. The Fund bears the risk of an unfavorable change in the foreign exchange rates underlying the forward contracts. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.

At September 30, 2003, there were no outstanding forward contracts.

15

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003 continued

6.   Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

				FOR THE YEAR ENDED SEPTEMBER 30, 2003								FOR THE YEAR ENDED SEPTEMBER 30, 2002
				SHARES				AMOUNT				SHARES				AMOUNT
CLASS A SHARES
Sold					1,062,886			$	15,278,789				686,292			$	11,260,111
Redeemed					(727,769	)			(10,326,598	)			(680,071	)			(11,127,780	)
Net increase – Class A					335,117				4,952,191				6,221				132,331
CLASS B SHARES
Sold					1,117,330				15,625,470				1,654,466				26,324,800
Redeemed					(5,515,835	)			(72,798,466	)			(8,923,340	)			(136,371,716	)
Net decrease – Class B					(4,398,505	)			(57,172,996	)			(7,268,874	)			(110,046,916	)
CLASS C SHARES
Sold					236,756				3,273,814				290,919				4,705,017
Redeemed					(296,523	)			(3,974,071	)			(323,089	)			(5,041,970	)
Net decrease – Class C					(59,767	)			(700,257	)			(32,170	)			(336,953	)
CLASS D SHARES
Sold					2,736,782				39,633,346				3,190,532				51,602,672
Redeemed					(1,466,050	)			(21,127,520	)			(1,996,435	)			(32,617,888	)
Net increase – Class D					1,270,732				18,505,826				1,194,097				18,984,784
Net decrease in Fund					(2,852,423	)		$	(34,415,236	)			(6,100,726	)		$	(91,266,754	)

7.   Fund Merger

On July 31, 2003, the Trustees of the Fund, Morgan Stanley Next Generation Trust ("Next Generation") and Morgan Stanley New Discoveries Fund ("New Discoveries") approved a Plan of Reorganization whereby Next Generation and New Discoveries would be merged into the Fund. The Plan of Reorganization is subject to the consent of Next Generation and New Discoveries shareholders at a special meeting scheduled to be held on December 16, 2003. If approved, the assets of the Fund would be combined with the assets of Next Generation and New Discoveries and shareholders of Next Generation and New Discoveries would become shareholders of the Fund, receiving shares of the corresponding class of the Fund equal to the value of their holdings in Next Generation and New Discoveries.

16

Morgan Stanley Developing Growth Securities Trust

Notes to Financial Statements September 30, 2003 continued

8.   Federal Income Tax Status

The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from generally accepted accounting principles. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification. Dividends and distributions which exceed net investment income and net realized capital gains for tax purposes are reported as distributions of paid-in-capital.

As of September 30, 2003, the tax-basis components of accumulated losses were as follows:

Net accumulated earnings					—
Capital loss carryforward*				$	(290,717,522	)
Post-October losses					(173	)
Temporary differences					(59,064	)
Net unrealized appreciation					46,574,533
Total accumulated losses				$	(244,202,226	)

*   As of September 30, 2003, the Fund had a net capital loss carryforward of $290,717,522 of which $8,839,325 will expire on September 30, 2009, $213,014,457 will expire on September 30, 2010 and $68,863,740 will expire on September 30, 2011 to offset future capital gains to the extent provided by regulations.

As of September 30, 2003, the Fund had temporary book/tax differences attributable to post-October losses (capital losses incurred after October 31 within the taxable year which are deemed to arise on the first business day of the Fund's next taxable year) and capital loss deferrals on wash sales and permanent book/tax differences primarily attributable to a net operating loss. To reflect reclassifications arising from the permanent differences, paid-in-capital was charged $4,537,600, accumulated net investment loss was credited $4,496,672 and accumulated net realized loss was credited $40,928.

17

Morgan Stanley Developing Growth Securities Trust

Financial Highlights

Selected ratios and per share data for a share of beneficial interest outstanding throughout each period:

				FOR THE YEAR ENDED SEPTEMBER 30,
				2003				2002				2001				2000				1999
Class A Shares
Selected Per Share Data:
Net asset value, beginning of period				$	12.52			$	15.20			$	37.74			$	31.44			$	20.38
Income (loss) from investment operations:
Net investment loss‡					(0.09	)			(0.11	)			0.00				(0.12	)			(0.07	)
Net realized and unrealized gain (loss)					4.10				(2.57	)			(14.40	)			12.89				11.50
Total income (loss) from investment operations					4.01				(2.68	)			(14.40	)			12.77				11.43
Less distributions from net realized gain					—				—				(8.14	)			(6.47	)			(0.37	)
Net asset value, end of period				$	16.53			$	12.52			$	15.20			$	37.74			$	31.44
Total Return†					32.03	%			(17.63	)%			(45.93	)%			40.16	%			56.81	%
Ratios to Average Net Assets(1):
Expenses					1.06	%			1.02	%			0.88	%			0.85	%			0.90	%
Net investment loss					(0.62	)%			(0.68	)%			0.00	%			(0.35	)%			(0.25	)%
Supplemental Data:
Net assets, end of period, in thousands					$25,111				$14,826				$17,906				$44,008				$15,246
Portfolio turnover rate					202	%			237	%			213	%			184	%			172	%

‡ The per share amounts were computed using an average number of shares outstanding during the period.

† Does not reflect the deduction of sales charge. Calculated based on the net asset value as of the last business day of the period.

(1) Reflects overall Fund ratios for investment income and non-class specific expenses.

