Fitch Rates Morgan Stanley & Co. Incorporated Trust Floater & Residual Certificates Series 2008-3318

NEW YORK--(BUSINESS WIRE)--

Fitch Ratings assigns the following ratings to the floater certificates and residual certificates of the Morgan Stanley & Co. Incorporated Trust series listed below:

--Series 2008-3318 floaters-'AA/F1', Stable Outlook; residuals-'AA', Stable Outlook.

The long-term 'AA', Stable Outlook rating assigned to the Series 2008-3318 floaters and residuals is based on the rating that Fitch has assigned to the The Regents of the University of California Limited Project Revenue Bonds, 2012 Series G Bonds (rated 'AA', Stable Outlook) that have been deposited in the trust.

The 'F1' short-term rating assigned to the Floaters is based on the liquidity facility provided by Credit Suisse AG (rated, 'A/F1', Stable Outlook). The short-term rating assigned to the Floaters will expire on March 15, 2014, the expiration date for the liquidity facility unless such date is extended or earlier terminated.

Rating Sensitivities: The short-term rating assigned to the floaters reflects the short-term rating that Fitch maintains on the bank providing liquidity support and will be adjusted upward or downward in conjunction with the short-term rating of the bank, and, in some cases, the long-term rating of the underlying bond deposited in the trust. The long-term ratings assigned to the floaters and residuals are exclusively tied to the creditworthiness of the underlying bond deposited in the trust and will reflect all changes to that rating.

Additional information is available at 'www.fitchratings.com'. The ratings above were solicited by, or on behalf of, the issuer, and therefore, Fitch has been compensated for the provision of the ratings.

Applicable Criteria and Related Research:

--'U.S. Municipal Structured Finance Criteria', Feb. 27, 2013;

--'Guidelines for Rating Tender Option Bonds', May 10, 2012.

Applicable Criteria and Related Research

U.S. Municipal Structured Finance Criteria

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=701570

Guidelines for Rating Tender Option Bonds

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=678533

ALL FITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK: HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'. PUBLISHED RATINGS, CRITERIA AND METHODOLOGIES ARE AVAILABLE FROM THIS SITE AT ALL TIMES. FITCH'S CODE OF CONDUCT, CONFIDENTIALITY, CONFLICTS OF INTEREST, AFFILIATE FIREWALL, COMPLIANCE AND OTHER RELEVANT POLICIES AND PROCEDURES ARE ALSO AVAILABLE FROM THE 'CODE OF CONDUCT' SECTION OF THIS SITE. FITCH MAY HAVE PROVIDED ANOTHER PERMISSIBLE SERVICE TO THE RATED ENTITY OR ITS RELATED THIRD PARTIES. DETAILS OF THIS SERVICE FOR RATINGS FOR WHICH THE LEAD ANALYST IS BASED IN AN EU-REGISTERED ENTITY CAN BE FOUND ON THE ENTITY SUMMARY PAGE FOR THIS ISSUER ON THE FITCH WEBSITE.