[LETTERHEAD OF CLIFFORD CHANCE US LLP]
December 23, 2008
VIA EDGAR
Larry Greene, Esq.
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Re: Morgan Stanley Variable Investment Series
(the “Fund”) (File No. 811-03692)
Dear Mr. Greene:
On behalf of the Fund, we transmit for filing under the Securities Exchange Act of 1934 and the Investment Company Act of 1940, each as amended, a preliminary copy of the following documents:
(i) a notice of meeting, proxy statement and form of proxy relating to a special meeting of shareholders of the Global Advantage Portfolio (the “Portfolio”), a series of the Fund, in the form in which such material is to be furnished by the management of the Fund to the Portfolio’s shareholders; and
(ii) Schedule 14A.
If you have any questions concerning the foregoing, please do not hesitate to contact me at (212) 878-4988 or Daniel Burton of Morgan Stanley at (212) 296-6980.
Best Regards,
/s/ Allison M. Harlow |
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Allison M. Harlow |
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cc: Daniel Burton