See Notes to Financial Statements

18

Morgan Stanley Developing Growth Securities Trust

Financial Highlights continued

				FOR THE YEAR ENDED SEPTEMBER 30,
				2003				2002				2001				2000				1999
Class B Shares
Selected Per Share Data:
Net asset value, beginning of period				$	11.86			$	14.51			$	36.70			$	30.90			$	20.19
Income (loss) from investment operations:
Net investment loss‡					(0.19	)			(0.23	)			(0.18	)			(0.44	)			(0.27	)
Net realized and unrealized gain (loss)					3.86				(2.42	)			(13.87	)			12.71				11.35
Total income (loss) from investment operations					3.67				(2.65	)			(14.05	)			12.27				11.08
Less distributions from net realized gain					—				—				(8.14	)			(6.47	)			(0.37	)
Net asset value, end of period				$	15.53			$	11.86			$	14.51			$	36.70			$	30.90
Total Return†					30.94	%			(18.26	)%			(46.37	)%			39.12	%			55.59	%
Ratios to Average Net Assets(1):
Expenses					1.87	%			1.80	%			1.70	%			1.61	%			1.70	%
Net investment loss					(1.43	)%			(1.46	)%			(0.82	)%			(1.11	)%			(1.05	)%
Supplemental Data:
Net assets, end of period, in thousands					$293,619				$276,387				$443,652				$1,056,116				$770,392
Portfolio turnover rate					202	%			237	%			213	%			184	%			172	%

‡ The per share amounts were computed using an average number of shares outstanding during the period.

† Does not reflect the deduction of sales charge. Calculated based on the net asset value as of the last business day of the period.

(1) Reflects overall Fund ratios for investment income and non-class specific expenses.

See Notes to Financial Statements

19

Morgan Stanley Developing Growth Securities Trust

Financial Highlights continued

				FOR THE YEAR ENDED SEPTEMBER 30,
				2003				2002				2001				2000				1999
Class C Shares
Selected Per Share Data:
Net asset value, beginning of period				$	11.88			$	14.54			$	36.76			$	30.95			$	20.19
Income (loss) from investment operations:
Net investment loss‡					(0.19	)			(0.23	)			(0.18	)			(0.42	)			(0.25	)
Net realized and unrealized gain (loss)					3.88				(2.43	)			(13.90	)			12.70				11.38
Total income (loss) from investment operations					3.69				(2.66	)			(14.08	)			12.28				11.13
Less distributions from net realized gain					—				—				(8.14	)			(6.47	)			(0.37	)
Net asset value, end of period				$	15.57			$	11.88			$	14.54			$	36.76			$	30.95
Total Return†					31.06	%			(18.29	)%			(46.37	)%			39.09	%			55.84	%
Ratios to Average Net Assets(1):
Expenses					1.82	%			1.80	%			1.70	%			1.61	%			1.58	%
Net investment loss					(1.38	)%			(1.46	)%			(0.82	)%			(1.11	)%			(0.93	)%
Supplemental Data:
Net assets, end of period, in thousands				$	6,912			$	5,986			$	7,793			$	17,007			$	4,728
Portfolio turnover rate					202	%			237	%			213	%			184	%			172	%

‡ The per share amounts were computed using an average number of shares outstanding during the period.

† Does not reflect the deduction of sales charge. Calculated based on the net asset value as of the last business day of the period.

(1) Reflects overall Fund ratios for investment income and non-class specific expenses.

See Notes to Financial Statements

20

Morgan Stanley Developing Growth Securities Trust

Financial Highlights continued

				FOR THE YEAR ENDED SEPTEMBER 30,
				2003				2002				2001				2000				1999
Class D Shares
Selected Per Share Data:
Net asset value, beginning of period				$	12.72			$	15.41			$	38.07			$	31.60			$	20.44
Income (loss) from investment operations:
Net investment income (loss)‡					(0.06	)			(0.07	)			0.03				0.03				(0.01	)
Net realized and unrealized gain (loss)					4.17				(2.62	)			(14.55	)			12.91				11.54
Total income (loss) from investment operations					4.11				(2.69	)			(14.52	)			12.94				11.53
Less distributions from net realized gain					—				—				(8.14	)			(6.47	)			(0.37	)
Net asset value, end of period				$	16.83			$	12.72			$	15.41			$	38.07			$	31.60
Total Return†					32.31	%			(17.46	)%			(45.83	)%			40.53	%			57.14	%
Ratios to Average Net Assets(1):
Expenses					0.87	%			0.80	%			0.70	%			0.61	%			0.70	%
Net investment income (loss)					(0.43	)%			(0.46	)%			0.18	%			(0.11	)%			(0.05	)%
Supplemental Data:
Net assets, end of period, in thousands					$104,190				$62,606				$57,436				$66,696				$6,625
Portfolio turnover rate					202	%			237	%			213	%			184	%			172	%

‡ The per share amounts were computed using an average number of shares outstanding during the period.

† Calculated based on the net asset value as of the last business day of the period.

(1) Reflects overall Fund ratios for investment income and non-class specific expenses.

See Notes to Financial Statements

21

Morgan Stanley Developing Growth Securities Trust

Independent Auditor's Report

To the Shareholders and Board of Trustees of
Morgan Stanley Developing Growth Securities Trust:

We have audited the accompanying statement of assets and liabilities of Morgan Stanley Developing Growth Securities Trust (the "Fund"), including the portfolio of investments, as of September 30, 2003, and the related statements of operations for the year then ended and changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of September 30, 2003, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Morgan Stanley Developing Growth Securities Trust as of September 30, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP
New York, New York
November 17, 2003
    

22

Morgan Stanley Developing Growth Securities Trust

Trustee and Officer Information

Independent Trustees:

Name, Age and Address of Independent Trustee

Position(s) Held with Registrant

Term of Office and Length of Time Served*

Principal Occupation(s) During Past 5 Years**

Number of Portfolios in Fund Complex Overseen by Trustee***

Other Directorships Held by Trustee

Michael Bozic (62) c/o Mayer, Brown, Rowe & Maw LLP Counsel to the Independent Directors 1675 Broadway New York, NY

Trustee

Since April 1994

Retired; Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since April 1994) and the Institutional Funds (since July 2003); formerly Vice Chairman of Kmart Corporation (December 1998-October 2000), Chairman and Chief Executive Officer of Levitz Furniture Corporation (November 1995-November 1998) and President and Chief Executive Officer of Hills Department Stores (May 1991-July 1995); formerly variously Chairman, Chief Executive Officer, President and Chief Operating Officer (1987-1991) of the Sears Merchandise Group of Sears, Roebuck & Co.

