NOTIFICATION  OF  THE  REMOVAL  FROM  LISTING  AND REGISTRATION OF THE STATED
SECURITIES

The American Stock Exchange LLC hereby notifies  the  SEC of its intention to
remove   the  entire  class  of  the  stated  securities  from  listing   and
registration  on  the Exchange at the opening of business on August 14, 2006,
pursuant to the provisions of Rule 12d2-2 (a). 17CFR240.12d2-2(a)(2)

The removal of Morgan  Stanley  7% Genentech, Inc. SPARQS, expiring August 1,
2006 is being effected because the  Exchange  knows  or  is reliably informed
that the entire class of this security was redeemed or paid  at  maturity  or
retirement on August 1, 2006.

The security was suspended by the Exchange on August 2, 2006.