216

Director of Weirton Steel Corporation.

Edwin J. Garn (70) c/o Summit Ventures LLC 1 Utah Center 201 S. Main Street Salt Lake City, UT

Trustee

Since January 1993

Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since January 1993) and the Institutional Funds (since July 2003); member of the Utah Regional Advisory Board of Pacific Corp.; formerly United States Senator (R-Utah) (1974-1992) and Chairman, Senate Banking Committee (1980-1986), Mayor of Salt Lake City, Utah (1971-1974), Astronaut, Space Shuttle Discovery (April 12-19, 1985), and Vice Chairman, Huntsman Corporation (chemical company).

216

Director of Franklin Covey (time management systems), BMW Bank of North America, Inc. (industrial loan corporation), United Space Alliance (joint venture between Lockheed Martin and the Boeing Company) and Nuskin Asia Pacific (multilevel marketing); member of the board of various civic and charitable organizations.

Wayne E. Hedien (69) c/o Mayer, Brown, Rowe & Maw LLP Counsel to the Independent Directors 1675 Broadway New York, NY

Trustee

Since September 1997

Retired; Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003; (Since September 1997) and the Institutional Funds (since July 2003); formerly associated with the Allstate Companies (1966-1994), most recently as Chairman of The Allstate Corporation (March 1993-December 1994) and Chairman and Chief Executive Officer of its wholly-owned subsidiary, Allstate Insurance Company (July 1989-December 1994).

216

Director of The PMI Group Inc. (private mortgage insurance); Trustee and Vice Chairman of The Field Museum of Natural History; director of various other business and charitable organizations.

23

Morgan Stanley Developing Growth Securities Trust

Trustee and Officer Information continued

Name, Age and Address of Independent Trustee

Position(s) Held with Registrant

Term of Office and Length of Time Served*

Principal Occupation(s) During Past 5 Years**

Number of Portfolios in Fund Complex Overseen by Trustee***

Other Directorships Held by Trustee

Dr. Manuel H. Johnson (54) c/o Johnson Smick International, Inc. 2099 Pennsylvania Avenue, N.W. Suite 950 Washington, D.C.

Trustee

Since July 1991

Chairman of the Audit Committee and Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since July 1991) and the Institutional Funds (since July 2003); Senior Partner, Johnson Smick International, Inc., a consulting firm; Co-Chairman and a founder of the Group of Seven Council (G7C), an international economic commission; formerly Vice Chairman of the Board of Governors of the Federal Reserve System and Assistant Secretary of the U.S. Treasury.

216

Director of NVR, Inc. (home construction); Chairman and Trustee of the Financial Accounting Foundation (oversight organization of the Financial Accounting Standards Board); Director of RBS Greenwich Capital Holdings (financial holding company).

Joseph J. Kearns (61) PMB754 23852 Pacific Coast Highway Malibu, CA

Trustee

Since July 2003

Deputy Chairman of the Audit Committee and Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since July 2003) and the Institutional Funds (since August 1994); previously Chairman of the Audit Committee of the Institutional Funds (October 2001-July 2003); President, Kearns & Associates LLC (investment consulting); formerly CFO of the J. Paul Getty Trust.

217

Director of Electro Rent Corporation (equipment leasing), The Ford Family Foundation, and the UCLA Foundation.

Michael E. Nugent (67) c/o Triumph Capital, L.P. 445 Park Avenue New York, NY

Trustee

Since July 1991

Chairman of the Insurance Committee and Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since July 1991) and the Institutional Funds (since July 2001); General Partner of Triumph Capital, L.P., a private investment partnership; formerly Vice President, Bankers Trust Company and BT Capital Corporation (1984-1988).

216

Director of various business organizations.

Fergus Reid (71) 85 Charles Colman Blvd. Pawling, NY

Trustee

Since July 2003

Chairman of the Governance Committee and Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since July 2003) and the Institutional Funds (since June 1992); Chairman of Lumelite Plastics Corporation.

217

Trustee and Director of certain investment companies in the JPMorgan Funds complex managed by JP Morgan Investment Management Inc.

24

Morgan Stanley Developing Growth Securities Trust

Trustee and Officer Information continued

Interested Trustees:

Name, Age and Address of Interested Trustee

Position(s) Held with Registrant

Term of Office and Length of Time Served*

Principal Occupation(s) During Past 5 Years**

Number of Portfolios in Fund Complex Overseen by Trustee***

Other Directorships Held by Trustee

Charles A. Fiumefreddo (70) c/o Morgan Stanley Trust Harborside Financial Center, Plaza Two, Jersey City, NJ

Chairman of the Board and Trustee

Since July 1991

Chairman and Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since July 1991) and the Institutional Funds (since July 2003); formerly Chief Executive Officer of the Retail Funds and the TCW/DW Term Trust 2003 (until September 2002).

216

None

James F. Higgins (55) c/o Morgan Stanley Trust Harborside Financial Center, Plaza Two, Jersey City, NJ

Trustee

Since June 2000

Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since June 2000) and the Institutional Funds (since July 2003); Senior Advisor of Morgan Stanley (since August 2000); Director of the Distributor and Dean Witter Realty Inc.; previously President and Chief Operating Officer of the Private Client Group of Morgan Stanley (May 1999-August 2000), and President and Chief Operating Officer of Individual Securities of Morgan Stanley (February 1997-May 1999).

216

Director of AXA Financial, Inc. and The Equitable Life Assurance Society of the United States (financial services).

Philip J. Purcell (60) 1585 Broadway New York, NY

Trustee

Since April 1994

Director or Trustee of the Retail Funds and TCW/DW Term Trust 2003 (since April 1994) and the Institutional Funds (since July 2003); Chairman of the Board of Directors and Chief Executive Officer of Morgan Stanley and Morgan Stanley DW Inc.; Director of the Distributor; Chairman of the Board of Directors and Chief Executive Officer of Novus Credit Services Inc.; Director and/or officer of various Morgan Stanley subsidiaries.

216

Director of American Airlines, Inc. and its parent company, AMR Corporation.

    * This is the earliest date the Trustee began serving the funds advised by Morgan Stanley Investment Advisors Inc. (the "Investment Manager") (the "Retail Funds").

  ** The dates referenced below indicating commencement of services as Director/Trustee for the Retail Funds and the funds advised by Morgan Stanley Investment Management Inc., Morgan Stanley Investments LP and Morgan Stanley AIP GP LP (the "Institutional Funds") reflect the earliest date the Director/Trustee began serving the Retail or Institutional Funds as applicable.

*** The Fund Complex includes all open-end and closed-end funds (including all of their portfolios) advised by the Investment Manager and any funds that have an investment advisor that is an affiliated person of the Investment Manager (including but not limited to Morgan Stanley Investment Management Inc. and Morgan Stanley Investments LP).

25

Morgan Stanley Developing Growth Securities Trust

Trustee and Officer Information continued

Officers:

Name, Age and Address of Executive Officer

Position(s) Held with Registrant

Term of Office and Length of Time Served*

Principal Occupation(s) During Past 5 Years**

Mitchell M. Merin (50) 1221 Avenue of the Americas New York, NY

President

Since May 1999

President and Chief Operating Officer of Morgan Stanley Investment Management Inc.; President, Director and Chief Executive Officer of the Investment Manager and Morgan Stanley Services; Chairman, Chief Executive Officer and Director of the Distributor; Chairman and Director of the Transfer Agent; Director of various Morgan Stanley subsidiaries; President Morgan Stanley Investments LP (since February 2003); President of the Institutional Funds (since July 2003) and President of the Retail Funds and TCW/DW Term Trust 2003 (since May 1999); Trustee (since July 2003) and President (since December 2002) of the Van Kampen Closed-End Funds; Trustee (since May 1999) and President (since October 2002) of the Van Kampen Open-End Funds.

Ronald E. Robison (64) 1221 Avenue of the Americas New York, NY

Executive Vice President and Principal Executive Officer

Since April 2003

Chief Global Operations Officer and Managing Director of Morgan Stanley Investment Management Inc.; Managing Director of Morgan Stanley & Co. Incorporated; Managing Director of Morgan Stanley; Managing Director, Chief Administrative Officer and Director of the Investment Manager and Morgan Stanley Services; Chief Executive Officer and Director of the Transfer Agent; Executive Vice President and Principal Executive Officer of the Institutional Funds (since July 2003); and the TCW/DW Term Trust 2003 (since April 2003); previously President of the Institutional Funds (March 2001-July 2003) and Director of the Institutional Funds (March 2001-July 2003).

Barry Fink (48) 1221 Avenue of the Americas New York, NY

Vice President and General Counsel

Since February 1997

General Counsel (since May 2000) and Managing Director (since December 2000) of Morgan Stanley Investment Management; Managing Director (since December 2000), Secretary (since February 1997) and Director (since July 1998) of the Investment Manager and Morgan Stanley Services; Assistant Secretary of Morgan Stanley DW; Chief Legal Officer of Morgan Stanley Investments LP (since July 2002); Vice President of the Institutional Funds (since July 2003); Vice President and Secretary of the Distributor; previously Secretary of the Retail Funds (February 1997-July 2003); previously Vice President and Assistant General Counsel of the Investment Manager and Morgan Stanley Services (February 1997-December 2001).

Joseph J. McAlinden (60) 1221 Avenue of the Americas New York, NY

Vice President

Since July 1995

Managing Director and Chief Investment Officer of the Investment Manager, Morgan Stanley Investment Management Inc. and Morgan Stanley Investments LP; Director of the Transfer Agent, Chief Investment Officer of the Van Kampen Funds; Vice President of the Institutional Funds (since July 2003) and the Retail Funds (since July 1995).

Stefanie V. Chang (36) 1221 Avenue of the Americas New York, NY

Vice President

Since July 2003

Executive Director of Morgan Stanley & Co. and Morgan Stanley Investment Management Inc. and Vice President of the Institutional Funds (since December 1997) and the Retail Funds (since July 2003); formerly practiced law with the New York law firm of Rogers & Wells (now Clifford Chance LLP).

26

Morgan Stanley Developing Growth Securities Trust

Trustee and Officer Information continued

Name, Age and Address of Executive Officer

Position(s) Held with Registrant

Term of Office and Length of Time Served*

Principal Occupation(s) During Past 5 Years**

Francis J. Smith (38) c/o Morgan Stanley Trust Harborside Financial Center, Plaza Two, Jersey City, NJ

Treasurer and Chief Financial Officer

Treasurer since July 2003 and Chief Financial Officer since September 2002

Executive Director of the Investment Manager and Morgan Stanley Services (since December 2001); previously Vice President of the Retail Funds (September 2002-July 2003); previously Vice President of the Investment Manager and Morgan Stanley Services (August 2000-November 2001) and Senior Manager at PricewaterhouseCoopers LLP (January 1998-August 2000).

Thomas F. Caloia (57) c/o Morgan Stanley Trust Harborside Financial Center, Plaza Two, Jersey City, NJ

Vice President

Since July 2003

Executive Director (since December 2002) and Assistant Treasurer of the Investment Manager, the Distributor and Morgan Stanley Services; previously Treasurer of the Retail Funds (April 1989-July 2003); formerly First Vice President of the Investment Manager, the Distributor and Morgan Stanley Services.

Mary E. Mullin (36) 1221 Avenue of the Americas New York, NY

Secretary

Since July 2003

Vice President of Morgan Stanley & Co. Incorporated and Morgan Stanley Investment Management Inc.; Secretary of the Institutional Funds (since June 1999) and the Retail Funds (since July 2003); formerly practiced law with the New York law firms of McDermott, Will & Emery and Skadden, Arps, Slate, Meagher & Flom LLP.

    * This is the earliest date the Officer began serving the Retail Funds. Each Officer serves an indefinite term, until his or her successor is elected.

  ** The dates referenced below indicating commencement of service as an Officer for the Retail and Institutional Funds reflect the earliest date the Officer began serving the Retail or Institutional Funds as applicable.

27

Trustees Michael Bozic Charles A. Fiumefreddo Edwin J. Garn Wayne E. Hedien James F. Higgins Dr. Manuel H. Johnson Joseph J. Kearns Michael E. Nugent Philip J. Purcell Fergus Reid Officers Charles A. Fiumefreddo Chairman of the Board Mitchell M. Merin President Ronald E. Robison Executive Vice President and Principal Executive Officer Barry Fink Vice President and General Counsel Joseph J. McAlinden Vice President Stefanie V. Chang Vice President Francis J. Smith Treasurer and Chief Financial Officer Thomas F. Caloia Vice President Mary E. Mullin Secretary Transfer Agent Morgan Stanley Trust Harborside Financial Center, Plaza Two Jersey City, New Jersey 07311 Independent Auditors Deloitte & Touche LLP Two World Financial Center New York, New York 10281 Investment Manager Morgan Stanley Investment Advisors Inc. 1221 Avenue of the Americas New York, New York 10020 This report is submitted for the general information of the shareholders of the Fund. For more detailed information about the Fund, its fees and expenses and other pertinent information, please read its Prospectus. The Fund's Statement of Additional Information contains additional information about the Fund, including its trustees. It is available, without charge, by calling (800) 869-NEWS. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective Prospectus. Read the Prospectus carefully before investing. Investments and services offered through Morgan Stanley DW Inc., member SIPC. Morgan Stanley Distributors Inc., member NASD. © 2003 Morgan Stanley 37905RPT-00-12728J03-AP-10/03		MORGAN STANLEY FUNDS
		Morgan Stanley Developing Growth Securities Trust Annual Report September 30, 2003

Item 2.  Code of Ethics.

(a) The Fund has adopted a code of ethics (the "Code of Ethics") that applies to
its principal executive officer, principal financial officer, principal
accounting officer or controller, or persons performing similar functions,
regardless of whether these individuals are employed by the Fund or a third
party.

(b)      No information need be disclosed pursuant to this paragraph.

(c)      Not applicable.

(d)      Not applicable.

(e)      Not applicable.

(f)

         (1)      The Fund's Code of Ethics is attached hereto as Exhibit A.

         (2)      Not applicable.

         (3)      Not applicable.



Item 3.  Audit Committee Financial Expert.

The Fund's Board of Trustees has determined that it has two "audit committee
financial experts" serving on its audit committee, each of whom are
"independent" Trustees: Dr. Manuel H. Johnson and Joseph J. Kearns. Under
applicable securities laws, a person who is determined to be an audit committee
financial expert will not be deemed an "expert" for any purpose, including
without limitation for the purposes of Section 11 of the Securities Act of 1933,
as a result of being designated or identified as an audit committee financial
expert. The designation or identification of a person as an audit committee
financial expert does not impose on such person any duties, obligations, or
liabilities that are greater than the duties, obligations, and liabilities
imposed on such person as a member of the audit committee and Board of Trustees
in the absence of such designation or identification.



Item 4. Principal Accountant Fees and Services

Applicable only for reports covering fiscal years ending on or after December
15, 2003.





Item 5. Audit Committee of Listed Registrants.

Applicable only for reports covering periods ending on or after the earlier of
(i) the first annual shareholder meeting after January 15, 2004 or (ii) October
31, 2004.


Item 6. [Reserved.]


Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.

Applicable only to annual reports filed by closed-end funds.


Item 8. [Reserved.]


Item 9 - 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-CSR
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.

    There were no significant changes or corrective actions with regard to
significant deficiencies or material weaknesses in the Fund's internal controls
or in other factors that could significantly affect the Fund's internal controls
subsequent to the date of their evaluation.


(b) There were no changes in the registrant's internal control over financial
reporting that occurred during the registrant's most recent fiscal half-year
(the registrant's second fiscal half-year in the case of an annual report) that
has materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.



                                     2



Item 10 Exhibits
(a) The Code of Ethics for Principal Executive and Senior Financial Officers is
attached hereto.

(b) A separate certification for each principal executive officer and principal
financial officer of the registrant are attached hereto as part of EX-99.CERT.


                                   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 Developing Growth Securities Trust

/s/ Ronald E. Robison
Ronald E. Robison
Principal Executive Officer
November 19, 2003

         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
November 19, 2003

/s/ Francis Smith
Francis Smith
Principal Financial Officer
November 19, 2003


                                   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 Developing Growth Securities Trust

/s/ Ronald E. Robison
Ronald E. Robison
Principal Executive Officer
December 8, 2003

         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
December 8, 2003

/s/ Francis Smith
Francis Smith
Principal Financial Officer
December 8, 2003




                                     3














                                                                  EXHIBIT 10 A

      CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS
      --------------------------------------------------------------------
                              ADOPTED JULY 31, 2003
                              ---------------------


I.       This Code of Ethics (the "Code") for the investment companies within
         the Morgan Stanley complex identified in Exhibit A (collectively,
         "Funds" and each, a "Fund") applies to each Fund's Principal Executive
         Officer, President, Principal Financial Officer and Treasurer (or
         persons performing similar functions) ("Covered Officers" each of whom
         are set forth in Exhibit B) for the purpose of promoting:

         o        honest and ethical conduct, including the ethical handling of
                  actual or apparent conflicts of interest between personal and
                  professional relationships.

         o        full, fair, accurate, timely and understandable disclosure in
                  reports and documents that a company files with, or submits
                  to, the Securities and Exchange Commission ("SEC") and in
                  other public communications made by the Fund;

         o        compliance with applicable laws and governmental rules and
                  regulations;

         o        prompt internal reporting of violations of the Code to an
                  appropriate person or persons identified in the Code; and

         o        accountability for adherence to the Code.


                  Each Covered Officer should adhere to a high standard of
business ethics and should be sensitive to situations that may give rise to
actual as well as apparent conflicts of interest. Any question about the
application of the Code should be referred to the General Counsel or his/her
designee (who is set forth in Exhibit C).

                                     4





II.      COVERED OFFICERS SHOULD HANDLE ETHICALLY ACTUAL AND APPARENT CONFLICTS
         OF INTEREST

         OVERVIEW. A "conflict of interest" occurs when a Covered Officer's
private interest interferes, or appears to interfere, with the interests of, or
his service to, the Fund. For example, a conflict of interest would arise if a
Covered Officer, or a member of his family, receives improper personal benefits
as a result of his position with the Fund.

         Certain conflicts of interest arise out of the relationships between
Covered Officers and the Fund and already are subject to conflict of interest
provisions in the Investment Company Act of 1940 ("Investment Company Act") and
the Investment Advisers Act of 1940 ("Investment Advisers Act"). For example,
Covered Officers may not individually engage in certain transactions (such as
the purchase or sale of securities or other property) with the Fund because of
their status as "affiliated persons" (as defined in the Investment Company Act)
of the Fund. The Fund's and its investment adviser's compliance programs and
procedures are designed to prevent, or identify and correct, violations of these
provisions. This Code does not, and is not intended to, repeat or replace these
programs and procedures, and such conflicts fall outside the parameters of this
Code, unless or until the General Counsel determines that any violation of such
programs and procedures is also a violation of this Code.

         Although typically not presenting an opportunity for improper personal
benefit, conflicts may arise from, or as a result of, the contractual
relationship between the Fund and its investment adviser of which the Covered
Officers are also officers or employees. As a result, this Code recognizes that
the Covered Officers will, in the normal course of their duties (whether
formally for the Fund or for the investment adviser, or for both), be involved
in establishing policies and implementing decisions that will have different
effects on the Fund and its investment adviser. The participation of the Covered
Officers in such activities is inherent in the contractual relationship between
the Fund and the investment adviser and is consistent with the performance by
the Covered Officers of their duties as officers of the Fund. Thus, if performed
in conformity with the provisions of the Investment Company Act and the
Investment Advisers Act, such activities will be deemed to have been handled
ethically. In addition, it is recognized by the Funds' Boards of
Directors/Trustees ("Boards") that the Covered Officers may also be officers or
employees of one or more other investment companies covered by this or other
codes.

         Other conflicts of interest are covered by the Code, even if such
conflicts of interest are not subject to provisions in the Investment Company
Act and the Investment Advisers Act. The following list provides examples of
conflicts of interest under the Code, but Covered Officers should keep in mind
that these examples are not exhaustive. The overarching principle is that the
personal interest of a Covered Officer should not be placed improperly before
the interest of the Fund.

         Each Covered Officer must not:

         o        use his personal influence or personal relationships
                  improperly to influence investment decisions or financial
                  reporting by the Fund whereby

                                       5



                  the Covered Officer would benefit personally (directly or
                  indirectly) to the detriment of the Fund;

         o        cause the Fund to take action, or fail to take action, for the
                  individual personal benefit of the Covered Officer rather than
                  the benefit of the Fund; or

         o        use material non-public knowledge of portfolio transactions
                  made or contemplated for, or actions proposed to be taken by,
                  the Fund to trade personally or cause others to trade
                  personally in contemplation of the market effect of such
                  transactions.

         Each Covered Officer must, at the time of signing this Code, report to
the General Counsel all affiliations or significant business relationships
outside the Morgan Stanley complex and must update the report annually.

         Conflict of interest situations should always be approved by the
General Counsel and communicated to the relevant Fund or Fund's Board. Any
activity or relationship that would present such a conflict for a Covered
Officer would likely also present a conflict for the Covered Officer if an
immediate member of the Covered Officer's family living in the same household
engages in such an activity or has such a relationship. Examples of these
include:

         o        service or significant business relationships as a director
                  on the board of any public or private company;

         o        accepting directly or indirectly, anything of value, including
                  gifts and gratuities in excess of $100 per year from any
                  person or entity with which the Fund has current or
                  prospective business dealings, not including occasional meals
                  or tickets for theatre or sporting events or other similar
                  entertainment; provided it is business-related, reasonable in
                  cost, appropriate as to time and place, and not so frequent as
                  to raise any question of impropriety;

         o        any ownership interest in, or any consulting or employment
                  relationship with, any of the Fund's service providers, other
                  than its investment adviser, principal underwriter, or any
                  affiliated person thereof; and

         o        a direct or indirect financial interest in commissions,
                  transaction charges or spreads paid by the Fund for effecting
                  portfolio transactions or for selling or redeeming shares
                  other than an interest arising from the Covered Officer's
                  employment, such as compensation or equity ownership.

III.     DISCLOSURE AND COMPLIANCE

        o        Each Covered Officer should familiarize  himself/herself with
                 the disclosure and compliance  requirements generally
                 applicable to the Funds;


                                    6



        o        each Covered Officer must not knowingly misrepresent, or cause
                 others to misrepresent, facts about the Fund to others,
                 whether within or outside the Fund, including to the Fund's
                 Directors/Trustees and auditors, or to governmental regulators
                 and self-regulatory organizations;

        o        each Covered Officer should, to the extent appropriate within
                 his area of responsibility, consult with other officers and
                 employees of the Funds and their investment advisers with the
                 goal of promoting full, fair, accurate, timely and
                 understandable disclosure in the reports and documents the
                 Funds file with, or submit to, the SEC and in other public
                 communications made by the Funds; and

        o        it is the responsibility of each Covered Officer to promote
                 compliance with the standards and restrictions imposed by
                 applicable laws, rules and regulations.

IV.      REPORTING AND ACCOUNTABILITY

         Each Covered Officer must:

        o       upon adoption of the Code (thereafter as applicable, upon
                becoming a Covered Officer), affirm in writing to the Boards
                that he has received, read and understands the Code;

        o       annually thereafter affirm to the Boards that he has complied
                with the requirements of the Code;

        o       not retaliate against any other Covered Officer, other officer
                or any employee of the Funds or their affiliated persons for
                reports of potential violations that are made in good faith;
                and

        o       notify the General  Counsel  promptly if he/she knows or
                suspects of any violation of this Code.  Failure to do so is
                itself a violation of this Code.

                 The General Counsel is responsible for applying this Code to
specific situations in which questions are presented under it and has the
authority to interpret this Code in any particular situation. However, any
waivers1 sought by a Covered Officer must be considered by the Board of the
relevant Fund or Funds.

         The Funds will follow these procedures in investigating and enforcing
this Code:

        o        the General Counsel will take all appropriate action to
                 investigate any potential violations reported to him;


- --------
1  Item 2 of Form N-CSR defines "waiver" as "the approval by the
   registrant of a material departure from a provision of the code of
   ethics."


                                     7




        o        if, after such investigation, the General Counsel believes
                 that no violation has occurred, the General Counsel is not
                 required to take any further action;

        o        any matter that the General Counsel believes is a violation
                 will be reported to the relevant Fund's Audit Committee;

        o        if the directors/trustees/managing general partners who are
                 not "interested persons" as defined by the Investment Company
                 Act (the "Independent Directors/Trustees/Managing General
                 Partners") of the relevant Fund concur that a violation has
                 occurred, they will consider appropriate action, which may
                 include review of, and appropriate modifications to,
                 applicable policies and procedures; notification to
                 appropriate personnel of the investment adviser or its board;
                 or a recommendation to dismiss the Covered Officer or other
                 appropriate disciplinary actions;

        o        the Independent  Directors/Trustees/Managing General Partners
                 of the relevant Fund will be responsible for granting  waivers
                 of this Code, as appropriate; and

        o        any changes to or waivers of this Code will, to the extent
                 required, be disclosed as provided by SEC rules.

V.       OTHER POLICIES AND PROCEDURES

         This Code shall be the sole code of ethics adopted by the Funds for
purposes of Section 406 of the Sarbanes-Oxley Act of 2002 and the rules and
forms applicable to registered investment companies thereunder. Insofar as other
policies or procedures of the Funds, the Funds' investment advisers, principal
underwriters, or other service providers govern or purport to govern the
behavior or activities of the Covered Officers who are subject to this Code,
they are superseded by this Code to the extent that they overlap or conflict
with the provisions of this Code unless any provision of this Code conflicts
with any applicable federal or state law, in which case the requirements of such
law will govern. The Funds' and their investment advisers' and principal
underwriters' codes of ethics under Rule 17j-1 under the Investment Company Act
and Morgan Stanley's Code of Ethics are separate requirements applying to the
Covered Officers and others, and are not part of this Code.

VI.      AMENDMENTS

         Any amendments to this Code, other than amendments to Exhibits A, B

or C, must be approved or ratified by a majority vote of the Board of each
Fund, including a majority of Independent Directors/Trustees/Managing General
Partners.

VII.     CONFIDENTIALITY



                                       8




         All reports and records prepared or maintained pursuant to this Code
will be considered confidential and shall be maintained and protected
accordingly. Except as otherwise required by law or this Code, such matters
shall not be disclosed to anyone other than the Independent
Directors/Trustees/Managing General Partners of the relevant Fund or Funds and
their counsel, the relevant Fund or Funds and their counsel and the relevant
investment adviser and its counsel.
















                                       9







VIII.    INTERNAL USE

         The Code is intended solely for the internal use by the Funds and does
not constitute an admission, by or on behalf of any Fund, as to any fact,
circumstance, or legal conclusion



I have read and understand the terms of the above Code. I recognize the
responsibilities and obligations incurred by me as a result of my being subject
to the Code. I hereby agree to abide by the above Code.


- -------------------------

Date:_____________________









                                    10





                                    EXHIBIT B
                                    ---------

                               INSTITUTIONAL FUNDS
                                COVERED OFFICERS
                                ----------------

                          Mitchell M. Merin - President
  Ronald E. Robison - Executive Vice President and Principal Executive Officer
            James W. Garrett - Chief Financial Officer and Treasurer

                                  RETAIL FUNDS
                                COVERED OFFICERS
                                ----------------

                          Mitchell M. Merin - President
  Ronald E. Robison - Executive Vice President and Principal Executive Officer
               Frank Smith - Chief Financial Officer and Treasurer









                                   11





                                    EXHIBIT C
                                    ---------

                                 GENERAL COUNSEL
                                 ---------------

                                   Barry Fink














                                    12



                                                                  EXHIBIT 10 B1

                  CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

                                 CERTIFICATIONS
                                 --------------

I, Ronald E. Robison, certify that:

1.   I have reviewed this report on Form N-CSR of Morgan Stanley Developing
     Growth Securities Trust;

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 financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations, changes in net
     assets, and cash flows (if the financial statements are required to include
     a statement of cash flows) of the registrant as of, and for, the periods
     presented in this report;

4.   The registrant's other certifying officers 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 half-year (the registrant's second fiscal half-year in the case of
     an annual 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



                                      13



b)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal controls
     over financial reporting.

Date:  November 19, 2003

                                                   /s/ Ronald E. Robison
                                                   Ronald E. Robison
                                                   Principal Executive Officer













                                     14



                                                                 EXHIBIT 10 B2

                  CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

                                 CERTIFICATIONS
                                 --------------

I, Francis Smith, certify that:

6.   I have reviewed this report on Form N-CSR of Morgan Stanley Developing
     Growth Securities Trust;

7.   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;

8.   Based on my knowledge, the financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations, changes in net
     assets, and cash flows (if the financial statements are required to include
     a statement of cash flows) of the registrant as of, and for, the periods
     presented in this report;

9.   The registrant's other certifying officers 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:

b)   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.]

e)   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

f)   disclosed in this report any change in the registrant's internal control
     over financial reporting that occurred during the registrant's most recent
     fiscal half-year (the registrant's second fiscal half-year in the case of
     an annual report) that has materially affected, or is reasonably likely to
     materially affect, the registrant's internal control over financial
     reporting; and

10.  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):

c)   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


                                      15




d)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal controls
     over financial reporting.

Date:  November 19, 2003

                                                     /s/ Francis Smith
                                                     Francis Smith
                                                     Principal Financial Officer







                                   16





                                                                  EXHIBIT 10 B3

                  CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

                                 CERTIFICATIONS
                                 --------------

I, Ronald E. Robison, certify that:

1.   I have reviewed this report on Form N-CSR of Morgan Stanley Developing
     Growth Securities Trust;

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 financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations, changes in net
     assets, and cash flows (if the financial statements are required to include
     a statement of cash flows) of the registrant as of, and for, the periods
     presented in this report;

4.   The registrant's other certifying officers 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 half-year (the registrant's second fiscal half-year in the case of
     an annual 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



                                      17



b)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal controls
     over financial reporting.

Date:  December 8, 2003

                                                   /s/ Ronald E. Robison
                                                   Ronald E. Robison
                                                   Principal Executive Officer













                                     18



                                                                 EXHIBIT 10 B4

                  CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

                                 CERTIFICATIONS
                                 --------------

I, Francis Smith, certify that:

6.   I have reviewed this report on Form N-CSR of Morgan Stanley Developing
     Growth Securities Trust;

7.   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;

8.   Based on my knowledge, the financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations, changes in net
     assets, and cash flows (if the financial statements are required to include
     a statement of cash flows) of the registrant as of, and for, the periods
     presented in this report;

9.   The registrant's other certifying officers 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:

b)   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.]

e)   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

f)   disclosed in this report any change in the registrant's internal control
     over financial reporting that occurred during the registrant's most recent
     fiscal half-year (the registrant's second fiscal half-year in the case of
     an annual report) that has materially affected, or is reasonably likely to
     materially affect, the registrant's internal control over financial
     reporting; and

10.  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):

c)   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


                                      19




d)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal controls
     over financial reporting.

Date:  December 8, 2003

                                                     /s/ Francis Smith
                                                     Francis Smith
                                                     Principal Financial Officer







                                   20






                            SECTION 906 CERTIFICATION

                 Certification Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

Morgan Stanley Developing Growth Securities Trust

         In connection with the Report on Form N-CSR (the "Report") of the
above-named issuer for the period ended September 30, 2003 that is accompanied
by this certification, the undersigned hereby certifies that:

1.       The Report fully complies with the requirements of Section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

2.       The information contained in the Report fairly presents, in all
         material respects, the financial condition and results of
         operations of the Issuer.



Date: November 19, 2003                            /s/ Ronald E. Robison
                                                    ---------------------------
                                                    Ronald E. Robison
                                                    Principal Executive Officer


A signed original of this written statement required by Section 906 has been
provided to Morgan Stanley Developing Growth Securities Trust and will be
retained by Morgan Stanley Developing Growth Securities Trust and furnished to
the Securities and Exchange Commission or its staff upon request.



                                   21




                            SECTION 906 CERTIFICATION

                  Certification Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

Morgan Stanley Developing Growth Securities Trust

         In connection with the Report on Form N-CSR (the "Report") of the
above-named issuer for the period ended September 30, 2003 that is accompanied
by this certification, the undersigned hereby certifies that:

1.       The Report fully complies with the requirements of Section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

2.       The information contained in the Report fairly presents, in all
         material respects, the financial condition and results of
         operations of the Issuer.



Date: November 19, 2003                         /s/ Francis Smith
                                                 ----------------------
                                                 Francis Smith
                                                 Principal Financial Officer


A signed original of this written statement required by Section 906 has been
provided to Morgan Stanley Developing Growth Securities Trust and will be
retained by Morgan Stanley Developing Growth Securities Trust and furnished to
the Securities and Exchange Commission or its staff upon request.







                                        22





                            SECTION 906 CERTIFICATION

                 Certification Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

Morgan Stanley Developing Growth Securities Trust

         In connection with the Report on Form N-CSR (the "Report") of the
above-named issuer for the period ended September 30, 2003 that is accompanied
by this certification, the undersigned hereby certifies that:

1.       The Report fully complies with the requirements of Section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

2.       The information contained in the Report fairly presents, in all
         material respects, the financial condition and results of
         operations of the Issuer.



Date: December 8, 2003                              /s/ Ronald E. Robison
                                                    ---------------------------
                                                    Ronald E. Robison
                                                    Principal Executive Officer


A signed original of this written statement required by Section 906 has been
provided to Morgan Stanley Developing Growth Securities Trust and will be
retained by Morgan Stanley Developing Growth Securities Trust and furnished to
the Securities and Exchange Commission or its staff upon request.



                                   23




                            SECTION 906 CERTIFICATION

                  Certification Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

Morgan Stanley Developing Growth Securities Trust

         In connection with the Report on Form N-CSR (the "Report") of the
above-named issuer for the period ended September 30, 2003 that is accompanied
by this certification, the undersigned hereby certifies that:

1.       The Report fully complies with the requirements of Section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

2.       The information contained in the Report fairly presents, in all
         material respects, the financial condition and results of
         operations of the Issuer.



Date: December 8, 2003                           /s/ Francis Smith
                                                 ----------------------
                                                 Francis Smith
                                                 Principal Financial Officer


A signed original of this written statement required by Section 906 has been
provided to Morgan Stanley Developing Growth Securities Trust and will be
retained by Morgan Stanley Developing Growth Securities Trust and furnished to
the Securities and Exchange Commission or its staff upon request.







                                        24